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HomeMy WebLinkAboutFinal Packet 08102026  A G E N D A REVISED MEETING OF THE CITY COUNCIL Monday, August 10, 2026 ~ 7:00 PM City Council Chambers 211 Eighth Street Seal Beach, California LISA LANDAU MAYOR Third District BEN WONG MAYOR PRO TEM Second District   JOE KALMICK COUNCIL MEMBER First District                                                           PATTY SENECAL COUNCIL MEMBER Fourth District     NATHAN STEELE COUNCIL MEMBER Fifth District     This  Agenda  contains  a  brief  general  description  of  each  item  to  be  considered. No  action  or discussion  shall  be  taken  on  any  item  not  appearing  on  the  agenda, except  as  otherwise provided  by  law. Supporting  documents, including  agenda staff  reports, and any  public writings distributed by the  City to at least  a  majority  of  the Council  Members regarding  any item on this agenda are available on the City’s website at www.sealbeachca.gov. The City Council meetings are presented in a hybrid format, both in-person at City Hall and virtually via Microsoft Teams at the  following  link  https://teams.microsoft.com/meet/296958473476160? p=KXZXp8fqj7Ep3tCZWp. City  Council  meetings  are  broadcast  live  on  Seal  Beach  TV-3  and  on  the  City's  website (www.sealbeachca.gov). Check  SBTV-3  schedule  for  the  rebroadcast  of  meetings.  The meetings are also available on demand on the City’s website (starting 2012). In  compliance  with  the  Americans  with  Disabilities  Act  of  1990, if  you  require  disability  related modifications or  accommodations, including auxiliary  aids or  services to attend or  participate  in the  City  Council  meeting, please  call  the  City  Clerk's  office  at  (562) 431-2527  at  least 48 hours prior to the meeting. CALL TO ORDER PLEDGE OF ALLEGIANCE COUNCIL ROLL CALL PRESENTATIONS / RECOGNITIONS •Assembly Bill 1572 Presentation ORAL COMMUNICATIONS At this time members of the public may address the Council regarding any items  within the  subject  matter  jurisdiction  of  the  City  Council. Pursuant  to  the  Brown  Act, the Council  cannot  discuss  or  take  action  on  any  items  not  on  the  agenda  unless authorized  by  law. Matters  not  on  the  agenda  may, at  the  Council's  discretion, be referred to the City Manager and placed on a future agenda.   Those  members  of  the  public  wishing  to  speak  are  asked  to  come  forward  to  the microphone and state their name  for the record. All speakers will be limited to  a period of five (5) minutes. Speakers must address their comments only to the Mayor and entire City Council, and not to any individual, member of the staff or audience. Any documents for  review  should  be  presented  to  the  City  Clerk  for  distribution. Speaker  cards  will  be available  at  the  Clerk’s  desk  for  those  wishing  to  sign  up  to  address  the  Council, although  the  submission  of  a  speaker  card  is  not  required  in  order  to  address  the Council. Emailed Comment from Lucy Jackson APPROVAL OF AGENDA & WAIVER OF FULL READING OF RESOLUTIONS ORDINANCES By  motion  of the  City  Council  this  is  the time  to notify  the public of  any  changes  to the agenda and /or rearrange the order of the agenda. CITY ATTORNEY REPORT Nicholas Ghirelli, City Attorney    CITY MANAGER REPORT Patrick Gallegos, City Manager    COUNCIL COMMENTS General Council Member comments and reporting pursuant to AB 1234. COUNCIL ITEMS – None CONSENT CALENDAR Items on the consent calendar are considered to be routine and are enacted by a single motion with the exception of items removed by Council Members. A.Approval of the City Council Minutes - That  the  City  Council  approve  the minutes of the Special Closed Session Meeting and the Special Joint Meeting of the City  Council  and  Planning  Commission  held  on  July 20, 2026, and  the Closed Session and Regular City Council Meetings held on July 27, 2026.   B.Demand on City Treasury (Fiscal Year 2026) - Ratification.     C.Consideration of Resolution Ratifying the Declaration of an Emergency and Dispensing with Public Bidding for the Abatement Work at Marina Community Center (CIP BG2506); Ratifying Approval of Public Works Agreement with Castlerock Environmental and Amendment 1 to the Public Works Agreement; Approving and Authorizing the City Manager to Execute Amendment 1 to the Public Works Agreement with Castlerock; and Accepting the Emergency Work as Complete and Filing a Notice of Completion - That  the  City  Council  adopt  Resolution  7805: 1. Ratifying  the  Public  Works  Director’s  Declaration  of  Emergency  for  the Abatement  Work  at  Marina  Community  Center  (CIP  BG2506) as  necessary for  the  immediate  preservation  of  life, health, and  property  of  the  City; and based  on  such  Declaration  of  Emergency, dispensing  with  formal  bidding  for the  Abatement  Work  at  Marina  Community  Center  (CIP  BG2506), in  the amount  of  $34,850; and, 2. Ratifying  the  Public  Works  Agreement (Agreement) with  Castlerock  Environmental, Inc. (Castlerock) dated  May  4, 2026, for $8,560, and ratifying Amendment 1 to the Agreement authorizing an increase  in  compensation  by  $26,290, for  the  total  compensation  of  $34,850 for  the  emergency  abatement  work  in  the  ceilings  and  storage  areas  of  the Marina  Community  Center  (CIP  BG2506); and, 3. Authorizing  and  directing the  City  Manager  to  execute  Amendment  1  on  behalf  of  the  City; and, 4. Formally  accepting  the  completion  of  the  emergency  abatement  work performed by Castlerock pursuant  to the  Agreement and Amendment 1 in the total  amount  of  $34,850; and, 5. Directing  the  City  Clerk  to  file  a  “Notice  of Completion” with  the  Orange  County  Clerk-Recorder  within  fifteen  (15) days of the  date  of  approval  of  the  resolution  and to release  retention within  thirty- five  (35) days  after  the  recordation  of  the  Notice  of  Completion  contingent upon no claims being filed on the Project.   D.Homeland Security Grant Program Subaward Agreement for Reimbursement of Operation Costs for Fiscal Year (FY) 2025 Operation Stonegarden for Transfer or Purchase of Equipment and Services - That the  City  Council  adopt  Resolution  7806: 1. Approving  the  Subaward Agreement  for  Fiscal  Year  2025  Operation  Stonegarden  (OPSG) Homeland Security  Grant  Program  Funds  between  the  City  of  Seal  Beach, County  of Riverside  and  other  Participating  Agencies  for  reimbursement  of  operating costs  for  transfer  or  purchase  of  equipment  and  services   (the  Agreement); and, 2. Authorizing the Chief of Police to execute the Agreement on the City’s behalf; and, 3. Accepting  the  OPSG  funds  and  authorizing  the  City  Manager, or  designee, to  accept  the  OPSG  funds  in  the  amount  of  $168,318; and, 4. Authorizing  the  City  Manager, or  designee, to  take  any  further  actions necessary  for  the  purpose  of  obtaining  federal  financial  assistance  provided by  the  Department of  Homeland  Security – Federal  Emergency  Management Agency  and  sub-granted  through  the  Riverside  Sheriff’s  Department  in connection  with  the  Operation  Stonegarden  Homeland  Security  Grant Program; and, 5. Authorizing  and directing the  Chief  of  Police  and/or  the  City Manager  to  execute  any  other  documents  necessary  to  receive  and  use  the OPSG grant funds.     E.Approving a new Professional Services Agreement with PetData, Technologies LLC., for Animal Licensing Services - That  the  City  Council adopt  Resolution  7807  approving  and  authorizing  the  City  Manager, or  his designee, to  execute  a  Professional  Services  Agreement  with  PetData Technologies, LLC., to  provide  animal  licensing  services  for  the  City  of  Seal Beach.   F.Resolution Approving Amendments to the Classification Plan and Position Allocation Plan Related to Certain Mid-Management and Professional Classifications - That  the  City  Council  adopt  a  Resolution 7808 approving  the  proposed classification and compensation adjustments to the  City’s  full-time  classification  plan, including  the  following  reclassifications and  salary grade  placements that  align with the FY 2026-27  Adopted  Budget: 1. Establish  the  classification  of  Senior  Code  Enforcement  Officer, placed  at Grade 20, and authorize the reclassification of the existing Code Enforcement Officer  position  to  Senior  Code  Enforcement  Officer; and, 2. Reclassify  the Finance Manager position to Deputy Director of Finance, placed at Grade  51; and, 3. Reclassify  the  Recreation  Manager  position  to  Deputy  Director  of Community  Services, placed  at  Grade  46; and, 4. Reclassify  the  Associate Engineer position to Senior Engineer, placed at Grade 42; and, 5. Approve the new part-time Information Technology (IT) Aide classification specification and add  the  classification to  the  City’s  part-time  salary  schedule  at  Grade  4; and, 6. Authorize  the  City  Manager, or  designee, to  take  all  necessary administrative  actions  to  implement  the  approved  classification  changes, establish  the  approved  salary  placements  effective  pay  period  18, and incorporate  the  related  updates  to  the  City’s  classification  and  compensation plan, including pay grade renumbering.   ITEMS REMOVED FROM THE CONSENT CALENDAR PUBLIC HEARING – None UNFINISHED / CONTINUED BUSINESS – None NEW BUSINESS G.Consideration to Approve the California State Water Resources Control Board Construction Installation Sale Agreement No. D2502060 to Finance up to $3,765,411 for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 - That  the  City  Council  adopt Resolution  7809: 1. Approving  the  California  State  Water  Resources  Control Board  Agreement  No. D2502060  in  the  amount  of  $3,175,000  for  the  LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103; and, 2. Approving an  increase  to the  loan amount  up  to $3,765,411  if  approved  by the  State  Water  Board; and, 3. Authorizing  the  City  Manager  to  execute  the Agreement; accept, receive, and  utilize  the  Agreement  funding  on  behalf  of the  City; and  submit  a  Final  Budget  Approval  to  the  Water  Board  requesting an  increase  the  total  financing  amount  to  $3,765,411. - This  item  will  be postponed to a future meeting to allow additional time for coordination with the State Water Resources Control Board.     ADJOURNMENT Adjourn the City Council to Monday, September 14, 2026 at 5:30 p.m. to meet in closed session, if deemed necessary. Note: The August 24, 2026 City Council meeting has been cancelled. CITY COUNCIL NORMS:                               Adopted on June 12, 2023 •Maintain a citywide perspective, while being mindful of our districts. •Move from I to we, and from campaigning to governing. •Work together as a body, modeling teamwork and civility for our community. •Assume good intent. •Disagree agreeably and professionally.  •Utilize long range plans to provide big picture context that is realistic and achievable. •Stay focused on the topic at hand.  Ensure each member of Council has an opportunity to speak. •Demonstrate respect, consideration, and courtesy to all. •Share information and avoid surprises. •Keep confidential things confidential. •Respect the Council/Manager form of government and the roles of each party. •Communicate concerns about staff to the City Manager; do not criticize staff in public.                                                                                          CIVILITY PRINCIPLES: Treat everyone courteously; Listen to others respectfully; Exercise self-control;  Give open-minded consideration to all viewpoints;  Focus on the issues and avoid personalizing debate; and, Embrace respectful disagreement and dissent as democratic rights, inherent components of an inclusive public process, and tools for forging sound decisions.  FOLLOW US ON FACEBOOK FOLLOW US ON INSTAGRAM FOLLOW US ON TWITTER/X                                          @CITYOFSEALBEACH                                                             @CITYOFSEALBEACHCA                                    @SEALBEACHCITYCA @SEALBEACHRECREATION&COMMUNITYSERVICES       @SEALBEACH_LIFEGUARD @SEALBEACHPOLICEDEPARTMENT                                    @SEALBEACHPOLICE                                                                                                   @SEALBEACHPUBLICWORKS                                                                                                   @K9YOSA                                                                                                   @K9.SAURUS   An Introduction to AB 1572 1 CITY OF SEAL BEACH August 10, 2026 What is AB 1572? Purpose 2 AB 1572, a new regulation, supports California's long-term water resilience by advancing more efficient use of potable water in response to recurring drought, climate change, and growing pressure on limited water supplies. Scope It prohibits the use of potable water to irrigate non-functional turfgrass on commercial, industrial, and institutional (CII) properties, using a phased implementation approach. Definitions 3 Nonfunctional Turf As defined by the regulation: turf that is not functional, including street rights-of-way and parking lots. If the only time you step foot on the turf is to mow it, it is likely nonfunctional. Exemptions exist for: Tree health, cemeteries, and public health & safety needs. Functional Turf As defined by the regulation: a ground cover surface of turf located in a recreational use area or community space. Turf enclosed by fencing or other barriers to permanently preclude human access for recreation or assembly is not functional turf. Examples include: ●Parks & sports fields ●Picnic grounds ●Playgrounds January 1, 2028 AB 1572 in effect for commercial, industrial, and institutional customers AB 1572: A Phased Implementation Approach January 1, 2027 AB 1572 in effect for Local Governments and Public Agencies January 1, 2029 AB 1572 in effect for HOA Common areas + common interest developments The City’s Responsibilities Revise regulations, ordinances, or policies to include AB 1572 requirements and definitions by January 1, 2027 5 Communicate these requirements to customers on or before that date Consider enforcement policies and procedures Enforcing AB 1572 6 Statutory Authority AB 1572 says that suppliers may enforce its provisions, but does not specify exactly how suppliers enforce it. Preserving Local Control By establishing a basic enforcement framework, Seal Beach can preserve local control over how enforcement is applied. •Amend Municipal Code §9.37.015, "Permanent Mandatory Water Conservation Measures” to include AB 1572 requirements •Enforcement covered by §9.37.035 •Amend Municipal Code §9.37.005, “Definitions” to include required definitions •Amend §11.4.30.020 “General Landscaping Standards” with limited clarification that turf only be used on commercial, industrial, and institutional properties when its irrigation complies with Chapter 9.37 and applicable state law Anticipated Ordinance Update & Timeline 7 By Sept 7 Publish Public Hearing Notice Sept 28 1st Reading Oct 26 2nd Reading & Vote Sept -Dec Communications & Outreach Jan 1, 2027 AB 1572 Requirement Effective Date Budget Impacts 8 Ordinance Adoption Impact ●No direct budget impact to general fund or water fund. ●Requires staff time associated with executing the regulatory update. Potential Long-Term Costs Anticipated future operational requirements include: ●City property & ROW compliance ●Customer compliance support ●Enforcement programs ●Ongoing monitoring & reporting Current Related Activity & Programs 9 Turf Conversion Programs Seal Beach works closely with Metropolitan and MWDOC to offer Seal Beach customers rebates to convert large areas of turf into water-wise, climate- appropriate landscapes. Seal Beach ROW Conversions •Seal Beach has zero medians with turf. •Seal Beach received a grant for rebates approved to convert turf into water-wise landscaping at Central and 2nd, 1st and PCH, and at the SBTPC. Track Record 38,418 sq. ft. Converted Since 2010 Seal Beach customers have successfully transformed turf areas into sustainable, OC- friendly environments. Public Works has had conversations with Leisure World on AB 1572 requirements and are working on developing a plan to meet regulation requirements. Forthcoming Guidance •AB 1572 also requires •CII property owners with more than 5,000 sq. ft. of irrigated area to certify their compliance with AB 1572 with the State Water Resources Control Board starting in 2030, •and HOAs and similar entities with large common areas to certify in 2031. 10 Importantly, the State is still developing guidance on what this self- certification process will look like. David Spitz, Public Works Dspitz@sealbeachca.gov Sean Low, Public Works Slow@sealbeachca.gov Claire Hubert, Environmental Incentives chubert@enviroincentives.com THANK YOU! Reference: Regulation Text for Ordinance •The use of potable water for the irrigation of nonfunctional turf located on commercial, industrial, and institutional properties, other than a cemetery, and on properties of homeowners’ associations, common interest developments, and community service organizations or similar entities is prohibited as of the following dates: ​ 1.All properties owned by the Department of General Services, beginning January 1, 2027. ​ 2.All properties owned by local governments, local or regional public agencies, and public water systems, except those specified in paragraph (5), beginning January 1, 2027. ​ 3.All other institutional properties and all commercial and industrial properties, beginning January 1, 2028. ​ 4.All common areas of properties of homeowners’ associations, common interest developments, and community service organizations or similar entities, beginning January 1, 2029. ​ 5.All properties owned by local governments, local public agencies, and public water systems in a disadvantaged community, beginning January 1, 2031, or the date upon which a state funding source is made available to fund conversion of nonfunctional turf on these properties to climate-appropriate landscapes, whichever is later. ​ b.Notwithstanding subdivision (a), the use of potable water is not prohibited by this section to the extent necessary to ensure the health of trees and other perennial nonturf plantings, or to the extent necessary to address an immediate health and safety need. ​ c.The board may, upon a showing of good cause for reasons including economic hardship, critical business need, and potential impacts to human health or safety, postpone a compliance deadline in subdivision (a) by up to three years for certain persons, institutions, and businesses, and may create a form to be used for compliance certification to the board by property owners.​ 12 1 Brandon DeCriscio From:CPE Freeway Noise <cpefreewaynoise@gmail.com> Sent:Sunday, August 9, 2026 9:32 PM To:City Clerk; Gloria Harper Cc:Patty Senecal Subject:Public Comment for City Council Meeting, August 10, 2026, I-405 Freeway Noise, College Park East Dear City Clerk, Please enter this letter into the public record for the City Council meeting of August 10, 2026, and share it with the Mayor, all Council Members, and the City Manager. My name is Lucy Jackson. I am a resident of College Park East and the community representative for the CPE Freeway Noise Team. I previously presented this issue to the City Council on March 9, 2026. I am writing today to provide an update on the data we have collected since then and to respectfully request the active support of the Mayor and all Council Members in moving this forward with Caltrans. OVERVIEW This community has been engaged with the City on this issue since January 2025. The most recent dialogue took place on July 15, 2026, in a productive meeting with Councilmember Senecal, Police Chief Henderson, City Manager Gallegos and Team. We are grateful for that continued engagement. We are now asking the full Council to hear where things stand and to lend their active support to moving this forward with Caltrans. WHAT THE DATA SHOWS Over the past several months, CPE residents have conducted an independent noise monitoring study across seven streets in the neighborhood. Every site with sufficient data meets or exceeds the federal HUD 65 dBA Day-Night Average Level threshold, the level the U.S. Department of Housing and Urban Development classifies as Normally Unacceptable for residential areas. Our dataset, collected at several locations, over 50 recording sessions and more than 2.1 million individual time-stamped readings, produced an overall Leq of 68.5 dBA (as of 8/9/26). This is 18.5 dBA above the Seal Beach Municipal Code nighttime limit of 50 dBA and 3.6 dBA above the federal HUD threshold. No hour of the day or night falls within legally acceptable noise limits. Peak readings across the seven monitored sites reached as high as 95.4 dBA, recorded not on Almond Avenue but on Birchwood Avenue, two full blocks from the wall. This confirms that the noise impact extends well beyond the front row of homes and affects the entire neighborhood. WHAT RESIDENTS ARE SAYING We have conducted a resident survey now with 56 household responses from College Park East. The results are published on our website and speak for themselves: 2 96.4% of respondents support the City taking stronger, more direct action on noise 91.1% are concerned their property value is being negatively affected by freeway noise 64.3% report daily or near-daily disruption to their lives Respondents have lived in College Park East for between 1 and 58 or more years. This is not a complaint from recent arrivals. It is a shared, long-standing quality of life issue affecting residents across every generation of tenure in this neighborhood. More survey responses are coming in regularly. WE INVITE THE COUNCIL TO VISIT OUR SITE We encourage every Council Member and the Mayor to visit https://cpenoisemap.netlify.app/ before or after tonight's meeting. The site includes an interactive noise map where you can click on any pin across the neighborhood to see the measured noise levels at that location, a Solutions section with technical references supporting each proposed mitigation, and a Survey Results page showing the full resident response data. Please note: our community website is maintained by volunteers and is updated monthly at best. The data presented there is not live. We have additional residents in queue to submit noise readings and survey responses, so the picture will only grow stronger over time. THE SOLUTIONS ARE STANDARD AND PROVEN We are not asking for anything new or experimental. The CPE Freeway Noise Team has identified several mitigation options, all of which are already deployed on California freeways and all supported by Caltrans own published technical reports and FHWA guidance documents: 1. Rubberized open-grade asphalt (RHMA-O) and double-layer porous asphalt (DLPA) on the I-405 travel lanes. Both are proven quieter pavement technologies documented in Caltrans own Quieter Pavement guidance manual, reducing tire and road noise by 4 to 8 dBA at the source. 2. A taller sound wall with acoustic T-profile top caps, which adds meaningful insertion loss without requiring a full wall rebuild. 3. Absorptive facing on the freeway side of the existing wall, which converts the current reflective concrete surface into a noise-absorbing barrier. Our minimum goal is to bring all areas of College Park East within Seal Beach Municipal Code limits of 55 dBA daytime and 50 dBA nighttime. Based on our current measured levels, this requires a noise minimum reduction of 15 dBA across the neighborhood. The combination of solutions listed above is capable of achieving that target using technology Caltrans already specifies on other California freeways. We want to be transparent with the Council: these solutions were identified by residents through independent research. We are not acoustical engineers. This community needs professional acoustic support to properly evaluate, specify, and advocate for the right combination of solutions for this specific corridor. That professional engagement is something we are asking the City to help facilitate. Rossmoor, our immediate neighbor on the same I-405 corridor, organized its residents and won part of this fight in 2018 with just 261 petition signatures and got their wall upgraded. We have more data, more residents, a stronger regulatory case, and 18 months of documented engagement with the City. If Rossmoor succeeded with 261 signatures, College Park East must! (https://www.ipetitions.com/petition/noise-abatement-405-freeway-bordering-rossmoor/) 3 WHAT WE ARE ASKING OF THIS COUNCIL We respectfully ask the Mayor and all Council Members to actively support City staff in taking formal action with Caltrans on behalf of College Park East residents. The specific form that action takes is for the City and its advisors to determine. What we ask is that it happen, that it happen before Q4 2026, and that it be documented in writing so that Caltrans is formally on notice. This is time-sensitive. The I-405 resurfacing cycle is a finite window. If quieter pavement is not formally requested before the next paving cycle is scheduled, the opportunity will not return for seven to ten years. Every month of delay narrows that window further. We have been raising this issue since January 2025. We have the data, the survey, the precedent, and the regulatory framework. What we need now is the City of Seal Beach standing firmly with its residents. Our full dataset, interactive noise map, survey results, and technical references are available at: https://cpenoisemap.netlify.app/ Thank you for your time and for your commitment to the residents of College Park East. Respectfully, Lucy Jackson Community Representative, CPE Freeway Noise Team Agenda Item A AGENDA STAFF REPORT DATE:August 10, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Gloria D. Harper, City Clerk SUBJECT:Approval of the City Council Minutes ________________________________________________________________ SUMMARY OF REQUEST: That the City Council approve the minutes of the Special Closed Session Meeting and the Special Joint Meeting of the City Council and Planning Commission held on July 20, 2026, and the Closed Session and Regular City Council Meetings held on July 27, 2026. BACKGROUND AND ANALYSIS: This section does not apply. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: No legal analysis is required for this item. FINANCIAL IMPACT: There is no financial impact for this item. RECOMMENDATION: That the City Council approve the minutes of the Special Closed Session Meeting and the Special Joint Meeting of the City Council and Planning Commission held on July 20, 2026, and the Closed Session and Regular City Council Meetings held on July 27, 2026. Page 2 2 2 6 8 SUBMITTED BY: NOTED AND APPROVED: Gloria D. Harper Patrick Gallegos Gloria D. Harper, City Clerk Patrick Gallegos, City Manager Prepared by: Brandon DeCriscio, Deputy City Clerk ATTACHMENTS: A. Minutes - Special Closed Session, July 20, 2026 B. Minutes - Special Joint Meeting of the City Council and Planning Commission, July 20, 2026 C. Minutes - Closed Session, July 27, 2026 D. Minutes - Regular Session, July 27, 2026 1 0 7 6 9 Seal Beach, California July 20, 2026 The City Council met in a Special Closed Session at 5:31 p.m. in the City Hall Conference Room. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager Iris Lee, Director of Public Works Gloria D. Harper, City Clerk Brandon DeCriscio, Deputy City Clerk ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speakers: None. Mayor Landau closed oral communications. CLOSED SESSION A. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code Section 54956.9(d)(2) – One potential (1) case involving a threat of litigation regarding a proposed development at 4665 Lampson Avenue, Los Alamitos, CA. A record of the threats of litigation is available for inspection in the City Clerk’s office. ADJOURNMENT Mayor Landau adjourned the Closed Session meeting at 6:44 p.m. Gloria D. Harper, City Clerk City of Seal Beach Approved: Lisa Landau, Mayor 1 0 7 6 9 Attested: Gloria D. Harper, City Clerk 5 8 2 0 Seal Beach, California July 20, 2026 The City Council met for a Joint Special Meeting of the City Council and Planning Commission at 7:01 p.m. in the City Council Chambers. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Chair Wheeler Commissioners: Mingione, Nolta, Perrell, Campbell Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager Shaun Temple, Director of Community Development Patricia Garcia, Senior Planner Gloria D. Harper, City Clerk Brandon DeCriscio, Deputy City Clerk Jennifer Robles, Management Analyst ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speaker: Charles Kluger. Mayor Landau closed oral communications. City Clerk Harper announced that one (1) emailed comment was received and distributed to the Council and Planning Commission and made available to the public. STUDY SESSION A. Joint Study Session – 2021-2029 Housing Element Programs Implementation That the City Council and Planning Commission participate in a joint study session regarding implementation of the City's adopted 2021-2029 Housing Element Programs, receive an overview of program requirements and implementation status, and provide policy discussion and feedback regarding future implementation priorities. Community Development Director Temple provided an in-depth overview of the Housing Element Programs. Council Members’ and Planning Commissioners’ questions and concerns were noted and addressed. No action was taken. 5 8 2 0 ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speakers: Charlie Kluger, Heidi Stingland, and Theresa Miller. Mayor Landau closed oral communications. ADJOURNMENT Mayor Landau adjourned the Joint Special Meeting of the City Council and Planning Commission at 8:37 p.m. _ __ Gloria D. Harper, City Clerk City of Seal Beach Approved: ________ Lisa Landau, Mayor Approved: ________ Margo Wheeler, Chair Planning Commission Attested: ________ Gloria D. Harper, City Clerk Seal Beach, California July 27, 2026 The City Council met in Regular Session at 7:01 p.m. in the City Council Chambers. Mayor Landau called upon Council Member Senecal to lead the Pledge of Allegiance. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager Michael Henderson, Police Chief Iris Lee, Director of Public Works Gloria D. Harper, City Clerk Joe Bailey, Marine Safety Chief Kyle Cain, Orange County Fire Authority Division 1 Captain Nick Nicholas, Police Captain Mike Ezroj, Police Captain Tim Kelsey, Recreation Manager Brandon DeCriscio, Deputy City Clerk Alayna Hoang, Finance Manager Michael Peterman, Human Resources Manager PRESENTATIONS / RECOGNITIONS There were no Presentations/Recognitions. ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speakers: Lisa Heard, Karen Hadley, Theresa Miller, and Chad Berlinghieri addressed the City Council. Mayor Landau closed oral communications. Three (3) Supplemental Communications were received after posting the agenda; they were distributed to the City Council and made available to the public. APPROVAL OF AGENDA & WAIVER OF FULL READING OF RESOLUTIONS AND ORDINANCES Mayor Pro Tem Wong moved, second by Council Member Senecal, to approve the agenda. 1 0 7 7 0 AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried CITY ATTORNEY REPORT City Attorney Ghirelli reported that the City Council would convene into Closed Session at the conclusion of the Regular Session. CITY MANAGER REPORT City Manager Gallegos reported that city staff hosted a tour of City Hall for a group of Girl Scouts, met with Captain Caldwell and Naval Weapons Station representative for the quarterly working group meeting, and hosted a pop-up City Hall at the Golden Age Foundation Multicultural Event. He congratulated Solera Kitchen and Wine Bar on their grand opening and wished them continued success. Lastly, City Manager Gallegos reported that he met with several College Park West residents to discuss the Haynes Generating Station Recycled Water Pipeline Project. COUNCIL COMMENTS Council Member Steele reported his attendance at the West Orange County Water Board meeting. Additionally, Council Member Steele noted that he met with Leisure World residents, Mayor Pro Tem Wong and Police Chief Henderson regarding traffic concerns in Leisure World. Council Member Kalmick reported his attendance at the Watershed Conservation Authority meeting, the Lower Los Angeles and San Gabriel Rivers and Mountains Conservancy Zamora Park Grand Opening, the Joint Special Meeting of the City Council and Planning Commission, and the Surfside Shareholders meeting. Addiitionally, Council Member Kalmick reported that he met with the owner of a vacant lot (formerly Coffee Bean) located on Main Street to discuss potential options to address the vacancy. Finally, Council Member Kalmick called upon Police Chief Henderson to provide an update on coyote sightings. 1 0 7 7 0 Council Member Senecal reported her attendance at the Southern California Association of Governments Energy and Environment Committee meeting, the Leisure World Multicultural Club Event, and the Los Cerritos Wetlands Authority 20th Anniversary Celebration. Additionally, Council Member Senecal noted that she talked to several College Park East residents regarding freeway noise and street racers. Finally, Council Member Senecal announced that the inaugural Seal Beach Pink Pier Walk will take place at the Seal Beach Pier on October 3, 2026. Mayor Pro Tem Wong reported his attendance at the Orange County Sanitation District Board meeting, the Citizen-Council Business First Advisory Ad Hoc Committee meeting, the Los Alamitos Joint Task Force Base 4th of July Fireworks Celebration, the Leisure World First Tuesday event, the Leisure World Senior Scammer event, the Los Cerritos Wetlands Authority 20th Anniversary Celebration, the Lions Club Fish Fry, the Leisure World Multicultural Club Event, Joint Special Meeting of the City Council and Planning Commission, the Chamber of Commerce meeting, the Joint Powers Insurance Authority meeting, and Golden Rain Foundation Special Board meeting. Additionally, Mayor Pro Tem Wong reported meeting with Golden Rain Foundation Board Members to discuss potential partnerships between the City of Seal Beach and Leisure World. He also met with the owner of a vacant lot (formerly Coffee Bean) located on Main Street to discuss potential options to address the vacancy, met with several concerned shareholders in Leisure World, and visited the Seal Beach Tennis and Pickleball Center to inspect the ongoing construction of the courts. Lastly, Mayor Pro Tem Wong reported he received a tour and an overview of Seal Beach Television’s (SBTV-3) new streaming upgrades. Mayor Landau announced her attendance at the Lions Club Fish Fry, and the Michelle Steel Farewell Celebration. Additionally, Mayor Landau announced that city staff and Orange County Sanitation District will be working to remove the arrow sign on Seal Beach Boulevard that leads to Westminster Avenue, in an effort to reduce traffic. COUNCIL ITEMS There were no Council Items. CONSENT CALENDAR Mayor Landau moved, second by Mayor Pro Tem Wong, to approve the recommended 1 0 7 7 0 actions on the consent calendar. A. Approval of the City Council Minutes - That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on June 22, 2026. B. Demand on City Treasury (Fiscal Year 2026) - Ratification. C. Monthly Investment Report (June 30, 2026) - Receive and file. D. Second Reading and Adoption of Ordinance 1728 Renewing the Military Equipment Use Policy - That the City Council conduct a second reading, by title only, and adopt Ordinance 1728 titled, “An Ordinance of the Seal Beach City Council Renewing its Military Equipment Use Ordinance and Approving the Seal Beach Police Department’s Updated Military Equipment Use Policy in Accordance with Government Code Section 7071.” E. Ratifying the Declaration of an Emergency and Dispensing with Public Bidding for the 14th Street at Seal Way Waterline Repair (CIP EM2601); Approving a Purchase Order with Valverde Construction, Inc.; Accepting the Work and Filing a Notice of Completion; and Approving Budget Amendment BA #27-01-01 - That the City Council adopt Resolution 7802: 1. Declaring that the 14th Street at Seal Way Waterline Repair (CIP EM2601) was necessary for the immediate preservation of life, health, and property of the City, and therefore, ratifying the emergency declaration of the Director of Public Works; and, 2. Authorizing the City Manager to execute a purchase order with Valverde Construction, Inc. for the emergency 14th Street at Seal Way Waterline Repair (CIP EM2601), in the amount of $100,742.54, and dispensing with formal bidding; and, 3. Accepting the emergency work to the City’s public water system by Valverde Construction, Inc. in the amount of $100,742.54; and, 4. Directing the City Clerk to file a “Notice of Completion” with the Orange County Clerk-Recorder within 15 days of the date of approval of the resolution; and, 5. Approving Budget Amendment BA #27-01-01 in the amount of $100,742.54. F. Amendment 1 to the Professional Services Agreement with Parking Concepts, Inc., dba Transportation Concepts - That the City Council adopt Resolution 7803: 1. Approving Amendment 1 to the Professional Services Agreement with Parking Concepts, Inc., dba Transportation Concepts, to increase the not-to-exceed amount of $140,000 for the final one-year extension to $155,000; and, 2. Authorizing the City Manager to execute Amendment 1 on behalf of the City. G. Approving and Authorizing Amendment 2 to the Professional Services Agreement with HF&H Consultants, LLC for Services Related to the Implementation of Senate Bill 1383 (Organic Waste) and Contracting Assistance with the City’s Waste Hauler - That the City Council adopt Resolution 7804: 1. Approving Amendment 2 to the Professional Services Agreement with HF&H Consultants, LLC for additional services related to Senate Bill 1383 (Organic Waste) and Contracting 1 0 7 7 0 Assistance with the City’s Waste Hauler, extending the term of the Agreement to December 31, 2027, and increasing compensation for such services by $50,000 for a revised total contract not-to-exceed amount of $190,000; and, 2. Authorizing and directing the City Manager to execute Amendment 2 to the Professional Services Agreement with HF&H Consultants, LLC on behalf of the City. The vote below is for the Consent Calendar Items. AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried ITEMS REMOVED FROM THE CONSENT CALENDAR There were no items removed from the Consent Calendar. PUBLIC HEARING There was no public hearing. UNFINISHED/CONTINUED BUSINESS There was no unfinished/continued business. NEW BUSINESS H. Council Direction on Terms of Potential Franchise Agreement with the Los Angeles Department of Water and Power and City of Long Beach for the Haynes Generating Station Recycled Water Pipeline Project (Discussion Only; No Action Will Be Taken on Any Franchise or Permit for the Project) - That the City Council provide direction to staff on the terms of a potential franchise agreement with the Los Angeles Department of Water and Power (“LADWP”) for the placement of a recycled water pipeline and sewer force main within the City of Seal Beach’s right- of-way (ROW) along College Park Drive. Mayor Landau called upon City Attorney Ghirelli to provide an overview of the staff report. Mayor Landau opened oral communications. Speakers: James Lingle, Jon Jancek, Mary Cobb, and Ken Seiff addressed the City Council. Mayor Landau closed oral communications. A discussion ensued between the City Council Members, City Attorney Ghirelli, and Director of Public Works Lee. Council Member Steele voiced his disapproval of the project. 1 0 7 7 0 Mayor Pro Tem Wong expressed his desire to have staff determine the status of the vacuum gas oil (VGO) Pipeline. Mayor Pro Tem Wong moved, second by Council Member Kalmick to provide staff with the direction to approve a potential franchise agreement and determine the status of the vacuum gas oil (VGO) pipeline. AYES: Kalmick, Wong, Senecal, Landau NOES: Steele ABSENT: None ABSTAIN: None Motion carried I. Indirect Cost Allocation Plan - That the City Council: 1. Receive and file the Fiscal Year 2026-2027 Indirect Cost Allocation Plan prepared by ClearSource Financial Consulting; 2. Direct staff to utilize the Indirect Cost Allocation Plan, where appropriate, in future budget development, grant administration, fee studies, project accounting, cost recovery analyses, and other financial management activities; and 3. Direct staff to periodically update the Indirect Cost Allocation Plan to ensure it continues to reflect the City's organizational structure and operational practices. Mayor Landau called upon Finance Manager Hoang who called upon ClearSource Financial Consulting President Terry Matson to provide an overview of the staff report. Mayor Landau opened oral communications. Speakers: Theresa Miller, and James Lingle addressed the City Council. Mayor Landau closed oral communications. A discussion ensued between Council Members Senecal and Steele, ClearSource Financial Consulting President Terry Matson, Director of Public Works Lee, and Finance Manager Hoang, Mayor Pro Tem Wong moved, second by Council Member Steele to receive and file the Fiscal Year 2026-2027 Indirect Cost Allocation Plan prepared by ClearSource Financial Consulting; 2. Direct staff to utilize the Indirect Cost Allocation Plan, where appropriate, in future budget development, grant administration, fee studies, project accounting, cost recovery analyses, and other financial management activities; and 3. Direct staff to periodically update the Indirect Cost Allocation Plan to ensure it continues to reflect the City's organizational structure and operational practices. AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried 1 0 7 7 0 ADJOURNMENT Mayor Landau adjourned the City Council at 9:49 p.m.to meet in closed session. __________________________ Gloria D. Harper, City Clerk City of Seal Beach Approved:___________________________ Lisa Landau, Mayor Attested:____________________________ Gloria D. Harper, City Clerk 1 0 7 6 9 Seal Beach, California July 27, 2026 The City Council met in a Special Closed Session at 9:00 p.m. in the City Hall Conference Room. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager Iris Lee, Director of Public Works Gloria D. Harper, City Clerk Brandon DeCriscio, Deputy City Clerk Michael Peterman, Human Resources Manager ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speakers: None. Mayor Landau closed oral communications. CLOSED SESSION A. CONFERENCE WITH LABOR NEGOTIATOR Government Code §54957.6 City Negotiator(s): City Manager Patrick Gallegos Employee Organization(s): Mid-Management and Confidential Employees Association Seal Beach Supervisors and Professionals Association Marine Safety Management Association B. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code Section 54956.9(d)(2) – One potential (1) case involving a threat of litigation regarding a proposed development at 4665 Lampson Avenue, Los Alamitos, CA. A record of the threats of litigation is available for inspection in the City Clerk’s office. C. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION Pursuant to Paragraph (1) of Subdivision (D) Of Government Code Section 54956.9; Name of Case: City of Seal Beach v. Julia Clasby Orange County Superior Court, Case No. 30-2025-01516539-CU-OE-NJC. 1 0 7 6 9 D. PUBLIC EMPLOYEE PERFORMANCE Evaluation Government Code §54957(b) Title: City Manager ADJOURNMENT Mayor Landau adjourned the Closed Session meeting at 10:50 p.m. Gloria D. Harper, City Clerk City of Seal Beach Approved: Lisa Landau, Mayor Attested: Gloria D. Harper, City Clerk Agenda Item C AGENDA STAFF REPORT DATE: August 10, 2026 TO: Honorable Mayor and City Council THRU: Patrick Gallegos, City Manager FROM: Iris Lee, Director of Public Works SUBJECT: Consideration of Resolution Ratifying the Declaration of an Emergency and Dispensing with Public Bidding for the Abatement Work at Marina Community Center (CIP BG2506); Ratifying Approval of Public Works Agreement with Castlerock Environmental and Amendment 1 to the Public Works Agreement; Approving and Authorizing the City Manager to Execute Amendment 1 to the Public Works Agreement with Castlerock; and Accepting the Emergency Work as Complete and Filing a Notice of Completion ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7805: 1. Ratifying the Public Works Director’s Declaration of Emergency for the Abatement Work at Marina Community Center (CIP BG2506) as necessary for the immediate preservation of life, health, and property of the City ; and based on such Declaration of Emergency, dispensing with formal bidding for the Abatement Work at Marina Community Center (CIP BG2506), in the amount of $34,850; and, 2. Ratifying the Public Works Agreement (Agreement) with Castlerock Environmental, Inc. (Castlerock) dated May 4, 2026, for $8,560, and ratifying Amendment 1 to the Agreement authorizing an increase in compensation by $26,290, for the total compensation of $34,850 for the emergency abatement work in the ceilings and storage areas of the Marina Community Center (CIP BG2506); and, 3. Authorizing and directing the City Manager to execute Amendment 1 on behalf of the City; and, 4. Formally accepting the completion of the emergency abatement work performed by Castlerock pursuant to the Agreement and Amendment 1 in the total amount of $34,850; and, Page 2 5. Directing the City Clerk to file a “Notice of Completion” with the Orange County Clerk-Recorder within fifteen (15) days of the date of approval of the resolution and to release retention within thirty-five (35) days after the recordation of the Notice of Completion contingent upon no claims being filed on the Project. BACKGROUND AND ANALYSIS: On January 12, 2026, staff authorized Castlerock Environmental, Inc. (Castlerock) to perform emergency mold remediation and dry-out services, following the rainstorms that damaged a portion of the secondary room used by the Seal Beach Playgroup. The cost for the secondary room remediation effort was $8,560. On February 9, 2026, Council adopted Resolution 7734 and approved repairs for the Marina Community Center. Council approved up to $25,000 for abatement services as part of that action. On May 1, 2026, staff solicited a proposal from Castlerock to remediate water damage in the storage room adjacent to the secondary room. Staff authorized work to perform mold remediation and dry-out services in the affected area. The proposal total was in the amount of $11,360. Upon starting work, Castlerock found mold that had spread to a different storage room which shared the same wall as the original storage room. This resulted in a change order of $5,040. The cumulative total spent after the secondary room and two (2) storage rooms was $24,960. On June 16, 2026, staff solicited another proposal from Castlerock, following a separate incident where a portion of the kitchen storage room ceiling collapsed due to the same prolonged water damage that affected the previous rooms. Staff authorized work to perform mold remediation and dry-out services in the affected area under emergency circumstances. The proposal for the kitchen storage room was $9,890. The cumulative total after the secondary room, storage rooms, and kitchen storage room was $34,850, exceeding the Council-approved amount. Castlerock’s agreement with the City at the time of the emergency had a not-to- exceed of $25,000, but the total costs were $34,850. Under the City’s purchasing policy, a project of this value would typically require a formal bidding process. However, the Director of Public Works declared an emergency for the mold remediation and asbestos abatement and the need to respond immediately. Staff proceeded under the emergency procurement provisions, which allow necessary work to begin without following the standard competitive process. Staff is requesting that the City Council ratify the emergency procurement and authorize payment to Castlerock. Page 3 ENVIRONMENTAL IMPACT: This project complies with all requirements of the California Environmental Quality Act (CEQA) and is categorically exempt under section 15301 Class 1, Subsection (b) of the CEQA Guidelines because this project is an alteration of a publicly owned utility facility involving negligible expansion of existing use. LEGAL ANALYSIS: The City Attorney has reviewed and approved the resolution and proposed amendment as to form. FINANCIAL IMPACT: No budget amendments are needed. RECOMMENDATION: That the City Council adopt Resolution 7805: 1. Ratifying the Public Works Director’s Declaration of Emergency for the Abatement Work at Marina Community Center (CIP BG2506) as necessary for the immediate preservation of life, health, and property of the City ; and based on such Declaration of Emergency, dispensing with formal bidding for the Abatement Work at Marina Community Center (CIP BG 2506), in the amount of $34,850; and, 2. Ratifying the Public Works Agreement (Agreement) with Castlerock Environmental, Inc. (Castlerock) dated May 4, 2026, for $8,560, and ratifying Amendment 1 to the Agreement authorizing an increase in compensation by $26,290, for the total compensation of $3 4,850 for the emergency abatement work in the ceilings and storage areas of the Marina Community Center (CIP BG2506); and, 3. Authorizing and directing the City Manager to execute Amendment 1 on behalf of the City; and, 4. Formally accepting the completion of the emergency abatement work performed by Castlerock pursuant to Amendment 1 in the amount of $34,850; and, 5. Directing the City Clerk to file a “Notice of Completion” with the Orange County Clerk-Recorder within fifteen (15) days of the date of approval of the resolution and to release retention within thirty-five (35) days after the recordation of the Notice of Completion contingent upon no claims being filed on the Project. Page 4 SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: Wendy Ha, Assistant Engineer ATTACHMENTS: A. Resolution 7805 B. Castlerock Amendment 1 C. Castlerock Agreement D. Notice of Completion RESOLUTION 7805 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL RATIFYING THE DECLARATION OF AN EMERGENCY AND DISPENSING WITH PUBLIC BIDDING FOR THE ABATEMENT WORK AT MARINA COMMUNITY CENTER (CIP BG2506) ON THE BASIS THAT THE WORK WAS OF URGENT NECESSITY FOR THE PRESERVATION OF LIFE, HEALTH AND PROPERTY; RATIFYING APPROVAL OF PUBLIC WORKS AGREEMENT WITH CASTLEROCK ENVIRONMENTAL, INC., APPROVING AMENDMENT 1 TO THE PUBLIC WORKS AGREEMENT WITH CASTLEROCK ENVIRONMENTAL, INC., AND AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT 1; ACCEPTING THE EMERGENCY ABATEMENT WORK AND FILING A NOTICE OF COMPLETION WHEREAS, on January 12, 2026, the Director of Public Works authorized Castlerock Environmental, Inc. (Castlerock) to perform emergency mold remediation and dry-out services at the Marina Community Center, following rainstorms that damaged a portion of the secondary room used by the Seal Beach Playgroup, in the amount of $8,560; and, WHEREAS, on February 9, 2026, Council adopted Resolution 7734 and approved repairs for the Marina Community Center, including up to $25,000 for asbestos and mold abatement services; and, WHEREAS, thereafter the Director of Public Works determined that as a result of the prolonged water damage, additional environmental hazardous conditions discovered in two (2) storage rooms, and two (2) patrial collapses in the ceiling of the Marina Community Center, there was an imminent need for the City to carry out additional emergency mold and asbestos abatement work to remove the contaminated areas and remediate the affected areas to prevent harm to the visitors, patrons and staff using and working within the Marina Community Center, and the Director of Public Works thereupon declared an emergency finding that the remediation and abatement work was of urgent necessity for the preservation of life, health and property, and that there would not be sufficient time for public bidding in order to carry out the work, and authorized the additional emergency abatement work to be performed by Castlerock; and, WHEREAS, the City’s Charter Sections 107 and 1010 authorize the City to dispense with public bidding as necessary for the preservation of life, health or property; and Seal Beach Municipal Code Section 3.20.025(A) authorizes an exemption from competitive bidding for purchases made during an emergency from the nearest available source of supply. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. Based on the recitals set forth above, the City Council hereby declares that the emergency mold and asbestos abatement work (Emergency Abatement Work) at Marina Community Center (CIP BG2506), was necessary for the immediate preservation of life, health and property of the City, and the City Council therefore ratifies the emergency declaration by the Director of Public Works that the Abatement Work at Marina Community Center (CIP BG2506), was of urgent necessity for the immediate preservation of life, health and property, and based on the declaration of emergency, and ratifies staff’s dispensing with public bidding for the Emergency Abatement Work. Section 2. The City Council hereby ratifies the Public Works Agreement with Castlerock Environmental, Inc., dated May 4, 2026 (Agreement), based on the emergency declaration, and further ratifies Amendment 1 to the Agreement authorizing an increase in compensation by $26,290, for the total compensation of $34,850 for the Emergency Abatement Work at Marina Community Center (CIP BG2506). Section 3. The City Council authorizes and directs the City Manager to execute Amendment 1 to the Agreement on behalf of the City. Section 4. The City accepts the completion of the Emergency Abatement Work at Marina Community Center (CIP BG2506), by Castlerock in the total amount of $34,850. Section 5. The City Clerk is hereby directed to file a “Notice of Completion” for the Emergency Abatement Work at Marina Community Center (CIP BG2506), with the Orange County Clerk-Recorder within fifteen (15) days of the date of this resolution and to release retention within thirty-five (35) days after the recordation of the Notice of Completion contingent upon no claims being filed on the Project. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 10th day of August 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7805 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 10th day of August 2026. Gloria D. Harper, City Clerk 10040 Painter Avenue Office (562) 941-9244 Santa Fe Springs, CA Fax: (562) 941-9204 90670 www.Castlerockenv.com License #776105 DOSH #788 ● Asbestos ● Lead ● Mold ● Demolition January 9th, 2026 Proposal # SW26112 Sent Via E-Mail: Jtalarico@sealbeachca.gov Mr. Joseph Talarico City of Seal Beach Public Works 1776 Adolfo Lopez Drive Seal Beach, CA 90740 REF: Client Directed Mold Remediation / Dry-Out & Associated Waste Disposal Services Seal Beach Playgroup Preschool – 151 Marina Drive, Seal Beach, CA 90740 Castlerock Environmental Inc. (CEI) is pleased to present this proposal for client directed mold remediation / dry-out & associated waste disposal services for the property referenced above in accordance with all current applicable Federal, State, and local regulatory guidelines. Base Bid – Scope of Work: Provide engineering controls, labor, supervision, supplies and materials to complete removal, packaging, transportation, and disposal of the following water impacted building materials: · CEI to establish localized negative pressure containments inside of the work area(s) · Stage blower fans & dehumidifiers to dry-out building materials for up to 48-72 hours · Remove water damaged / mold contaminated plaster (10’LF x 9’H) along the South wall West end inside of the Preschool Room (~90 SF) · Remove water damaged / mold contaminated plaster (4’LF x 9’H) along the South wall East end inside of the Preschool Room (~36 SF) · Remove vapor barrier paper, insulation & debris in the exposed wall & ceiling cavities · All exposed surfaces inside & outside of the contained work areas will be cleaned via wire brushing, HEPA vacuuming and wet wiping with an EPA approved detergent · Upon completion and receipt of acceptable results from the third-party environmental consultant; CEI to return & remove all critical barriers and equipment from the site Project Duration: Scope of work to be completed in two (2) shifts over one (1) mobilization BASE BID LUMP SUM PRICE $ 8,560.00 CONDITIONS / CLARIFICATIONS: 1. This quote is valid for a period of thirty (30) days and is subject to review and modification thereafter due to possible increased costs for equipment, fuel, labor, materials, fees and/or permits. 2. Proposed work schedule is Monday through Friday, daytime and/or evening hours of operation. 3. Bid price is based on one (1) mobilization to complete the Scope of Work identified. 4. CEI has included standard non-union labor at current State Prevailing wage rates on this project. 5. Additional insured’s will be named only when required by client-initiated contract which includes specific insurance requirements, as per existing agreements with our insurance carriers. Blanket insurance endorsements and waivers are available at no cost. Dedicated or scheduled endorsements and waivers will incur additional charges. CLIENT / OWNER RESPONSIBILITIES: 6. Provide a third-party environmental consulting firm to perform inspections and/or clearances. 7. CEI must receive a written “Notice to Proceed”, signed purchase order or sub-contract from the responsible party to be billed for this work prior to any outlay by CEI for notifications, submittals, equipment, or materials. 8. Provide current Generator’s EPA ID number for waste disposal. 9. Advise CEI if other trades will be working in same and/or surrounding area. 10. Provide water, power, & adequate space for staging of waste as needed for the duration of our work onsite. 11. Remove all obstructions from the work area prior to CEI arrival at job site. 12. Provide sanitary facilities for use by work crew for duration of our scheduled work on site. 13. Disconnect, isolate and/or cap-off all water, power, and gas utilities as necessary for CEI to perform work. 14. Authorized owner representative to sign hazardous and/or non-hazardous waste manifests. 10040 Painter Avenue Office (562) 941-9244 Santa Fe Springs, CA Fax: (562) 941-9204 90670 www.Castlerockenv.com License #776105 DOSH #788 ● Asbestos ● Lead ● Mold ● Demolition EXCLUSIONS: 15. Environmental project monitoring, testing, and/or clearances are not included. 16. Minor cosmetic ‘damage’ to remaining surfaces is to be expected. We are not responsible for repair due to standard remediation procedures which may include the use of duct or masking tapes, spray glue, erecting containment structures, use of amended water, solvents, chemical removers, ladders, etc. 17. Removal and/or replacement of any/all obstructions, furniture, and salvage items from designated work areas. 18. Not responsible for site security, material replacement, surface/substrate repair and/or reconstruction. 19. CEI will not be responsible for removal of multiple materials layers (unless noted above), unforeseen conditions or undisclosed hazardous materials encountered during the course of our work, or delays in schedule due to others. 20. Verbal agreements or changes to this bid are not binding and must be documented in writing. 21. Field personnel are not authorized to discuss scope of work or modify any aspect of project with anyone. 22. CEI will not be responsible for theft of items remaining on-site during and after the remediation activities. 23. CEI will make every effort to obtain favorable post remediation inspection and testing results. However, as a result of the various inaccessible surfaces and porous remaining surfaces, CEI will not be responsible for additional cleaning and retesting costs associated with unacceptable testing and inspection results. If additional cleaning or removal is required, CEI will perform this service at an additional cost to owner on a T&M fee schedule basis. 24. Extraordinary insurance coverage beyond our existing policy limits will be ordered and billed as a Change Order condition. Allow up to 30 days for additional coverage to take effect. Bonding is not included, but can be quoted upon request as a Change Order condition. Cost will vary depending on job, up to (3%) of final Contract Value. Please feel free to contact me at your convenience with any questions regarding the proposed scope of work, schedule and/or any of the above line items; I would be pleased to address them with you. You may reach me at our offices or directly by cellular phone at (562) 388-5947. Respectfully submitted, Scott Whitacre Castlerock Environmental, Inc. Scott Whitacre – Estimator / Sales Sent Via Email: Scott@CastleRockEnv.com California Contractor License Classifications: A, B, C2, C15, C21, C22; ASB, HAZ DIR Registration #: 1000003462 E.P.A. Lead-Safe Certified Firm NAT-20188-1 10040 Painter Avenue Office (562) 941-9244 Santa Fe Springs, CA Fax: (562) 941-9204 90670 www.Castlerockenv.com License #776105 DOSH #788 ● Asbestos ● Lead ● Mold ● Demolition ACCEPTANCE OF CASTLEROCK ENVIRONMENTAL, INC. PROPOSAL: SW26112 – dated January 9th, 2026 Client Directed Mold Remediation / Dry-Out & Associated Waste Disposal Services Seal Beach Playgroup Preschool – 151 Marina Drive, Seal Beach, CA 90740 The signature of the authorized person below indicates acceptance by Customer of the attached proposal, inclusive of all defined scope of work, proposed schedule, conditions, clarifications, and exclusions, for the quoted sum of $8,560.00 (Base Bid__________Intl. Approval) which sum shall be subject to change pursuant to written Change Order should the contract values or field conditions change. The final sum due will be paid upon completion of the project, but in no event later than 30 days from date of invoice. Interest shall accrue at the rate of 1.5% per month on any past due sum. It is understood that a California 20 Day Preliminary Notice may be filed on this project pursuant to the recommendation of the California Contractors State License Board. It is also understood that a conditional lien release will be issued on the project upon receipt of payment of the final sum due, and a final unconditional release will be issued upon notification that the payment received has cleared the bank account of Castlerock Environmental, Inc. Customer, on behalf of himself/herself/itself and his/her/its heirs, executors, administrators, representatives, assigns, residents, tenants, invitees, guests and any other parties, (including minor children) for which Customer may be legally responsible, agrees to fully release and forever discharge Castlerock Environmental, Inc., its officers, directors, employees, agents and representatives from all past, present and future liability, damage, losses, claims or expenses of whatever nature, including but not limited to claims for death, bodily injury, ill health or property damage, whether foreseen or unforeseen, attributable to the presence or continuing presence of surface and/or airborne conditions, on, in, or about Customer’s property. Customer shall indemnify, defend and hold harmless Castlerock Environmental, Inc. its officers, directors, employees, agents and representatives, from any against any such liability, damage, loss, claim or expense (including attorney’s fees) whether asserted by Customer or any third party. This obligation to indemnify, defend and hold harmless shall be construed to the broadest extent possible in favor of Castlerock Environmental, Inc. This Acceptance of Proposal shall bind the Client (Party contracting and authorizing work) and Castlerock Environmental, Inc. by the laws of the State of California, and the parties consent to the exclusive jurisdiction of a court within the County of Los Angeles, California; should arbitration or mediation fail to resolve any dispute. In the event action is brought to recover payment of any sum due or to otherwise enforce the terms of this agreement, the prevailing party shall be entitled recover it’s actual attorney’s fees and litigation expenses, whether or not litigation proceeds to final judgment, in addition to whatever relief it may be entitled. ____________________________ __________________________ Printed Name of authorized person Office Telephone or Cell Phone ____________________________ __________________________ Signature of authorized person named above Contract or Purchase Order #: ____________________________ $________________________ Representative of (Company name) Total Value of approved work ____________________________ __________________________ Date Signed Preferred Job start date / time (subject to confirmation) RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO CITY OF SEAL BEACH Attn: City Clerk 211 - 8th Street Seal Beach, CA 90740 Space of above this line for Recorder’s use. *** No Recording Fee Pursuant to Government Code Sections 6103 and 27383 **** NOTICE OF COMPLETION Notice pursuant to Civil Code Section 9204, must be filed within 15 days after completion. Notice is hereby given that: 1. The undersigned is owner or corporate officer of the owner of the interest or estate stated below in the property hereinafter described: 2. The full name of the owner is: City of Seal Beach. 3. The address of the owner is: 211 8th Street, Seal Beach, CA 90740. 4. The nature of the interest or estate of the owner is: In Fee. The City of Seal Beach. 5. A work of improvement on the property hereinafter is described as substantially completed on July 20, 2026. The work was Abatement Work at Marina Community Center, CIP BG2506. 6. The name of the contractor(s), if any, for such improvement was Castlerock Environmental, Inc. 7. The date of the Contract Award was May 4, 2026. 8. The property on which said work of improvement was completed in the City of Seal Beach, County of Orange, State of California, and is described as follows: Marina Community Center. 9. The street address of the property is 151 Marina Dr, Seal Beach, CA 90740. Date: _______________ _________________________________________ Director of Public Works, City of Seal Beach Signature of owner or corporate officer of owner named in paragraph 2 or agent. VERIFICATION I, the undersigned, say: the Director of Public Works declarant of the foregoing notice of completion; have read said notice of completion and know the contents thereof; the same is true of my own knowledge. I declare under penalty of perjury the foregoing is true and correct. Executed on _____________________, 2026, at Seal Beach, California. (Date of Signature) _________________________________________ Director of Public Works, City of Seal Beach Agenda Item D AGENDA STAFF REPORT DATE:August 10, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Michael Henderson, Chief of Police SUBJECT:Homeland Security Grant Program Subaward Agreement for Reimbursement of Operation Costs for Fiscal Year (FY) 2025 Operation Stonegarden for Transfer or Purchase of Equipment and Services ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7806: 1. Approving the Subaward Agreement for Fiscal Year 2025 Operation Stonegarden (OPSG) Homeland Security Grant Program Funds between the City of Seal Beach, County of Riverside and other Participating Agencies for reimbursement of operating costs for transfer or purchase of equipment and services (the Agreement); and, 2. Authorizing the Chief of Police to execute the Agreement on the City’s behalf; and, 3. Accepting the OPSG funds and authorizing the City Manager, or designee, to accept the OPSG funds in the amount of $168,318; and, 4. Authorizing the City Manager, or designee, to take any further actions necessary for the purpose of obtaining federal financial assistance provided by the Department of Homeland Security – Federal Emergency Management Agency and sub-granted through the Riverside Sheriff’s Department in connection with the Operation Stonegarden Homeland Security Grant Program; and, 5. Authorizing and directing the Chief of Police and/or the City Manager to execute any other documents necessary to receive and use the OPSG grant funds. Page 2 2 3 4 1 BACKGROUND AND ANALYSIS: The Department of Homeland Security (DHS), via the Homeland Security Grant Program, has allocated funds for use by local governments to increase coordination and enforcement capabilities in support of DHS goals, including those outlined in the Border Patrol National Strategy. As law enforcement partnerships between federal, state, and local entities are critical to improving operational control of the border, the City of Seal Beach is eligible to receive financial assistance in the form of reimbursement for equipment purchases, maintenance costs, overtime, and management and administration costs incurred, through the Riverside Sheriff’s Department sub-grants from the State of California. During the most recent Operation Stonegarden (OPSG) grant cycle, the Seal Beach Police Department applied for and was awarded $168,318 in Fiscal Year (FY) 2025 OPSG funding. The allocation includes $108,349 for operational overtime, $1,611 for fringe benefits, $53,318 for new/replacement equipment, and $5,040 for mileage. These funds will support increased law enforcement patrols and special operations throughout the 1.5 miles of coastline, coastal access points, and flood control access points in the jurisdiction of Seal Beach, in an effort to reduce smuggling and marine interdiction related crimes. The FY 2025 OPSG period of performance is September 1, 2025 through May 31, 2028, with the operational project period for participating agencies from April 10, 2026 through February 28, 2028. The special operations will show high levels of law enforcement presence and serve as a criminal deterrent to help maintain coastal borders, and can lead to drug and vehicle seizures, as well as arrests. ENVIRONMENTAL IMPACT: The proposed Agreement and acceptance of grant funds does not constitute a project and therefore is exempt from the State of California Environmental Quality Act (CEQA) Guidelines pursuant to Section 15061 (b)(3), because the proposed actions will not involve any development or change to the physical environment and therefore, no further review under CEQA is warranted or necessary. LEGAL ANALYSIS: The City Attorney has reviewed and approved the staff report, resolution and agreement as to form. FINANCIAL IMPACT: There is no General Fund impact because eligible costs are reimbursed through the grant. Page 3 2 3 4 1 RECOMMENDATION: That the City Council adopt Resolution 7806: 1. Approving the Subaward Agreement for Fiscal Year 2025 Operation Stonegarden (OPSG) Homeland Security Grant Program Funds between the City of Seal Beach, County of Riverside and other Participating Agencies for reimbursement of operating costs for transfer or purchase of equipment and services (the Agreement); and, 2. Authorizing the Chief of Police to execute the Agreement on the City’s behalf; and, 3. Accepting the OPSG funds and authorizing the City Manager, or designee, to accept the OPSG funds in the amount of $168,318; and, 4. Authorizing the City Manager, or designee, to take any further actions necessary for the purpose of obtaining federal financial assistance provided by the Department of Homeland Security – Federal Emergency Management Agency and sub-granted through the Riverside Sheriff’s Department in connection with the Operation Stonegarden Homeland Security Grant Program; and, 5. Authorizing and directing the Chief of Police and/or the City Manager to execute any other documents necessary to receive and use the OPSG grant funds. SUBMITTED BY: NOTED AND APPROVED: Michael Henderson Patrick Gallegos Michael Henderson, Chief of Police Patrick Gallegos, City Manager Prepared by: Emergency Operations Sergeant Brian Gray ATTACHMENTS: A. Resolution 7806 B. FY 2025 Operation Stonegarden Memorandum of Agreement C. Exhibit A - 2025 OPSG Budget Worksheet D. Exhibit B - 2025 OPSG Standard Assurances RESOLUTION 7806 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE CHIEF OF POLICE TO EXECUTE THE SUB-AWARD AGREEMENT BETWEEN THE CITY OF SEAL BEACH, RIVERSIDE SHERIFF’S DEPARTMENT, AND OTHER PARTICIPATING AGENCIES FOR THE FISCAL YEAR (FY) 2025 OPERATION STONEGARDEN (OPSG) GRANT PROGRAM AND ACCEPTING OPSG GRANT FUNDS IN THE AMOUNT OF $168,318 WHEREAS, the Department of Homeland Security Appropriations Act provides funding to address the needs of improving operational control of the border through increased coordination and enforcement capabilities through Operation Stonegarden (OPSG); and, WHEREAS, the Seal Beach Police Department is eligible to receive financial assistance in the form of reimbursement for equipment, maintenance costs, overtime, and management and administrative costs incurred, through Homeland Security sub-grants from the Riverside Sheriff’s Department. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine, and order as follows: Section 1. The City Council hereby approves the Subaward Agreement for Fiscal Year 2025 Operation Stonegarden (OPSG) Homeland Security Grant Program Funds between the City of Seal Beach, County of Riverside and other Participating Agencies for reimbursement of operating costs for transfer or purchase of equipment and services (Agreement). Section 2. The City Council hereby authorizes the Chief of Police to execute the Agreement on the City’s behalf. Section 3. The City Council hereby accepts the OPSG grant funds and authorizes the City Manager, or designee, to accept the OPSG grant funds in the amount of $168,318. Section 4. The City Council authorizes the City Manager, or designee, to take any further actions necessary for the purpose of obtaining federal financial assistance provided by the Department of Homeland Security – Federal Emergency Management Agency (FEMA) and sub-granted through the Riverside Sheriff’s Department. 1 1 3 6 8 Section 5. The City Council hereby authorizes and directs the Chief of Police and/or the City Manager to execute any other documents necessary to receive and use the OPSG grant funds. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 10th day of August 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7806 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 10th day of August 2026. Gloria D. Harper, City Clerk FY 2025 Operation Stonegarden Grant - Standard Assurances Page 1 of 10 Initials EXHIBIT B Homeland Security Grant Program - Operation Stonegarden Grant (OPSG) FY 2025 Standard Assurances (All OPSG Participating Agencies) Name of Agency: Address: City: State: Zip Code: As the duly authorized representative of the Agency ("Agency") named above, I hereby certify that the Agency has the legal authority to apply for federal assistance and has the institutional, managerial , and financial capability (including funds sufficient to pay any non-federal share of project cost) to ensure proper planning, management, and completion of the project described in this application, within prescribed timelines. As the duly authorized representative of the Agency, I hereby certify that the Agency will comply with all applicable local, state, and federal statutes, including but not limited to the following state and federal statutes prohibiting hate-based conduct: (a) California Penal Code section 422.6(a); (b) California Penal Code section 404.6; (c) California Penal Code section 422(a); (d) California Civil Code section 52.1; (e) 18 U.S.C. § 249; (f) 42 U.S.C. § 3631; (g) 18 U.S.C. § 247; and (h) 18 U.S.C. § 241, 245. Additionally, the Agency will not engage, and certifies that it will take steps to ensure that its representatives do not engage, in conduct contrary to the purposes of the grant program and/or that threatens the safety and security of Californians, including, but not limited to, acts of violence or unlawful intimidation on the basis of race, gender, religion, national origin, sexual orientation, or other protected classifications. Prohibited conduct includes, but is not limited to, violation of the federal and state laws identified herein. I further acknowledge that the Agency is responsible for reviewing and adhering to all requirements within the: (a) Applicable Federal Regulations (see below); (b) Federal Program Notice of Funding Opportunity (NOFO); (c) Federal Preparedness Grants Manual; and (d) California Supplement to the NOFO. Federal Regulations Government cost principles, uniform administrative requirements, and audit requirements for federal grant programs are set forth in Title 2, Part 200 of the Code of Federal Regulations (C.F.R.) and adopted by the Department of Homeland Security (DHS) at 2 C.F.R. Part 3002.10. Updates are issued by the Office of Management and Budget (OMB) and can be found at http://www.whitehouse.gov/omb/. In the event Cal OES determines that changes are necessary to the subaward after a subaward has been made, including changes to period of performance or terms and conditions, Agency will be notified of the changes in writing. Once notification has been made, any subsequent request for funds will indicate Agency acceptance of the FY 2025 Operation Stonegarden Grant - Standard Assurances Page 2 of 10 Initials changes to the subaward. State and federal grant award requirements (some of which appear in the documents listed above) are set forth below. The Agency hereby agrees to comply with the following: 1. Proof of Authority The Agency will obtain written authorization from the city council, governing board, or authorized body in support of this project. This written authorization must specify that the Agency and the city council, governing board or authorized body agree: (a) To provide all matching funds required for said project and that any cash match will be appropriated as required; (b) That any liability arising out of the performance of this agreement shall be the responsibility of the Agency and the city council, governing board or authorized body; (c) That grant funds shall not be used to supplant expenditures controlled by the city council, governing board or authorized body; (d) That the Agency is authorized by the city council, governing body, or authorized body to apply for federal assistance, and the institutional, managerial and financial capability (including funds sufficient to pay the non-federal share of project cost, if any, or to retroactively repay any reimbursement found out of compliance which was paid to Agency, for as long as the grant is active) to ensure proper planning, management and completion of the project described in this application; and (e) That the official executing this agreement is, in fact, authorized to do so. This Proof of Authority must be maintained on file and readily available upon request. 2. Period of Performance The Agency is only authorized to perform allowable activities approved under the award, within the period of performance specified in the grant. Allowable activities may be initiated after approval of the award. 3. Lobbying and Political Activities As required by Section 1352, Title 31 of the U.S. Code (U.S.C.), for persons entering into a contract, grant, loan or cooperative agreement from an agency or requests or receives from an agency a commitment providing for the United States to insure or guarantee a loan, the Agency certifies that: (a) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extens ion, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. (b) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions. (c) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all Agencies shall certify and disclose accordingly. The Agency will also comply with provisions of the Hatch Act (5 U.S.C. §§1501-1508 and §§7324-7328) which limit the political activities of employees whose principal employment activities are funded in whole or in part with federal funds. FY 2025 Operation Stonegarden Grant - Standard Assurances Page 3 of 10 Initials Finally, the Agency agrees that federal funds will not be used, directly or indirectly, to support the enactment, repeal, modification or adoption of any law, regulation or policy without the express written approval from the California Governor’s Office of Emergency Services (Cal OES) or the federal awarding agency. 4. Debarment and Suspension As required by Executive Orders (EO) 12549 and 12689, and 2 C.F.R §200.213 and codified in 2 C.F.R Part 180, Debarment and Suspension, the Agency will provide protection against waste, fraud and abuse by debarring or suspending those persons deemed irresponsible in their dealings with the federal government. The Agency certifies that it and its principals, contractors, or subcontractors: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; (b) Have not within a three-year period preceding this application been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (2)(b) of this certification; and (d) Have not within a three-year period preceding this application had one or more public transaction (Federal, State, or local) terminated for cause or default. Where the Agency is unable to certify to any of the statements in this certification, he or she shall attach an explanation to this application. 5. Non-Discrimination and Equal Employment Opportunity The Agency will comply with all state and federal statutes relating to non-discrimination. These include, but are not limited to the following: (a) Title VI of the Civil Rights Act of 1964 (Public Law (P.L.) 88-352 and 42 U.S.C. § 2000d et. seq.) which prohibits discrimination on the basis of race, color, or national origin and requires that recipients of federal financial assistance take reasonable steps to provide meaningful access to persons with limited English proficiency (LEP) to their programs and services; (b) Title IX of the Education Amendments of 1972, (20 U.S.C. §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex in any federally funded educational program or activity; (c) Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794), which prohibits discrimination against those with disabilities or access and functional needs; (d) Americans with Disabilities Act (ADA) of 1990 (42 U.S.C. § 12101et seq.), which prohibits discrimination on the basis of disability and requires buildings and structures be accessible to those with disabilities and access and functional needs; (e) Age Discrimination Act of 1975, (42 U.S.C. §§ 6101-6107), which prohibits discrimination on the basis of age; (f) Public Health Service Act of 1912 (42 U.S.C. §§ 290 dd—2), relating to confidentiality of patient records regarding substance abuse treatment; (g) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § 3601 et seq.), relating to nondiscrimination in the sale, rental or financing of housing as implemented by the Department of Housing and Urban Development at 24 C.F.R. Part100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more dwelling units — i.e., the public and common use areas and individual apartment units (all units in buildings with elevators and ground-floor units in buildings without elevators) — be designed and constructed with certain accessible features (See 24 C.F.R. § 100.201); (h) California Public Contract Code § 10295.3, which prohibits discrimination based on domestic FY 2025 Operation Stonegarden Grant - Standard Assurances Page 4 of 10 Initials partnerships and those in same sex marriages; (i) DHS policy to ensure the equal treatment of faith-based organizations, under which the Agency must comply with equal treatment policies and requirements contained in 6 C.F.R. Part 19; (j) The California’s Fair Employment and Housing Act (FEHA) (California Government Code §§12940- 12957), as applicable. FEHA prohibits harassment and discrimination in employment because of ancestry, familial status, race, color, religious creed (including religious dress and grooming practices), sex (which includes pregnancy, childbirth, breastfeeding and medical conditions related to pregnancy, childbirth or breastfeeding), gender, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, mental and physical disability, genetic information, medical condition, age, pregnancy, denial of medical and family care leave, or pregnancy disability leave, military and veteran status, and/or retaliation for protesting illegal discrimination related to one of these categories, or for reporting patient abuse in tax supported institutions; (k) Any other nondiscrimination provisions in the specific statute(s) under which application for federal assistance is being made; and (l) The requirements of any other nondiscrimination statute(s) that may apply to this application. Civil Rights Policies for Program Beneficiaries and Subrecipients of DHS funding, pertaining to the following are available on the Cal OES website: • Non-discrimination in Programs & Services • Reasonable Accommodation for Program Beneficiaries • Language Access Policy 6. Anti-Discrimination DHS included the following provisions for FY 2025 grant awards: The Agency must comply with all applicable Federal anti-discrimination laws material to the government’s payment decisions for purposes of 31 U.S.C. § 372(b)(4). (1) Definitions. As used in this clause – (a) DEI means “diversity, equity, and inclusion.” (b) DEIA means “diversity, equity, inclusion, and accessibility.” (c) Discriminatory equity ideology has the meaning set forth in Section 2(b) of Executive Order 14190 of January 29, 2025. (d) Federal anti-discrimination laws mean Federal civil rights law that protect individual Americans from discrimination on the basis of race, color, sex, religion, and national origin. (e) Illegal immigrant means any alien, as defined in 8 U.S.C. § 1101(a)(3), who has no lawful immigration status in the United States. (2) Grant award certification. By accepting the grant award, subrecipients are certifying that: (i) They do not, and will not during the term of this financial assistance award, operate any programs that advance or promote DEI, DEIA, or discriminatory equity ideology in violation of Federal anti- discrimination laws; and (ii) They do not engage in and will not during the term of this award engage in, a discriminatory prohibited boycott. 7. Drug-Free Workplace As required by the Drug-Free Workplace Act of 1988 (41 U.S.C. § 701 et seq.), the Agency certifies that it will maintain a drug-free workplace and a drug-free awareness program as outlined in the Act. 8. Environmental Standards The Agency will comply with State and Federal environmental standards, including: (a) The California Environmental Quality Act (CEQA) (California Public Resources Code §§ 21000- 21177), to include coordination with the city or county planning agency; (b) CEQA Guidelines (California Code of Regulations, Title 14, Division 6, Chapter 3, §§ 15000-15387); FY 2025 Operation Stonegarden Grant - Standard Assurances Page 5 of 10 Initials (c) The Federal Clean Water Act (CWA) (33 U.S.C. § 1251 et seq.), which establishes the basic structure for regulating discharges of pollutants into the waters of the United States and regulating quality standards for surface waters; (d) The Federal Clean Air Act of 1955 (42 U.S.C. § 7401) which regulates air emissions from stationary and mobile sources; (e) Institution of environmental quality control measures under the National Environmental Policy Act (NEPA) of 1969 (P.L. 91-190); the Council on Environmental Quality Regulations for Implementing the Procedural Provisions of NEPA; and Executive Order 12898 which focuses on the environmental and human health effects of federal actions on minority and low-income populations with the goal of achieving environmental protection for all communities; (f) Evaluation of flood hazards in floodplains in accordance with Executive Order 11988; (g) Executive Order 11738 instituted to assure that each federal agency empowered to enter into contracts for the procurement of goods, materials, or services and each federal agency empowered to extend federal assistance by way of grant, loan, or contract shall undertake such procurement and assistance activities in a manner that will result in effective enforcement of the Clean Air Act and the Federal Water Pollution Control Act Executive Order 11990 which requires preservation of wetlands; (h) The Safe Drinking Water Act of 1974, (P.L. 93-523); (i) The Endangered Species Act of 1973, (P.L. 93-205); (j) Assurance of project consistency with the approved state management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. §§1451 et seq.); (k) Conformity of Federal Actions to State (Clear Air) Implementation Plans under Section 176(c) of the Clean Air Act of 1955, as amended (42 U.S.C. §§7401 et seq.); and (l) The Wild and Scenic Rivers Act of 1968 (16 U.S.C. § 1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system. The Agency shall not be: 1) in violation of any order or resolution promulgated by the State Air Resources Board or an air pollution district; 2) subject to a cease and desist order pursuant to § 13301 of the California Water Code for violation of waste discharge requirements or discharge prohibitions; or 3) determined to be in violation of federal law relating to air or water pollution. 9. Audits For grant recipients expending $1,000,000 or more in federal grant funds annually, the Agency will cause to be performed the required financial and compliance audits in accordance with the Single Audit Act Amendments of 1996 and Title 2 of the Code of Federal Regulations, Part 200, Subpart F Audit Requirements. 10. Cooperation and Access to Records The Agency must cooperate with any compliance reviews or investigations conducted by DHS. In accordance with 2 C.F.R. § 200.337, the Agency will give the awarding agency, the Comptroller General of the United States and, if appropriate, the state, through any authorized representative, access to and the right to examine all records, books, papers, or documents related to the award. The Agency will require any subrecipients, contractors, successors, transferees and assignees to acknowledge and agree to comply with this provision. 11. Conflict of Interest The Agency will establish safeguards to prohibit the Agency's employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest, or personal gain. 12. Financial Management False Claims for Payment - The Agency will comply with 31 U.S.C § 3729-3733 which sets forth that no subgrantee, recipient or subrecipient shall submit a false claim for payment, reimbursement or advance. 13. Reporting - Accountability The Agency agrees to comply with applicable provisions of the Federal Funding Accountability and Transparency Act (FFATA) (P.L. 109-282), including but not limited to (a) the reporting of subawards obligating $30,000 or more in federal funds, and (b) executive compensation data for first-tier subawards as set forth in 2 C.F.R. Part 170, FY 2025 Operation Stonegarden Grant - Standard Assurances Page 6 of 10 Initials Appendix A. The Agency also agrees to comply with the requirements set forth in the government -wide financial assistance award term regarding the System for Award Management and Universal Identifier Requirements located at 2 C.F.R. Part 25, Appendix A. 14. Whistleblower Protections The Agency must comply with statutory requirements for whistleblower protections at 10 U.S.C. § 2409, 41 U.S.C. § 4712, and 10 U.S.C. § 2324, 41 U.S.C. § 4304 and § 4310. 15. Human Trafficking The Agency will comply with the requirements of Section 106(g) of the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104) which prohibits the Applicant or its subrecipients from: (1) engaging in trafficking in persons during the period of time that the award is in effect; (2) procuring a commercial sex act during the period of time that the award is in effect; or (3) using forced labor in the performance of the award or subawards under the award. 16. Labor Standards The Agency will comply with the following federal labor standards: (a) The Davis-Bacon Act (40 U.S.C. §§ 276a to 276a-7), as applicable, and the Copeland Act (40 U.S.C. § 3145 and 18 U.S.C. § 874) and the Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 327- 333), regarding labor standards for federally-assisted construction contracts or subcontracts, and (b) (b) The Federal Fair Labor Standards Act (29 U.S.C. § 201 et seq.) as they apply to employees of institutes of higher learning (IHE), hospitals and other nonprofit organizations. 17. Worker’s Compensation The Agency must comply with provisions which require every employer to be insured to protect workers who may be injured on the job at all times during the performance of the work of this Agreement, as per the workers compensation laws set forth in California Labor Code §§ 3700 et seq. 18. Property-Related If applicable to the type of project funded by this federal award, the Agency will: (a) Comply with the requirements of Titles II and III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of federal or federally-assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of federal participation in purchase; (b) Comply with flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (P.L. 93-234) which requires federal award subrecipients in a special flood hazard area to participate in the program and to purchase flood insurance if the total cost of insurable construction and acquisition is $10,000 or more; (c) Assist the awarding agency in assuring compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. § 470), Executive Order 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. § 469a-1 et seq.); and (d) Comply with the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. § 4831 and 24 CFR Part 35) which prohibits the use of lead-based paint in construction or rehabilitation of residence structures. 19. Certifications Applicable Only to Federally Funded Construction Projects For all construction projects, the Agency will: (a) Not dispose of, modify the use of, or change the terms of the real property title or other interest in the site and facilities without permission and instructions from the awarding agency. Will record the federal awarding agency directives and will include a covenant in the title of real property acquired in whole or in part with federal assistance funds to assure nondiscrimination during the useful life of the project; FY 2025 Operation Stonegarden Grant - Standard Assurances Page 7 of 10 Initials (b) Comply with the requirements of the awarding agency with regard to the drafting, review and approval of construction plans and specifications; and (c) Provide and maintain competent and adequate engineering supervision at the construction site to ensure that the complete work conforms with the approved plans and specifications and will furnish progressive reports and such other information as may be required by the assistance awarding age ncy or State. 20. Use of Cellular Device While Driving is Prohibited The Agency is required to comply with California Vehicle Code sections 23123 and 23123.5. These laws prohibit driving motor vehicle while using an electronic wireless communications device to write, send, or read a text -based communication. Drivers are also prohibited from the use of a wireless telephone without hands-free listening and talking, unless to make an emergency call to 911, law enforcement, or similar services 21. California Public Records Act and Freedom of Information Act The Agency acknowledges that all information submitted in the course of applying for funding under this program, or provided in the course of an entity’s grant management activities that are under Federal control, is subject to the Freedom of Information Act (FOIA), 5 U.S.C. § 552, and the California Public Records Act, California Government Code §7920.000 et seq. The Agency should consider these laws and consult its own State and local laws and regulations regarding the release of information when reporting sensitive matters in the grant application, needs assessment, and strategic planning process. 22. Acknowledgement of Federal Funding from DHS The Agency must acknowledge its use of federal funding when issuing statements, press releases, requests for proposals, bid invitations, and other documents describing projects or programs funded in whole or in part with federal funds. 23. Activities Conducted Abroad The Agency must coordinate with appropriate government authorities when performing project activities outside the United States and obtain all appropriate licenses, permits, or approvals. 24. Best Practices for Collection and Use of Personally Identifiable Information (PII) DHS defines PII as any information that permits the identity of an individual to be directly or indirectly inferred, including any information that is linked or linkable to that individual. If the Agency collects PII, the Agency is required to have a publicly-available privacy policy that describes standards on the usage and maintenance of the PII they collect. The Agency may refer to the DHS Privacy Impact Assessments: Privacy Guidance and Privacy Template as a useful resource. 25. Copyright Recipients must affix the applicable copyright notices of 17 U.S.C. §§ 401 or 402 to any work first produced under federal awards and also include an acknowledgement that the work was produced under a federal award (including the federal award number and federal awarding agency). As detailed in 2 C.F.R. § 200.315, a federal awarding agency reserves a royalty-free, nonexclusive, and irrevocable right to reproduce, publish, or otherwise use the work for federal purposes and to authorize others to do so. 26. Duplicative Costs Agencies are prohibited from charging any cost to this federal award that will be included as a cost or used to meet cost sharing or matching requirements of any other federal award in either the current or a prior budget period. (See 2 C.F.R. § 200.403(f)). However, recipients may shift costs that are allowable under two or more federal awards where otherwise permitted by federal statutes, regulations, or the federal financial assistance award terms and conditions. 27. Energy Policy and Conservation Act FY 2025 Operation Stonegarden Grant - Standard Assurances Page 8 of 10 Initials The Agency must comply with the requirements of 42 U.S.C. § 6201 which contain policies relating to energy efficiency that are defined in the state energy conservation plan issued in compliance with this Act. 28. Federal Debt Status The Agency is required to be non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowances, and benefit overpayments. See OMB Circular A-129. 29. Fly America Act of 1974 The Agency must comply with Preference for United States Flag Air Carriers: (a list of certified air carriers can be found at: Certificated Air Carriers List | US Department of Transportation, https://www.transportation.gov/policy/aviationpolicy/certificated-air-carriers-list) for international air transportation of people and property to the extent that such service is available, in accordance with the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. § 40118) and the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to Comptroller General Decision B-138942. 30. Hotel and Motel Fire Safety Act of 1990 In accordance with Section 6 of the Hotel and Motel Fire Safety Act of 1990, the A gency must ensure that all conference, meeting, convention, or training space funded in whole or in part with federal funds complies with the fire prevention and control guidelines of the Federal Fire Prevention and Control Act of 1974, as amended, 15 U.S.C. § 2225a. 31. Non-supplanting Requirement If the Agency receives federal financial assistance awards made under programs that prohibit supplanting by law, the Agency must ensure that federal funds do not replace (supplant) funds that have been budgeted for the same purpose through non- federal sources. 32. Patents and Intellectual Property Rights Recipients are subject to the Bayh-Dole Act, 35 U.S.C. § 200 et seq. and applicable regulations governing inventions and patents, including the regulations issued by the Department of Commerce at 37 C.F.R. Part 401 (Rights to Inventions Made by Nonprofit Organizations and Small Business Firms under Government Awards, Contracts, and Cooperative Agreements) and the standard patent rights clause set forth at 37 C.F.R. § 401.14. 33. SAFECOM If the Agency receives federal financial assistance awards made under programs that provide emergency communication equipment and its related activities, the Agency must comply with the SAFECOM Guidance for Emergency Communication Grants, including provisions on technical standards that ensure and enhance interoperable communications. 34. Terrorist Financing The Agency must comply with Executive Order 13224 and United States law that prohibit transactions with, and the provisions of resources and support to, individuals and organizations associated with terrorism. The Agency is legally responsible for ensuring compliance with the Order and laws. 35. Reporting of Matters Related to Subrecipient Integrity and Performance If the total value of the Agency’s currently active grants, cooperative agreements, and procurement contracts from all federal assistance offices exceeds $10,000,000 for any period of time during the period of performance of this federal financial assistance award, the Agency must comply with the requirements set forth in the government-wide Award Term and Condition for Recipient Integrity and Performance Matters located at 2 C.F.R. Part 200, Appendix XII, the full text of which is incorporated here by reference in the award terms and conditions. 36. USA Patriot Act of 2001 The Agency must comply with requirements of the Uniting and Strengthening America by Providing Appropriate FY 2025 Operation Stonegarden Grant - Standard Assurances Page 9 of 10 Initials Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT Act), which amends 18 U.S.C. §§ 175– 175c. 37. Use of DHS Seal, Logo, and Flags The Agency must obtain written permission from DHS prior to using the DHS seals, logos, crests, or reproductions of flags, or likenesses of DHS agency officials. This includes use of DHS component (e.g., FEMA, CISA, etc.) seals, logos, crests, or reproductions of flags, or likenesses of component officials. 38. Applicability of DHS Standard Terms and Conditions to Tribes The DHS Standard Terms and Conditions are a restatement of general requirements imposed upon the Agency and flow down to any of its subrecipients as a matter of law, regulation, or executive order. If the requirement does not apply to Indian tribes or there is a federal law or regulation exempting its application to Indian tribes, then the acceptance by Tribes of, or acquiescence to, DHS Standard Terms and Conditions does not change or alter its inapplicability to an Indian tribe. The execution of grant documents is not intended to change, alter, amend, or impose additional liability or responsibility upon the Tribe where it does not already exist. 39. Required Use of American Iron, Steel, Manufactured Products, and Construction Materials The Agency must comply with the “Build America, Buy America” Act (BABAA), enacted as part of the Infrastructure Investment and Jobs Act and Executive Order 14005. Agencies receiving a federal award subject to BABAA requirements may not use federal financial assistance funds for infrastructure projects unless: (a) All iron and steel used in the project are produced in the United States – this means all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States; (b) All manufactured products used in the project are produced in the United States – this means the manufactured product was manufactured in the United States; and the cost of the components of the manufactured product that are mined, produced, or manufactured in the United States is greater than 55 percent of the total cost of all components of the manufactured product, unless another standard for determining the minimum amount of domestic content of the manufactured product has been established under applicable law or regulation; and (c) All construction materials are manufactured in the United States – this means that all manufacturing processes for the construction material occurred in the United States. The “Buy America” preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. It does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project but are not an integral part of the structure or permanently affixed to the infrastructure project. Per section 70914(c) of BABAA, FEMA may waive the application of a Buy America preference under an infrastructure program in certain cases. 40. Presidential Executive Orders DHS included the following provision for FY 2025 grant awards: The Applicant/Subrecipient must comply with the requirements of Presidential Executive Orders that are currently in effect related to grants (also known as federal assistance and financial assistance) and are incorporated by reference. 41. Limited Waiver of Sovereign Immunity by Federally Recognized California Indian Tribe The Agency recognize nothing outlined in these assurances shall be constructed as consent by any federally recognized California Indian tribe to be bound by the laws of the State of California or the laws of the United States to which the federally recognized California Indian tribe is not bound, except as expressly agreed herein. This limited waiver of sovereign immunity shall be strictly construed. FY 2025 Operation Stonegarden Grant - Standard Assurances Page 10 of 10 Initials IMPORTANT The purpose of these assurances is to obtain federal and state financial assistance, including any and all federal and state grants, loans, reimbursement, contracts, etc. Agency recognizes and agrees that state financial assistance will be extended based on the representations made in these assurances. These assurances are binding on Agency, its successors, transferees, assignees, etc. as well as any of its subrecipients. Failure to comply with any of the above assurances may result in suspension, termination, or reduction of grant funds. All appropriate documentation, as outlined above, must be maintained on file by the Agency and available for Cal OES or public scrutiny upon request. Failure to comply with these requirements may result in suspension of payments under the grant or termination of the grant or both and the Agency may be ineligible for award of any future grants if Cal OES determines that the Agency: (1) has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above. All of the language contained within this document must be included in the award documents for all subawards at all tiers. The undersigned represents that he/she is authorized to enter into this Agreement for and on behalf of the above-named Agency. Agency understands that failure to comply with this Agreement and Addendum or any of the assurances may result in suspension, termination, reduction, or de-obligation of funding. Agency agrees to repay funds in the event there is a violation of grant assurances. Name of Agency: Signature of Authorized Agent: Printed Name of Authorized Agent: Title: Date: Email Address: 1 AGREEMENT FOR FISCAL YEAR 2025 OPERATION STONEGARDEN (OPSG) 1. PARTIES TO THE AGREEMENT This Agreement is between the COUNTY OF RIVERSIDE ("COUNTY"), COUNTY OF LOS ANGELES (“LAC”), CITY OF COSTA MESA, CITY OF HAWTHORNE, CITY OF HUNTINGTON BEACH, CITY OF LA HABRA, CITY OF LAGUNA BEACH, CITY OF ORANGE, CITY OF NEWPORT BEACH, CITY OF SEAL BEACH (collectively the “CITIES”), and LA IMPACT (“LAI”), each a "PARTY” and collectively the "PARTIES", for support of the Operation Stonegarden ("OPSG") program. 1.1 Party Departments or Agencies Participating In The Agreement 1.1.1 For the COUNTY, participating agency is the Sheriff's Office (''SHERIFF"). 1.1.2 For the CITIES, participating agencies are their respective police department. 1.1.3 For LAC, participating agency is their respective Sheriff's department. 1.1.4 For LAI, participating agency is Los Angeles Interagency Metropolitan Police Apprehension Crime Task Force. 2. RECITALS 2.1 WHEREAS, COUNTY through SHERIFF applied for, and was awarded grant funds from the U. S. Department of Homeland Security (“DHS”) passed through the California Governor's Office of Emergency Services (“Cal OES”), under the Funding Year (FY) 2025 Operation Stonegarden (OPSG) grant program. As an applicant for the San Diego Border Patrol Sector, SHERIFF shall be the lead agency to manage the OPSG program. 2.2 WHEREAS, funds shall be used to support the OPSG program to enhance law enforcement preparedness and operational readiness along the land and water borders of the United States. 2.3 WHEREAS, Government Code §55632 authorizes COUNTY and PARTIES to contract for provision of joint law enforcement services. 2.4 WHEREAS, PARTIES desire to enter into an agreement with provisions concerning the nature and extent of OPSG collaboration, services rendered, and compensation. 2.5 WHEREAS, COUNTY, by action of the Board of Supervisors Minute Order 3.19 on April 1, 2025, approved the application, appropriation, and use of FY 2025 OPSG funds to 2 reimburse PARTIES for program related overtime and fringe benefits; equipment purchases and maintenance costs; fuel; mileage; flight; and management and administration costs incurred not to exceed the amounts described in Exhibit A – FY 2025 OPSG Budget Worksheet in paragraph 2.9 (a) below, during the period of performance (POP) September 1, 2025 through May 31, 2028 but, the operational project period for PARTIES shall be the date of FEMA’s approval, April 10, 2026 through February 28, 2028. 2.6 WHEREAS, PARTIES shall retain documentation supporting all expenditures reimbursed from OPSG grant funds, ensure all expenditures are allowable under grant requirements, adhere to the federal procurement standards found in Title 2 of the Code of Federal Regulations, Part 200, Subpart D, Section §200.317-200.327, and comply with the Single Audit Act Amendments of 1996 and Title 2 of the Code of Federal Regulations, Part 200, Subpart F - Audit Requirements regarding organization-wide financial and compliance audit reports if $1,000,000 or more of OPSG federal funds are expended in a fiscal year. 2.6.1 Documentation shall be retained in accordance with the FEMA Preparedness Grants Manual and other OPSG grant requirements and shall be available for audit and inspection. 2.7 WHEREAS, PARTIES agree that this Agreement does not provide Federal authority to PARTIES to enforce immigration laws (Title 8 USC). 2.8 WHEREAS, PARTIES acknowledge the following information for the OPSG grant program: (a) Federal Grantor Agency: U. S. Department of Homeland Security (DHS) (b) Administrative Authority: Federal Emergency Management Agency (FEMA) (c) Operational Oversight: U. S. Customs and Border Protection (CBP) (d) State Administrative Agency (SAA) or Pass-Through Agency: California Governor's Office of Emergency Services (Cal OES) (e) Program Title: Homeland Security Grant Program (HSGP) Operation Stonegarden (OPSG) (f) Grant Identification Number: 2025-5020 (g) Federal CFDA Number: 97.067 2.9 WHEREAS, PARTIES agree and shall utilize and adhere to the following Exhibits attached hereto and/or available using the referenced link: (a) Exhibit A - FY 2025 OPSG Budget Worksheet (b) Exhibit B - FY 2025 OPSG Standard Assurances & Program Standard Assurances Addendum (c) Exhibit C- FY 2025 OPSG Operations Order (CONFIDENTIAL, for Official Use Only/Law Enforcement Sensitive) (d) Exhibit D - Title 2 of the Code of Federal Regulations Part 200, (e) Exhibit E - Federal Contract Provisions 3 (language to be developed and incorporated within a contract) (f) Exhibit F - FY 2025 Homeland Security Grant Program (HSGP) Notice of Funding Opportunity (NOFO) (g) Exhibit G - FY 2025 Homeland Security Grant Program (HSGP) California Supplement to the Federal NOFO (h) Exhibit H - FEMA Preparedness Grants Manual Nothing in the Exhibits above shall limit the requirements of this Agreement. NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, PARTIES jointly intend that COUNTY will reimburse, and PARTIES will provide, a level of OPSG services as set forth in this Agreement. 3. PURPOSE AND INTENT The purpose of this Agreement is to satisfy the OPSG grant program proposal awarded by the DHS and passed through to the Cal OES, under the FY 2025 Operation Stonegarden grant program. 4. SCOPE OF SERVICES 4.1 Method of Service Delivery SHERIFF shall manage the OPSG grant program, oversee the funding allocation of the PARTIES, and be administratively responsible for coordination of PARTIES' obligations under this Agreement. The SHERIFF's OPSG grant program team will be staffed as described in paragraph 6. STANDARDS OF SERVICE: OBLIGATIONS OF THE PARTIES. 4.2 Overview of Basic Services PARTIES shall perform OPSG Operations ("Operations") by increasing law enforcement presence in each PARTY's designated jurisdiction and in coordination with other OPSG partner agencies to support the U. S. Customs and Border Protection (CBP) efforts to improve border security in the region. PARTIES will enforce local and state laws within their designated jurisdiction subject to the California Values Act (SB 54; Chapter 495) and shall not enforce or aid in the enforcement of immigration laws on behalf of U. S. Customs and Border Protection (CBP) and U. S. Border Patrol (BP). This Agreement does not provide Federal authority to PARTIES to enforce immigration laws (Title 8 USC). 5. TERM OF AGREEMENT The OPSG grant program period of performance (POP) is September 1, 2025 through May 31, 2028, but the operational project period for PARTIES shall be the date of FEMA's approval, April 10, 2026 through February 28, 2028. 4 5.1 Initial Term The term of this Agreement shall be retroactive to 12:01 a.m. on April 10, 2026 and shall continue in effect through and terminate at midnight on May 31, 2028; subject to the termination provision in paragraph 5.3. 5.2 Option to Extend Renewal or extension of the Agreement beyond May 31, 2028 shall be subject to remaining grant funds and to a time extension approved by Cal OES. Any PARTY that does not agree to renew shall terminate its participation at the end of the term of this Agreement. 5.3 Termination Subject to the applicable provisions of state law, each PARTY may terminate its participation in this Agreement upon ninety (90) days minimum written notice to the other PARTIES. 5.3.1 A PARTY may terminate its participation in this Agreement immediately upon written notice to the other PARTIES in the event it becomes ineligible to receive grant funds under this Agreement. 5.3.2 As the lead agency, SHERIFF, with approval from either FEMA, CBP, and/or Cal OES as needed, may require the termination of a PARTY's participation if it is determined that the PARTY has violated the provisions of this Agreement, including failure to provide the Anticipated Outcome set forth in section 6.3. 6. STANDARDS OF SERVICE: OBLIGATIONS OF THE PARTIES 6.1 Suspension and Debarment SHERIFF will request, and PARTIES shall provide a copy of the SAM.gov report for their agency which shows their Active and Inactive Exclusions. Any PARTY with Active Exclusions at the onset of, or any time during, the term of this Agreement is not eligible to participate as set forth in Executive Orders 12549 and 12689, 2 CFR 200.214, and codified in 2 CFR Part 180, and shall terminate its participation in this Agreement as provided for in paragraph 5.3 Termination. 6.2 Byrd Anti-Lobbying Amendment PARTIES that receive an award greater than $100,000 shall certify to SHERIFF on the Byrd Anti-Lobbying Certification Form attached hereto as Exhibit B, that it will not and has not used federally appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each PARTY shall also disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from agency to agency up to the recipient who in turn will forward the certifications to the federal awarding agency. 5 6.3 Anticipated Outcome The anticipated outcome of Operations to be performed by PARTIES under this Agreement is increased law enforcement presence in each PARTY's designated jurisdiction to support U. S. DHS and U. S. CBP efforts in the region to improve border security and reduce border related crime. The anticipated outcome will be reached by achieving the goals and accomplishing the missions set forth below by PARTIES and in Exhibit C – FY 2025 OPSG Operations Order. 6.3.1 PARTIES shall provide enhanced enforcement by increasing patrol presence in proximity to the border and/or routes of ingress from the border, including the water borders. In addition, PARTIES shall utilize their unique investigatory areas of expertise in operations. 6.3.2 Increase intelligence/information sharing among PARTIES, including but not limited to: (a) Conducting bi-monthly meetings with a minimum of one representative from each PARTY. (b) Increasing information sharing during operations. 6.3.3 Prior to Operations, PARTIES' Designated Operations Coordinator, in paragraph 6.4.3, shall submit an operational plan and schedule to the Integrated Planning Team (IPT) at least 72 hours prior to the operation. 6.3.3.1 The IPT is comprised of SHERIFF and CBP sworn personnel. 6.3.3.2 The role of the IPT is to provide support and guidance to the local, state, and federal law enforcement stakeholders within the grant. 6.3.4 Within 48 hours following the conclusion of each Operation: 6.3.4.1 Each PARTY shall complete a Daily Activity Report (DAR) form in Excel format, which will be submitted as supporting documentation for any reimbursement request. Information entered in the Narrative section of the DAR form shall include statistical data and report from Field Interviews (FIs), Arrest Reports, and/or Citations. 6.3.4.2 PARTIES' Designated Operations Coordinator in paragraph 6.4.3, or designee, shall enter and submit the same DAR information directly into DHS's Homeland Security Information Network (HSIN). 6.3.4.3 PARTIES' Designated Operations Coordinator or designee shall ensure DAR information entered in HSIN is correct and shall make necessary corrections until it is processed for approval. 6.4 Personnel Qualifications and Assignment 6 6.4.1 Qualifications Each PARTY shall ensure that personnel assigned to perform Operations pursuant to this Agreement meet the minimum qualifications for their specific classification. 6.4.2 Management, Direction, and Supervision; Independent Contractors The hiring, firing, management, direction, and supervision of each PARTY's personnel, the standards of performance, the discipline of each PARTY's personnel, and all other matters incident to the performance of such services, shall be performed by and be the responsibility of each PARTY in each PARTY's sole but reasonable judgment and in accord with the provisions of applicable labor agreements. Each PARTY shall be the appointing authority for all its personnel provided to OPSG by this Agreement. PARTIES shall have no liability for any direct payment of salary, wages, indemnity, or other compensation or benefit to any other PARTY's personnel. Each PARTY and its respective officers, agents, and employees are independent contractors and are not officers, agents, and employees of any other PARTY. Each PARTY's personnel are under the direct and exclusive supervision of that PARTY, and each PARTY assumes full responsibility for the performance of its own personnel in connection with this Agreement. No PARTY has the authority to bind any other PARTY. 6.4.3 Designated Operations Coordinators SHERIFF shall select a Designated Operations Coordinator, at the rank of Sheriff's Lieutenant or higher, who shall manage and direct OPSG operations. All other PARTIES shall select a Designated Operations Coordinator for their respective agency under this Agreement. The Designated Operations Coordinator for each PARTY shall serve as their agency contact and shall implement, as needed, appropriate procedures governing the performance of all requirements under this Agreement and shall be responsible for meeting and conferring in good faith to address any disputes which may arise concerning implementation of this Agreement. 6.4.4 Staffing for Basic Services PARTIES shall ensure that adequate numbers of their qualified respective personnel are always provided to Operations during the term of this Agreement to meet the Basic Services, Scope of Services, and Standards of Service commitments set forth herein. 6.4.5 Equipment and Supplies COUNTY will provide SHERIFF OPSG personnel with all supplies and/or prescribed safety gear, body armor, and/or standard issue equipment necessary to perform Operations. Similarly, all other PARTIES will provide their respective OPSG personnel with all supplies and/or prescribed safety gear, body armor, and/or standard issue equipment necessary to perform Operations unless otherwise specified in Exhibit C - FY 2025 OPSG Operations Order. 7 6.4.5.1 PARTIES are responsible for the procurement of their own equipment to be used in Operations. 6.4.5.2 PARTIES shall maintain an inventory list of all equipment purchased with OPSG funds and when practicable, equipment shall be labeled with: "Purchased with funds provided by the U. S. Department of Homeland Security". 7. COST OF SERVICES/CONSIDERATION 7.1 General 7.1.1 As full consideration for the satisfactory performance and completion by PARTIES of Operations set forth in this Agreement, COUNTY shall reimburse PARTIES for personnel assigned to perform Operations on the basis of claims and submittals as set forth hereunder. Such payments by COUNTY are dependent on the continued availability of funds from the DHS passed through the Cal OES. 7.1.2 PARTIES agree that awarded funds identified as allowable costs, as set forth in Exhibit F – FY 2025 Homeland Security Grant Program Notice of Funding Opportunity (HSGP NOFO), shall be expended only for approved Operations operating expenses, and equipment as detailed in Exhibit A – FY 2025 OPSG Budget Worksheet, and that unallowable costs are not reimbursable as set forth in Exhibit F – FY 2025 HSGP NOFO. 7.1.3 No reimbursement shall be made to a PARTY during any period of time within which that PARTY is in default on filing any informational or financial reports required by SHERIFF. SHERIFF shall make any necessary adjustments to PARTY claims to correct for overpayments, underpayments, or disallowances. 7.2 Project Costs/Rate of Compensation SHERIFF shall reimburse PARTIES for overtime worked by personnel assigned to perform Operations and shall reimburse for costs approved in Exhibit C – FY 2025 OPSG Operations Order, based upon available funding and the actual costs incurred by PARTIES to provide Operations. 7.3 Method of Payment PARTIES shall submit to SHERIFF, accurate and complete reimbursement forms, labor reports, timesheets, DARs, equipment and equipment maintenance invoices, procurement documents, purchase orders and/or contracts, and proof of payment, that represent amounts to be reimbursed under this Agreement within ninety (90) days from the date when expenditure was incurred. All requests for reimbursement shall be sent to: Riverside County Sheriff's Office Celine Nguyen / Field Operations Fiscal Unit 8 4095 Lemon Street Riverside, CA 92501 7.3.1 Reimbursement forms and invoices must have the signature of PARTY's Authorized Agent, certifying that the invoice and substantiating documentation, e.g., DARs, timesheets, payroll and labor reports, procurement documents, etc., are true and correct. 7.3.2 PARTIES shall provide payroll records for each person whose costs are reimbursable under this Agreement, to include, at a minimum, the person's name, classification, duty position, task, regular hourly rate, overtime hourly rate, overtime hours worked, date(s) overtime worked, and fringe benefit rate and cost. 7.3.2.1 PARTIES shall make available to SHERIFF for inspection, upon request, all payroll records and any other records that relate to the Basic Services provided under this Agreement. 7.3.3 PARTIES shall submit to SHERIFF, verifiable and complete supporting documentation to substantiate reimbursement requests for service maintenance and/or equipment purchase, to include the equipment inventory ledger, certified copies of invoice, purchase order, proof of payment to vendor and procurement documentation. 7.3.3.1 PARTIES shall provide procurement records that show proof of compliance to 2 CFR 200.317-200.327 requirements, and documents that substantiate full and open competition, to include but not limited to copies of solicitation (RFQ, RFB, RFP), rationale for the method of procurement, contract policy, basis for the contract type and price, purchase request, statement of work and other pre-solicitation documents, cost/price analysis (if applicable), profit negotiation (if applicable), purchase orders, federal contract provisions with required language incorporated within contracts under federal award (as directed herein by Exhibit E – Federal Contract Provision), notice of award, record of protest, performance or other bond documents, specialized endorsements, suspension and debarment listing, etc. 7.3.3.2 PARTIES shall make available to SHERIFF for inspection and upon request, all procurement records that provide historical and background information to answer inquiries pertaining to the acquisition of service maintenance and/or equipment that may arise in a review or audit or until the grant record retention period expires. 7.3.4 PARTIES shall ensure awareness, understanding and compliance to all grant rules and procurement requirements. PARTIES shall be responsible in making sure that proper authorization are in place for any OPSG equipment purchase that require specialized endorsement or approvals, including waiver request forms or Environmental Planning and Historic Preservation (EHP) compliance. 9 7.3.5 Noncompetitive procurements of equipment exceeding the $250,000 simplified acquisition threshold established by Federal Acquisition Regulation (FAR) 48 CFR Subpart 2.1, in accordance with 41 U.S.C. 1908, will require prior written approval from Cal OES. 7.3.5.1 Prior to purchasing equipment determined to be noncompetitive, PARTIES shall provide SHERIFF by email a copy of their Purchasing Agent's approval for the noncompetitive procurement which SHERIFF will submit to Cal OES for approval. 7.3.6 PARTIES shall obtain a performance bond from vendors prior to procuring equipment items costing over $250,000, or any vehicle, aircraft, or watercraft, to be paid at the time of purchase, in order to ensure delivery of the equipment within ninety (90) days of the performance period end date. 7.3.6.1 Performance bond shall be included for reimbursement with invoice. 7.3.7 Within ninety (90) business days upon receipt of valid invoice and supporting documentation specified in subparagraphs under 7.3, SHERIFF will reimburse PARTIES for the Basic Services agreed to. 7.3.8 Each PARTY shall manage their allocation and track their claims to ensure they remain within their allocated amount as specified in Exhibit A – FY 2025 OPSG Budget Worksheet. 7.4 Reimbursement Disallowances PARTIES not in compliance with procedures in paragraph 7.3 above risk having incurred expenditures disallowed for reimbursement by SHERIFF. PARTIES that fail to submit claims for reimbursement within ninety (90) days will be notified in writing by SHERIFF that the claim(s) is/are past due, and funds allocated to the PARTY for that time period may be redistributed among other PARTIES. 8. PROGRAM/FINANCIAL ADMINISTRATION 8.1 PARTIES shall use as the primary reference in all programmatic, financial, and grant administration matters and adhere to the policies and regulations in Exhibit D - Title 2 of the Code of Federal Regulations Part 200 (2 CFR Part 200), Exhibit F – FY 2025 HSGP NOFO, Exhibit G – FY 2025 HSGP CA Supplement to the NOFO, and Exhibit H – FEMA Preparedness Grants Manual, in conjunction with updates issued by the Office of Management and Budget (OMB), Grants & Training (G&T) information bulletins, and Cal OES policy, regulations, and statutes. 8.1.1 Contract Provisions PARTIES shall ensure that all contracts adhere to all applicable contract provisions stated in 2 CFR 200.317–200.327 and found in Appendix II - Contract 10 Provisions for Non-Federal Entity Contracts under Federal Awards. Reimbursement claims associated with contracts that are found to be in noncompliance will be denied. 8.1.2 Methods of Procurement PARTIES shall adhere to the procurement methods found in 2 CFR 200, Subpart D, Section 200.320. 9. REPAYMENT OF REIMBURSEMENTS 9.1 Any PARTY found through compliance assessments, audits, or monitoring site visits, to be out of compliance with paragraphs 7.3 and 8 above, shall retroactively repay SHERIFF, within ninety (90) days of notification, any reimbursement found out of compliance which was paid to PARTY during the term of, and even after the term, of this Agreement. This provision shall survive termination or expiration of this Agreement. 10. INDEMNIFICATION – WORKERS' COMPENSATION, EMPLOYMENT AND CLAIMS AND LIABILITY ISSUES 10.1 The COUNTY shall fully indemnify and hold harmless non-County PARTIES and their respective officers, employees and agents, from any claims, losses, fines, expenses (including attorneys' fees and court costs and/or arbitration costs), costs, damages or liabilities arising from or related to (1) any workers' compensation claim or demand or other workers' compensation proceeding arising from or related to, or claimed to arise from or relate to, employment which is brought by an employee of the COUNTY or any contract labor provider retained by the COUNTY, or (2) any claim, demand, suit, or other proceeding arising from or related to, or claimed to arise from or relate to, the status of employment (including without limitation, compensation, demotion, promotion, discipline, termination, hiring, work assignment, transfer, disability, leave or other such matters) which is brought by an employee of the COUNTY or any contract labor provider retained by the COUNTY. 10.2 Each non-County PARTY shall fully indemnify and hold harmless the COUNTY, its officers, employees, and agents, from any claims, losses, fines, expenses (including attorneys' fees and court costs or arbitration costs), costs, damages or liabilities arising from or related to (1) any workers' compensation claim or demand or other workers' compensation proceeding arising from or related to, or claimed to arise from or relate to, employment which is brought by an employee of that respective non-County PARTY or any contract labor provider retained by non-County PARTY, or (2) any claim, demand, suit, or other proceeding arising from or related to, or claimed to arise from or relate to, the status of employment (including without limitation, compensation, demotion, promotion, discipline, termination, hiring, work assignment, transfer, disability, leave or other such matters) which is brought by an employee of that respective non-County PARTY or any contract labor provider retained by the non-County PARTY. 10.3 Each non-County PARTY shall fully indemnify and hold harmless the other non- County PARTIES, its officers, employees, and agents, from any claims, losses, fines, expenses (including attorneys' fees and court costs or arbitration costs), costs, damages or 11 liabilities arising from or related to (1) any workers' compensation claim or demand or other workers' compensation proceeding arising from or related to, or claimed to arise from or relate to, employment which is brought by an employee of that respective non-County PARTY or any contract labor provider retained by non-County PARTY, or (2) any claim, demand, suit, or other proceeding arising from or related to, or claimed to arise from or relate to, the status of employment (including without limitation, compensation, demotion, promotion, discipline, termination, hiring, work assignment, transfer, disability, leave or other such matters) which is brought by an employee of that respective non-County PARTY or any contract labor provider retained by the non-County PARTY. 11. INDEMNIFICATION RELATED TO ACTS OR OMISSIONS; NEGLIGENCE 11.1 Claims Arising from Sole Acts or Omissions of a PARTY Each PARTY to this Agreement hereby agrees to defend and indemnify the other PARTIES to this Agreement, their agents, officers, and employees, from any claim, action, or proceeding against the other PARTIES, arising solely out of its own acts or omissions in the performance of this Agreement. At each PARTY's sole discretion, each PARTY may participate at its own expense in the defense of any claim, action, or proceeding, but such participation shall not relieve any PARTY of any obligation imposed by this Agreement. PARTIES shall notify each other promptly of any claim, action, or proceeding and cooperate fully in the defense. 11.2 Claims Arising from Concurrent Acts or Omissions The PARTIES hereby agree to defend themselves from any claim, action, or proceeding arising out of the concurrent acts or omissions of the PARTIES. In such cases, PARTIES agree to retain their own legal counsel, bear their own defense costs, and waive their right to seek reimbursement of such costs, except as provided in paragraph 11.4 below. 11.3 Joint Defense Notwithstanding paragraph 11.2 above, in cases where PARTIES agree in writing to a joint defense, PARTIES may appoint joint defense counsel to defend the claim, action, or proceeding arising out of the concurrent acts or omissions of PARTIES. Joint defense counsel shall be selected by mutual agreement of PARTIES. PARTIES agree to share the costs of such joint defense and any agreed settlement in equal amounts, except as provided in paragraph 11.4 below. PARTIES further agree that no PARTY may bind the others to a settlement agreement without the written consent of the others. 11.4 Reimbursement and/or Reallocation Where a trial verdict or arbitration award allocates or determines the comparative fault of the parties, PARTIES may seek reimbursement and/or reallocation of defense costs, settlement payments, judgments, and awards, consistent with such comparative fault. 12. GENERAL PROVISIONS 12.1 Notices 12 Any notice, request, demand, or other communication required or permitted hereunder shall be in writing and may be personally delivered or given as of the date of mailing by depositing such notice in the United States mail, first-class postage prepaid and addressed as follows, or, to such other place as each PARTY may designate by subsequent written notice to each other: To SHERIFF: Sheriff Riverside County Sheriff's Office 4095 Lemon Street Riverside, CA 92501 To Non-County PARTIES: Chief of Police Chief of Police Costa Mesa Police Department Hawthorne Police Department 99 Fair Drive 12501 Hawthorne Blvd Costa Mesa, CA 92626 Hawthorne, CA 90250 Chief of Police Chief of Police Huntington Beach Police Department La Habra Police Department 2000 Main Street 150 N Euclid Street Huntington Beach, CA 92648 La Habra, CA 90631 Executive Director Chief of Police LA IMPACT Laguna Beach Police Department 5700 S. Eastern Avenue 505 Forest Ave Commerce, CA 90040 Laguna Beach, CA 92651 Chief of Police Chief of Police. Orange Police Department Newport Beach Police Department 1107 N. Batavia St. 870 Santa Barbara Drive Orange, CA 92867 Newport Beach, CA 92660 Chief of Police Sheriff Seal Beach Police Department Los Angeles County Sheriff's Dept. 911 Seal Beach Blvd Special Enforcement Bureau Seal Beach, CA 90740 1060 North Eastern Avenue Los Angeles, CA 90063 A notice shall be effective on the date of personal delivery if personally delivered before 5:00 p.m. on a business day or otherwise on the first business day following personal delivery; or two (2) business days following the date the notice is postmarked, if mailed; or 13 on the first business day following delivery to the applicable overnight courier, if sent by overnight courier for next business day delivery and otherwise when received. 12.2 Amendment; Assignment This Agreement may be modified or amended only by a written document signed by the COUNTY through SHERIFF and the affected PARTY or PARTIES, and no oral understanding or agreement shall be binding on any PARTY or PARTIES. No PARTY shall assign any of its rights or delegate any of its obligations hereunder without the prior written consent of the other PARTIES. 12.3 Entire Agreement This Agreement constitutes the complete and exclusive statement of agreement between the COUNTY and non-County PARTIES with respect to the subject matter hereto. As such, all prior written and oral understandings are superseded in total by this Agreement. 12.4 Construction This Agreement will be deemed to have been made and shall be construed, interpreted, governed, and enforced pursuant to, and in accordance with, the laws of the State of California. The headings and captions used in this Agreement are for convenience and ease of reference only and shall not be used to construe, interpret, expand, or limit the terms of the Agreement and shall not be construed against any one PARTY. 12.5 Waiver A waiver by COUNTY or non-County PARTIES of a breach of any of the covenants to be performed by COUNTY or non-County PARTIES shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions, or conditions of this Agreement. In addition, the failure of any PARTY to insist upon strict compliance with any provision of this Agreement shall not be considered a waiver of any right to do so, whether for that breach or any subsequent breach. The acceptance by COUNTY or non- County PARTIES of either performance or payment shall not be considered a waiver of PARTY's preceding breach of this Agreement. 12.6 Authority to Enter Agreement COUNTY and non-County PARTIES have all requisite power and authority to conduct their respective business and to execute, deliver, and perform the Agreement. Each PARTY warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective PARTY. 12.7 Cooperation COUNTY through SHERIFF and Non-County PARTIES will cooperate in good faith to implement this Agreement. 12.8 Counterparts This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same 14 instrument. SHERIFF will provide each PARTY with a copy of this Agreement once fully executed. 12.9 Severability This Agreement is subject to all applicable laws and regulations. If any provision of this Agreement is found by any Court or other legal authority, or is agreed upon by the PARTIES, to be in conflict with any law or regulation, then the conflicting provision shall be considered null and void. If the effect of nullifying any conflicting provision is such that a material benefit of this Agreement to any PARTY is lost, then the Agreement may be terminated at the option of the affected PARTY, with the notice as required in this Agreement. In all other cases, the remainder of this Agreement shall be severable and shall continue in full force and effect. 12.10 Legislative Changes If any changes are made to regulations pursuant to which this Agreement is made or to any successor legislation or regulations, or if the DHS imposes any budget requirements or limitations applicable to this Agreement and the services to be provided hereunder, then (1) to the extent any of the changes are of mandatory application, such change(s) shall apply to the PARTIES in this Agreement, and this Agreement shall be deemed to be amended to be consistent with such changes(s) except to the extent that such change(s) alter(s) a material provision of this Agreement in which case such material provision shall be voidable and the PARTIES will negotiate in good faith to amend the Agreement as necessary, and (2) to the extent any of the changes are not of mandatory application, such change(s) shall not affect this Agreement or the right or obligations of COUNTY and non-COUNTY under this Agreement unless the PARTIES mutually agree to subject themselves to such changes(s). 12.11 Representation Each PARTIES' Chief, and/or Sheriff, or their respective designee, shall represent its PARTY in all discussions pertaining to this Agreement. SHERIFF, or his or her designee, shall represent COUNTY in all discussions pertaining to this Agreement. 12.12 Dispute Resolution Concerning Services and Payment In the event of any dispute concerning services and payment arising from this Agreement, representatives described in paragraph 12.11, will meet, and confer within ten (10) business days after receiving notice of the dispute to resolve the dispute. 12.13 Termination of Funding If funding for reimbursement of costs related to Operations is terminated by the DHS, this Agreement in its entirety shall be considered null and void and COUNTY through SHERIFF and PARTIES shall no longer be required to provide Operations as described herein. In such event, PARTIES shall meet immediately, and if agreed upon by the PARTIES, mutually develop and implement within a reasonable time frame, a transition plan for the provision of Operations through alternate means. 12.14 Obligation This Agreement shall be binding upon the successors of the PARTIES. 15 12.15 California Law This Agreement is executed and delivered within the State of California and the rights and obligations of the PARTIES hereto shall be construed and enforced in accordance with, and governed by, the laws of the State of California. IN WITNESS WHEREOF, the PARTIES hereto approve and agree to the terms of this Agreement, such Agreement being effective April 10, 2026 unless otherwise specified. Approved as to form and legality: RIVERSIDE COUNTY Minh C. Tran SHERIFF'S OFFICE OFFICE OF THE COUNTY COUNSEL COUNTY OF RIVERSIDE ___________________________ _____________________________ Chad Bianco Amrit P. Dhillon Sheriff-Coroner Deputy County Counsel COSTA MESA POLICE HAWTHORNE POLICE DEPARTMENT DEPARTMENT ___________________________ _____________________________ Joyce LaPointe Eric Lane Chief Chief HUNTINGTON BEACH POLICE LA HABRA POLICE DEPARTMENT DEPARTMENT ___________________________ _____________________________ Eric G. Parra Adam Foster Chief Chief LOS ANGELES IMPACT LAGUNA BEACH POLICE DEPARTMENT ___________________________ _____________________________ Michael Burke Jeff Calvert Executive Director Chief 16 ORANGE POLICE DEPARTMENT NEWPORT BEACH POLICE DEPARTMENT __________________________ _____________________________ Adam Jevec Dave Miner Chief Chief SEAL BEACH POLICE LOS ANGELES COUNTY DEPARTMENT SHERIFF’S DEPARTMENT _________________________ ___________________________ Michael Henderson Robert G. Luna Chief Sheriff Approved as to form: DAWYN R. HARRISON OFFICE OF THE COUNTY COUNSEL COUNTY OF LOS ANGELES ___________________________ Michele Jackson Principal Deputy County Counsel FY 2025 OPERATION STONEGARDEN RIVERSIDE COUNTY SHERIFF'S OFFICE - SUB-RECIPIENT SUMMARY A B C D E F G H I AGENCY NAME Operational OT Fringe Benefits Vehicle/Vessel Maint Equip Maint New/Replace Equip Fuel Costs Mileage Flight Costs M&A TOTAL Riverside County Sheriff's Department 235,150$ 18,350$ 31,500$ 135,000$ 420,000$ Costa Mesa Police Department 139,490$ 10,510$ 150,000$ Hawthorne Police Department 181,600$ 38,400$ 220,000$ Huntington Beach Police Department 170,160$ 2,467$ 1,780$ 124,500$ 25,593$ 324,500$ La Habra Police Department 60,804$ 7,096$ 2,100$ 70,000$ Laguna Beach Police Department 56,640$ 3,360$ 60,000$ LA IMPACT 234,473$ 35,527$ 270,000$ Los Angeles County Sheriff's Department 800,000$ 800,000$ Newport Beach Police Department 128,142$ 1,858$ 130,000$ Orange Police Department 85,912$ 1,270$ 87,182$ Seal Beach Police Department 108,349$ 1,611$ 53,318$ 5,040$ 168,318$ Grand Total Riverside County Region 2,200,720$ 32,652$ 1,780$ -$ 177,818$ -$ 52,510$ 99,520$ 135,000$ 2,700,000$ Budget Narrative Category Agenda Item E AGENDA STAFF REPORT DATE:August 10, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Michael Henderson, Chief of Police SUBJECT:Approving a new Professional Services Agreement with PetData, Technologies LLC., for Animal Licensing Services ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7807 approving and authorizing the City Manager, or his designee, to execute a Professional Services Agreement with PetData Technologies, LLC., to provide animal licensing services for the City of Seal Beach. BACKGROUND AND ANALYSIS: In May 2022, the Seal Beach City Council directed the Seal Beach Police Department to provide in-house animal control services for the Seal Beach community. Previously, the City of Long Beach Animal Care Services provided animal licensing services to Seal Beach. As part of the transition to in-house animal control services, the City was required to establish its own animal licensing process. On September 11, 2023, the City Council adopted Resolution 7443 approving and authorizing the Agreement for Animal Licensing Services with PetData, Inc. The staff report and Resolution 7443 described a three-year term extending from September 12, 2023, through June 30, 2026. The Agreement was subsequently executed by the City on January 3, 2024. PetData, Inc., did not begin processing animal licenses for the City until May 29, 2024. The time between City Council approval, execution, and operational commencement occurred because the Police Department was still implementing the City's new in-house animal control program, including establishing procedures, transitioning from the prior licensing arrangement, transferring and preparing data, coordinating licensing operations, and completing the transition to PetData, Inc. Section 10 of the Agreement provides that the initial term commences on the Execution Date and expires at the close of business on the last day of the 36th full calendar month after the Commencement Date, unless sooner terminated. Page 2 2 3 4 5 Section 11 defines the Commencement Date as the date on which PetData, Inc. commences the processing of licenses under the Agreement. PetData, Inc. has confirmed that it began processing animal licenses on May 29, 2024. Because May 2024 was a partial calendar month, June 2024 was the first full calendar month following the Commencement Date. The 36th full calendar month after the Commencement Date is May 2027. Accordingly, under Sections 10 and 11 of the Agreement, the Agreement expires at the close of business on May 31, 2027, unless sooner terminated. However, because the staff report and resolution also referenced the September 12, 2023 through June 30, 2026 dates, there remains some ambiguity. To simplify and resolve this ambiguity, staff is recommending the City enter a new three-year agreement with PetData. The new contract would commence retroactively on July 1, 2026, the “effective date” and will expire at the close of business on June 30, 2029, unless sooner terminated in accordance with the Agreement. PetData has agreed to a new three-year contract under the same terms, fees, and conditions as the previous contract. PetData Inc. now operates under a new legal name, PetData Technologies, LLC. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: The City Attorney has reviewed and approved the resolution as to form. FINANCIAL IMPACT: The existing compensation provisions of the Agreement remain unchanged. PetData Technologies, LLC. is compensated at $4.30 for each one-year license or replacement tag, subject to adjustment as provided in the Agreement, and a $2.50 collection service fee for each late fee, if any, paid by a Licensee during the term of the Agreement. Residents wishing to have their animals licensed must pay fees directly to PetData Technologies, LLC., and PetData Technologies, LLC. will remit licensing fees to the City minus the costs described in the Agreement. Any payment obligations remain subject to the terms of the Agreement and applicable budget appropriations. Page 3 2 3 4 5 RECOMMENDATION: That the City Council adopt Resolution 7807 approving and authorizing the City Manager, or his designee, to execute a Professional Services Agreement with PetData Technologies, LLC., to provide animal licensing services for the City of Seal Beach. SUBMITTED BY: NOTED AND APPROVED: Michael Henderson Patrick Gallegos Michael Henderson, Chief of Police Patrick Gallegos, City Manager Prepared by: Nick Nicholas, Support Services Bureau Captain ATTACHMENTS: A. Resolution 7807 B. Professional Services Agreement for Animal Licensing Services with PetData Technologies, LLC. C. Resolution 7443 D. Professional Services Agreement for Animal Licensing Services with PetData Technologies, LLC., dated September 2023 RESOLUTION 7807 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING A THREE-YEAR AGREEMENT FOR ANIMAL LICENSING SERVICES WITH PETDATA, TECHNOLOGIES, LLC. WHEREAS, in May 2022, the Seal Beach City Council directed the Seal Beach Police Department to provide in-house animal control services for the Seal Beach community; and, WHEREAS, as part of the transition to in-house animal control services, the City of Seal Beach was required to establish animal licensing services for pets residing in Seal Beach; and, WHEREAS, on September 11, 2023, the City Council adopted Resolution No. 7443 approving and authorizing the Agreement for Animal Licensing Services with PetData, Inc.; and, WHEREAS, Resolution 7443 approved the Agreement for Animal Licensing Services with PetData, Inc. as set forth in Exhibit “A,” attached thereto and incorporated therein by reference; and, WHEREAS, the staff report and Resolution 7443 described the Agreement as having a three-year term extending from September 12, 2023 through June 30, 2026; and, WHEREAS, the Agreement was executed by the City on January 3, 2024; and, WHEREAS, Section 10 of the Agreement provides that the initial term of the Agreement commences on the Execution Date and expires at the close of business on the last day of the 36th full calendar month after the Commencement Date, unless sooner terminated in accordance with the Agreement; and, WHEREAS, Section 11 of the Agreement defines the “Commencement Date” as the date on which PetData, Inc. commences the processing of licenses under the Agreement; and, WHEREAS, PetData, Inc. commenced processing animal licenses for the City on May 29, 2024; and, WHEREAS, the time between City Council approval, execution, and commencement of licensing services occurred because the Police Department was still implementing the City's new in-house animal control program, including establishing procedures, transitioning away from the prior licensing arrangement, transferring and preparing data, coordinating licensing operations, and completing the transition to PetData, Inc.; and, 1 1 3 9 7 1 1 3 9 7 WHEREAS, because May 2024 was a partial calendar month, June 2024 was the first full calendar month following the Commencement Date, and the 36th full calendar month after the Commencement Date is May 2027; and, WHEREAS, accordingly, under Sections 10 and 11 of the Agreement, the Agreement expires at the close of business on May 31, 2027, unless sooner terminated but because the staff report and resolution also referenced the September 12, 2023 through June 30, 2026 dates, there remains some ambiguity; and, WHEREAS, the City Council desires to simplify and resolve this ambiguity by entering into a new three-year Agreement with PetData that will commence on July 1, 2026, the ”Effective Date”, and will expire at the close of business on June 30, 2029, unless sooner terminated in accordance with the Agreement; and, WHEREAS, PetData has agreed to a new three-year contract under the same terms, fees, and conditions as the previous contract; and, WHEREAS, PetData Inc. now operates under a new legal name, PetData Technologies, LLC. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine, and order as follows: Section 1. The City Council finds that all recitals set forth above are true and correct, and incorporates them herein by this reference. Section 2. The City Council hereby approves the Agreement for Animal Licensing Services with PetData Technologies, LLC., as set forth in Exhibit “A”, attached hereto and incorporated herein by this reference as though set forth in full, with a three-year term extending from July 1, 2026, the “Effective Date” through June 30, 2029. Section 3. The City Council hereby authorizes the City Manager and City Attorney to make minor revisions to the PetData Technologies, LLC. Agreement that do not increase the not-to-exceed amounts for services set forth in the Agreement. Section 4. The Council hereby directs the City Manager, or his designee, to execute the Agreement for Animal Licensing Services with PetData Technologies, LLC. on behalf of the City. Section 5. This Resolution shall take effect immediately upon adoption. 1 1 3 9 7 1 1 3 9 7 PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 10th day of August 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7807 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 10th day of August 2026. Gloria D. Harper, City Clerk - 1 - AGREEMENT FOR ANIMAL LICENSING SERVICES THIS AGREEMENT FOR ANIMAL LICENSING SERVICES (“Agreement”) is made and entered into by and between the CITY OF SEAL BEACH a California charter city, hereinafter called “CITY,” and PETDATA TECHNOLOGIES, LLC., a Delaware Limited Liability Corporation, hereinafter called “CONTRACTOR,” as of July 1, 2026 (“the Effective Date”). For good and valuable consideration, CITY and CONTRACTOR agree as follows: 1. SERVICES For the consideration set forth below, CONTRACTOR agrees to provide to CITY the animal licensing services described under “CONTRACTOR’s RESPONSIBILITIES” in Exhibit A, attached hereto and incorporated herein by reference (collectively, the “Services”), upon the terms and conditions of this Agreement. The Services relate to CITY’s licensing and registration of pets. CITY agrees to perform “CITY’s RESPONSIBILITIES” described in Exhibit A. In the event of any conflict between any of the contents of Exhibit A and any of the provisions of this Agreement, the provisions of this Agreement will prevail. 2. OVERSIGHT AND COORDINATION All Services shall be performed to the reasonable satisfaction of CITY, as reasonably determined by CITY’s Administrator or other person whom CITY shall from time to time designate to monitor the performance of the Services by CONTRACTOR, and in compliance with CITY’s Municipal Code and applicable California law and federal law. CITY agrees to promptly notify CONTRACTOR of the name and contact information of the person who will monitor the performance of the Services on behalf of CITY, and to promptly notify CONTRACTOR of any changes to CITY’S monitoring designee or the contact information for CITY’s monitoring designee. 3. PERFORMANCE OF SERVICES CONTRACTOR acknowledges that, prior to signing this Agreement, CONTRACTOR has become familiar with the scope of the Services required under this Agreement and the animal control requirements of CITY’s Municipal Code and applicable California law and federal law. Subject to CONTRACTOR’s fulfillment of its obligations under this Agreement, the means, methods, timing, and manner of performing the Services shall be within the sole discretion of CONTRACTOR. CONTRACTOR may perform the Services at such location(s) that CONTRACTOR may from time to time determine, and shall not be required to perform any of the Services at a CITY location. CONTRACTOR shall not be responsible or liable to CITY or any third party for any delays, errors or omissions in the performance of the Services or any losses or damages sustained by CITY or any third party that are caused by (i) CITY or any of CITY’s employees or agents, (ii) the inaccuracy, incompleteness, or other insufficiency of any data furnished by or on behalf of CITY to CONTRACTOR under or in connection with this Agreement, or (iii) any other items furnished by or on behalf of CITY to CONTRACTOR under or in connection with this Agreement. - 2 - 4. CUSTOM SUPPLIES If CITY requests that CONTRACTOR utilize specific supplies in connection with the performance of the Services, such as, for example, forms, brochures, or rabies books, CITY will provide those supplies to CONTRACTOR without charge. 5. BANK ACCOUNTS Licensing fees and any other amounts that are collected by CONTRACTOR for the benefit of CITY under this Agreement will be deposited into an account of one of the following types that is from time to time designated by CITY (a “Bank Account”): A. [Not Applicable.] B. A separate account established and maintained by CONTRACTOR at a bank or other financial institution selected by CONTRACTOR in which will be deposited funds that relate solely to this Agreement (a “Maintained Account”). When a Maintained Account is closed, any funds remaining in the account shall be remitted in accordance with Section 9B. 6. COMPENSATION TO CONTRACTOR In consideration of the Services, CONTRACTOR shall be entitled to the following compensation: A. Basic Fees. CITY shall pay to CONTRACTOR the following fees for all animal licenses issued during the term of this Agreement, regardless of whether they are issued by CITY, CONTRACTOR, veterinarians, or any other persons: 1) $4.30 for each one-year license or replacement tag (which amount is subject to adjustment as provided below). This one-year license/replacement tag fee shall also be paid for each license donated or issued free of charge by CITY, and for each license that is issued as part of a bundling of CITY services or programs. 2) [Not Applicable.] 3) $2.50 collection service fee for each late fee, if any, paid by a Licensee during the term of this Agreement. The license/replacement tag fee provided for in Section 6A, clause 1), above, will be adjusted as follows during any of the following periods that fall within the term of this Agreement: (a) commencing on the third (3rd) annual anniversary of the Effective Date and continuing until the fifth (5th) annual anniversary of the Effective Date, the license/replacement tag fee provided for in Section 6A, clause 1), above, will be $4.40; and (b) if the term of this Agreement is for more than five (5) years, then, commencing on the fifth (5th) annual anniversary of the Effective Date and continuing on each annual anniversary of the Effective Date thereafter throughout the remaining term of this Agreement, the license/replacement tag fee provided for in clause 1), as previously adjusted, will increase by an amount equal to the lesser of either (a) three percent (3%) of the fee under clause 1) that is in effect immediately prior to the respective anniversary, or (b) the increase in the Consumer Price Index (CPI) for the 12-month period immediately preceding each annual anniversary; and the fee, as so increased, will thereupon become the license/replacement tag fee payable under Section 6A, clause 1) unless and until further adjusted in accordance with this clause (b). As used herein, the term “Consumer Price Index” - 3 - or “CPI” means the CPI for All items in Los Angeles-Long Beach-Anaheim, CA, all urban consumers, not seasonally adjusted. An animal license will be considered “issued” for purposes of this Agreement upon CONTRACTOR’s completion of the physical processing of the tag, assignment of registration number and completion of all procedures to provide the license to the applicant during the term of this Agreement upon payment of the applicable fee(s), regardless of the means, method, program, process, or agency used for the issuance or registration of the license. Without limiting the generality of the foregoing, an animal license that is donated or issued free of charge by the CITY as determined in CITY’s sole discretion, or that is issued as part of a bundling of CITY services or programs, will be considered “issued” for purposes of this Agreement upon CITY’s notification to CONTRACTOR of such free or donated license or bundling. In implementing the preceding provisions of this Section 6A, the parties agree that CONTRACTOR’s minimum aggregate fees under this Section 6A clause 1) (license/replacement fee) and Section 6A clause 3) (collection service fee for late fee) are $6,000.00 per calendar year. In order to assure the payment of such minimum aggregate annual fees to CONTRACTOR, the parties agree that if the aggregate fees payable to CONTRACTOR under this Section 6A clause 1) and Section 6A clause 3) for a calendar month would, but for the application of this sentence, be less than $500.00, then the aggregate fees payable to CONTRACTOR under this Section 6A clause 1) and Section 6A clause 3) for that calendar month will be $500.00. However, the foregoing minimum $500.00 monthly amount will not be applicable if the aggregate fees paid to CONTRACTOR under this Section 6A clause 1) and Section 6A clause 3) have already equaled or exceeded, or in the opinion of CONTRACTOR are reasonably expected to otherwise equal or exceed, $6,000.00 for that calendar year. If the aggregate annual fees paid to CONTRACTOR under this Section 6A clause 1) and Section 6A clause 3) during any calendar year do not equal or exceed $6,000.00, then CITY shall pay an amount equal to the positive difference between (i) the amount previously paid to CONTRACTOR for that calendar year and (ii) $6,000.00, upon demand by CONTRACTOR. The $6,000.00 minimum annual amount shall be prorated for any partial calendar year during the term of this Agreement or upon termination sooner under this Agreement. No delay or failure on the part of CONTRACTOR in imposing or collecting the aforesaid monthly minimum amount shall affect CONTRACTOR’s right to receive the aforesaid minimum aggregate annual fees or to collect the aforesaid minimum aggregate monthly amount either then or in the future. CITY acknowledges that the aforesaid minimum fee amounts apply only to the fees payable to CONTRACTOR under this Section 6A, clause 1) and clause 2), and do not include, by way of example and not by way of limitation, any Start-Up Fee payable to CONTRACTOR under Section 6B or any Additional Service Fees or Costs payable to CONTRACTOR under Section 6C. The fees paid to CONTRACTOR under clause 1) or 3) of this Section 6A are further subject to reasonable adjustment in the event that CITY adds, modifies, or eliminates any fees that are charged to Licensees during the term of this Agreement. CITY and CONTRACTOR agree to negotiate any such reasonable adjustments in good faith. As used in this Agreement, the term “Licensee” refers to any person who applies for an animal license to be issued by or on behalf of CITY and pays the applicable License fee. B. Start-Up Fee. [Not applicable.] C. Additional Service Fees or Costs. - 4 - The following fees or cost reimbursements will apply to the extent that the corresponding services described below are requested by CITY: 1) Cost of Bank Account. CITY will be responsible for the following out-of-pocket costs related to any Bank Account: monthly maintenance fees; stop payment fees; and return check fees. CITY will reimburse CONTRACTOR on a monthly basis for such out-of-pocket costs for a Bank Account that are paid by CONTRACTOR, through deductions made by CONTRACTOR in accordance with Section 9B. CITY may request copies of the bank statements for a Maintained Account at any time and CONTRACTOR will provide available bank statements for that Maintained Account within five business days after a request is received by CONTRACTOR. 2) Supply Fee. If CITY requests changes to supplies or notices that it has previously approved, including but not limited to fee or program changes, CITY will be responsible for the actual costs associated with changing, replacing or discontinuing the use of the previously approved supplies. If CITY terminates this Agreement for any reason other than for cause, CITY will remain responsible for the actual cost of supplies purchased on its behalf prior to the date of any notice of termination. D. Charges to Licensees. CITY agrees that CONTRACTOR may charge and collect the following fees directly from Licensees, and CONTRACTOR shall be entitled to retain any such fees so collected as part of CONTRACTOR’s compensation under this Agreement, except as otherwise provided below. The following fees shall be in addition to the fees set forth in Section 6A, Clause 1) and 3), and Section 6C (supply fee), above. The following fees shall not be included in determining whether the monthly $500 aggregate or annual $6,000 aggregate has been reached under Section 6A. 1) $2.00 for each on-line transaction completed in by a Licensee. 2) CONTRACTOR may charge a fee to a Licensee of no more than $25.00 (or, if lower, the maximum amount permitted by applicable law from time to time in effect) for each check or other payment from that Licensee that is returned uncollected for any reason. Any such returned item fee related to a Maintained Account that is actually collected shall be deposited into the Maintained Account and shall be for the benefit of CITY. E. Non-Appropriation of Funds. Notwithstanding Sections 6A through 6D, payments to be made to CONTRACTOR by CITY for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that CITY does not appropriate sufficient funds for payment of CONTRACTOR’s Services beyond the current fiscal year, this Agreement shall cover payment for CONTRACTOR’s Services only to the conclusion of the last fiscal year in which CITY appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year. 7. MODIFICATIONS OF SERVICES If an authorized representative of CITY requests in writing that CONTRACTOR provide Services in addition to those described in this Agreement, and CONTRACTOR agrees to provide those additional Services, then CONTRACTOR shall be entitled to additional compensation for those additional Services as shall be agreed upon by CONTRACTOR and CITY in a written modification to this Agreement that is signed by CITY and CONTRACTOR prior to the provision of such additional services. CONTRACTOR shall not be required to - 5 - perform any such additional Services unless and until the parties have entered into a written modification of this Agreement. Without limiting the other types of services that may be considered to be outside of the scope of the Services described in this Agreement, the following types of Services would be considered to be outside of the scope of the Services described in this Agreement and, therefore, the subject of additional compensation to CONTRACTOR: customized software projects; requests for new features in CONTRACTOR’s software; or requests for CONTRACTOR to implement new procedures or operations. CITY may determine after the Effective Date that certain portions of the Services are no longer necessary, in which event CITY shall notify CONTRACTOR of the portions of the Services that are no longer required, and CONTRACTOR shall be relieved of the responsibility for performing those portions of the Services. However, there shall be no adjustment in CONTRACTOR’s compensation hereunder for any portions of the Services that CONTRACTOR is not required to perform. 8. REPORTS A. Reports from CONTRACTOR. Within 15 business days after the end of each calendar month during the term hereof, CONTRACTOR will submit an animal licensing summary report for the preceding calendar month to CITY in a format that is mutually agreed upon by CITY and CONTRACTOR, based on CITY’s needs. Any such report may be transmitted electronically or by any other means. B. Reports from CITY (Over-the-Counter Sales). In the event that CITY sells licenses over-the-counter, within ten calendar days after the end of each calendar month during the term hereof, CITY will submit a report to CONTRACTOR of all license fees that CITY has received during the preceding calendar month from Licensees, veterinarians or any other source other than CONTRACTOR that have been retained. Any such report may be transmitted electronically or by any other means. 9. PAYMENTS A. [Not applicable.] B. Maintained Account Used. If and for so long as a Maintained Account is utilized hereunder, the following provisions shall apply): Within 15 business days after the end of each calendar month, CONTRACTOR shall remit to CITY the residual amount, if any, of all license fees collected by CONTRACTOR hereunder during the preceding calendar month after deducting therefrom all fees and reimbursements due CONTRACTOR pursuant to Section 6A through 6D. If at any time the funds in the Maintained Account are not sufficient to fully pay amounts due to CONTRACTOR hereunder, then CONTRACTOR may recoup any shortfall from any subsequent payments due to CITY under this paragraph until all sums due CONTRACTOR have been fully paid. C. Direct Collections by CITY. If CITY collects any animal license fee or any other amount that is subject to this Agreement directly from a Licensee, veterinarian or other source, other than CONTRACTOR, CITY may either forward the amount collected to CONTRACTOR within fifteen business days for deposit into a Maintained Account, if a Maintained Account is in effect, or retain the amount. If CITY retains the amount CITY shall report the amount so collected to CONTRACTOR in accordance with Section 8B so that the fee(s) due CONTRACTOR hereunder with respect to the amount collected by CITY may be determined and paid in accordance with this Agreement. 10. TERM The initial term of this Agreement will commence on the Effective Date and will expire at the close of business on June 30, 2029, unless this Agreement is sooner terminated in accordance with other provisions of this Agreement. - 6 - 11. TRANSITION PHASE [Not applicable.] 12. PERMITS AND REQUIREMENTS A. Permits. CONTRACTOR shall obtain the necessary permits(s), if any, required by CITY or any other governmental entity for the performance of the Services. CITY agrees to provide CONTRACTOR with a list of any and all such permits, including, without limitation, a CITY business license, and to cooperate and assist CONTRACTOR in good faith to aid CONTRACTOR in obtaining any such permits in a timely fashion. B. Legal Requirements. CONTRACTOR shall, in performing the Services under this Agreement, comply with all federal, state, county, or CITY statutes, laws, codes and ordinances, as amended, that are directly applicable to CONTRACTOR’s performance of the Services. CITY shall notify CONTRACTOR of changes to laws, codes or ordinances affecting CONTRACTOR’s performance of Services under this Agreement of which CITY obtains actual knowledge during the term of this Agreement. 13. COVENANTS REGARDING DATA - 7 - CONTRACTOR agrees that it will not, without CITY’s consent, use personal data collected on behalf of CITY other than for the performance of the Services or other uses permitted by this Agreement or under applicable law. Further, CONTRACTOR agrees that it will not sell, or intentionally transfer or release, to any third party personal data that CONTRACTOR has collected in performing the Services, except as may otherwise be required by this Agreement or applicable law, and that it will take commercially reasonable measures to prevent the unauthorized release of any such third party personal data. CONTRACTOR shall at all times comply with California Civil Code Section 1798.80, et seq., and Section 1798.100, et seq. (the California Consumer Privacy Act of 2018). For purposes of this section, “City Data” means any and all City data, including animal licensing data and PII , provided or made accessible by the CITY to, or handled, used, transmitted, or stored by, CONTRACTOR in connection with this Agreement. As between CONTRACTOR and the CITY, the CITY owns any and all City Data. CONTRACTOR is provided a limited license to access City Data for the sole and exclusive purpose of providing the Services, including a license to collect, process, store, generate, and display City Data only to the extent necessary to provide the Services. CONTRACTOR shall: (a) keep and maintain City Data in strict confidence, using such degree of care as is appropriate and consistent with its obligations as further described in this Agreement and applicable law to avoid unauthorized access, use, disclosure, or loss; (b) use and disclose City Data solely and exclusively for the purpose of providing the Services, such use and disclosure being in accordance with this Agreement, and applicable law; (c) allow access to City Data only to those employees of CONTRACTOR who are directly involved with and responsible for providing the Services; and, (d) not use, sell, rent, transfer, distribute, or otherwise disclose or make available City Data for CONTRACTOR’s own purposes or for the benefit of anyone other than CITY without CITY’s prior written consent. Without limiting CONTRACTOR’s obligation of confidentiality as further described herein, CONTRACTOR shall be responsible for establishing, maintaining, and providing a written description to CITY of, a data privacy and information security program, including physical, technical, administrative, and organizational safeguards, that comply with or are substantially similar to the security controls identified in the current version of NIST SP800-53, and that is designed to: (a) ensure the security and confidentiality of the City Data; (b) protect against any anticipated threats or hazards to the security or integrity of the City Data; (c) protect against unauthorized disclosure, access to, or use of the City Data; (d) ensure the proper disposal of City Data; and, (e) ensure that all employees, agents, and subcontractors of CONTRACTOR, if any, comply with all of the foregoing. In no case shall the safeguards of CONTRACTOR’s data privacy and information security program used to protect City Data be less stringent than the safeguards used by CONTRACTOR for its own data. The Services include handling credit card information. Therefore, the CONTRACTOR shall comply at all times with all applicable Payment Card Industry Data Security Standards (PCI-DSS). CONTRACTOR agrees and warrants that it is responsible for the security of “cardholder data” that CONTRACTOR possesses, stores, processes or transmits on behalf of the CITY, and for any impact on the security of CITY’s cardholder data environment adversely affected by any failure of the CONTRACTOR to maintain compliance with provisions of the PCI-DSS applicable to the Services. Any and all cloud storage shall be in compliance with ISO/IEC 27001 - 27018, as applicable, or successor standards thereto, and shall be conducted entirely within the continental United States. In the event of any act, error or omission, negligence, misconduct, or breach that permits any unauthorized access to, or that compromises or is suspected to compromise the security, confidentiality, or integrity of City Data or the physical, technical, administrative, or organizational safeguards put in place by CONTRACTOR that relate to the protection of the security, confidentiality, or integrity of City Data, CONTRACTOR shall, as applicable: (a) notify CITY as soon as practicable but no later than twenty-four (24) hours of becoming aware of such occurrence; (b) cooperate with CITY in investigating the occurrence, including making available all relevant records, logs, files, data reporting, and other materials required to comply with applicable law or as otherwise required by CITY; (c) in the case of PII, at CITY’s sole election, (i) notify the affected individuals who comprise - 8 - the PII as soon as practicable but no later than is required to comply with applicable law including, but not limited to, the provisions of California Civil Code Section 1798.82 and Section 1798.100, et seq., or, in the absence of any legally required notification period, within five (5) calendar days of the occurrence; or, (ii) reimburse CITY for any costs in notifying the affected individuals; (d) perform or take any other actions required to comply with applicable law as a result of the occurrence; (e) without limiting CONTRACTOR’s obligations of indemnification as further described in this Agreement, indemnify, defend, and hold harmless CITY for any and all claims and liabilities, including reasonable attorneys’ fees, costs, and expenses incidental thereto, which may be suffered by, accrued against, charged to, or recoverable from CITY in connection with the occurrence up to the limits of CONTRACTOR’s Cyber Liability policy or Data Protection Insurance required herein. Upon the termination of this Agreement, CONTRACTOR agrees to return or transfer to CITY, in a mutually acceptable format, all City Data including all animal licensing data maintained by CONTRACTOR under this Agreement within 15 business days after CONTRACTOR has received all sums due CONTRACTOR under this Agreement. 14. INDEMNITY To the full extent permitted by law, CONTRACTOR agrees to defend, indemnify and hold harmless CITY and its elected and appointed officials, officers, employees, servants, agents, designated volunteers, and those City agents serving as independent contractors in the role of CITY officials (collectively “CITY Indemnitees”) from and against any and all claims, liabilities, lawsuits, judgments, costs and expenses for bodily injury (including death), personal injury, property damage and/or other harm or loss for which recovery of damages or any other remedy of any kind is sought, suffered by any person or persons, arising out of CONTRACTOR’s breach of this Agreement and/or CONTRACTOR’s negligence or willful misconduct in the performance of the Services under this Agreement, except that CONTRACTOR’s duty to defend, indemnify and hold harmless CITY Indemnitees shall not include any acts or omissions to the extent arising out of the sole negligence or willful misconduct of CITY Indemnitees. In the event of joint and concurring responsibility of CONTRACTOR and CITY Indemnitees, responsibility and indemnity, if any, shall be apportioned comparatively. The provisions of this paragraph are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, in or to any other person or entity. CITY does not, and shall not, waive any rights that it may possess against CONTRACTOR because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. The indemnities and obligations in this Section 14 shall apply regardless of whether or not any insurance policies are determined to be applicable to any claims asserted against CITY or any of the other CITY Indemnitees, or any insurance proceeds are made available to CITY. 15. INSURANCE REQUIREMENTS CONTRACTOR shall procure, pay for, and maintain during the term of this Agreement: A. Commercial General Liability Insurance with a minimum combined single limit coverage of $1,000,000 per occurrence, and a $2,000,000 General Aggregate Limit for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof. The City and its elected and appointed officials, officers, employees, servants, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials, shall be named as additional insureds. B. Workers Compensation Insurance in the amount required by applicable federal and state statutes having jurisdiction or employees engaged in the performance of the work or services. or proof of exemption from any Workers’ Compensation insurance requirements; and Employer’s Liability insurance coverage of not less than $1,000,000 per accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. - 9 - C. Data Compromise/Identity Restoration Insurance or other Data Protection Insurance approved by CITY. CONTRACTOR shall furnish evidence of such coverage to CITY prior to starting any work or providing any Services hereunder, and will provide 30 days’ written notice of policy lapse or cancellation, or of a material change in policy terms. CONTRACTOR shall waive, and each insurance policy required by this Section 15 shall waive all rights of subrogation. All policies shall comply with any and all other terms and conditions required by the CITY’s risk manager. CONTRACTOR does not own any vehicles. However, CONTRACTOR does have coverage for non-owned vehicles under its commercial general liability policy. Therefore, CONTRACTOR does not carry and shall not be obligated to carry separate automobile liability coverage. D. Any deductibles or self-insured retentions applicable to insurance policies required herein must be declared to and approved by CITY prior to CONTRACTOR obtaining such insurance policy. In no event shall any insurance policy required in this Agreement have a deductible, self-insured retention, or other similar provision (including any fronting component) in excess of $50,000 without prior written approval of CITY in its sole discretion. At the option of CITY, either the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects CITY, its officers, elected and appointed officials, employees, volunteers, and those CITY agents acting as independent contractors in the role of CITY officials; or CONTRACTOR shall procure a bond guaranteeing payment of any losses, damages, expenses, costs or settlements up to the amount of such deductibles or self-insured retentions. E. Other Insurance Provisions. In addition to the foregoing, the policies are to contain, or be endorsed to contain, the following additional provisions: 1) General Liability, Automobile Liability (if any) and Umbrella / Excess Liability Coverage (if any). a) Additional Insured Endorsement. CITY, its officers, elected and appointed officials, employees, volunteers, and those agents acting as independent contractors in the role of CITY officials, are to be covered as an additional insured as respects defense and indemnity against claims seeking recovery for: liability arising out of activities performed by or on behalf of CONTRACTOR; products and completed operations of CONTRACTOR; premises owned, occupied, or used by CONTRACTOR; or automobiles owned, leased, hired, or borrowed by CONTRACTOR. The coverage shall not extend to any indemnity coverage for the sole active negligence of the additional insured in any case where an agreement to indemnify the additional insured would be invalid under Civil Code § 2782(b), and shall contain no special limitations on the scope of protection afforded to CITY, its officers, elected and appointed officials, employees, volunteers, and those agents acting as independent contractors in the role of CITY officials. b) Primary and Non-Contributory. The Agreement insurance coverage shall be primary insurance as respects to the CITY, its officers, elected and appointed officials, agents, employees, volunteers, and those CITY agents acting as independent contractors in the role of CITY officials. Any insurance or self-insurance maintained by the CITY, its officers, elected and appointed officials, agents, employees, volunteers, and those CITY agents acting as independent contractors in the role of CITY officials shall be excess of the CONTRACTOR’s insurance and shall not contribute with it. c) Separate Coverage. Except with respect to the limits of the liability, CONTRACTOR’s insurance shall apply separately to each insured against whom claim is made, or suit is brought and shall provide that an act or omission of one of the insureds shall - 10 - not reduce or void coverage to the other insureds. CONTRACTOR’s insurance shall not exclude coverage for suits or claims brought by or on behalf of one insured against any other insured. d) Contractual Liability. The general liability and umbrella policies shall be endorsed to include contractual liability. 2) All Coverages a) 30-day Notice of Cancellation. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to CITY. b) Waiver of Subrogation. Each insurance policy required by this Agreement shall provide that CONTRACTOR and insurer waive any and all rights of subrogation against CITY, its officers, elected or appointed officials, agents, employees, volunteers, and those agents acting as independent contractors in the role of CITY officials for losses arising from work performed by CONTRACTOR for CITY. 3) Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If CONTRACTOR maintains higher limits than the minimums shown above, CITY requires and shall be entitled to coverage for the higher limits maintained by CONTRACTOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to CITY. E. Insurance is to be placed with insurers authorized to do business by the Insurance Commissioner in the State of California, with a rating by A.M. Best’s of no less than A, Class VII, and satisfactory to the City. All insurers shall be licensed by or holding admitted status in the State of California. F. CONTRACTOR shall furnish CITY with certificates of insurance and with original endorsements affecting coverage required by this Section. 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 provided by CITY. Where, by statute, CITY’s workers’ compensation-related forms cannot be used, equivalent forms approved by the Insurance Commissioner are to be substituted. All certificates and endorsements are to be received and approved by CITY before any Services commence, and shall evidence that all premiums have been paid for the entire forthcoming policy period. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. The delivery to CITY of any certificates of insurance or endorsements hereunder which do not comply with the requirements set forth in this Agreement shall not waive CITY’s right to require such compliance. G. If CONTRACTOR fails to obtain and maintain the insurance required hereunder, CITY shall have the right, but not the obligation, to obtain the same or similar insurance in the name and account of CONTRACTOR in which event CONTRACTOR shall pay the cost thereof and furnish upon demand all information that may be requested by CITY to permit CITY to obtain all such required coverage on behalf of CONTRACTOR. CITY shall have the right to offset (without recourse by CONTRACTOR) against any amounts owing to CONTRACTOR, amounts CITY reasonably incurs in obtaining insurance required of CONTRACTOR herein. - 11 - H. The procurement of the insurance required in this Agreement or the delivery of policies or certificates evidencing the same shall not be construed as a limitation of CONTRACTOR’s obligation to indemnify CITY or any of its officers, elected or appointed officials, agents, employees, volunteers, or those CITY agents acting as independent contractors in the role of CITY officials under any provision of this Agreement. I. Neither CITY nor any of CITY’s officers, agents, employees, volunteers, or those CITY agents acting as independent contractors in the role of CITY officials make any representation that the types of insurance and the limits specified to be carried by CONTRACTOR under this Agreement are adequate to protect CONTRACTOR. If CONTRACTOR believes that any such insurance coverage is insufficient, CONTRACTOR shall provide, at its own expense, such additional insurance as CONTRACTOR tor deems adequate. J. All subcontractors shall comply with all of the requirements stated in this Agreement. CONTRACTOR shall furnish CITY with separate certificates and endorsements for each subcontractor. 16. TERMINATION A. Expiration. If the term of this Agreement expires and is not extended in accordance with other provisions of this Agreement, then CONTRACTOR shall be paid all amounts due CONTRACTOR for animal licenses or renewals under Section 6A with respect to all periods through the date of expiration, including with respect to animal licenses or renewals that are in process at the time of expiration. B. Termination For Cause by CITY. If CONTRACTOR materially breaches this Agreement and fails to cure the breach within 30 days after CITY notifies CONTRACTOR in writing of the breach and specifies the details of the breach, CITY may terminate this Agreement immediately upon notice to CONTRACTOR. In the event of such termination, CONTRACTOR shall be entitled to payment for all amounts due CONTRACTOR for animal licenses or renewals under Section 6A with respect to all periods through the date of termination, including with respect to animal licenses or renewals that are in process at the time of termination. C. Termination for Convenience by CITY or CONTRACTOR. CITY or CONTRACTOR may terminate this Agreement for convenience upon not less than 90 days prior written notice to the other party. Upon such termination, CONTRACTOR shall be entitled to payment for all amounts due CONTRACTOR hereunder with respect to all periods through the date of termination. Notwithstanding any other provision of this Agreement, upon the effective date of termination, no further fees, reimbursements, costs or other amounts shall be due and owing CONTRACTOR under Section 4A through 4D or any other provision of this Agreement. 17. UNFORESEEN CIRCUMSTANCES CONTRACTOR shall not be responsible for any delay or omission in the performance of any of CONTRACTOR’s obligations under this Agreement to the extent caused by natural disaster, power outages, war, civil disturbance, labor dispute or other cause beyond CONTRACTOR's reasonable control. CONTRACTOR shall provide notice to CITY of any event described in this Section within ten (10) business days after the occurrence of such event. CITY shall have no obligation to pay for any Services not actually provided by CONTRACTOR. 18. RECORDS/AUDIT - 12 - CONTRACTOR shall maintain in electronic form or on a database, equipment, books, records, fiscal records, and documents directly related to the performance of the Services (collectively, "Records") during the term of this Agreement and for a period of four full calendar years thereafter. CONTRACTOR shall further maintain any Records that were either received or originally generated by CONTRACTOR in paper form for a period of four full calendar years after the date(s) that the respective Records were originally received or generated or until the termination, by expiration or otherwise, of this Agreement, whichever occurs first. Any paper Records in existence at the expiration of any such retention period or at the termination of this Agreement shall either be shipped to CITY or destroyed, at CITY's option and at CITY's expense in either case. During the term of this Agreement and for a period of four full years thereafter, CITY shall have the right to inspect and audit, at CITY's expense, and upon reasonable advance notice to CONTRACTOR, the Records that CONTRACTOR is obligated to maintain hereunder as of the time of any such inspection or audit. Notwithstanding the foregoing, any Records maintained by CONTRACTOR during the term of this Agreement that relate to any litigation, appeal, or related settlement arising under or in relation to this Agreement shall be preserved until a final disposition has been made of such litigation. However, CONTRACTOR shall not have any liability for disposing of paper Records in accordance with this Agreement prior to the time that CONTRACTOR obtained actual knowledge of the existence of the litigation. 19. NOTICES Any notice, statement, or demand required or permitted to be given hereunder by either party to the other shall be in writing and shall be given personally or by courier, by overnight delivery service, by certified mail, return receipt requested, postage prepaid, or by confirmed (either machine or personal) facsimile transmission, addressed to the recipient as follows: Notices to CITY shall be addressed as follows: City of Seal Beach 211-8'" Street Seal Beach, California 90740 Attn: City Manager Notices to CONTRACTOR shall be addressed as follows: Gregory Lucas, CEO PetData Technologies, LLC. P.O. Box 141929 Irving, Texas 75014-1929 8585 N Stemmons Fwy, Suite 1100N Dallas, Texas 75247 214-821-3106 (if mailed) (if delivered) (facsimile) Any such notice shall be effective (a) if delivered personally or by courier, when received, (b) if sent by overnight courier, when received, (c) if mailed, on the second business day after being mailed as described above, and (d) if sent by confirmed (either personal or machine) written telecommunication, when dispatched. Any party may change any of its contact information for notices upon not less than ten (10) days' prior notice to the other party - 13 - in accordance with this Section. The provisions of this Section shall not govern the means of submission of invoices by CONTRACTOR to CITY under this Agreement. 20. CONTRACTOR’S SYSTEM CITY acknowledges that CONTRACTOR has developed and coordinated proprietary means and methods of performing the Services and related know-how, skills, and property (collectively, the “System”). The System includes, among other items, an interactive website, databases, software, and related items. The System is special and unique to CONTRACTOR and has been developed by CONTRACTOR at great cost and expense to CONTRACTOR. CITY acknowledges that CITY is not acquiring any rights in or to the System, and that the System is and will remain the sole and exclusive property of CONTRACTOR. CITY further acknowledges and agrees that any information that CITY obtains related to the use, formulation or operation of the System that is not generally known is CONFIDENTIAL, may only be used by CITY for the limited purposes described in this Agreement, and may not be disclosed to any third parties except as may be required under applicable law including but expressly not limited to the California Public Records Act (Cal. Gov. Code Section 7920.000 et seq.), subpoena, or court order, or with CONTRACTOR’s prior, express written consent in CONTRACTOR’s sole discretion. Upon the termination of this Agreement, and subject to any applicable California or CITY records retention laws, ordinances or policies, any information and materials, in whatever media or format, related to the System that CITY has in its possession will be returned to CONTRACTOR or destroyed at CONTRACTOR’s option. CITY agrees that it will not attempt to discover, duplicate, or replicate the System in any manner. 21. MISCELLANEOUS A. Governing Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Venue for any legal or equitable action arising out of this Agreement shall be in the Superior Court for the County of Orange, or the federal District Court for the Central District of California. B. Relationship of Parties. The relationship of CITY and CONTRACTOR is that of independent contractors. Nothing in this Agreement is intended to create a partnership or joint venture between the parties, to establish a fiduciary relationship between the parties, or to render either party liable or responsible for any debts, liabilities or other obligations of the other party. C. Entire Agreement. This Agreement, including any exhibits hereto, embodies the complete agreement of the parties hereto, and supersedes all oral or written previous or contemporary agreements or understandings between the parties relating to any of the matters herein. This Agreement may not be amended or otherwise modified except in a writing executed by both parties. The expiration or other termination of this Agreement shall not extinguish any right or remedy existing at the time of termination. D. Severability. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof, and this Agreement shall be considered as if such invalid, illegal, or unenforceable provision had never been contained in this Agreement. - 14 - E. Assignment; Binding Effect. Neither party may assign this Agreement without the prior written consent of the other party. Notwithstanding the foregoing, the transfer of CONTRACTOR’s interest in this Agreement to an affiliate of CONTRACTOR or in connection with a merger, consolidation, sale of substantially all of CONTRACTOR’s assets, or business combination involving CONTRACTOR shall not be deemed to be an assignment in violation of this Section, provided that such transferee shall be subject to all of the terms and conditions of this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors, and, where permitted, assigns. F. General. All references in this Agreement to sections and other subdivisions refer to corresponding sections and other subdivisions of this Agreement unless the context indicates otherwise. Titles appearing at the beginning of any such sections or subdivisions are for convenience only and shall not constitute part of such sections or subdivisions and shall be disregarded in construing the language contained in such sections or subdivisions. These words “this Agreement”, “this instrument”, “herein”, “hereof”, “hereby”, “hereunder” and words of similar import refer to this Agreement as a whole and not to any particular subdivision unless expressly so limited. Words in the singular form shall be construed to include the plural and vice versa, unless the context otherwise requires. Words in any gender (including the neutral gender) shall include any other gender, unless the context otherwise requires. Examples shall not be construed to limit, expressly or by implication, the matter they illustrate. The word “includes” and its derivatives shall mean “includes, but is not limited to” and corresponding derivative expressions. The term “or” includes “and/or.” All exhibits attached to this Agreement are incorporated herein by reference. No consideration shall be given to the fact or presumption that one party had a greater or lesser hand in drafting this Agreement. All references herein to “$”, “dollars”, or other sums of money shall refer to U.S. Dollars. References in this Agreement to “business days” shall refer to days other than Saturdays, Sundays, or other days on which CITY offices are closed. Any references in this Agreement to “days” other than business days shall refer to calendar days. Time is of the essence of this Agreement. No delay or forbearance in asserting any right or enforcing any obligation under this Agreement shall constitute a waiver of such right or obligation. G. Authorization. Each of the parties represents and warrants to the other that this Agreement has been duly authorized by all necessary corporate or governmental action on the part of the representing party and that this Agreement is fully binding on such party. H. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. It shall not be necessary for each party to sign each counterpart, and separate signature pages may be attached to any counterpart in order to make a complete counterpart. For purposes of the execution of this Agreement or any amendment hereto or modification hereof, a signature transmitted by facsimile, computer file or other electronic means shall be fully binding as an original signature. [Signature page follows] - 16 - EXECUTED by CITY and by CONTRACTOR on the respective dates set forth below to be effective as of the Effective Date. CITY: CITY OF SEAL BEACH, a California Charter City By:_______________________________________________ Printed Name:_____________________________________ Title:____________________________________________ Date:___________________________________ CONTRACTOR: PETDATA TECHNOLOGIES, LLC By:________________________________________________ Printed Name:_______________________________________ Title:_______________________________________________ Date:___________________________________ (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) PROOF OF AUTHORITY TO BIND CONTRACTING PARTY REQUIRED Approved as to Form: By: Nicholas Ghirelli City Attorney Exhibit A – Page 1 EXHIBIT A Description of Services This exhibit is attached to and a part of the above and foregoing Agreement for Animal Licensing Services (Agreement). Terms used in this exhibit that are not defined in this exhibit but which are defined elsewhere in the Agreement shall have the respective meanings given to them in the other provisions of the Agreement. In the event of any conflict between any of the provisions of this exhibit and the other provisions of the Agreement, the other provisions of the Agreement shall control. CONTRACTOR RESPONSIBILITIES 1. Process License Applications A. Receive and process animal license applications through the mail. B. Provide online licensing and process applications initiated through CONTRACTOR’s website. C. Enter new and renewal license applications into CONTRACTOR’s proprietary database. D. Deposit, or transmit for deposit, all receipts collected for license fees, with the exception of those payments made via credit card, into a Bank Account. E. Mail license tags within 10 business days after receipt of payment and complete documentation as required by local ordinance and/or CITY policy. F. Update license information in CONTRACTOR’S database and issue replacement tags as needed. G. If CONTRACTOR collects any payments due CITY from Licensees via credit card transactions that are paid to CONTRACTOR, those payments will be deposited, or transmitted for deposit, into a Bank Account within 15 business days after the end of the calendar month in which collected. 2. Mail License Notices A. Mail renewal and reminder notices for expiring animal licenses. Renewal notices will be mailed in the month prior to the license expiration date, or as otherwise agreed upon between CONTRACTOR and CITY. B. Mail billing notices to pet owners who have vaccinated a pet against rabies but have not licensed, if CITY collects rabies vaccination reports from veterinarians. 3. Customer Service for Licensing Program A. Provide customer service to pet owners via phone, email and mail, and respond to requests in a timely fashion. B. Provide customer service to CITY staff, and respond to CITY requests in a timely fashion. C. Provide online access to licensing data to appropriate personnel via CONTRACTOR’s proprietary website, at no additional charge. 4. Manage Reports from Authorized Registrars and Veterinary Clinics A. Process and enter license sales records from any registrars and veterinary clinics authorized to sell animal licenses. 1) Track tag inventories at all authorized registrars, and reconcile reports. 2) Invoice authorized registrars for licenses sold as needed Exhibit A – Page 2 B. Process and enter rabies vaccination records from local veterinary clinics if rabies reporting is required by CITY. C. Follow up with delinquent clinics and registrars and report delinquent clinics and registrars to CITY as needed. 5. Provide veterinarians and other authorized registrars with reasonable quantities of supplies (reporting forms, applications or vaccination certificates, citizen mailing envelopes, etc.) necessary to sell license tags and/or report rabies vaccinations to CONTRACTOR. Supplies are to be printed in one color with the design and layout to be determined by CONTRACTOR. 6. Reporting to CITY A. Send reports to CITY within 15 business days after the end of each month including the number of licenses sold at each location. B. Provide statistical and fiscal reconciliation reports to CITY or as requested within a timely manner. Depending on the information requested, CONTRACTOR can provide most reports within five business days. C. Process donations on behalf of CITY when a donation is made with the purchase of a license, if CITY requests donations be collected. D. Provide an online tag search to the public if CITY wishes to have CONTRACTOR’s online tag search enabled. CITY RESPONSIBILITIES 1. Purchase license tags to CONTRACTOR’s specifications and ship them to CONTRACTOR. CONTRACTOR recommends that tags be shipped directly from tag vendor to CONTRACTOR to reduce shipping costs. 2. In the event that CITY sells licenses over-the-counter, report CITY license sales electronically, if retained, or by mail at least monthly by the 10th calendar day of the month for the prior month’s sales. 3. Give CONTRACTOR at least 60 days’ notice of license fee or ordinance changes. 4. Respond to CONTRACTOR inquiries in a timely fashion. 5. Provide feedback to CONTRACTOR regarding program and customer matters. RESOLUTION 7443 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE AGREEMENT FOR ANIMAL LICENSING SERVICES WITH PETDATA INC. WHEREAS, in May 2022, the Seal Beach City Council directed the Seal Beach Police Department to provide in-house animal control services for the Seal Beach community; and, WHEREAS, the City of Seal Beach will utilize PetData Inc. to license pets which reside in Seal Beach, and will ensure that pets are property vaccinated; and, WHEREAS, one of the qualified vendors for this project is PetData Inc. which is already providing pet licensing services to local municipalities and will provide a streamlined experience for residents wishing to license their animals; and, WHEREAS, City and PetData Inc. desire to enter into an Agreement for PetData Inc. to provide animal licensing services for the City for a three-year term. NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE: Section 1 . The City Council hereby approves the Agreement for Animal Licensing Services with PetData Inc. as set forth in Exhibit "A", attached hereto and incorporated herein by this reference as though set forth in full, with a three- year term extending from September 12, 2023 through June 30, 2026, Section 2. The City Council hereby authorizes the City Manager and City Attorney to make minor revisions to the PetData Inc. Agreement that do not increase the not-to-exceed amounts for services set forth in the Agreement. Section 3. The Council hereby directs the City Manager to execute the Agreement for Animal Licensing Services with PetData Inc. on behalf of the City. PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of September, 2023 by the following vote: AYES: Council Members: Kalmick, Landau, Moore, Steele, Sustarsic NOES: Council Members: None ABSENT: Council Members: None ABSTAIN: Council Members: None Thomas Moore, Mayor ATTEST:AAyh ye glr* amj AL Gloria D. Hari'r, ity Clerk CTIee--- ,`, v./tiF-c''' STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7443 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 11th day of September, 2023. It I01/ I P4illiGloria D. Harter, City Clerk .{GREE}tENT FOR.{NIMAL LICE\-Sl\c SERvICES THIS AGREEMENT FOR ANIMAL LICENSING SERVICES ("Agrcement") is madc and entcred into by and between the CITY OF SEAL BEACH a Califomia chancr city, hercinaftcr called "CITY." and PETDATA. lNC., a Texas for-profit corporation. hereinalier called *CONTRACTOR." as ofthe date last signed by a party as reflected on the signanrre page oltbis Agreement ("the Execution Date"). For good and valuable consideration, CITY and CONTRACTOR agree as follows: For the consideration set forth below, CONTRACTOR agrees to provide to CITY the animal )iccnsing services described undcr "CONTRACTOR's RESPONSIBILTTIES" in Exhibit A, attached hereto and incorporated herein by rcference (collectively, the "Services"), upon the terms and conditions ofrhis Agreement. Thc Services relate to CITY's licensing and registration of pets. CITY agrees to perform "CITY's RESPONSIBILITIES" described in Exhibit A- In the event of any conflict between any ofthe contents ofExhibit A and any of the provisions ofthis Agreement, the proyisions of this Agreement will prevail. 2 OVERSI(;IIT AND C()ORDINATIO\ All Services shall be performed to the reasonable satisfaction of CITY, as reasonably determined by CITY's Administrator or other person whom CITY shall from time to time designate to monitor the performance ofthe Sewices by CONTRACTOR. and in compliance with CITY's Municipal Codc and applicable Califomia law and federal law. CITY agrees to promptly notify CONTRACTOR of the name and contact information of the person who will monitor the periormance of the Services on behalf of CITY, and to promptly notily CONTRACTOR of any changes to CITY'S monitoring designee or the contact information fbr CITY's monitoring designee. P[. R l.O R ]t.\ \C]. OF S[. Rvt(',ES CONTRACTOR acknowledges that, prior to signing this Agrecment. CONTRACTOR has bccome familiar with thc scope of thc Scrvices required undcr this Agrecment and the animal control requircmcnts of CITY's Municipal Codc and applicable Califomia law and federal law. Subject to CONTRACTOR's fulfillment of its obligations under this Agreement. the means, methods. timing. and manner of performing the Services shall be within the sole discretion of CONTRACTOR. CONTRACTOR may perform the Services at such location(s) thal CONTRACTOR may from time to time determine. and shall not be required to perform any olthe Services at a CITY location. CITY acknowledges that CONTRACTOR shall not be obligated to commence the perfbrmance ofthe Services until the Commencement Date, as hereinaticr provided. CONTRACTOR shall not be responsible or liable to CITY or any third pa(y for any delays, enoni or omissions in the performance ofthe Services or any losses ()r damagcs sustained by CITY or any thild party that arc caused by (i) CITY or any of CITY's employees or agents, (ii) the inaccuracy, incompleteness, or other insufficiency ofany data fumished by or on behali oi CITY to CONTRACTOR under or in connection with this Agreemcnt, or (iii) any other items fumishcd by or on behalfofCITY to CONTRACTOR under or in connection with this Agreement. I. SERVICES -l- cLSl 0]t st- PPt-tEs If CITY requests that CONTRACTOR utilize specific supplies in connection with the performance of the Sewices, such as. for example, tbrms. brochures. or rabies book. CITY will provide thosc supplies to CONTRACTOR without charge. BA\K, CCoU\TS Licensing fees and any other amounE that are collected by CONTRACTOR for the benefit ofCtTY under this Agreement will be deposit€d into an account ofone ofthe following types that is from time to time designated by CITY (a "Bank Account"): A. [Not Applicable.] l 6 c()ItPf ),rs_4Tr()N To co:{TRAC't'oR In consideration ofthe Services. CONTRACTOR shall be cntitlcd to the following compensation: A. Basic Fees. CITY shall pay to CONTRACTOR the following fees for all animal licenses issued during the term of this Agreement, regardless ofwhether they are issued by CITY, CONTRACITOR, velerinarians, or any other persons: I ) $4.30 for each one-year licensc or replacement tag (which amount is subject to adjustmcnt as provided below). This onc-year license/replacement tag fee shall also be paid for each license donated or issued frec of charge by CITY, and for each liccnse that is issued as part of a bundling ofCITY services or programs. 2) [Not Applicable.] 3) $2.50 collection service fec for each late fec, ifany, paid by a Licensee during the term ofthis Agreement. The license/replacement tag fee provided for in Section 6A, clause I), above,,*illbe adjusted as follows during any ofthe following periods that fall within the term ofthis Agreement: (a) commencing on the third (3rd) annual anniversary ofthe Execution Date and continuing until the fifth (5th) annual anniversary ofthe Execution Date. the license/replacement tag f'ee provided for in Section 6,{, clause I ), above, will be $4.401 and (b) ifthe term of this Agreement is for more than five (5) years, then, commencing on the fifth (5th) annual anniversary of the Execution Date and continuing on each annual anniversary of thc Execution Date thereaftcr throughout thc remaining term of this Agreement, the license/replacement tag fee provided for in clausc l), as previously adjusted, will increase by an amount equal to thc lesse. of either (a) three percent (3%) of the fee under clause I ) that is in eft-ect imm;diately prior to the respectivc anniversary, or (b) thc increase in the Consumer Pricc Index (Cpl) for the l2-month period immediately preceding each annual anniversary: and the f'ee. as so increased, will thereupon become the license/replacement tag fee payable under Scction 6A, clausc l) unless and until funher a juited in accordance with this clause (b). As used herein, the tenn "Consumer Price Index" B. A separate account established and maintained by CONTRACTOR at a bank or other financial institution selected by CONTRACTOR in which will bc deposited t'unds that relate solely to this Agreement (a "Maintained Account"). When a Maintained Account is closed, any funds remaining in thc account shall be remitted in accordance with Section 98. ,,. or "CPI" means thc CPI for All items in Los Angeles-Long Beach-Anaheim, CA, all urban consumeni, not seasonally adjusted. An animal licensc will be considered "issued" for purposes of this Agreement upon CONTRACTOR's completion of the physical processing of the tag, assignment of registration numbcr and completion of all proccdures to providc the licensc to the applicant during the term of this Agrecment upon payment of the applicable fee(s), rcgardless of the means, method, program. process, or agency used for the issuance or registration ofthe license. Without limiting the generality ofthe foregoing, an animal license that is donated or issued free ofcharge by the CITY as determined in CITY's sole discretion. or that is issued as pan ofa bundling of CITY services or progmms, will be considered "issued" for purposes of this Agreement upon CITY'S notification to CONTRACTOR ofsuch fiee or donated license or bundling. . ln implementing the preceding provisions ofthis Section 64, the parties agree that CONTRACTOR's minimum aggrcgate fees under this Section 6.4 clausc I ) (license/rcplacemcnt fec) and Section 6A clausc 3) (collection service fec for latc fee) are 56,000.00 per calendar year. ln order to assure the payment of such minimum aggrcgate annual t'ecs to CONTRACTOR, the parties agee that ifrhe aggregate fees payable to CONTRACTOR under this Section 64. clause l) and Section 64 clausc 3) for a calendar month would, but for thc application of this sentence, be less than $500.00, then thc aggregate fees payablc to CONTRACTOR under this Section 6A. clausc I ) and Section 6,4 clause 3) for that calendar month will be 5500.00. Howcver, the foregoing minimum $500.00 monthly amount will not be applicable ifthe aggrcgate fees paid to CONTRACTOR undcr this Section 6A clause I ) and Section 6A clausc 3) have already equaled or excseded. or in thc opinion of CONTRACTOR are reasonably expccted to otherwise equal or exceed. 56,000.00 for that calendar year. [f the aggregate annual fees paid to CONTRACTOR under this Section 64 clause l) and Scction 6A, clause 3) during any calsndar year do not equal or exceed 56,000.00. then CITY shall pay an amount equal to the positive dift'erence between (i) the amount previously paid to CONTRACTOR for that calendar year and (ii) $6.000.00. upon demand by CONTRACTOR. The 56,000.00 minimum annual amount shall be prorated lbr any panial calendar year during the term ofthis Agreement or upon termination sooner under this Agreement. No delay or failure on the part of CONTRACTOR in imposing or collecting the aforesaid monthly minimum amount shall affect CONTRACTOR's right to receive the aforesaid minimum aggregate annual fees or to collect the aforesaid minimum aggregate monthly amount eith$ thcn or in the futurc. CITY acknowledges that thc aforesaid minimum tte amounts apply only to the fecs payablc to CONTRACTOR under this Section 64, clause I ) and clausc 2), and do not includc, by way of example and not by way of limitation. any Sta(-Up Fee payablc to CONTRACTOR under Section 6B or any Additional Service Fees or Costs payable to CONTRACTOR under Section 6C. The fees paid to CONTRACTOR under clause l) or 3) of this Section 6.4 are furthq subject to reasonablc adjustment in the event that CITY adds, modifies, or eliminates any fees that are charged to Licensees during the term ofthis Agreement. CITY and CONTRACTOR agee to negotiate any such reasonable adjustments in good failh. As used in this Agreement, the term "Licensee" refers to any penion who applies for an animal liccnse to bc issued by or on behalfofCITY and pays the applicable License fee. B. Start-Up Eqq CITY shall pay to CONTRACTOR, a S1,000, one-time only, "start-Up Fee". The Stan-Up Fec is duc and payable within fiftecn business days afler the Execution Date. Therc are no Start-Up Fecs for term extcnsions or any renewals ofthis Agreement that may hereatler be entered into by the parties. C, Addi tional Service Fccs or Costs The following fees or cost reimbursements will apply to the extent that the corresponding services described below are requested by CITY: 1 ) Cost of Bank Account. CITY will be responsible lbr the following out-ot'-pockct costs related to any Bank Account: monthly maintenance fees: stop payment fees; and retum check fees. CITY will reimburse CONTRACTOR on a monthly basis for such out-of-pocket costs for a Bank Account that arc paid by CONTRACTOR. through deductions madc by CONTRACTOR in accordance with Section 98. CITY may rcquest copies of thc bank statements for a Maintained Account at any time and CONTRACTOR will provide available bank statements for that Maintained Account within five business days after a request is received by CONTRACTOR, 2) Supply Fee. lf CITY requests changes to supplies or notices that it has previously approved, including but not limited lo fec or program changes. CITY will be rcsponsiblc for the aqtual costs associated with changing. replacing or discontinuing the use olthe previously approved supplics. If CITY terminatcs this Agreement lbr any rcason other than lbr cause, CITY will remain responsiblc for the actual cost of supplies purchased on its bchalf prior to thc datc of any notice of termination. D. Charges to Licensees. CITY agrces that CONTRACTOR may chargc and collcct the following f'ees directly from Licensecs. and CONTRACTOR shall bc entitled to retain any such fees so collected as part ofCONTRACTOR's conrpensation under this Agreement, except as otherwise provided below. The following f'ees shall be in addition to the fees set forlh in Section 6,4, Clause I ) and 3). and Section 6C (supply t'ee), above. The following fees shall not be included in determining whether the monthly S500 aggregate or annual 56,000 aggregate has been reached under Section 6A. I ) $2.00 for each on-line transaction completed in by a Licensee 2) CONTRACTOR may charge a fee to a Licensec of no more than $25.00 (or, if lower. thc maximum amount permitted by applicable law from time to timc in effect) for cach check or other payment from that Licensee that is retumed uncollected for any reason. Any such retumed item fec related to a Maintained Accourt that is actually collected shall bc deposited into thc Maintained Account and shall bc for the benefit ofCITY. E. Non-AporooriationofFunds Notwithstanding Sections 64 through 6D, payments to be made to CONTRACTOR by CITY for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that CITY does not appropriate sufficient funds for payment of CONTRACTOR's Services beyond the current fiscal year, this Agreement shall cover payment for CONTRACTOR's Services only to the conclusion ofthe last fiscal year in which CITY appropriates sufficient funds and shall automatically terminate at the conclusion ofsuch fiscal year. 7. MODIFICATIONS OF SERVICES lf an authorized representarive ofCITY requests in writing that CONTRACTOR provide Services in addition to those described in this Agreement, and CONTRACTOR agrees to provide those additional Services' then CONTRACTOR shall be entitled to additional compensation for thosc additional Services as shall be agreed upon by CoNTRACTOR and CITY in a written modification to this Agcement that is signed by CITY and Cbf.ffireCfOn prior to the provision of such additional services. CONTRACTOR shall not be required to -4- perform any such additional Services unless and untilthe parties have entered into a wrincn modification ofthis Agreement. Without limiting the other types ofservices that may be considered to be outside ofthe scope ofthc Services described in this Agreemcnt, the following types of Services would bc considered to be outsidc of the scope of the Services described in this Agreement and, theretbre, the subject of additional compcnsation to CONTRACTOR: customized software projects; requests for new features in CONTRACTOR's softwarel or requests for CONTRACTOR to implement new proccdures or operations. CITY may determine after the Execution Datc that certain portions of the Services are no longcr necessary, in which event CITY shall notif CONTRACTOR of the portions of thc Services that are no longer required. and CONTRACTOR shall be relieved of the responsibility for performing those portions of the Services. Hor,!'ever, there shall be no adjustment in CONTRACTOR's compensation hereunder for any portions ofthe Services that CONTRACTOR is not required to perform. REPORl'S A. Repons liom CONTRACTOR. Within 15 business da ys aller the end of each calendar month during the term hereof, CONTRACTOR will submit an animal licensing summary report for the preceding calendar month to CITY in a format that is mutually agreed upon by CITY and CONTRACTOR, based on CITY'S needs. Any such repon may be aansmitted clectronically or by any other means. B. Rcports from CITY (Over+hc-Counter Sales). In thc event that CITY sells licenses over-the-counter. within ten calcndar days after the end ofcach calendar nronth during the tcrm hcreof, CITY will submit a report to CONTRACTOR of all license fees that CITY has received during the preceding calendar month from Licensees. vetcrinarians or any other source other than CONTRACTOR that have bcen retained. Any such report may be transmitted electronically or by any other means. {J 9 PA\'[IENTS A. [Not applicable.] B Maintaincrl Account Uscd If and for so long as a Maintained Account is utilizcd hereunder, the following provisions shall apply): Within l5 business days after the end ofeach calendar month, CONTRACTOR shall remit to CITY the residual amount, ifany, ofall license fees collected by CONTRACTOR hereunder during the prcceding calendar month after deducting therefrom all fees and reimbursements due CONTRACTOR pursuant to Section 6A through 6D. Ifat any time the funds in the Maintained Account arc not sufficient to fully pay amounts due to CONTRACTOR hereunder, then CONTRACTOR may recoup any shortfall from any subsequent payments due to CITY under this paragraph until all sums due CONTRACTOR have been fully paid. C. Direct Collectisns bv CITY. lfCtTY collects any animal license fee or any other amount that is subject to this Agreement directly fiom a Licensee, veterinarian or other source. other than CONTRACTOR, CtTY may either forward the amount collected to CONTRACTOR within fifteen business days for deposit into a Maintained Account, ifa Maintained Account is in effect. or retain the amount. IfCITY retains the amount CITY shall rcport thc amount so collectcd to CONTRACTOR in accordance with Section 88 so that rhc fee(s) duc CONTRACTOR hereunder with respect to the amounl collected by CITY may be derermined and paid in accordance with this Agreement. IO. TERM The initial term ofthis Agreement will commence on the Execution Date and will expire at the close ofbusiness on th" last day ofthe 36- full calendar month after the Commencement Date, unless this Agleemenl is sooner terminaied in accordance with other provisions ofthis Agreement' -5- II. TRANSITION PHASE Thc period beginning on the Execution Date and cxpiring at the close of business on thc 60th day thercafter is refcned to as the "Transition Phase." CONTRACTOR shall begin processing licenses within a reasonable tine following the Transition Phase subject to CITY'S timcly fulfillment of its obligations under this Section I l. CONTRACTOR, in its discretion, may begin processing licenses prior to the expiration ofthe Transition Phase. CITY acknowledgcs that any delay in the pcrformancc of its obligations undcr this Section I I may result in a delay in the commencement ofthe Services. The date on which CONTRACTOR commences the processing of licenses hereunder is referred to in this Agreement as the "Commencement Date." CONTRACTOR shall notify CITY ofthe Commencement Date within a reasonable period before or afler the Commencement Date. During the Transition Phase A. Liccnse Data. CITY shall providc historical license data files consisting oflicenses older than 90 days within fifteen days atler the Execution Date. The said historical data shall bc made available to CONTRACTOR in an electronic format that is readily importable by CONTRACTOR. B Delivcrablcs Within ten days after request from CONTRACTOR. CITY shall providc to CONTRACTOR agrecd upon supplies. data. feedback. process information, the initial designation regarding the Bank Account under Section 5. and required approvals for items such as form designs (collectively, "Deliverables"). Deliverables may be requested throughout the Tmnsition Phase. C. Tass CITY shall purchase, at CITY's expense. and cause to be dclivered to CONTRACTOR liccnse tags that meet CONTRACTOR's specifications, which havc been provided to CITY. 12. PERMITS AND REQUIREMENTS A. Permits CONTRACTOR shall obtain the nccessary permits(s). if any. required by CITY or any other govemmental entity for the performance of the Sen,ices. CITY agrees to provide CONTRACTOR with a list oi any and all such permits. including, without limitation, a CITY business license. and to cooperale and assist CONTRACTOR in good faith to aid CONTRACTOR in obtaining any such permits in a timely fashion. B. Legal Requirements CONTRACTOR shall, in performing the Services undcr this Agrcement, comply with all federal, statc, county, or CITY statutes, laws, codes and ordinances, as amended, that are directly applicable to CONTRACTOR'S performance of the Services. CITY shall notit' CONTRACTOR of changes to laws, codes or ordinances ;ffecting CONTRACTOR'S performance of Services under this Agreement of which CITY obtains actual knowledge during the term of this Agreement 13. COVENANTS R.EGARDING DATA 6 CONTRACTOR agrees that it will not, without CITY's consent, use personal data collccted on behalfofCITY othcr than for the performance of the Services or other uses permitted by this Agreement or under applicablc law. Funher, CONTRACTOR agrees that it will not sell, or intentionally transfer or release, to any third party personal data that CONTRACTOR has collectcd in performing the Scwices, except as may otherwise be required by this Agreement or applicable law, and that it will take commcrcially reasonable measures to prevent the unauthorized release of any such third party personal data. CONTRACTOR shall at all times comply with California Civil Code Scction 1798.80, et seq.. and Section 1798. 100. et seq. (the California Consumer Privacy Act of20l8). For purposes ofthis section. "City Data" means any and all City data. including animal licensing data and PIl. provided or made accessible by the CITY to, or handled. used, transmitted, or stored by, CONTRACTOR in connection with this Agreement. As between CONTRACTOR and the CITY. the CITY owns any and all City Data. CONTRACTOR is provided a limited license to access City Data for the sole and exclusive purpose of providing the Sewices, including a Iicense to collect. process, storc, generale. and display City Data only to thc extent nccessary k) provide the Services. CONTRACTOR shall: (a) keep and maintain City Data in strict confidence, using such degree ofcare as is appropriate and consistent with its obligations as further describcd in this Agreement and applicable law to avoid unauthorized access, use, disclosure. or loss; (b) use and disclose City Data solely and exclusively for thc purpose of providing the Services. such use and disclosure bcing in accordance with this Agreemcnt, and applicable law; (c) allow access to City Data only to those employees of CONTRACTOR who are directly involved with and responsible for providing the Services; and, (d) not use, sell, rent, kansfer, distribute, or otherwise disclosc or make available City Data for CONTRACTOR's own purposes or for the benefit ofanyone other than CIry without CITY's prior written conscnt. Without limiting CONTRACTOR's obligation of confidentiality as funher described herein, CONTRACTOR shall be responsible for establishing, maintaining, and providing a written description to CITY ol, a data privacy and information security progam, including physical. technical, administrative, and organizational safeguards. that comply with or are substantial similar to the security controls identified in the current version of NIST SP800-53, and that is designed to: (a) ensure the security and confidentiality ofthe City Data; (b) protect against any anticipared threats or hazards to the security or integnty of the City Data; (c) protect against unauthorized disclosure, access to, or use ofthe City Data; (d) ensure the proper disposal olCity Datai and, (e) ensure that all employecs, agcnts, and subcontractors ofCONTRACTOR, ifany, comply with all ofthc foregoing. In no case shall thc safeguards of CONTRACTOR's data privacy and information security program used to protect City Data be less stringent than the safeguards used by CONTRACTOR tbr its own data. The Services includc handling credit card information. Therefore, the CONTRACTOR shall comply at all times with all applicable Payment Card Industry Data Security Standards (PCI-DSS). CONTRACTOR agrees and warrants that it is responsiblc for the security of "cardholder data" that CONTRACTOR possesses. stores, processes or transmits on behalf of the CITY, and for any impact on the security of CITY's cardholder data environment adversely affected by any failure of the CONTRACTOR to maintain compliance with provisions ol the PCI-DSS applicable to lhe Services. Any and all cloud storage shall be in compliance with ISO/IEC 2'1001 - 2'7018, as applicable, or successor standards thereto, and shall be conducted entirely within the continental United States. In the event ofany act, error or omission. ncgligencc, misconduct, or brcach that permits any unauthorized access to, or that compromises or is suspccted to compromisc thc security. confidentiality. or integrity of City Data or the physical. tcchnical, administrative. or organizational safeguards put in place by CONTRACTOR that relate to the protection of the security, confidentiality, or integrity of City Data, CONTRACTOR shall, as applicablc: 1a; noiig, CITV as soon as practicablc but no later than twenty-Ibur (24) hours of bccoming aware of such o".rrr"n".; (b) cooperate *ittr CIfy in investigating the occunence, including making available all relevant records. logs. ft".. iutu reporting, and other materials requircd to comply with applicable law or as otherwisc required bliCITy; 1c) in the case ofPII. at CITY's sole clection, (i) notify the affected individuals who comprise -'t - thc PII as soon as practicable but no later than is required to comply with applicable law includiog, but not limited to, the provisions of California Civil Code Section 1798.t12 and Section 1798.100, ct seq., or, in the absence of any legally required notification period, within five (5) calendar days of the occurrencei or, (ii) rcimburse CITY for any costs in notirying the affected individuals; (d) pertbrm or take any other actions required to comply with applicable law as a result of the occunence; (c) without limiting CONTRACTOR's obligations of indemnification as further described in this Agreement, indemnify, dcfend, and hold harmless CITY for any and all claims and liabilities. including rcasonable attomeys' fees, costs. and expenses incidental thereto. which may be suffered by. accrued against. charged to. or recoverable from CITY in connection with the occurrence up to the limits ofCONTRACTOR's Cyber Liabiliry policy or Data Protection lnsurance required herein. Upon the termination of this Agreement, CONTRACTOR agrees to retum or transfer to CITY, in a mutually acceptable format, all City Data including all animal licensing data maintained by CONTRACTOR under this Agreement within l5 business days after CONTRACTOR has received all sums due CONTRACTOR under this Agreement. 14. INDEMNITY CITY does not, and shall not, waive any rights that it may possess against CONTRACTOR because of thc acccptance by CITY, or the deposit with CITY. of any insurance policy or certificate requircd pursuant to this Agrcement. The indemnities and obligations in this Section l4 shall apply regardless ol whethcr or not any insurancc policies are dctermined to be applicablc to any clainrs asserted against CITY or any ofthe other CITY Indemnitees. or any insumnce procecds are made available to CITY. I5. INSURANCEREQUIRENIENTS CONTRACTOR shall procure, pay for, and maintain during the term ofthis Agreement: A. Commercial General Liability Insurance with a minimum combined single limit coverage of S1,000.000 p€r occurrence! and a 52.000,000 General Aggregate Limit for all damages due to bodily injury, sickness or dir"ur", or death to any person, and damage to property, including the loss of use thereof. The City and its elected and appointed officials, olficers, employees, seryants, agents, designated volunteeni, and thosc City agents serving is independent contactors in the role of City officials, shall be named as additional insureds B. Workers Compensation Insurance in the amount required by applicable federal and state statutes havinB jurisdiction or employees engaged in the performance of the work or services. or proof of excmption fiom any "Workers' Compensation insurance requirements; and Employer's Liabiliry insurance coveragc-of not less than $ 1.000.000 peiaccident, $1.000,000 discase for each employee, and $ 1.000,000 diseasc policy limit. S To the full extent permitted by law, CONTRACTOR agress to defend, indemni| and hold harmless CITY and its elected and appointed officials, officers, employees. servants, agents, designated voluntecrs, and those City agcnts serving as independent contractors in the role ofClTY officials (collectively "CITY lndemnitees") from and against any and all claims. liabilities. lawsuits. judgments. costs and expenses for bodily injury (including death), personal injury, property damage and/or other harm or loss for which recovery ofdamages or any other remedy ofany kind is sought. suffered by any person or pcrsons. arising out ofCONTRACTOR's breach of this Agreement and/or CONTRACTOR's negligence or witlful misconduct in the performance ofthe Services under this Agreement, except that CONTRACTOR's duty to defend. indemnify and hold harmless CITY lndemnitees shall not include any acts or omissions to the extent arising out of the sole negligence or willtul misconduct of CITY Indemnitees. In the evert of joint and concurring responsibility of CONTRACTOR aml CITY lndemnitees, responsibility and indemnity, if any, shall be apportioned comparatively. The provisions of this paragraph are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, in or to any other person or entity. C. Data Compromise/lde ntity Restoration lnsurance or other Data Protection Insurance approved by CITY CONTRACTOR shall furnish evidence ofsuch coverage to CITY prior to stafting any work or providing any Services hereunder. and will provide 30 days' written notice ofpolicy lapse or cancellation, or ofa material change in policy tcrms. CONTRACTOR shall waive, and each insurance policy rcquired by this Section l5 shall waivc atl rights ofsubrogation. All policies shall comply with any and all other terms and conditions required by the CITY's risk manager. CONTRACTOR does not own any vehicles- However, CONTRACTOR does have coverage for non-owned vehicles under its commercial general liability poticy. Therefore, CONTRACTOR does not carry and shall not be obligated to carry separate automobile liability coverage. D. Any deductibles or self-insured retentions applicable to insurance policies required herein must be declared to and approvcd by CITY prior to CONTRACTOR obtaining such insurance policy. ln no event shall any insurance policy required in this Agreement have a deductible, seltinsured retention, or other similar provision (including any fronting component) in excess of $50.000 without prior wriften approval of CITY in its sole discretion. At the oplion of CITY. eithcr thc insurer shall reduce or eliminate such deductibles or self- insurcd retentions as respects CITY, its officers, elected and appointed officials, employees, voluntcers, and thosc CITY agents acting as independent contractors in thc role of CITY officials; or CONTRACTOR shall procure a bond guaranteeing payment of any losses. damages, expenscs, costs or seftlements up to the amount of such deductibles or sclf-insured relcntions. E. Othcr Insurance Provisions. In addition to the foregoing, the policies are to contain, or be endorsed to conlain. the lollowing additional provisions: l) General Liability, Automobile Liability (ifany) and Umbrella / Excess Liability Coverage (if anY)' a) Additional Insured Endorsement- CITY. its officers. elected and appointed officials, employccs, volunteen, and thosc agents acting as independent contractors in the role of CITY officials, are to be covered as an additional insured as respects dcfensc and indemnity against claims secking rccovery for: liability arising out ofactivities performed by or on behalf ofCONTRACTORi products and completed operations ofCONTRACTOR; premises owned, occupied, or used by CONTRACTOR; or automobiles owned, leased, hired, or borrowed by CONTRACTOR. The covcragc shall not cxtend to any indcmnity coverage for the sole active ncgligence ofthe additional insured in any case where an agrcement to indemniry the additional insured would be invalid under Civil Code { 2782(b), and shall contain no spccial limitations on the scope of protection afforded to CITY. its officen, elected and appointed otlicials, employees, volunteers, and those agents acting as independent contractors in the role ofCITY oflicials. b) Primary and Non-Contributory. The Agrecment insurance coverage shall be primary insurance as respects to the CITY. its oflicers, elected and appointed officials, agents. cmpkryees. volunteeG, and those CITY agents acting as independent contractors in the role of CITY officials. Any insurance or sellinsurance maintained by the CITY, its officers. elected and appointed o{Iicials, agents, employees, volunteers. and those CITY agents acting as indepe;dent contractors in thc rolc ofCITY officials shall be excess ofthe CONTRACTOR's insurance and shall not contribute with it. c) Separate Coverage. Except with respect to the limits of the liabiliry' CONTRACTOR's inrrrrn " shall apply separately to each insured against whom claim is made'orsuitisbroughtandshallprovidethatanactoromissionofoncoftheinsuredsshall -9- not rcduce or void coverage to thc othcr insureds. CONTRACTOR's insurance shall not exclude coverage for suits or claims brought by or on behalf ofonc insured against any other insurcd. d) Contractual Liability. The general liability and umbrella policies shall be endorsed to include contractual liabiliry. 2) All Coverages a) 30-day Notice of Cancellation. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided. canceled by either party, reduced in coverage or in limits except after thiny (30) days prior written norice by cenified mail, retum receipt requested, has been given to CITY. b) Waiver of Subrogation. Each insurance policy required by this Agreemcnt shall provide that CONTRACTOR and insurcr waive any and all rights of subrogation against CITY, its of6cers, elected or appointed officials, agents, employees, volunteers, and those agents acting as independent contractors in the rolc of CITY offlcials for losses arising ftom work performed by CONTRACTOR for CITY. 3) Requirements Not Limiting. Rcquirements ofspecific covcrage feamres or limits contained in this Scction are not intended as a limitation on coverage, lirnits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it penains to a giyen issue and is not intended by any pafly or insured to be all inclusive, or to the exclusion of other coverage. or a waiver of any type. If CONTRACTOR maintains higher limits than the minimums shown above, CITY requires and shall be entitled to coverage for the higher limits maintained by CONTRACTOR. Any available insurance proceeds in excess ofthe specified minimum limits ofinsurance and coverage shall be available to CllTY. E. Insurancc is to be placed with insurers authorized to do business by the Insurancc Commissioner in thc State of California, with a rating by A.M. Best's of no less than A. Class VII, and satisfactory to the City. All insurers shall be licensed by or holding admined status in the State of Califomia. F. CONTRACTOR shall fumish CITY with certificates of insurance and with original endorsements affecting coveragc required by this Section. Thc cenificates and endosements 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 fonns provided by CITY. Where. by statute, CITY'S workers'compensation-related forms cannot be used, equivalent forms approved by the lnsurance Commissioner are to be substituted. All certificates and endorsements are to be received and approved by CtTY before any Services commence, and shall evidence that all premiums have been paid for the entire forthcoming policy period. CITY reserves the right to require complete, certified copies ofall required insurance policies. at any time. The delivery to CITY ofany certificates of insurance or endorsements hereunder which do not comply with the requirements set lbfth in this Agreement shall not waive CITY's right to require such compliance. G. IfCONTRACTOR fails to obtain and maintain thc insurancc required hereunder, CITY shall have thc right, but not thc obligation, to obtain the same or similar insurance in the name and account ofCONTRACTOR in-which cvcnt CONinaCTOn.hull puy the cosr thereofand I'urnish upon demand all intbrmation that may be requested by CITY to permit CITY to oblain all such required coverage on behalf of CONTRACTOR CITY shall have -the right to offset (without recoume by CoNTRACTOR) againsl any amounls owing to CONTRACTOR, ;ounts CITY reasonably incurs in obtaining insurance required of CONTRACTOR herein. - l0 - H. The procurement ofthe insurance required in this Agreement or the delivery ofpolicies or certificates evidencing thc same shall not be construed as a limitation ofCONTRACTOR's obligation to indemniry CITY or any of its officcrs. elected or appointed officials, agents, employecs, volunteers, or those CITY agents acting as independent contractors in the role ofCITY officials under any provision ofthis Agreement. I. Neither CITY nor any ofCITY's offrcers, agents. employees, volunteers, or those CITY agents acting as independent contractors in the role of CITY officials make any representation that the types ofinsurance and the limits specified to bc carried by CONTRACTOR under this Agrcement are adequatc to protect CONTRACTOR. IfCONTRACTOR believes that any such insurance coverage is insufficient, CONTRACTOR shall provide. at its own expense, such additional insurance as CONTRACTOR tor deems adequate. A. Exoiration Ifthc term ofthis Agrcement expires and is not extended in accordance with other provisions ofthis Agreemcnt, then CONTRACTOR shall be paid all amounts due CONTRACTOR for animal licenses or renewals under Section 6.4 with respcct 10 all periods through the date ofexpiration. including with respect to animal licenses or renewals that are in process at the time ofexpiration. B. Termination For Cause bv CITY. CITY or CONTRACTOR may terminate this Agreement for convcniencc upon not less than 90 days prror written noticc to the other party. Upon such termination, CONTRACTOR shall be entitled to payment for all amounts duc CONTRACTOR hereunder with respect to all periods through the date of termination. Notwithstanding any other provision ofthis Agreement. upon the effective date ofterminalion. no funher fees. reimbursements, costs or other amounts shall be due and owing CONTRACTOR under Section 4A' through 4D or any other provision ofthis Agreemenl. 17, UNFORESEENCIRCUMSTANCES CONTRACTOR shall not be responsible for any delay or omission in thc performance of any of CONTRACTOR's obligations under this Agrecment to the extent caused by natural disaster, power outages, war, civil disturbance, labor dispute or other cause beyond CONTRACTOR's reasonable control. CONTRACTOR shall provide notice to CITY of any evcnt described in this Section within ten ( l0) business days aller the occunence of such event. CITY shall have no obligation to pay for any Services not actually provided by CONTRACTOR. I II. RECORDS/AUDIT - ll - J. All subcontractors shall comply with all ofthe requirements stated in this Agreement. CONTRACTOR shall fumish CtTY with separate certificates and endorsements for each subcontractor. I6. TERI\IINATIO\ lf CONTRACTOR materially breaches this Agreement and fails to cure the breach within 30 days afler CITY notifies CONTRACTOR in writing of the breach and specifies the details of the breach. CITY may terminate this Agreement immediately upon notice to CONTRACTOR. ln the event of such termination. CONTRACTOR shall be entitled to payment for all amounts due CONTRACTOR for animal licenses or renewals under Sedion 6,4 with respect to all periods through the date of termination, including with respect to animal licenses or renewals that are in process at the timc oftermination. C. Termination for Conveniencc bv CITY or CONTRACTOR. CONTRACTOR shall nraintain in electronic form or on a database. equipment. books. records, fiscal records, and documents directly related to the performance ofthe Scrvices (collectively, "Records") during the term of this Agreement and for a period of four full calendar years thereafler. CONTRACTOR shall funher maintain any Records that were either received or originally generated by CONTRACTOR in paper fomr for a period of four full calendar years after the date(s) that the rcspective Records were originally received or gcnerated or until thc tennination. by expiration or otherwise, of this Agrecment. whichever occurs first. Any paper Records in existence at the expiration of any such retention period or at the termination of this Agreement shall either be shipped to CITY or destroycd, at CITY'S option and at CITY'S expense in either case. During the term of this Agreement and for a pcriod offour full years thereafter. CITY shall have the right to inspect and audit, at CITY's expense, and upon reasonable advance notice to CONTRACTOR. rhe Records that CONTRACTOR is obligated to maintain hereunder as ofthe time ofany such inspectior or audit. Notwithsaanding thc foregoing, any Records maintaincd by CONTRACTOR during the term ofthis Agreement ftat relate to any litigation. appeal, or related settlement arising under or in relation to this Agreement shall be preserved until a final disposition has bccn madc of such litigation. However, CONTRACTOR shall not have any liability for disposing of paper Records in accordance with this Agreement prior to the time that CONTRACTOR ob(ained actual knovledge of the existcncc of the litigation. 19. NOTICES Any notice, statement, or demand required or p€rmitted to be given hereunder by eirher party to the other shall be in writing and shall be given personally or by couricr, by ovemight delivery service, by certified mail, retum receipt requested. postage prepaid, or by confirmed (either machine or personal) facsimile transmission. addressed to the recipient as follows: City ofSeal Beach 2l l-8'i Street Seal Beach. Califomia 90740 Attn: City Manaser Chris Richey, President PetData. lnc. P.O. Box l:l1929 lrving. Texas 750l4- 1929 (if mailcd) 8585 N Stcmmons Fwy. Suite I l00N Dallas, Texas 75247 (if delivcrcd) 2t4-82 t-3106 ( facsinr i le ) Any such notice shall be effective (a) ifdelivered personally or by courier, when received, (b) ifsent by ovemight courier. when received, (c) if mailed, on thc second business day after being mailed as described aboYe, and (d) ifsent by confirmcd (either personal or machine) written telecommunication, when dispatched. Any party nlay change any of its contact infiormation for norices upon not less than tcn (lO) days' prior notice to thc other party -t2- Notices to CITY shall be addressed as lollows: Notices to CONTRACTOR shall be addressed as follorvs: in accordancc with this Section. The provisions of this Section shall not govem thc means of submission of inyoices by CONTRACTOR to CITY under this Agreement. 20. CO:\-TR{C'TOR'SSYSTE}T CITY acknowledges that CONTRACTOR has developcd and coordinated proprietary means and methods of performing the Services and related know-how, skilts. and property (collectively. the "System"). The System includcs, among other itcms, an interactivc website, databases, software, and related iterns. The System is special and unique to CONTRACTOR and has been developed by CONTRACTOR at great cost and expense to CONTRACTOR. CITY acknowtedges that CITY is not acquiring any rights in or to the System, and that the System is and will remain the sole and exclusive property ofCONTRACTOR. CITY further acknowledges and agrees that any information that CITY obtains related to the use, formulation or operation ofthe System that is not generally know'n is CONFIDENTIAL. may only be used by CITY for the limited purposes described in this Agreement, and may not be disclosed to any third parties except as may be rcquired under applicable law including but expressly not limited to thc Califomia Public Records Act (Cal- Gov. Codc Sectioo 7920.000 et seq.), subpoena, or court order, or with CONTRACTOR's prior, express written consent in CONTRACTOR's sole discretion. Upon the termination of this Agreement. and subject to any applicable Califomia or CITY records retention laws, ordinances or policies, any information and materials, in whatever mcdia or format, related to the System that CITY has in its possession will be retumed to CONTRACTOR or dcstroyed at CONTRACTOR's option. CITY agrees that it will not anempt to discover, duplicate, or replicatc the System in any manner. 21. MISCEI,I-ANEoT IS A. Govemins Law : \'enue This Agreement shall be govemed by and constmed in accordance rvith the laws ofthe State of Califomia. Venuc for any legal or equitable action arising out ofthis Agreement shall be in the Superior Court for the County of Orange, or the federal District Court for the Central District ofCalifornia. B. Relationship of Panies. The relationship of CITY and CONTRACTOR is that of independent contractors. Nothing in this Agreement is intended to create a partnership orjoint venture between the parties, to establish a fiduciary relationship between the panies, or to render either party liable or responsible for any debts. liabilities or other obligations ofthc other party. C. Entire Agreement. This Agreement. including any exhibits hereto, embodies the complete agreement of the parties hereto. and supersedes all oral or written previous or contemporary agreements or understandings between the parties relating to any of the matters herein. This Agreemenl may not be amended or otherwise modified except in a writing executed by both parties. The expiration or other termination ofthis Agreement shall not extinguish any right or remedy cxisting at the time oftermination. D. Severability. ln case any one or more ofthe provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unentbrceability shall not affect any other pr;ision thereoi and this Agieement shall be considered as ifsuch invalid, illegal, or unenforceablc provision had never been contained in this Agrcement. - 13 - E. Assisnment: B inding Effect. Neither party may assign this Agrecment without the prior written consent of thc other party. Notwithstanding the foregoing, the transfer of CONTRACTOR's intcrest in this Agreernent to an affiliate of CONTRACTOR or in connection with a merger, consolidation, sale of substantially all of CONTRACTOR's assets, or business combination involving CONTRACTOR shall not be deemed to be an assignment in violation of this Section, provided that such transferee shall be subject to all of thc terms and conditions of this Agreement. This Agreement shall be binding upon and inure ro the benefit of the parties hercto and their respective heirs, executors, administrato6, successors, and, where permitted, assigns. All references in this Agreement to sections and other subdivisions refer to corresponding sections and other subdivisions of this Agreement unlcss thc context indicates otherwise. Titles appearing at the beginning ofany such sections or subdivisions are for conveniencc only and shall not constitute pan of such sections or subdivisions and shall be disregarded in construing the language contained in such sections or subdivisions- These words "this Agreement", "this instrument", "herein", "hcreof', "hereby", "hereunder" and words of similar import refer to this Agreement as a whole and not to any particular subdivision unless expressly so Iimited. Words in the singular form shall be construed to include the plural and vice versa, unlcss the context otherwise requires. Words in any gendcr (including the neutral gender) shall include any other gender, unless the context otherwise requires. Examples shall not be consfued to limit. expressly or by implication, the matter they illustrate. Thc word "includes" and its derivatives shall mean "includes, but is not limited to" and corresponding derivative expressions. The tenn "or" includes "and/or." All exhibits anached to this Agreement are incorporated herein by reference. No consideration shall be given to the fact or presumption that one party had a greater or lesser hand in drafling this Agreement. All references herein to "$", "dollars", or other sums of money shall refer to U.S. Dollars. References in this Agreement to "business days" shall refer to days other than Sanudays. Sundays, or other days on which CITY offices are closed. Any references in this Agreement to "days" other than business days shall refer to calendar days. Time is of the essence of this Agreement. No delay or forbearance in asserting any right or enforcing any obligation under this Agreement shall constitute a waiver of such right or obligation. G. Authorization. Each of thc panies represents and warrants to the other that this Agreement has bcen duly authorized by all necessary corporate or govemmental action on the part ofthe representing party and that this Agreement is fully binding on such party. H. Counterpans This Agreement may be executed in any number ofcounterparts, each ofwhich shall be deemed an original and all of which together shall constitute one and the same instrument. It shall not be necessary for each party to sitsn each counterpart. and separate signature pages may be attachcd to any counterpart in order to make a complete counterpan. For purposes ofthe execution ofthis Agreement or any amendment hereto or modification hereot', a signature transmitted by facsimile, computer file or other electronic means shall be fully binding as an original slgnature. ISignature page follows] -14- F. General. EXECUTED by CITY and by CONTRACTOR on the respective dates set forth below to be effective as ofthc Execution Date. CITY CITY OF L BEACH,Califomia ciry- By Printed Name: \t\\\\ ritre, CH I tY- - oF -PS L I Lf Dste of Exccution:\-3 - 2Y CONTRACTOR:PETDATA. INC., a Texas for-profit corporation By minta uur"' ( f,irJo Lu { r tsO- o-Esni f itle:i('J,1., L q 2cl3ItDate of [xecution Ilv: Prinled Name: Title:So..rd,v1 Date ol Exccution:?lulNaz (Please note, two signatures rcquired for corporrtions pursuant io Califomis Corporarions Code Section 313 from each ofthe followirg categories: (i) the chairperson of the board. thc president or any vice - 15 - HI t '.l:l presidcnt,_g44| (ii) thc secrctary, any assistant secrctary, the chief linancial oIficer or any assistant trcasurer ofsuch corporation.) PROOF OF AUTHORITY TO BIND CONTRACTING PARTY REQUIRED Nicholas Ghirelli, City Attorney - 16 - Approved Form: By: EXHIBI'I'A Description of Services This exhibit is attached to and a part of thc above and forcgoing Agreement tbr Animal Licensing Services (Agrecment). Terms uscd in this cxhibit that arc not defincd in this cxhibit but which are defined elsewhere in the Agrecment shall have the respective meanings given to thcm in thc other provisions ofthe Agreement. [n the event ofany conflict between any ofthc provisions ofthis exhibit and thc othcr provisions ofthe Agreernenl. the other provisions of the Agrecment shall conrrol, CON'IRACToR RT:SPO\ SI BI LI'I'I ES Process License Applications A. Receive and process animal license applications through lhe mail. B. Provide online licensing and process applications initiated through CONTRACTOR's website. C. Enter new and renewal licensc applications into CONTRACTOR's proprietary databasc. D. Deposit, or tmnsmit for deposit, all receipts collected for license fees. with the exception ofthose payments made via credit card, into a Bank Account. E. Mail license tags within l0 business days after receipt of payment and complete documentation as required by local ordinance andTor CITY policy. F. Update license information in CONTRACTOR'S database and issue replacement tags as necded. G. If CONTRACTOR collects any payments due CITY from Licensees via credit card transactions that are paid to CONTRACTOR. those payments will be deposited, or transmitted for deposit, into a Bank Account within l5 business days after the end ofthe calendar month in which collected. 2. Mai[ License Notices A. Mail renewal and reminder notices for expiring animal licenses. Renewal notices will be mailed in the month prior to the license expiration date, or as otherwise agreed upon between CONTRACTOR and CITY. B. Mail billing notices to pet owners who have vaccinated a pet against rabies but have nol licensed, if CITY collects rabies vaccination repons liom veterinarians. 3. Customer Service lor Licensing Program A. Provide custonrer service to pet owners via phone, email and mail, and respond to requests in a timely fashion. B. Provide customer service to CITY staff, and respond to CITY requests in a timely fashion. C. Provide online access to licensing data to appropriate personnel via CONTRACTOR's proprietary website, at no additional charge. 4. Manage Reports from Authorized Registrars and Veterinary Clinics A. Process and enter license sales records from any registrars and veterinary clinics authorized to sell animal licenses. l) Track tag inYentories at all authorized registrars. and reconcile reports' 2) lnvoice authorized registran for licenses sold as needed Exhibit A Page I B. Process and enter rabies vaccination records fiom local veterinary clinics ifrabies reponing is required by CITY. C. Follow up with delinquent clinics and registrars and report delinquent clinics and registra6 to CITY as needed. 5. Provide veterinarians and other authorized registrars with reasonable quanlities of supplies (reporting forms, applications or vaccination certificates, citizen mailing envelopes, etc.) necessary to sell licensc tags and./or report rabies vaccinations to CONTRACTOR. Supplies are to be printed in one color with the design and layout to be determined by CONTRACTOR. 6. Reponing to CITY A. Send reports to CITY within l5 business days after the end ofeach month including the number oflicenses sold at each location. B. Provide statistical and fiscal reconciliation reports to CITY or as requested within a tirnely manner. Depending on the information requested. CONTRACTOR can provide most reports within five business days. C. Process donations on behalf of CITY when a donatior is made with the purchase of a licelse, if CITY requests donations be collected. D. Providc an online tag search to the public ifClTY wishes to have CONTRACTOR's online tag search enabled. CITY RESPONSI BILITIES l. Purchase license tags to CONTRACTOR's specifications and ship them to CONTRACTOR. CONTRACTOR recommends that tags be shipped directly from tag vendor to CONTRACTOR to reduce shipping costs. 2. In the evcnt that CITY sells licenses over-the-counter, report CITY license sales elcctronically, if retained, or by mail at least monthly by the l0th calendar day of the month for the prior month's sales. 3. Give CONTRACTOR at least 60 days' notice of license fee or ordinance changes. 4. Respond to CONTRACTOR inquiries in a timely fashion. 5. Provide feedback to CONTRACTOR regarding program and customer matters. Exhibit A Pagc 2 Agenda Item F AGENDA STAFF REPORT DATE: August 10, 2026 TO: Honorable Mayor and City Council THRU: Patrick Gallegos, City Manager FROM: Michael Peterman, Human Resources Manager SUBJECT: Resolution Approving Amendments to the Classification Plan and Position Allocation Plan Related to Certain Mid- Management and Professional Classifications ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt a Resolution 7808 approving the proposed classification and compensation adjustments to the City’s full -time classification plan, including the following reclassifications and salary grade placements that align with the FY 2026-27 Adopted Budget: 1. Establish the classification of Senior Code Enforcement Officer, placed at Grade 20, and authorize the reclassification of the existing Code Enforcement Officer position to Senior Code Enforcement Officer; and, 2. Reclassify the Finance Manager position to Deputy Director of Finance, placed at Grade 51; and, 3. Reclassify the Recreation Manager position to Deputy Director of Community Services, placed at Grade 46; and, 4. Reclassify the Associate Engineer position to Senior Engineer, placed at Grade 42; and, 5. Approve the new part-time Information Technology (IT) Aide classification specification and add the classification to the City’s part-time salary schedule at Grade 4; and, 6. Authorize the City Manager, or designee, to take all necessary administrative actions to implement the approved classification changes, establish the approved salary placements effective pay period 18, and incorporate the related updates to the City’s classification and compensation plan, including pay grade renumbering. Page 2 BACKGROUND AND ANALYSIS: As part of the Fiscal Year 2026-27 Budget, the City Council approved funding for several organizational and staffing adjustments to better position the City to meet current and future operational needs. While the associated funding was included and approved through the budget process, staff is bringing the classification and organizational changes forward as a separate item to provide transparency regarding the proposed position changes, organizational impacts, and associated costs. The recommended changes do not add any new full -time positions beyond those approved by the City Council during the budget process. Rather, this report brings forth already approved reclassification of existing positions, establishes one new part-time classification previously authorized in the budget, and better align s the City's organizational structure with current operational responsibilities and service delivery needs. As the City has grown increasingly complex, many positions have evolved well beyond the duties originally envisioned when the classifications were created. Increased regulatory requirements, capital improvement programs, technology demands, grant administration, public expectations, and organizational priorities have expanded the level of responsibility, decision -making authority, and leadership expected of several key positions. During the review process, staff also identified that a number of classifications throughout the City are not currently aligned with market conditions or the City's comparable agencies. This includes several full-time classifications as well as many part-time positions that have not been comprehensively reviewed in a number of years. Given the City's fiscal constraints, staff believes it is important to approach these evaluations in a thoughtful, strategic, and financially responsible manner rather than attempting to address all classifications simultaneously. Staff conducted an internal organizational review and external market comparison using the City's Council-approved comparable agencies through a third-party salary compensation study. The review identified several classifications that required immediate attention based on operational needs, organizational structure, recruitment and retention considerations, and the responsibilities currently being performed. These positions were identified as the highest priority and were included in the Fiscal Year 2026-27 Budget. Staff will continue evaluating the remaining classifications across the organization and anticipates returning to the City Council with future recommendations as funding allows. This phased approach recognizes that every position within the City plays an important role in delivering services to the community, while ensuring classification and compensation adjustments are implemented in a systematic, equitable, and fiscally sustainable manner. Page 3 The following sections summarize each proposed classification change and the operational justification supporting the recommendation that aligns with the approved budget. Senior Code Enforcement Officer Code Enforcement operations have become increasingly complex due to expanded State mandates, increased regulatory enforcement requirements, and growing public service expectations. The position now performs advanced -level code enforcement responsibilities requiring substantial independent judgment, technical interpretation of municipal and State regulations, interdepartmental coordination, and ongoing interaction with residents, businesses, contractors, and outside regulatory agencies. Over the past several years, additional responsibilities associated with environmental compliance, SB 1383 implementation, commercial recycling requirements, housing legislation, public nuisance abatement, and other State- mandated programs have significantly expanded the scope and complexity of the position. The proposed Senior Code Enforcement Officer classification recognizes the advanced level of responsibility, technical expertise, and lead-level coordination required to successfully administer these programs while maintaining compliance with continually evolving regulatory requirements. Due to the level assigned to the position, the Senior Code Enforcement Officer classification is proposed to be placed within the Supervisors and Professionals bargaining unit. The existing Code Enforcement Officer classification will remain in the City's classification plan to preserve future operational and staffing flexibility. The cost of this position will be fully offset through organizational changes and cost savings in the adopted Fiscal Year 2026-27 Budget, specifically the decision to eliminate the vacant Planning Manager position and - utilize the existing Senior Planner classification to provide operational oversight. This organizational realignment generated ongoing salary savings that exceed the cost of the proposed reclassification, allowing the City to recognize the expanded responsibilities of the Code Enforcement position while maintaining a fiscally responsible approach and without increasing the overall personnel budget. The estimated FY 2026-27 cost savings for these position modifications is $58,269. Consistent with the City's compensation practices, the position will not be placed at the top step of the Senior Code Enforcement Officer, but rather at the salary step that most closely aligns with the current compensation within the new salary schedule. Page 4 Deputy Director of Finance The Fiscal Year 2026-27 Budget included the reclassification of the Finance Manager position to Deputy Director of Finance. The recommendation addresses both a long-standing compensation issue and the continued expansion of the position’s responsibilities. The City’s 2017 compensation study identified the Finance Manager position as below market, but the compensation gap was not addressed at that time. The City’s 2025 study again identified the position as one of the City’s most under-market professional classifications. Over time, the position has taken on duties beyond the original scope of the Finance Manager classification. Although many of these duties are already being performed, the current classification and compensation no longer reflect the level of responsibility assigned to the position. The proposed reclassification provides better alignment with the work currently being performed while also recognizing several new assignments included in the Fiscal Year 2026 -27 work plan. The position will oversee several major financial initiatives, including the implementation and ongoing monitoring of the City’s pension pay -down plan. Responsibilities will include monitoring CalPERS liabilities, evaluating funding strategies, and working with CalPERS actuaries to develop the pay-down model and determine the timing of payments to maximize potential savings. The position will also provide expanded financial oversight of the City’s growing Capital Improvement Program, including project budgeting, expenditure monitoring, cash- flow analysis, funding reconciliation, grant and bond tracking, and identification of potential funding shortfalls or cost overruns. During the City’s annual audit, the auditor identified several financial and internal- control policies and citywide procedures that require an update. Some of these policies have not been updated since the early 1990s. The Deputy Director will oversee the implementation of the auditor’s recommendations and establish a new, ongoing internal-control review process. The position will work with all departments to update and monitor procedures related to purchasing, cash handling, grants, capital assets, debt, reimbursements, credit cards, and financial reporting. This process will help ensure citywide compliance, identify issues before the annual audit, and reduce the risk of future audit findings. To help offset the cost of the reclassification, the City eliminated a part-time Finance position as part of the Fiscal Year 2026–27 Budget. The reclassification is expected to cost approximately $8,713, while elimination of the part-time position will reduce personnel costs by approximately $33,725. The revised staffing structure is expected to result in approximately $25,012 in net personnel savings in Fiscal Year 2026–27. Funding for the reclassification was included in the adopted Fiscal Year 2026 –27 Budget. Consistent with the City’s compensation practices, the employee will be placed at the salary step that most closely aligns with her current compensation Page 5 within the new salary schedule and will not be placed at the top of the range. No additional funding is requested. Deputy Director of Community Services The Recreation Manager classification has experienced significant growth in operational scope and leadership responsibility over time. The position currently oversees a broad range of recreation, community programming, facility coordination, contract administration, special events, seasonal staffing operations, and related departmental administrative functions. The position also exercises substantial responsibility for community engagement initiatives, operational coordination across multiple program areas, and assignments from the City Manager that extend beyond traditional recreation program management. In practice, the role functions at a level more closely aligned with an assistant or deputy department head classification. Additional responsibilities have expanded to include Seal Beach Television (SBTV-3) management, liability claims administration, compliance reporting, special projects, and strategic initiatives in support of the City Manager's Office. As the scope of the position has continued to grow, the responsibilities now extend well beyond those traditionally associated with a Recreation Manager. The proposed reclassification to Deputy Director of Community Services more accurately reflects the strategic, operational, administrative, and leadership responsibilities assigned to the position. Because the combination of responsibilities is unique to the City's organizational structure, there are few directly comparable positions among comparable agencies. In many larger organizations, these functions would typically be distributed among multiple positions or executive-level staff. For the City of Seal Beach, this organizational structure provides dedicated leadership for Community Services while expanding executive-level support to the City Manager's Office in a manner that is both operationally efficient and fiscally responsible. Funding for this reclassification was included in the adopted Fiscal Year 2026 -27 Budget. Consistent with the City's compensation practices, the position will not be placed at the top step of the Deputy Director of Community Services salary range, but rather at the salary step that most closely aligns with the current compensation within the new salary schedule. The estimated cost of the reclassification is approximately $8,093 and was incorporated into the adopted Fiscal Year 2026-27 Budget. No additional funding is requested. Senior Engineer Associate Engineer classifications are generally intended for entry to mid -level engineering professionals possessing approximately three to five years of progressively responsible experience. In contrast, the incumbent possesses more than 25 years of engineering experience, much of which has been dedicated to serving the City of Seal Beach. The incumbent’s extensive institutional knowledge, Page 6 familiarity with City infrastructure systems, and long-standing involvement in complex municipal projects significantly exceed the scope and expectations typically associated with the Associate Engineer classification. As a smaller full-service municipality, the City relies on staff to perform broader and more advanced responsibilities than may be typical in larger agencies with more specialized staffing structures. The incumbent has consistently fulfilled this expanded role and has operated at a level commensurate with a Senior Engineer classification for many years. The current classification no longer accurately reflects the level of work being performed, the degree of independent responsibility exercised, or the overall value of the position to the organization. Based on the incumbent’s extensive experience, professional licensure, leadership responsibilities, advanced technical assignments, program management duties, and the operational structure of the City, reclassification of the position from Associate Engineer to Senior Engineer is appropriate and justified. The proposed reclassification would more accurately align the classification with the actual duties being performed, support continuity and stability within the Public Works Department, and ensure greater consistency with industry standards and comparable municipal agencies. Funding for this reclassification was included in the adopted Fiscal Year 2026 -27 Budget. The position will be placed at the salary step that most closely aligns with the employee's current compensation within the approved Senior Engineer salary schedule rather than at the top step. The estimated annual cost of the reclassification is approximately $1,309 and was incorporated into the adopted Fiscal Year 2026-27 Budget. IT Aide Classification Specification As part of the Fiscal Year 2026-27 Budget, the City Council authorized a part-time IT Aide position to support the City’s technology operations and related administrative needs. To proceed with recruitment and onboarding, a formal classification specification is needed to clearly define the duties, qualifications, and reporting structure for the position. Approval of the new part-time IT Aide classification specification will allow the City to move forward with filling the previously authorized position. No budget allocation is requested. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: No legal analysis is required for this item. Page 7 FINANCIAL IMPACT: The proposed classification changes implement the organizational structure approved by the City Council through the FY 2026-27 Adopted Budget. The recommendations better align classifications with current responsibilities while maintaining a fiscally responsible approach through organizational realignments and offsetting savings. As part of the Fiscal Year 2026-27 Budget development process, staff evaluated organizational needs, operational responsibilities, market competitiveness, and succession planning opportunities across the organization. The recommended classification changes were incorporated into the adopted budget along with corresponding organizational adjustments and staffing realignments. Collectively, the organizational changes included in the adopted budget were anticipated to generate an estimated net personnel savings of approximately $73,879 while better aligning key classifications with the responsibilities currently being performed. The proposed classifications will be assigned to the following salary grades as reflected in the City's Full-Time Salary Schedule (Attachment B): Current Classification Proposed Classification Salary Grade Finance Manager Deputy Director of Finance Grade 51 Associate Engineer Senior Engineer Grade 42 Recreation Manager Deputy Director of Community Services Grade 46 Code Enforcement Officer Senior Code Enforcement Officer Grade 20 Employees affected by the approved classification changes will be placed at the salary step that most closely aligns with their current compensation within the new salary grade and will not be placed at the top step of the salary range. Although these position updates were included in the budget, position classification schedules will not go into effect until the first full pay period after presentation to City Council, which is pay period #18. STRATEGIC PLAN: This item is not applicable to the Strategic Plan. Page 8 RECOMMENDATION: That the City Council adopt a Resolution 7808 approving the proposed classification and compensation adjustments to the City’s full -time classification plan, including the following reclassifications and salary grade placements that align with the FY 2026-27 Adopted Budget: 1. Establish the classification of Senior Code Enforcement Officer, placed at Grade 20, and authorize the reclassification of the existing Code Enforcement Officer position to Senior Code Enforcement Officer; and, 2. Reclassify the Finance Manager position to Deputy Director of Finance, placed at Grade 51; and, 3. Reclassify the Recreation Manager position to Deputy Director of Community Services, placed at Grade 46; and, 4. Reclassify the Associate Engineer position to Senior Engineer, placed at Grade 42; and, 5. Approve the new part-time Information Technology (IT) Aide classification specification and add the classification to the City’s part-time salary schedule at Grade 4; and, Authorize the City Manager, or designee, to take all necessary administrative actions to implement the approved classification changes, establish the approved salary placements effective pay period 18, and incorporate the related updates to the City’s classification and compensation plan, including pay grade renumbering SUBMITTED BY: NOTED AND APPROVED: Michael Peterman Patrick Gallegos Michael Peterman, Human Resources Manager Patrick Gallegos, City Manager Prepared by: Mike Peterman, Human Resources Manager ATTACHMENTS: A. Resolution 7808 B. Proposed Full-Time Salary Pay Schedule C. Senior Code Enforcement Officer Job Specification D. Deputy Director of Finance Job Specification E. Deputy Director of Community Services Job Specification F. Senior Engineer Job Specification G. IT Aide Part-Time Class Specification H. Seal Beach Part-Time Pay Schedule 1 1 4 0 3 RESOLUTION 7808 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AMENDMENTS TO THE CITY’S CLASSIFICATION PLAN, POSITION ALLOCATION PLAN, FULL-TIME SALARY SCHEDULE, AND PART- TIME SALARY SCHEDULE WHEREAS, the City maintains a Classification Plan, Position Allocation Plan, and compensation schedules to provide for the orderly administration of City positions, classifications, and compensation; and, WHEREAS, the City Council adopted the Fiscal Year 2026-27 Budget, which included funding for organizational and staffing adjustments intended to improve operational efficiency, succession planning, recruitment, retention, and service delivery; and, WHEREAS, staff conducted an organizational review and external market comparison utilizing the City's Council-approved comparable agencies and determined that several classifications should be updated to better reflect current responsibilities and organizational needs; and, WHEREAS, the Finance Manager position has evolved with expanded duties and responsibilities warranting reclassification to Deputy Director of Finance; and, WHEREAS, the Recreation Manager position has expanded to include executive- level operational and administrative responsibilities warranting reclassification to Deputy Director of Community Services; and, WHEREAS, the Associate Engineer position performs duties commensurate with a Senior Engineer classification based upon the complexity of assignments, professional licensure, and extensive municipal engineering experience; and, WHEREAS, the City's Code Enforcement function has expanded significantly due to State mandates and operational requirements, warranting establishment of a Senior Code Enforcement Officer classification within the Supervisors and Professionals bargaining unit; and, WHEREAS, the Fiscal Year 2026-27 Budget also authorized a new part-time IT Aide position and staff has prepared a classification specification and recommends placement of the classification on the City's Part-Time Salary Schedule at Grade 4; and, WHEREAS, these actions are consistent with the adopted budget and do not increase the number of authorized full-time positions. 1 1 4 0 3 NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine, and order as follows: Section 1. The Finance Manager classification is reclassified to Deputy Director of Finance and assigned to Grade 51 of the City's Full-Time Salary Schedule. Section 2. The Recreation Manager classification is reclassified to Deputy Director of Community Services and assigned to Grade 46 of the City's Full-Time Salary Schedule. Section 3. The Associate Engineer classification is reclassified to Senior Engineer and assigned to Grade 42 of the City's Full-Time Salary Schedule. Section 4. The Senior Code Enforcement Officer classification is established, assigned to Grade 20 of the City's Full-Time Salary Schedule, placed in the Supervisors and Professionals bargaining unit, and the existing Code Enforcement Officer position is reclassified accordingly. The Code Enforcement Officer classification shall remain in the City's Classification Plan. Section 5. The IT Aide part-time classification specification is approved, and the classification is added to the City's Part-Time Salary Schedule at Grade 4. Section 6. The City Manager, or designee, is authorized to implement the classification changes and salary placements effective pay period 18, including related pay grade renumbering; update the Classification Plan, Position Allocation Plan, Full-Time Salary Schedule, Part-Time Salary Schedule, classification specifications, personnel records, and related administrative documents; and take all actions necessary to carry out this Resolution. Section 7. This Resolution shall become effective immediately upon adoption. 1 1 4 0 3 PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 10th day of August 2026 by the following vote: __________________________ Lisa Landau, Mayor ATTEST: ______________________________ Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7808 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 10th day of August 2026. Gloria D. Harper, City Clerk AYES:Council Members NOES:Council Members ABSENT:Council Members ABSTAIN:Council Members Exhibit B City of Seal Beach Full-Time Salary Pay Schedule Grade Title Group Step 1 Annually Step 1 Monthly Step 1 Hourly Step 2 Annually Step 2 Monthly Step 2 Hourly Step 3 Annually Step 3 Monthly Step 3 Hourly Step 4 Annually Step 4 Monthly Step 4 Hourly Step 5 Annually Step 5 Monthly Step 5 Hourly9 7 Accounting Tech SBSPA $ 61,708.71 $ 5,142.39 $ 29.67 $ 64,794.15 $ 5,399.51 $ 31.15 $ 68,033.85 $ 5,669.49 $ 32.71 $ 71,435.55 $ 5,952.96 $ 34.34 $ 75,007.32 $ 6,250.61 $ 36.06 8 Community Services Officer OCEA $ 62,009.72 $ 5,167.48 $ 29.81 $ 65,110.22 $ 5,425.85 $ 31.30 $ 68,365.72 $ 5,697.14 $ 32.87 $ 71,784.02 $ 5,982.00 $ 34.51 $ 75,373.21 $ 6,281.10 $ 36.24 8 Maintenance Worker OCEA $ 62,009.72 $ 5,167.48 $ 29.81 $ 65,110.22 $ 5,425.85 $ 31.30 $ 68,365.72 $ 5,697.14 $ 32.87 $ 71,784.02 $ 5,982.00 $ 34.51 $ 75,373.21 $ 6,281.10 $ 36.24 8 Recreation Specialist OCEA $ 62,009.72 $ 5,167.48 $ 29.81 $ 65,110.22 $ 5,425.85 $ 31.30 $ 68,365.72 $ 5,697.14 $ 32.87 $ 71,784.02 $ 5,982.00 $ 34.51 $ 75,373.21 $ 6,281.10 $ 36.24 11 9 Senior Building Technician SBSPA $ 64,832.65 $ 5,402.72 $ 31.17 $ 68,074.28 $ 5,672.86 $ 32.73 $ 71,478.00 $ 5,956.50 $ 34.36 $ 75,051.90 $ 6,254.32 $ 36.08 $ 78,804.49 $ 6,567.04 $ 37.89 13 10 Executive Assistant - Confidential Mid-Mgmt $ 68,114.88 $ 5,676.24 $ 32.75 $ 71,520.62 $ 5,960.05 $ 34.38 $ 75,096.66 $ 6,258.05 $ 36.10 $ 78,851.49 $ 6,570.96 $ 37.91 $ 82,794.06 $ 6,899.51 $ 39.80 13 10 Executive Assistant SBSPA $ 68,114.88 $ 5,676.24 $ 32.75 $ 71,520.62 $ 5,960.05 $ 34.38 $ 75,096.66 $ 6,258.05 $ 36.10 $ 78,851.49 $ 6,570.96 $ 37.91 $ 82,794.06 $ 6,899.51 $ 39.80 13 10 Senior Accounting Technician SBSPA $ 68,114.88 $ 5,676.24 $ 32.75 $ 71,520.62 $ 5,960.05 $ 34.38 $ 75,096.66 $ 6,258.05 $ 36.10 $ 78,851.49 $ 6,570.96 $ 37.91 $ 82,794.06 $ 6,899.51 $ 39.80 12 11 Senior Community Services Officer OCEA $ 68,447.14 $ 5,703.93 $ 32.91 $ 71,869.51 $ 5,989.13 $ 34.55 $ 75,462.97 $ 6,288.58 $ 36.28 $ 79,236.13 $ 6,603.01 $ 38.09 $ 83,197.90 $ 6,933.16 $ 40.00 12 11 Senior Maintenance Worker OCEA $ 68,447.14 $ 5,703.93 $ 32.91 $ 71,869.51 $ 5,989.13 $ 34.55 $ 75,462.97 $ 6,288.58 $ 36.28 $ 79,236.13 $ 6,603.01 $ 38.09 $ 83,197.90 $ 6,933.16 $ 40.00 12 11 Water Operator OCEA $ 68,447.14 $ 5,703.93 $ 32.91 $ 71,869.51 $ 5,989.13 $ 34.55 $ 75,462.97 $ 6,288.58 $ 36.28 $ 79,236.13 $ 6,603.01 $ 38.09 $ 83,197.90 $ 6,933.16 $ 40.00 12 11 Mechanic OCEA $ 68,447.14 $ 5,703.93 $ 32.91 $ 71,869.51 $ 5,989.13 $ 34.55 $ 75,462.97 $ 6,288.58 $ 36.28 $ 79,236.13 $ 6,603.01 $ 38.09 $ 83,197.90 $ 6,933.16 $ 40.00 14 12 Community Services Coordinator SBSPA $ 69,817.75 $ 5,818.15 $ 33.57 $ 73,308.64 $ 6,109.05 $ 35.24 $ 76,974.07 $ 6,414.51 $ 37.01 $ 80,822.77 $ 6,735.23 $ 38.86 $ 84,863.91 $ 7,071.99 $ 40.80 15 13 Code Enforcement Officer SBSPA $ 71,563.16 $ 5,963.60 $ 34.41 $ 75,141.32 $ 6,261.78 $ 36.13 $ 78,898.38 $ 6,574.87 $ 37.93 $ 82,843.30 $ 6,903.61 $ 39.83 $ 86,985.47 $ 7,248.79 $ 41.82 15 14 Police Recruit OCEA $ 73,710.08 $ 6,142.51 $ 35.44 $ 77,395.60 $ 6,449.63 $ 37.21 $ 81,265.36 $ 6,772.11 $ 39.07 $ 85,328.63 $ 7,110.72 $ 41.02 $ 89,595.05 $ 7,466.25 $ 43.07 16 15 Senior Water Operator OCEA $ 75,552.83 $ 6,296.07 $ 36.32 $ 79,330.51 $ 6,610.88 $ 38.14 $ 83,297.02 $ 6,941.42 $ 40.05 $ 87,461.83 $ 7,288.49 $ 42.05 $ 91,834.95 $ 7,652.91 $ 44.15 18 16 Deputy City Clerk Mid-Mgmt $ 77,065.72 $ 6,422.14 $ 37.05 $ 80,919.01 $ 6,743.25 $ 38.90 $ 84,964.96 $ 7,080.41 $ 40.85 $ 89,213.20 $ 7,434.43 $ 42.89 $ 93,673.86 $ 7,806.16 $ 45.04 17 Cross Connection Specialist OCEA $ 77,302.53 $ 6,441.88 $ 37.16 $ 81,167.66 $ 6,763.97 $ 39.02 $ 85,226.04 $ 7,102.17 $ 40.97 $ 89,487.34 $ 7,457.28 $ 43.02 $ 93,961.75 $ 7,830.15 $ 45.17 19 18 Bld Inspector SBSPA $ 78,992.38 $ 6,582.70 $ 37.98 $ 82,942.00 $ 6,911.83 $ 39.88 $ 87,089.10 $ 7,257.42 $ 41.87 $ 91,443.55 $ 7,620.30 $ 43.96 $ 96,015.73 $ 8,001.31 $ 46.16 18 19 Police Civilian Investigator OCEA $ 79,377.69 $ 6,614.81 $ 38.16 $ 83,346.56 $ 6,945.55 $ 40.07 $ 87,513.90 $ 7,292.83 $ 42.07 $ 91,889.60 $ 7,657.47 $ 44.18 $ 96,484.10 $ 8,040.34 $ 46.39 20 Fleet Maintenance Program Manager SBSPA $ 80,967.17 $ 6,747.26 $ 38.93 $ 85,015.53 $ 7,084.63 $ 40.87 $ 89,266.30 $ 7,438.86 $ 42.92 $ 93,729.62 $ 7,810.80 $ 45.06 $ 98,416.10 $ 8,201.34 $ 47.32 20 Human Resources Specialist Mid-Mgmt $ 80,967.17 $ 6,747.26 $ 38.93 $ 85,015.53 $ 7,084.63 $ 40.87 $ 89,266.30 $ 7,438.86 $ 42.92 $ 93,729.62 $ 7,810.80 $ 45.06 $ 98,416.10 $ 8,201.34 $ 47.32 20 Police Services Manager SBSPA $ 80,967.17 $ 6,747.26 $ 38.93 $ 85,015.53 $ 7,084.63 $ 40.87 $ 89,266.30 $ 7,438.86 $ 42.92 $ 93,729.62 $ 7,810.80 $ 45.06 $ 98,416.10 $ 8,201.34 $ 47.32 20 Senior Code Enforcement Officer SBSPA $ 80,967.17 $ 6,747.26 $ 38.93 $ 85,015.55 $ 7,084.63 $ 40.87 $ 89,266.29 $ 7,438.86 $ 42.92 $ 93,729.62 $ 7,810.80 $ 45.06 $ 98,416.11 $ 8,201.34 $ 47.32 19 21 Electrician OCEA $ 81,362.13 $ 6,780.18 $ 39.12 $ 85,430.25 $ 7,119.19 $ 41.07 $ 89,701.76 $ 7,475.15 $ 43.13 $ 94,186.85 $ 7,848.90 $ 45.28 $ 98,896.21 $ 8,241.35 $ 47.55 23 Marine Safety Officer SBMSMA $ 89,160.05 $ 7,430.00 $ 42.87 $ 93,618.05 $ 7,801.50 $ 45.01 $ 98,298.96 $ 8,191.58 $ 47.26 $ 103,213.90 $ 8,601.16 $ 49.62 $ 108,374.60 $ 9,031.22 $ 52.10 24 Assistant Planner SBSPA $ 89,681.83 $ 7,473.49 $ 43.12 $ 94,165.92 $ 7,847.16 $ 45.27 $ 98,874.22 $ 8,239.52 $ 47.54 $ 103,817.93 $ 8,651.49 $ 49.91 $ 109,008.82 $ 9,084.07 $ 52.41 25 Accountant Mid-Mgmt $ 91,606.93 $ 7,633.91 $ 44.04 $ 96,187.28 $ 8,015.61 $ 46.24 $ 100,996.64 $ 8,416.39 $ 48.56 $ 106,046.47 $ 8,837.21 $ 50.98 $ 111,348.80 $ 9,279.07 $ 53.53 25 Water Services Supervisor SBSPA $ 91,606.93 $ 7,633.91 $ 44.04 $ 96,187.28 $ 8,015.61 $ 46.24 $ 100,996.64 $ 8,416.39 $ 48.56 $ 106,046.47 $ 8,837.21 $ 50.98 $ 111,348.80 $ 9,279.07 $ 53.53 25 Maintenance Services Supervisor SBSPA $ 91,606.93 $ 7,633.91 $ 44.04 $ 96,187.28 $ 8,015.61 $ 46.24 $ 100,996.64 $ 8,416.39 $ 48.56 $ 106,046.47 $ 8,837.21 $ 50.98 $ 111,348.80 $ 9,279.07 $ 53.53 26 Financial Analyst Mid-Mgmt $ 93,897.07 $ 7,824.76 $ 45.14 $ 98,591.92 $ 8,215.99 $ 47.40 $ 103,521.52 $ 8,626.79 $ 49.77 $ 108,697.60 $ 9,058.13 $ 52.26 $ 114,132.48 $ 9,511.04 $ 54.87 26 Management Analyst Mid-Mgmt $ 93,897.07 $ 7,824.76 $ 45.14 $ 98,591.92 $ 8,215.99 $ 47.40 $ 103,521.52 $ 8,626.79 $ 49.77 $ 108,697.60 $ 9,058.13 $ 52.26 $ 114,132.48 $ 9,511.04 $ 54.87 28 Asst Engineer SBSPA $ 98,650.64 $ 8,220.89 $ 47.43 $ 103,583.17 $ 8,631.93 $ 49.80 $ 108,762.33 $ 9,063.53 $ 52.29 $ 114,200.45 $ 9,516.70 $ 54.90 $ 119,910.47 $ 9,992.54 $ 57.65 28 Assoc Planner SBSPA $ 98,650.64 $ 8,220.89 $ 47.43 $ 103,583.17 $ 8,631.93 $ 49.80 $ 108,762.33 $ 9,063.53 $ 52.29 $ 114,200.45 $ 9,516.70 $ 54.90 $ 119,910.47 $ 9,992.54 $ 57.65 28 Police Records Supervisor PMA $ 101,514.48 $ 8,459.54 $ 48.81 $ 106,590.21 $ 8,882.52 $ 51.25 $ 111,919.70 $ 9,326.64 $ 53.81 $ 117,515.67 $ 9,792.97 $ 56.50 $ 123,391.46 $ 10,282.62 $ 59.32 30 Senior Planner Mid-Mgmt $ 108,515.84 $ 9,042.99 $ 52.17 $ 113,941.63 $ 9,495.14 $ 54.78 $ 119,638.71 $ 9,969.89 $ 57.52 $ 125,620.65 $ 10,468.39 $ 60.39 $ 131,901.68 $ 10,991.81 $ 63.41 31 Marine Safety Lieutenant SBMSMA $ 108,632.82 $ 9,052.74 $ 52.23 $ 114,064.46 $ 9,505.37 $ 54.84 $ 119,767.68 $ 9,980.64 $ 57.58 $ 125,756.07 $ 10,479.67 $ 60.46 $ 132,043.87 $ 11,003.66 $ 63.48 28A 32 Senior Utilities Supervisor SBSPA $ 111,771.20 $ 9,314.27 $ 53.74 $ 117,359.76 $ 9,779.98 $ 56.42 $ 123,227.75 $ 10,268.98 $ 59.24 $ 129,389.14 $ 10,782.43 $ 62.21 $ 135,858.59 $ 11,321.55 $ 65.32 27 33 Police Officer POA $ 113,218.55 $ 9,434.88 $ 54.43 $ 118,879.44 $ 9,906.62 $ 57.15 $ 124,823.43 $ 10,401.95 $ 60.01 $ 131,064.62 $ 10,922.05 $ 63.01 $ 137,617.83 $ 11,468.15 $ 66.16 28B 34 Public Works Superintendent SBSPA $ 114,335.30 $ 9,527.94 $ 54.97 $ 120,052.07 $ 10,004.34 $ 57.72 $ 126,054.67 $ 10,504.56 $ 60.60 $ 132,357.40 $ 11,029.78 $ 63.63 $ 138,975.27 $ 11,581.27 $ 66.82 29 35 Police Corporal POA $ 118,950.21 $ 9,912.52 $ 57.19 $ 124,897.74 $ 10,408.15 $ 60.05 $ 131,142.64 $ 10,928.55 $ 63.05 $ 137,699.76 $ 11,474.98 $ 66.20 $ 144,584.70 $ 12,048.73 $ 69.51 36 Associate Engineer Mid-Mgmt $ 120,196.23 $ 10,016.35 $ 57.79 $ 126,206.04 $ 10,517.17 $ 60.68 $ 132,516.34 $ 11,043.03 $ 63.71 $ 139,142.16 $ 11,595.18 $ 66.90 $ 146,099.27 $ 12,174.94 $ 70.24 36 Finance Manager Mid-Mgmt $ 120,196.23 $ 10,016.35 $ 57.79 $ 126,206.04 $ 10,517.17 $ 60.68 $ 132,516.34 $ 11,043.03 $ 63.71 $ 139,142.16 $ 11,595.18 $ 66.90 $ 146,099.27 $ 12,174.94 $ 70.24 36 Human Resources Manager Mid-Mgmt $ 120,196.23 $ 10,016.35 $ 57.79 $ 126,206.04 $ 10,517.17 $ 60.68 $ 132,516.34 $ 11,043.03 $ 63.71 $ 139,142.16 $ 11,595.18 $ 66.90 $ 146,099.27 $ 12,174.94 $ 70.24 36 IT Manager Mid-Mgmt $ 120,196.23 $ 10,016.35 $ 57.79 $ 126,206.04 $ 10,517.17 $ 60.68 $ 132,516.34 $ 11,043.03 $ 63.71 $ 139,142.16 $ 11,595.18 $ 66.90 $ 146,099.27 $ 12,174.94 $ 70.24 36 Planning Manager Mid-Mgmt $ 120,196.23 $ 10,016.35 $ 57.79 $ 126,206.04 $ 10,517.17 $ 60.68 $ 132,516.34 $ 11,043.03 $ 63.71 $ 139,142.16 $ 11,595.18 $ 66.90 $ 146,099.27 $ 12,174.94 $ 70.24 36 Recreation Manager Mid-Mgmt $ 120,196.23 $ 10,016.35 $ 57.79 $ 126,206.04 $ 10,517.17 $ 60.68 $ 132,516.34 $ 11,043.03 $ 63.71 $ 139,142.16 $ 11,595.18 $ 66.90 $ 146,099.27 $ 12,174.94 $ 70.24 38 Building Official Mid-Mgmt $ 126,281.24 $ 10,523.44 $ 60.71 $ 132,595.30 $ 11,049.61 $ 63.75 $ 139,225.07 $ 11,602.09 $ 66.94 $ 146,186.32 $ 12,182.19 $ 70.28 $ 153,495.64 $ 12,791.30 $ 73.80 39 40 Dep. Dir. of PW / Maint & Utilities Mid-Mgmt $ 129,438.21 $ 10,786.52 $ 62.23 $ 135,910.12 $ 11,325.84 $ 65.34 $ 142,705.63 $ 11,892.14 $ 68.61 $ 149,840.91 $ 12,486.74 $ 72.04 $ 157,332.95 $ 13,111.08 $ 75.64 38A 42 Senior Engineer Mid-Mgmt $ 133,519.23 $ 11,126.60 $ 64.19 $ 140,195.19 $ 11,682.93 $ 67.40 $ 147,204.95 $ 12,267.08 $ 70.77 $ 154,565.20 $ 12,880.43 $ 74.31 $ 162,293.46 $ 13,524.46 $ 78.03 38 44 City Clerk Executive $ 135,335.06 $ 11,277.92 $ 65.06 $ 142,101.81 $ 11,841.82 $ 68.32 $ 149,206.90 $ 12,433.91 $ 71.73 $ 156,667.25 $ 13,055.60 $ 75.32 $ 164,500.61 $ 13,708.38 $ 79.09 39 46 Deputy Director of Community Services Mid-Mgmt $ 138,718.38 $ 11,559.87 $ 66.69 $ 145,654.30 $ 12,137.86 $ 70.03 $ 152,937.01 $ 12,744.75 $ 73.53 $ 160,583.86 $ 13,381.99 $ 77.20 $ 168,613.06 $ 14,051.09 $ 81.06 39 46 Marine Safety Chief Executive $ 138,718.38 $ 11,559.87 $ 66.69 $ 145,654.30 $ 12,137.86 $ 70.03 $ 152,937.01 $ 12,744.75 $ 73.53 $ 160,583.86 $ 13,381.99 $ 77.20 $ 168,613.06 $ 14,051.09 $ 81.06 37 48 Police Sergeant PMA $ 144,929.18 $ 12,077.43 $ 69.68 $ 152,175.76 $ 12,681.31 $ 73.16 $ 159,784.54 $ 13,315.38 $ 76.82 $ 167,773.76 $ 13,981.15 $ 80.66 $ 176,162.48 $ 14,680.21 $ 84.69 Printed: 8/4/2026 12:42 PM Exhibit B City of Seal Beach Full-Time Salary Pay Schedule 9 7 Accounting Tech SBSPA $ 61,708.71 $ 5,142.39 $ 29.67 $ 64,794.15 $ 5,399.51 $ 31.15 $ 68,033.85 $ 5,669.49 $ 32.71 $ 71,435.55 $ 5,952.96 $ 34.34 $ 75,007.32 $ 6,250.61 $ 36.06 41 50 Police Lieutenant PMA $ 148,552.51 $ 12,379.38 $ 71.42 $ 155,980.15 $ 12,998.35 $ 74.99 $ 163,779.16 $ 13,648.26 $ 78.74 $ 171,968.12 $ 14,330.68 $ 82.68 $ 180,566.52 $ 15,047.21 $ 86.81 47 51 Deputy Director of Finance Mid-Mgmt $ 153,460.56 $ 12,788.38 $ 73.78 $ 161,133.60 $ 13,427.80 $ 77.47 $ 169,190.28 $ 14,099.19 $ 81.34 $ 177,649.80 $ 14,804.15 $ 85.41 $ 186,532.26 $ 15,544.36 $ 89.68 47 52 Dep. Dir. of PW / City Engineer Mid-Mgmt $ 157,707.88 $ 13,142.32 $ 75.82 $ 165,593.27 $ 13,799.44 $ 79.61 $ 173,872.94 $ 14,489.41 $ 83.59 $ 182,566.58 $ 15,213.88 $ 87.77 $ 191,694.91 $ 15,974.58 $ 92.16 44 54 Police Captain PMA $ 172,275.40 $ 14,356.28 $ 82.82 $ 180,889.16 $ 15,074.10 $ 86.97 $ 189,933.61 $ 15,827.80 $ 91.31 $ 199,430.30 $ 16,619.19 $ 95.88 $ 209,401.81 $ 17,450.15 $ 100.67 51 56 Director of Finance Executive $ 186,561.81 $ 15,546.82 $ 89.69 $ 195,889.90 $ 16,324.16 $ 94.18 $ 205,684.40 $ 17,140.37 $ 98.89 $ 215,968.62 $ 17,997.38 $ 103.83 $ 226,767.05 $ 18,897.25 $ 109.02 51 56 Director of Community Development Executive $ 186,561.81 $ 15,546.82 $ 89.69 $ 195,889.90 $ 16,324.16 $ 94.18 $ 205,684.40 $ 17,140.37 $ 98.89 $ 215,968.62 $ 17,997.38 $ 103.83 $ 226,767.05 $ 18,897.25 $ 109.02 55 58 Director of Public Works Executive $ 205,928.19 $ 17,160.68 $ 99.00 $ 216,224.60 $ 18,018.72 $ 103.95 $ 227,035.83 $ 18,919.65 $ 109.15 $ 238,387.62 $ 19,865.64 $ 114.61 $ 250,307.00 $ 20,858.92 $ 120.34 57 60 Assistant City Manager Executive $ 213,366.16 $ 17,780.51 $ 102.58 $ 224,034.48 $ 18,669.54 $ 107.71 $ 235,236.21 $ 19,603.02 $ 113.09 $ 246,998.02 $ 20,583.17 $ 118.75 $ 259,347.89 $ 21,612.32 $ 124.69 59 62 Chief of Police Executive $ 227,306.16 $ 18,942.18 $ 109.28 $ 238,671.47 $ 19,889.29 $ 114.75 $ 250,605.04 $ 20,883.75 $ 120.48 $ 263,135.29 $ 21,927.94 $ 126.51 $ 276,292.06 $ 23,024.34 $ 132.83 65 65 City Manager Executive $ 288,389.70 Date Approved by Council: October 7, 2025 and February 23, 2026 Authorization: Resolutions 7704 and 7740 Reason: OCEA, POA, PMA, and Executive COLA Adjustments and pay grade renumbering Effective Pay Period: 8/10/2026 Revision: E Printed: 8/4/2026 12:42 PM Senior Code Enforcement Officer Page 1/3 Attachment C Senior Code Enforcement Officer Department/Division:Community Development/Building Reports To:Director of Community Development Provides Direction To:Not Applicable FLSA Exemption Status:Non-exempt Date Prepared:August 10, 2026 Date Adopted by City Council:August 10, 2026 GENERAL PURPOSE Under general direction, advanced and complex field and office work in the enforcement of municipal codes and ordinances related to zoning, land use, property maintenance, public nuisance, health and safety; provides lead direction to assigned staff; and performs related duties as assigned. DISTINGUISHING CHARACTERISTICS This is the advanced journey-level classification in the Code Enforcement series. Positions in this class perform the most complex and sensitive code enforcement assignments and may exercise lead direction over lower-level Code Enforcement Officers and support staff. This class is distinguished from: Code Enforcement Officer by the complexity of assignments, independent judgment, and lead responsibilities Incumbents are expected to operate with a high degree of independence and apply advanced knowledge of applicable laws, regulations, and enforcement practices. SUPERVISION RECEIVED AND EXERCISED Receives general direction from the Community Development Director or designee May provide lead direction, training, and functional oversight to assigned staff ESSENTIAL FUNCTIONS Duties may include, but are not limited to, the following: Conduct complex field inspections of residential, commercial, and industrial properties to ensure compliance with municipal codes and ordinances Investigate complaints related to zoning, land use, nuisance, housing, and public safety violations Interpret and enforce applicable City, State, and Federal codes and regulations Senior Code Enforcement Officer Page 2/3 Issue notices of violation, administrative citations, and other enforcement actions; perform follow-up inspections to ensure compliance Research property ownership, zoning, and prior case history; document findings and maintain accurate case files Prepare detailed reports, correspondence, and legal documentation related to enforcement actions Coordinate enforcement activities with other City departments and outside agencies, including police, fire, and legal counsel Provide technical guidance and training to lower-level staff; review work for accuracy and completeness Assist in preparing cases for administrative hearings or court proceedings; may provide testimony Respond to and resolve complex or sensitive inquiries and complaints from the public Promote voluntary compliance through education, communication, and outreach efforts Assist in developing procedures, policies, and program improvements for code enforcement operations QUALIFICATIONS Knowledge of: Principles, practices, and techniques of municipal code enforcement Applicable Federal, State, and local laws, codes, and regulations related to zoning, land use, housing, and public nuisance Investigation and inspection methods and procedures Principles of effective customer service and conflict resolution Report writing and recordkeeping practices Basic supervisory and training principles Ability to: Interpret, apply, and enforce codes, ordinances, and regulations Conduct complex investigations and inspections with minimal supervision Analyze situations, evaluate evidence, and exercise sound judgment Prepare clear, concise, and accurate reports and documentation Communicate effectively, both orally and in writing Establish and maintain effective working relationships with staff, other agencies, and the public Provide lead direction and training to staff Handle sensitive or confrontational situations with professionalism and tact Education/Training/Experience: Any combination of education and experience that would provide the required knowledge and abilities is qualifying. A typical way to obtain knowledge and abilities would be: Senior Code Enforcement Officer Page 3/3 Experience: Three (3) to four (4) years of increasingly responsible code enforcement, inspection, or related experience in a municipal or regulatory environment Education: Equivalent to completion of high school; college-level coursework in planning, public administration, criminal justice, or a related field is desirable Licenses, Certificates; Special Requirements: Possession of a valid California Class C Driver’s License Possession of, or ability to obtain within a specified timeframe: o Penal Code Section 832 (PC 832) certification o Code Enforcement certification (e.g., CACEO, ICC, or equivalent) WORKING CONDITIONS Work Environment Work is performed in both office and field environments. Field work includes exposure to varying weather conditions, uneven terrain, construction sites, and potentially hostile or confrontational situations. Physical Demands Requires standing, walking, bending, climbing, and lifting in the performance of field inspections; ability to operate a motor vehicle and standard office equipment. SUPPLEMENTAL INFORMATION Employees in this classification may be required to work evenings, weekends, or irregular hours and may be designated as Disaster Service Workers in accordance with California Government Code. Deputy Director of Finance Page 1/4 Exhibit D Deputy Director of Finance Department/Division:Finance Reports To:Director of Finance Provides Direction To:Not Applicable FLSA Exemption Status:Exempt Date Prepared:August 10, 2026 Date Adopted by City Council:August 10, 2026 GENERAL PURPOSE Under administrative direction, assists in planning, organizing, directing, and overseeing the activities and operations of the Finance Department including budgeting, accounting, financial reporting, treasury functions, payroll oversight coordination, accounts payable, accounts receivable, investments, debt administration, purchasing, audits, utilities billings and financial planning; provides highly responsible and complex administrative support to the Finance Director; serves as acting department head in the absence of the Finance Director; and performs other duties as assigned. DISTINGUISHING CHARACTERISTICS The Deputy Director of Finance is an advanced management classification responsible for assisting in the administration and oversight of all Finance Department functions. The position exercises significant independent judgment in interpreting financial policies, developing recommendations, managing complex projects, and ensuring compliance with applicable accounting standards and governmental regulations. This classification differs from: Finance Manager by broader departmental leadership responsibilities, increased strategic planning and policy development responsibilities, greater fiscal oversight authority, and responsibility for acting on behalf of the Finance Director when assigned. Finance Director by the absence of full department head authority and ultimate responsibility for all departmental operations, policy decisions, and Council-level fiscal administration. The incumbent is expected to exercise considerable initiative and independent judgment in managing department operations and resolving complex financial issues. SUPERVISION RECEIVED AND EXERCISED Receives administrative direction from the Finance Director. Deputy Director of Finance Page 2/4 Exercises direct and indirect supervision over assigned professional, technical, and administrative staff; may provide leadership and oversight to departmental operations and cross-functional teams. ESSENTIAL FUNCTIONS Duties may include, but are not limited to: Assist in planning, organizing, directing, and evaluating Finance Department operations including various audits, accounting, budgeting, treasury, payroll coordination, purchasing, account receivables, account payables, utilities billings, investments, debt administration, and financial reporting. Develop and implement departmental goals, objectives, policies, procedures, and internal controls. Coordinate and prepare of the City’s Annual Comprehensive Financial Report (ACFR), budget documents, audits, and other financial reports. Analyze complex financial information and develop recommendations regarding fiscal policy, resource allocation, operational improvements, and long-range financial planning. Oversee City annual audits, other various audits, and coordinate responses to external auditors. Participate in labor negotiations, compensation analyses, and fiscal impact assessments. Monitor investment portfolios, debt service obligations, and cash management activities. Represent the department before City Council, commissions, external agencies, and community groups. Assist and oversee day to day operation of the Finance Department. Serve as acting Finance Director as assigned. Supervise, train, evaluate, and develop assigned staff. Perform other duties as assigned. QUALIFICATIONS Knowledge of: Principles, practices, and standards of governmental accounting, auditing, budgeting, treasury management, financial reporting, payroll administration, debt administration, and municipal finance. Generally Accepted Accounting Principles (GAAP), Governmental Accounting Standards Board (GASB) requirements, and Annual Comprehensive Financial Report (ACFR) preparation. Municipal budgeting principles, capital improvement financing, investments, debt management, purchasing, and financial forecasting. Applicable CalPERS, Federal, State, and local laws, regulations, and reporting requirements governing municipal finance operations. Principles of organizational management, employee supervision, performance management, and staff development. Deputy Director of Finance Page 3/4 Internal controls, risk management practices, and audit procedures. Modern office practices, records management, and financial software applications. Ability to: Analyze complex financial and operational information and develop sound recommendations. Interpret and apply financial regulations, accounting standards, payroll regulations and reporting, and City policies. Develop and implement financial policies, procedures, and internal controls. Prepare clear, concise, and comprehensive financial reports and presentations. Manage multiple projects and competing priorities while meeting deadlines. Establish and maintain effective working relationships with elected officials, staff, auditors, consultants, and the public. Supervise, train, evaluate, and develop assigned staff. Exercise sound judgment in the absence of specific direction. Education/Training/Experience: Any combination of education and experience that would provide the required knowledge and abilities is qualifying. A typical way to obtain knowledge and abilities would be: Experience: Five (5) to seven (7) years of progressively responsible governmental finance, accounting, budgeting, or related experience, including at least five (5) years in a supervisory or management capacity. Experience in California municipal finance is highly desirable. Education: Bachelor’s degree from an accredited college or university with major coursework in Accounting, Finance, Public Administration, Business Administration, Economics, or related field. Master’s degree or CPA designation is desirable. Licenses, Certificates; Special Requirements: Possession of a valid California Class C Driver’s License. CPA certification is desirable but not required. Ability to attend evening meetings, budget workshops, and City Council meetings as required. Deputy Director of Finance Page 3/4 Deputy Director of Finance Page 4/4 WORKING CONDITIONS Work Environment Work is performed primarily in an office environment with occasional travel to meetings, conferences, training, and City facilities. Incumbents may be required to attend evening meetings and work outside normal business hours. Physical Demands Requires sitting, standing, walking, reaching, bending, and use of standard office equipment including computers and communication devices. Occasional lifting of records or materials weighing up to twenty-five (25) pounds may be required. SUPPLEMENTAL INFORMATION Employees in this classification may be required to work evenings, weekends, or irregular hours and may be designated as Disaster Service Workers in accordance with California Government Code. Deputy Director of Recreation and Community Services Exhibit E Deputy Director of Community Services Department/Division:City Manager/Community Services Reports To:City Manager Provides Direction To:Not Applicable FLSA Exemption Status:Exempt Date Prepared:August 10, 2026 Date Adopted by City Council:August 10, 2026 GENERAL PURPOSE Under administrative direction, assists in planning, organizing, directing, and evaluating Recreation and Community Services Department programs and operations including recreation programming, aquatics, community events, facilities, youth and adult programs, contract services, special events, and departmental administration; provides highly responsible management support to the City Manager; and performs related duties as assigned. DISTINGUISHING CHARACTERISTICS The Deputy Director of Community Services is an advanced management classification responsible for assisting in the administration and strategic oversight of departmental operations. This classification differs from: Recreation Manager by broader departmental leadership responsibilities, increased strategic planning responsibilities, and departmental administration duties. SUPERVISION RECEIVED AND EXERCISED Receives administrative direction from the City Manager. Exercises direct and indirect supervision over professional, technical, seasonal, and part-time staff. ESSENTIAL FUNCTIONS Duties may include, but are not limited to: Assist in planning, organizing, directing, and evaluating department operations including recreation programs, aquatics, community events, facilities, and contract services. Develop and implement departmental goals, objectives, policies, and procedures. Oversee operational planning for special events and community programs. Prepare and administer departmental budgets and monitor expenditures. Deputy Director of Recreation and Community Services Coordinate staffing strategies and workforce planning including seasonal staffing. Develop partnerships with community organizations, schools, and regional agencies. Represent the department before City Council, commissions, and community groups. Evaluate program effectiveness and implement operational improvements. Serve as acting department head as assigned. Supervise, train, evaluate, and develop assigned staff. QUALIFICATIONS Knowledge of: Principles and practices of recreation administration, community programming, aquatics, facility management, and special events. Municipal budgeting, personnel management, and operational planning. Customer service practices and public engagement strategies. Contract administration and program evaluation techniques. Principles of supervision, employee development, and performance management. Ability to: Plan, organize, direct, and evaluate diverse recreation and community services programs. Develop policies and operational improvements. Administer budgets and monitor expenditures. Establish and maintain effective working relationships with community groups, staff, and elected officials. Supervise, train, evaluate, and develop staff. Education/Training/Experience: Any combination of education and experience that would provide the required knowledge and abilities is qualifying. A typical way to obtain knowledge and abilities would be: Experience: Five (5) to seven (7) years of progressively responsible recreation or community services experience including supervisory and program administration responsibilities. Management experience in municipal recreation is highly desirable. Education: Bachelor’s degree in Recreation Administration, Public Administration, Leisure Services, Business Administration, or related field. Master’s degree is desirable. Licenses, Certificates; Special Requirements: Deputy Director of Recreation and Community Services Possession of a valid California Class C Driver’s License. CPR, First Aid, Aquatics, or recreation-related certifications may be required depending upon assignment. Ability to attend evening meetings, special events, and community functions. WORKING CONDITIONS Work Environment Work is performed in office and field environments including recreation facilities, parks, community centers, and event sites. Evening and weekend work is common. Physical Demands Requires standing, walking, lifting, reaching, operating vehicles, and performing occasional field work. Occasional lifting up to twenty-five (25) pounds. SUPPLEMENTAL INFORMATION Employees in this classification may be required to work evenings, weekends, or irregular hours and may be designated as Disaster Service Workers in accordance with California Government Code. Senior Engineer Page 1/3 Exhibit F Senior Engineer Department/Division:Public Works/Engineering Reports To:Director of Public Works Provides Direction To:Not Applicable FLSA Exemption Status:Exempt Date Prepared:August 10, 2026 Date Adopted by City Council:August 10, 2026 GENERAL PURPOSE Under general direction, performs advanced and complex professional civil engineering work related to capital improvement projects, development review, infrastructure planning, environmental compliance, transportation systems, utilities, and public works operations; provides technical leadership and guidance to engineering staff; manages major public works projects; and performs related duties as assigned. DISTINGUISHING CHARACTERISTICS This is the advanced journey-level classification in the Engineering series. Positions assigned to this class perform complex engineering assignments requiring substantial independent judgment and technical expertise. This classification differs from: Associate Engineer by increased complexity of assignments, independent project responsibility, technical authority, and potential lead direction responsibilities. City Engineer/Deputy Public Works Director classifications by the absence of broad administrative and departmental management responsibilities. Incumbents may provide lead direction and technical oversight to lower-level Public Works staff and consultants. SUPERVISION RECEIVED AND EXERCISED Receives general direction from the Director of Public Works, Deputy Public Works Director, City Engineer, or designee. May provide lead direction and technical oversight to Public Works staff, consultants, contractors, and assigned project teams. Senior Engineer Page 2/3 ESSENTIAL FUNCTIONS Duties may include, but are not limited to: Plan, manage, and adminster complex capital improvement projects and programs from inception through completion. Review and approve engineering studies, plans, specifications, reports, and technical analyses. Coordinate development review activities and ensure compliance with applicable standards, law, codes, and requirements. Administer consultant, construction, and external funding contracts. Provide technical guidance and mentorship to Public Works staff. Develop project and department budgets, schedules, grant applications, and funding strategies. Coordinate with regulatory agencies, monitor legislation and regulatory development, and ensure compliance with applicable law, permits and regulations. Represent the department before City Council, commissions, committees, external agencies, and the public. Conduct a broad range of complex engineering analyses and recommend solutions. Participate in long-range infrastructure planning and studies. QUALIFICATIONS Knowledge of: Principles and practices of civil engineering, capital improvement planning and delivery, construction administration, development review, infrastructure management, and operations and maintenance. Applicable Federal, State, and local engineering, construction, and permitting regulations and requirements. Engineering design principles over a broad range of public works disciplines. Contract administration, project management, budgeting, and grant administration. Principles of supervision, training, and project coordination. Ability to: Conduct complex engineering analyses and prepare technical reports. Interpret engineering plans, specifications, and regulations. Manage multiple projects and programs, and ensure successful delivery within scope, schedule, budget, and compliance. Coordinate with consultants, contractors, regulatory agencies, City staff, and public stakeholders. Provide technical leadership and mentorship. Communicate effectively orally and in writing. Education/Training/Experience: Senior Engineer Page 3/3 Any combination of education and experience that would provide the required knowledge and abilities is qualifying. A typical way to obtain knowledge and abilities would be: Experience: Five (5) years of progressively responsible professional civil engineering experience involving design, construction administration, capital projects, or public works engineering. Lead or supervisory engineering experience is desirable. Education: Bachelor’s degree in Civil Engineering or related field. Licenses, Certificates; Special Requirements: Possession of a valid California Class C Driver’s License. Registration as a Professional Civil Engineer in California is required. Additional certifications related to environmental compliance, traffic engineering, or project management are desirable. WORKING CONDITIONS Work Environment Work is performed in office and field environments with exposure to construction sites, weather conditions, traffic, and varying terrain. May require evening meetings or emergency response assignments. Physical Demands Requires standing, walking, climbing, bending, lifting, operating vehicles, and conducting field inspections. Occasional lifting up to twenty-five (25) pounds. SUPPLEMENTAL INFORMATION Employees in this classification may be required to work evenings, weekends, or irregular hours and may be designated as Disaster Service Workers in accordance with California Government Code. IT Aide Part-Time Page 1/2 Attachment G IT Aide (Part-Time) Department/Division:Police Department/IT Division Reports To:IT Manager Provides Direction To:Not Applicable FLSA Exemption Status:Non-exempt Salary Grade Part-Time Grade 4 Salary Range $17.36-$18.23 per hour Date Prepared:August 10, 2026 Date Adopted by City Council:August 10, 2026 GENERAL PURPOSE Information Technology is responsible for network administration; software development and installation; maintenance of hardware and software, including upgrade and replacement; and the support and oversight of all technology-related products and services for all departments, including the Police Department. The ideal candidate demonstrates strong customer service skills, effective communication, attention to detail, and the ability to work in a fast-paced environment. ESSENTIAL FUNCTIONS Duties may include, but are not limited to, the following: Works at the direction of Information Technology Manager with administrative, technical, and clerical support tasks. Receive, document, and route technology service requests according to division procedures Monitor and update service tickets and escalate issues when appropriate Provide basic technical support including password resets and account assistance Perform computer data entry to record and retrieve departmental information Assist staff in resolving routine technology or connectivity issues Communicate with City staff and other agencies to obtain or provide information Assist with scheduling and coordination of IT-related activities or meetings Maintain accurate records and documentation related to IT support activities Perform other related duties as assigned Additional Entry-Level Technical Duties (Training Capacity) Assist in installation, setup, or relocation of computers, printers, and related devices Assist with basic configuration of software and user workstations Operate computer systems, input/output devices, and related equipment Provide entry-level troubleshooting of software, connectivity, and peripheral devices Assist with audio-visual equipment setup and support IT Aide Part-Time Page 2/2 Perform data entry or processing using computer-assisted communication systems Assist with routine technology inventory and equipment tracking QUALIFICATIONS Knowledge of: Basic office practices and procedures Customer service principles and effective public relations techniques English usage, spelling, grammar, and punctuation Basic computer operations and standard office software applications Ability to: Provide courteous and professional customer service Communicate clearly and effectively, both verbally and in writing Maintain accurate records and documentation Work independently and prioritize tasks in a busy environment Establish and maintain effective working relationships with City staff and the public Operate standard office equipment including computers, printers, telephones, and copiers Lift or move objects weighing up to 50 pounds with or without assistance Education/Training/Experience: High school diploma or equivalent. Some experience, coursework, or training related to information technology, computer systems, or office support is desirable. Valid CA Driver's License required. WORKING CONDITIONS Work Environment Work is performed primarily in a standard office environment within the City’s Information Technology Division, located at the Seal Beach Police Department. The position may involve exposure to confidential or sensitive law enforcement-related information and requires discretion, professionalism, and compliance with City and Police Department policies. Physical Demands Duties require sitting, standing, walking, bending, reaching, and the use of hands and fingers to operate computers, office equipment, and technology devices. The position may require lifting, carrying, pushing, or moving computers, printers, monitors, and related equipment weighing up to 50 pounds, with or without assistance. City of Seal Beach Part-Time Employees Pay Structure Resolution: 7502 8/5/2026 9:19 PM Grade Job Classifications Step 1 Step 2 Step 3 Step 4 Step 5 2 Crossing Guard $17.36 $18.23 Maintenance Aide Recreation Facility Leader 4 Police Aide $17.36 $18.23 IT Aide 6 Senior Recreation Facility Leader $17.36 $18.23 7 Intern $17.36 $18.23 9 Recreation Specialist $17.36 $18.23 10 Recreation Coordinator $17.31 $18.17 $19.08 11 Beach Lifeguard Trainee $16.90 $17.75 $18.63 $19.56 $20.54 12 Account Clerk/Water Meter Reader $17.31 $18.18 $19.08 $20.04 $21.04 Office Specialist 13 Pool Lifeguard $18.77 $19.71 $20.69 $21.73 $22.82 16 Equipment Operator $21.04 $22.09 $23.20 $24.36 $25.57 17 Mechanic $22.09 $23.19 $24.35 $25.57 $26.85 17A Maintenance Worker PT $22.78 $23.92 $25.11 $26.37 $27.68 19 Lifeguard I $23.79 $24.98 $26.23 $27.54 $28.92 Aquatics Coordinator 20 Executive Assistant PT $25.57 $26.85 $28.19 $29.60 $31.08 21 Lifeguard II $26.23 $27.54 $28.92 $30.36 $31.88 23 Ocean Lifeguard Specialist $28.92 $30.36 $31.88 $33.47 $35.15 Agenda Item G AGENDA STAFF REPORT DATE:August 10, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Consideration to Approve the California State Water Resources Control Board Construction Installation Sale Agreement No. D2502060 to Finance up to $3,765,411 for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7809: 1. Approving the California State Water Resources Control Board Agreement No. D2502060 in the amount of $3,175,000 for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103; and, 2. Approving an increase to the loan amount up to $3,765,411 if approved by the State Water Board; and, 3. Authorizing the City Manager to execute the Agreement; accept, receive, and utilize the Agreement funding on behalf of the City; and submit a Final Budget Approval to the Water Board requesting an increase the total financing amount to $3,765,411. BACKGROUND AND ANALYSIS: The 18” diameter LCWA Watermain serves as one of the City's primary transmission facilities and provides critical redundancy for conveying potable water to Old Town and other portions of the service area. Failure of this pipeline could significantly impact the City's ability to maintain reliable water service, fire flow capacity, and operational flexibility during emergency conditions. Given the age and condition of the pipeline, proactive rehabilitation is more cost-effective than continued emergency repairs and reduces the risk of service disruptions. Given the condition of the watermain infrastructure and the frequency of main breaks within this area, the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 (Project), was programmed into the Capital Page 2 2 3 4 4 Improvement Program (CIP) to extend the pipeline’s serviceable life. Relining of the existing watermain was evaluated as the most cost-effective approach for extending the useful life of the facility while minimizing environmental impacts, construction duration, and overall project costs compared to full replacement. With the construction contract now awarded, the total construction-phase budget, including construction support and contingency, is estimated at $3,765,411. The Drinking Water State Revolving Fund (DWSRF) program is administered by the State Water Resources Control Board (Water Board) and provides favorable financial assistance for eligible drinking-water infrastructure projects. The program is intended to support projects that protect public health, improve water-system reliability, and assist water agencies in financing necessary capital improvements. The Water Board approved the Project for low-interest DWSRF financing. Construction Installment Sale Agreement No. D2502060 (Agreement) includes the following principal terms: Financing Term Provisions Initial Amount $3,175,000 Interest Rate 2.1% Repayment Term 30 years Repayment Source Water Enterprise Fund revenues Disbursement Method Reimbursement of eligible project expenditures Repayment Annual interest payments during construction and until one year after project completion; principal and interest payments begin one year after completion. Prepayment Prepayment requires prior written consent from the Water Board. Administrative Service Charge/Drinking Water Small Community Emergency Grant Fund Charge If applicable, charged in lieu of, and not in addition to, the stated interest obligation, as provided in the Agreement. The financing is reimbursement-based. The City will initially pay eligible project invoices and then submit reimbursement requests to the Water Board. Staff will coordinate project expenditures and reimbursement requests to maintain sufficient Water Enterprise Fund cash flow throughout construction. The proposed DWSRF financing would: Provide a below-market interest rate compared with conventional municipal debt; Spread project costs over the useful life of the rehabilitated pipeline; Reduce the immediate use of Water Enterprise Fund reserves; Page 3 2 3 4 4 Preserve cash for operations, emergencies, and other planned capital improvements; Support the City's long-term water-system reliability and capital improvement objectives. The financing obligation will be repaid solely from Water Enterprise Fund revenues. No General Fund revenues will be pledged for repayment of the loan, although general funds may be used to pay other obligations associated with the loan, such as meeting project maintenance obligations, if necessary. The Agreement reflects an initial financing amount of $3,175,000 based on the preliminary Project estimates. Following award of the construction contract, the estimated construction-phase budget increased to $3,765,411. Staff therefore recommends authorizing the City Manager, or designee, to submit a Final Budget Approval (FBA) request to increase the available financing by $590,411, for a total amount of $3,765,411. ENVIRONMENTAL IMPACT: This item is not subject to the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that the approval of a financing agreement with Water Board will not have a significant effect on the environment. Further, this agreement qualifies for the exemption applicable to government financing mechanisms. The Project complies with all requirements of the California Environmental Quality Act (CEQA) and is categorically exempt under Section 15301 Class 1 Subsection (b) of the CEQA Guidelines because this project is an alteration of a publicly owned utility facility involving negligible expansion of existing use. LEGAL ANALYSIS: The City Attorney and the City’s Financial Advisor have reviewed the Agreement as to form. The City Attorney has reviewed and approved the resolution as to form. FINANCIAL IMPACT: Subject to Water Board approval of the FBA request, DWSRF financing of up to $3,765,411 would be available for eligible Project costs. The financing is structured as a reimbursement program. Sufficient funds are included in the Fiscal Year 2026-27 Water Capital Improvement Program to cash- flow project expenditures before reimbursement is received from the Water Board. No additional City appropriations are being requested under this action. Page 4 2 3 4 4 Actual debt service will be based on the final amount disbursed and will be incorporated into future Water Enterprise Fund operating budgets in accordance with the repayment schedule. There is no anticipated impact to the General Fund. RECOMMENDATION: That the City Council adopt Resolution 7809: 1. Approving the California State Water Resources Control Board Agreement No. D2502060 in the amount of $3,175,000 for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103; and, 2. Approving an increase to the loan amount up to $3,765,411 if approved by the State Water Board; and, 3. Authorizing the City Manager to execute the Agreement; accept, receive, and utilize the Agreement funding on behalf of the City; and submit a Final Budget Approval to the Water Board requesting an increase the total financing amount to $3,765,411. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager ATTACHMENTS: A. Resolution 7809 B. Water Board Agreement No. D2502060 RESOLUTION 7809 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE CITY MANAGER TO ENTER INTO AN INSTALLMENT SALE AGREEMENT WITH THE STATE WATER RESOURCES CONTROL BOARD TO FINANCE THE LCWA WATERMAIN LINING – TRENCHLESS TECHNOLOGY IMPROVEMENTS PROJECT, CIP WT2103 WHEREAS, the City of Seal Beach desires to rehabilitate and upgrade certain portions of the City’s water pipeline infrastructure; and, WHEREAS, the LCWA Watermain serves as one of the City’s primary water transmission facilities and provides critical redundancy for conveying potable water to Old Town and other portions of the City’s water service area; and, WHEREAS, the LCWA Watermain is prone to watermain breaks due to its age and it is more cost effective to rehabilitate the LCWA Watermain than to continue to rely on emergency repairs to ensure the LCWA Watermain maintains reliable water service; and, WHEREAS, on March 18, 2026, the City solicited bids for a LCWA Watermain infrastructure repair project, the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 (Project); and, WHEREAS, on June 22, 2026 through Resolution No. 7801, the City awarded a Public Works Agreement to T.E. Roberts, Inc. for the Project and determined the Project was exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15301 Class 1, Subsection (b) because the Project is an alteration of a publicly owned utility facility involving negligible expansion of existing use; and, WHEREAS, the California State Water Resources Control Board (State Water Board) has created the Drinking Water State Revolving Fund (DWSRF) to finance and provide loans for infrastructure improvements to support drinking water systems and maintain compliance with Safe Drinking Water Act requirements; and, WHEREAS, public agencies interested in receiving funding through the DWSRF program for drinking water systems infrastructure improvements may award construction contracts prior to executing any finalized financing agreement with the State Water Board; and, WHEREAS, on June 27, 2022, the City Council passed Resolution No. 7307 to authorize City staff to submit an application to the State Water Board for a DWSRF loan to provide funding for the Project; and, 1 1 3 8 1 WHEREAS, City staff and the State Water Board have finalized an Installment Sale Agreement, Agreement No. D2502060 (Agreement), included as Exhibit A to this Resolution, to provide financing for the Project in the form of a loan in the amount of $3,175,000; and, WHEREAS, the City desires to increase the loan amount to $3,765,411, subject to approval by the State Water Board; and, WHEREAS, the City desires to authorize the City Manager to enter into the Agreement with the State Water Board on behalf of the City and to take any additional actions as necessary to carry out the requirements of the Agreement. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine, and order as follows: Section 1. The City Council finds that all recitals set forth above are true and correct, and incorporates them herein by this reference. Section 2. Approves the Installment Sale Agreement with the State Water Board, as set forth in Exhibit A, attached hereto, to provide financing for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103, in the form of a loan in the amount of $3,175,000. Section 3. Approves an adjustment to loan amount if approved by the State Water Board for a total amount of up to $3,765,411, and authorizes revisions to the Installment Sale Agreement to incorporate such adjusted loan amount. Section 4. Authorizes the City Manager to execute the Agreement, Exhibit A, with the State Water Board on behalf of the City and any amendments or extensions thereafter. Section 5. Authorizes the City Manager to take all actions necessary to carry out the requirements of the Agreement. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 10th day of August 2026 by the following vote: 1 1 3 8 1 AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7809 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 10th day of August 2026. Gloria D. Harper, City Clerk 1 1 3 8 1 1 1 3 8 1 Exhibit A Construction Installment Sale Agreement DRINKING WATER CITY OF SEAL BEACH AND CALIFORNIA STATE WATER RESOURCES CONTROL BOARD CONSTRUCTION INSTALLMENT SALE AGREEMENT PROJECT NO. 3010041-001C LCWA WATERMAIN LINING PROJECT AGREEMENT NO. D2502060 PROJECT FUNDING AMOUNT: $3,175,000 ESTIMATED REASONABLE PROJECT COST: $3,175,000 ELIGIBLE WORK START DATE: AUGUST 16, 2022 ELIGIBLE CONSTRUCTION START DATE: DATE OF EXECUTION OF THIS AGREEMENT COMPLETION OF CONSTRUCTION DATE: DECEMBER 31, 2028 FINAL REIMBURSEMENT REQUEST DATE: JUNE 30, 2029 FINAL PAYMENT DATE: DECEMBER 31, 2058 RECORDS RETENTION END DATE: DECEMBER 31, 2064 THIS PAGE INTENTIONALLY LEFT BLANK City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page i of iv i AGREEMENT ............................................................................................................................................... 1 1. AUTHORITY. ...................................................................................................................................... 1 2. INTENTION. ....................................................................................................................................... 1 3. AGREEMENT, TERM, DOCUMENTS INCORPORATED BY REFERENCE. ................................... 1 4. PARTY CONTACTS ........................................................................................................................... 3 5. DEFINITIONS. .................................................................................................................................... 3 EXHIBIT A – SCOPE OF WORK ................................................................................................................ 10 A.1. PROJECT DESCRIPTION, USEFUL LIFE, AND SCOPE OF WORK. ........................................ 10 A.2. STANDARD PROJECT REQUIREMENTS. ..................................................................................... 10 A.2.1 Acknowledgements. ................................................................................................................................. 10 A.2.2 Reports ..................................................................................................................................................... 10 A.2.2.1 Progress Reports. ............................................................................................................................. 10 A.2.2.2 Project Completion Report. ............................................................................................................. 11 A.2.2.3 As Needed Reports. ......................................................................................................................... 11 A.2.2.5 DBE Good Faith Efforts and Reports for SRF Projects. .................................................................. 11 A.2.3 Signage. ................................................................................................................................................... 11 A.2.4 Commencement of Operations. ............................................................................................................... 12 A.3 DATES & DELIVERABLES. ............................................................................................................. 12 A.4 SCHEDULE. ..................................................................................................................................... 12 EXHIBIT B – FUNDING TERMS ................................................................................................................. 14 B.1. FUNDING AMOUNTS AND REIMBURSEMENTS ...................................................................... 14 B.1.1 Funding Contingency and Other Sources. ............................................................................................... 14 B.1.2 Estimated Reasonable Cost. ..................................................................................................................... 14 B.1.3 Project Funding Amount. ......................................................................................................................... 14 B. 1.5 Budget Costs. ........................................................................................................................................... 14 B.1.6 Contingent Disbursement. ....................................................................................................................... 15 B.1.7 Reimbursement Procedure. ...................................................................................................................... 15 B.1.8 Withholding of Disbursements. ............................................................................................................... 16 B.1.9 Fraud and Misuse of Public Funds; Enforcement. ................................................................................... 17 B.2 RECIPIENT’S PAYMENT OBLIGATION, PLEDGE, AND RESERVE ............................................. 17 B.2.1 Project Costs. ........................................................................................................................................... 17 B.2.2 Estimated Principal Payment Due. .......................................................................................................... 18 B.2.3 Interest Rate and In-Lieu of Interest Charges. ......................................................................................... 18 B.2.4 [Reserved.] ............................................................................................................................................... 18 B.2.5 Obligation Absolute. ................................................................................................................................ 18 B.2.6 Payment Timing. ...................................................................................................................................... 18 B.2.7 Pledged Revenues. ................................................................................................................................... 19 B.2.7.1 Establishment of Enterprise Fund and Reserve Fund. ......................................................................... 19 B.2.7.2 Pledge of Net Revenues, Enterprise Fund, and Reserve Fund. ............................................................ 19 B.2.7.3 Application and Purpose of the Enterprise Fund. ................................................................................ 19 City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page ii of iv ii B.2.8 No Prepayment. ....................................................................................................................................... 20 B.2.9 Reserve Fund. .......................................................................................................................................... 20 B.3 RATES, FEES AND CHARGES. ..................................................................................................... 20 B.4 ADDITIONAL DEBT ......................................................................................................................... 20 B.5 NO LIENS. ........................................................................................................................................ 21 EXHIBIT C – GENERAL & PROGRAMMATIC TERMS & CONDITIONS .................................................. 22 C.1 REPRESENTATIONS & WARRANTIES. ..................................................................................... 22 C.1.1 Application and General Recipient Commitments. ................................................................................. 22 C.1.2 Authorization and Validity. ..................................................................................................................... 22 C.1.3 No Violations. .......................................................................................................................................... 22 C.1.4 No Litigation. ........................................................................................................................................... 22 C.1.5 Property Rights and Water Rights. .......................................................................................................... 23 C.1.6 Solvency and Insurance. .......................................................................................................................... 23 C.1.7 Legal Status and Eligibility. ..................................................................................................................... 23 C.1.8 Financial Statements and Continuing Disclosure. ................................................................................... 23 C.1.9 System Obligations .................................................................................................................................. 23 C.1.10 No Other Material Obligations. ............................................................................................................... 23 C.1.11 Compliance with State Water Board Funding Agreements. .................................................................... 23 C.2 DEFAULTS AND REMEDIES ...................................................................................................... 24 C.2.1 Return of Funds; Acceleration; and Additional Payments. ...................................................................... 24 C.2.3 Administrative remedies. ......................................................................................................................... 24 C.2.4 Judicial remedies. .................................................................................................................................... 24 C.2.5 Termination.............................................................................................................................................. 25 C.2.6 Damages for Breach of Tax-Exempt Status. ............................................................................................ 25 C.2.7 Damages for Breach of Federal Conditions. ............................................................................................ 25 C.2.8 Remedies and Limitations. ...................................................................................................................... 25 C.2.9 Non-Waiver. ............................................................................................................................................ 25 C.2.10 Status Quo. ............................................................................................................................................... 25 C.3 STANDARD CONDITIONS .................................................................................................................. 26 C.3.1 Access, Inspection, and Public Records. .................................................................................................. 26 C.3.2 Accounting and Auditing Standards; Financial Management Systems; Records Retention. ................... 26 C.3.3 Amendment. ............................................................................................................................................ 27 C.3.4 Assignability. ........................................................................................................................................... 27 C.3.5 Audit. ....................................................................................................................................................... 27 C.3.6 Bonding. .................................................................................................................................................. 28 C.3.7 Competitive Bidding ................................................................................................................................ 28 C.3.8 Compliance with Applicable Laws, Rules, and Requirements. ............................................................... 28 C.3.9 Computer Software. ................................................................................................................................. 28 C.3.10 Conflict of Interest. .................................................................................................................................. 28 C.3.11 Continuous Use of Project; No Lease, Sale, Transfer of Ownership, or Disposal of Project .................. 28 C.3.12 Data Management. ................................................................................................................................... 28 C.3.13 Disputes. .................................................................................................................................................. 29 C.3.15 Environmental Clearance. ........................................................................................................................ 29 C.3.16 Governing Law. ....................................................................................................................................... 29 C.3.17 Income Restrictions. ................................................................................................................................ 29 C.3.18 Indemnification and State Reviews. ........................................................................................................ 29 C.3.19 Independent Actor. .................................................................................................................................. 30 C.3.20 Integration. ............................................................................................................................................... 30 City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page iii of iv iii C.3.21 Leveraging Covenants. ............................................................................................................................ 30 C.3.22 No Discrimination. .................................................................................................................................. 31 C.3.23 No Third Party Rights. ............................................................................................................................. 32 C.3.24 No Obligation of the State. ...................................................................................................................... 32 C.3.25 Notice. ...................................................................................................................................................... 32 C.3.26 Operation and Maintenance; Insurance. ................................................................................................... 34 C.3.27 Permits, Subcontracting, and Remedies. .................................................................................................. 35 C.3.28 Professionals. ........................................................................................................................................... 35 C.3.29 Prevailing Wages. .................................................................................................................................... 35 C.3.30 Public Funding. ........................................................................................................................................ 35 C.3.31 Recipient’s Responsibility for Work. ...................................................................................................... 36 C.3.32 Related Litigation. ................................................................................................................................... 36 C.3.33 Rights in Data. ......................................................................................................................................... 36 C.3.34 State Water Board Action; Costs and Attorney Fees. .............................................................................. 36 C.3.35 Timeliness. ............................................................................................................................................... 36 C.3.36 Unenforceable Provision. ......................................................................................................................... 36 C.3.37 Venue. ...................................................................................................................................................... 36 C.3.38 Waiver and Rights of the State Water Board. .......................................................................................... 37 C.4 MISCELLANEOUS STATE AND FEDERAL REQUIREMENTS .......................................................... 37 C.4.1 [Reserved.] ............................................................................................................................................... 37 C.4.2 State Cross-Cutters. ................................................................................................................................. 37 C.4.3 Federal Requirements and Cross-Cutters for SRF Funding. .................................................................... 38 EXHIBIT D – SPECIAL CONDITIONS ........................................................................................................ 43 EXHIBIT E – PAYMENT SCHEDULE ......................................................................................................... 44 EXHIBIT F – TAX CERTIFICATE ............................................................................................................... 45 F.1 Purpose. ........................................................................................................................................... 45 F.2 Tax Covenant. .................................................................................................................................. 45 F.3 Governmental Unit. .......................................................................................................................... 45 F.4 Financing of a Capital Project. ......................................................................................................... 45 F.5 Ownership and Operation of Project. ............................................................................................... 45 F.6 Temporary Period. ............................................................................................................................ 45 F.7 Working Capital. ............................................................................................................................... 46 F.8 Expenditure of Proceeds. ................................................................................................................. 46 F.9 Private Use and Private Payments. ................................................................................................. 46 F.10 No Sale, Lease or Private Operation of the Project. .................................................................... 46 F.11 No Disproportionate or Unrelated Use. ........................................................................................ 47 F.12 Management and Service Contracts. ........................................................................................... 47 City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page iv of iv iv F.13 No Disposition of Financed Property. ........................................................................................... 47 F.14 Useful Life of Project. ................................................................................................................... 47 F.15 Payments. ..................................................................................................................................... 47 F.16 No Other Replacement Proceeds. ................................................................................................ 48 F.17 No Sinking or Pledged Fund. ........................................................................................................ 48 F.18 Reserve Amount. .......................................................................................................................... 48 F.19 Reimbursement Resolution. ......................................................................................................... 48 F.20 Reimbursement Expenditures. ..................................................................................................... 48 F.21 Change in Use of the Project. ....................................................................................................... 48 F.22 Rebate Obligations. ...................................................................................................................... 49 F.23 No Federal Guarantee. ................................................................................................................. 49 F.24 Amendments. ................................................................................................................................ 49 F.25 Reasonable Expectations. ............................................................................................................ 49 F.26 Assignment. .................................................................................................................................. 49 City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 1 of 50 SRF 24ix2025 AGREEMENT 1. AUTHORITY. (a) The State Water Resources Control Board (State Water Board) is authorized, and implements its authority, to provide financial assistance under this Agreement pursuant to Section 116760 et seq. of the Health and Safety Code, and Resolution Nos. 2025-0014 and 2024-0029. (b) The Recipient is authorized to enter into this Installment Sale Agreement (Agreement) pursuant to Resolution No. 7307. 2. INTENTION. (a) The Recipient desires to receive financial assistance for and undertake work required for the drinking water construction Project according to the terms and conditions set forth in this Agreement. (b) The State Water Board proposes to assist in providing financial assistance for eligible costs of the Project in the amount set forth in Exhibit B, according to the terms and conditions set forth in this Agreement, with the expectation that the Recipient shall repay all of the financial assistance to the State Water Board. (c) The Recipient intends to evidence its obligation to submit Payments to the State Water Board and secure its obligation with Net Revenues of its water enterprise, as set forth in Exhibit B, according to the terms and conditions set forth in this Agreement. (d) The Recipient intends to certify and evidence its compliance with the Tax Covenants set forth in Exhibit F. 3. AGREEMENT, TERM, DOCUMENTS INCORPORATED BY REFERENCE. In consideration of the mutual representations, covenants and agreements herein set forth, the State Water Board and the Recipient, each binding itself, its successors and assigns, do mutually promise, covenant, and agree to the terms, provisions, and conditions of this Agreement. (a) The Recipient hereby sells to the State Water Board and the State Water Board hereby purchases from the Recipient the Project. Simultaneously therewith, the Recipient hereby purchases from the State Water Board, and the State Water Board hereby sells to the Recipient, the Project in accordance with the provisions of this Agreement. All right, title, and interest in the Project shall immediately vest in the Recipient on the date of execution and delivery of this Agreement by both parties without further action on the part of the Recipient or the State Water Board. (b) Subject to the satisfaction of all conditions precedent to this Agreement, this Agreement shall become effective upon the signature of both the Recipient and the State Water Board. Conditions precedent are not limited to the following: i. The Recipient must deliver to the Division a resolution authorizing this Agreement. ii. The Recipient must deliver an opinion of general counsel satisfactory to the State Water Board’s counsel dated on or after the date that the Recipient signs this Agreement. (c) Upon execution, the term of the Agreement shall begin on the Eligible Work Start Date and extend through the Final Payment Date. (d) This Agreement includes the following exhibits and attachments thereto: City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 2 of 50 SRF 24ix2025 i. EXHIBIT A – SCOPE OF WORK ii. EXHIBIT B – FUNDING TERMS iii. EXHIBIT C – GENERAL & PROGRAMMATIC TERMS & CONDITIONS iv. EXHIBIT D – SPECIAL CONDITIONS v. EXHIBIT E – PAYMENT SCHEDULE vi. EXHIBIT F – TAX CERTIFICATE (e) This Agreement includes the following documents incorporated by reference, as well as any documents incorporated by reference in Exhibit D: i. the Final Plans & Specifications, dated March 17, 2026, which are the basis for the construction contract to be awarded by the Recipient; ii. the Drinking Water System Permit No. 05-08-03P-016, and any amendments thereto; iii. the Recipient’s Reimbursement Resolution No. 7308 dated June 27, 2022; iv. the Recipient’s Tax Questionnaire dated August 16, 2022. v. the federal Davis-Bacon requirements. By accepting this Agreement, the Recipient acknowledges and agrees to the terms and conditions provided in the DBRA Requirements for EPA Subrecipients | US EPA (https://www.epa.gov/grants/dbra- requirements-epa-subrecipients). The Recipient shall ensure that the following language is included in all contracts and subcontracts funded under this Agreement: By accepting this contract, the contractor acknowledges and agrees to the terms and conditions provided in the Contract Provisions for Davis-Bacon and Related Acts | US EPA (https://www.epa.gov/grants/contract-provisions-davis-bacon-and- related-acts). (For reference, see also https://www.waterboards.ca.gov/water_issues/programs/grants_loans/srf/davisbacon.ht ml.) (f) This Agreement, and any amendments hereto, may be executed and delivered in any number of counterparts, each of which when delivered shall be deemed to be an original, but such counterparts shall together constitute one document. The parties may sign this Agreement, and any amendments hereto, either by an electronic signature using a method approved by the State Water Board or by a physical, handwritten signature. The parties mutually agree that an electronic signature using a method approved by the State Water Board is the same as a physical, handwritten signature for the purposes of validity, enforceability, and admissibility. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 3 of 50 SRF 24ix2025 4. PARTY CONTACTS State Water Board City of Seal Beach Section: Division of Financial Assistance Name: Tatiana Guillen, Project Manager Name: Patrick Gallegos, Public Works Director Address: 1001 I Street, 16th Floor Address: 211 8th Street City, State, Zip: Sacramento, CA 95814 City, State, Zip: Seal Beach, CA 90740 Phone: (916) 449-5295 Phone: (562) 431-2527 x1308 Email: tatiana.guillen@waterboards.ca.gov DrinkingWaterSRF@waterboards.ca.gov Email: pgallegos@sealbeachca.gov The Recipient may change its contact upon written notice to the Division, which notice shall be accompanied by authorization from the Recipient’s Authorized Representative. The State Water Board will notify the Recipient of any changes to its contact. While the foregoing are contacts for day-to-day communications regarding Project work, the Recipient shall provide official communications and events of Notice as set forth in Exhibit C to the Division’s Deputy Director. 5. DEFINITIONS. Unless otherwise specified, each capitalized term used in this Agreement has the following meaning: “Additional Payments" means the reasonable extraordinary fees and expenses of the State Water Board, and of any assignee of the State Water Board's right, title, and interest in and to this Agreement, in connection with this Agreement, including all expenses and fees of accountants, trustees, staff, contractors, consultants, costs, insurance premiums and all other extraordinary costs reasonably incurred by the State Water Board or assignee of the State Water Board. "Allowance" means an amount based on a percentage of the accepted bid for an eligible project to help defray the planning, design, and construction engineering and administration costs of the Project. “Agreement” means this agreement, including all exhibits and attachments hereto. "Authorized Representative" means the duly appointed representative of the Recipient as set forth in the certified original of the Recipient’s authorizing resolution that designates the authorized representative by title. "Bank" means the California Infrastructure and Economic Development Bank. “Bond Funded Portion of the Project Funds” means any portion of the Project Funds which was or will be funded with Bond Proceeds. “Bond Proceeds” means original proceeds, investment proceeds, and replacement proceeds of Bonds. "Bonds" means any series of bonds issued by the Bank, the interest on which is excluded from gross income for federal tax purposes, all or a portion of the proceeds of which have been, are, or will be applied by the State Water Board to fund all or any portion of the Project Costs or that are secured in whole or in part by Payments paid hereunder. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 4 of 50 SRF 24ix2025 “Charge In Lieu of Interest” means any fee or charge in lieu of some or all of, but not to exceed, the interest that would otherwise be owed under this Agreement, as set forth in Exhibit E. "Code" as used in Exhibit F of this Agreement means the Internal Revenue Code of 1986, as amended, and any successor provisions and the regulations of the U.S. Department of the Treasury promulgated thereunder. "Completion of Construction" means the date, as determined by the Division after consultation with the Recipient, that the work of building and erection of the Project is substantially complete, and is identified in Exhibit A of this Agreement. “Cover Page” means the front page of this Agreement. “Days” means calendar days unless otherwise expressly indicated. “Debt Service” means, as of any date, with respect to outstanding System Obligations and, in the case of the additional debt tests in Exhibit B of this Agreement, any System Obligations that are proposed to be outstanding, the aggregate amount of principal and interest scheduled to become due (either at maturity or by mandatory redemption), together with any Charge In Lieu of Interest on this Obligation or other System Obligations to the State Water Board, calculated with the following assumptions: a. Principal payments (unless a different subdivision of this definition applies for purposes of determining principal maturities or amortization) are made in accordance with any amortization schedule published for such principal, including any minimum sinking fund payments; b. Interest on a variable rate System Obligation that is not subject to a swap agreement and that is issued or will be issued as a tax-exempt obligation under federal law, is the average of the SIFMA Municipal Swap Index, or its successor index, during the 24 months preceding the date of such calculation; c. Interest on a variable rate System Obligation that is not subject to a swap agreement and that is issued or will be issued as a taxable obligation under federal law, is the average of SOFR, or its successor index, during the 24 months preceding the date of such calculation; d. Interest on a variable rate System Obligation that is subject to a swap agreement is the fixed swap rate or cap strike rate, as appropriate, if the variable rate has been swapped to a fixed rate or capped pursuant to an interest rate cap agreement or similar agreement; e. Interest on a fixed rate System Obligation that is subject to a swap agreement such that all or a portion of the interest has been swapped to a variable rate shall be treated as variable rate debt under subdivisions (b) or (c) of this definition of Debt Service; f. Payments of principal and interest on a System Obligation are excluded from the calculation of Debt Service to the extent such payments are to be paid from amounts then currently on deposit with a trustee or other fiduciary and restricted for the defeasance of such System Obligations; g. If 25% or more of the principal of a System Obligation is not due until its final stated maturity, then principal and interest on that System Obligation may be projected to amortize over the lesser of 30 years or the Useful Life of the financed asset, and interest may be calculated according to subdivisions (b)-(e) of this definition of Debt Service, as appropriate. “Deputy Director” means the Deputy Director of the Division. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 5 of 50 SRF 24ix2025 “District Office” means District Office of the Division of Drinking Water of the State Water Board. "Division" means the Division of Financial Assistance of the State Water Board or any other segment of the State Water Board authorized to administer this Agreement. “Division of Drinking Water” means the Division of Drinking Water of the State Water Board. “Eligible Construction Start Date” means the date set forth on the Cover Page of this Agreement, establishing the date on or after which construction costs may be incurred and eligible for reimbursement hereunder. “Eligible Work Start Date” means the date set forth on the Cover Page of this Agreement, establishing the date on or after which any non-construction costs may be incurred and eligible for reimbursement hereunder. “Enterprise Fund” means the enterprise fund of the Recipient in which Revenues are deposited. “Event of Default” means the occurrence of any of the following events: a) Failure by the Recipient to make any payment required to be paid pursuant to this Agreement, including Payments; b) A representation or warranty made by or on behalf of the Recipient in this Agreement or in any document furnished by or on behalf of the Recipient to the State Water Board pursuant to this Agreement shall prove to have been inaccurate, misleading or incomplete in any material respect; c) A material adverse change in the condition of the Recipient, the Revenues, or the System, which the Division reasonably determines would materially impair the Recipient’s ability to satisfy its obligations under this Agreement. d) Failure by the Recipient to comply with the additional debt test or reserve fund requirement, if any, in Exhibit B or Exhibit D of this Agreement; e) Failure to operate the System or the Project without the Division’s approval; f) Failure by the Recipient to observe and perform any covenant, condition, or provision in this Agreement, which failure shall continue for a period of time, to be determined by the Division; g) The occurrence of a material breach or event of default under any System Obligation or Material Obligation that results in the acceleration of principal or interest or otherwise requires immediate prepayment, repurchase or redemption; h) Initiation of proceedings seeking arrangement, reorganization, or any other relief under any applicable bankruptcy, insolvency, or other similar law; the appointment of or taking possession of the Recipient’s property by a receiver, liquidator, assignee, trustee, custodian, conservator, or similar official; the Recipient’s entering into a general assignment for the benefit of creditors; the initiation of resolutions or proceedings to terminate the Recipient’s existence, or any action in furtherance of any of the foregoing; i) A determination pursuant to Gov. Code section 11137 that the Recipient has violated any provision in Article 9.5 of Chapter 1 of Part 1 of Division 3 of Title 2 of the Government Code; or j) Loss of the Recipient’s rights, licenses, permits, or privileges necessary for the operation of the System or the Project, or the occurrence of any material restraint on the Recipient’s enterprise by a government agency or court order. “Final Payment Date” is the date by which all principal and accrued interest due under this Agreement is to be paid in full to the State Water Board and is specified on the Cover Page of this Agreement. “Final Reimbursement Request Date” means the date set forth as such on the Cover Page of this Agreement, after which date, no further Project Funds disbursements may be requested. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 6 of 50 SRF 24ix2025 "Fiscal Year" means the period of twelve (12) months terminating on June 30 of any year, or any other annual period selected and designated by the Recipient as its Fiscal Year in accordance with applicable law. "Force Account" means the use of the Recipient's own employees, equipment, or resources for the Project. “GAAP” means generally accepted accounting principles, the uniform accounting and reporting procedures set forth in publications of the American Institute of Certified Public Accountants or its successor, or by any other generally accepted authority on such procedures, and includes, as applicable, the standards set forth by the Governmental Accounting Standards Board or its successor, or the Uniform System of Accounts, as adopted by the California Public Utilities Commission for water utilities. "Initiation of Construction" means the date that notice to proceed with work is issued for the Project, or, if notice to proceed is not required, the date of commencement of building and erection of the Project. “Listed Event” means, so long as the Recipient has outstanding any System Obligation subject to Rule 15c2-12, any of the events required to be reported with respect to such System Obligation pursuant to Rule 15c2-12(b)(5). “Material Obligation” means an obligation of the Recipient that is material to this transaction, including System Obligations. “Maximum Annual Debt Service” means the maximum amount of Debt Service due on System Obligations in a Fiscal Year during the period commencing with the Fiscal Year for which such calculation is made and within the next five years in which Debt Service for any System Obligations will become due. "Net Revenues" means, for any Fiscal Year, all Revenues received by the Recipient less the Operations and Maintenance Costs for such Fiscal Year. "Obligation" means the obligation of the Recipient to make Payments (including Additional Payments) as provided herein, as evidenced by the execution of this Agreement, proceeds of such obligations being used to fund the Project as specified in the Project Description in Exhibit A and Exhibit B and in the documents thereby incorporated by reference. "Operations and Maintenance Costs" means the reasonable and necessary costs paid or incurred by the Recipient for maintaining and operating the System, determined in accordance with GAAP, including all reasonable expenses of management and repair and all other expenses necessary to maintain and preserve the System in good repair and working order, and including all reasonable and necessary administrative costs of the Recipient that are charged directly or apportioned to the operation of the System, such as salaries and wages of employees, overhead, taxes (if any), the cost of permits, licenses, and charges to operate the System and insurance premiums; but excluding, in all cases depreciation, replacement, and obsolescence charges or reserves therefor and amortization of intangibles. “Parity Obligation” means a debt obligation of the Recipient on parity with this Obligation The Recipient’s Parity Obligations are these:  2025 Loan, pursuant to Loan Agreement dated as of February 19, 2025, by and between the City of Seal Beach and Orange County Water District. “Payment” means any payment due to the State Water Board from the Recipient pursuant to this Agreement. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 7 of 50 SRF 24ix2025 "Policy" means the State Water Board's “Policy for Implementing the Drinking Water State Revolving Fund,” as amended from time to time, including the Intended Use Plan in effect as of the execution date of this Agreement. “Project” means the Project financed by this Agreement as described in Exhibits A and B and in the documents incorporated by reference herein. "Project Completion" means the date, as determined by the Division after consultation with the Recipient, that operation of the Project is initiated or is capable of being initiated, whichever comes first. "Project Costs" means the incurred costs of the Recipient which are eligible for financial assistance under this Agreement, which are allowable costs as defined under the Policy, and which are reasonable, necessary and allocable by the Recipient to the Project under GAAP, and may include capitalized interest. “Project Funds” means all moneys disbursed to the Recipient by the State Water Board for eligible Project Costs pursuant to this Agreement. “Recipient” means the City of Seal Beach. “Records Retention End Date” means the last date that the Recipient is obligated to maintain records and is set forth on the Cover Page of this Agreement. “Regional Water Quality Control Board” or “Regional Water Board” means the appropriate Regional Water Quality Control Board. “Reimbursement Resolution” means the Recipient’s reimbursement resolution identified and incorporated by reference in this Agreement. “Reserve Fund” means the reserve fund required pursuant to Exhibit B of this Agreement. "Revenues" means, for each Fiscal Year, all gross income and revenue received or receivable by the Recipient from the ownership or operation of the System, determined in accordance with GAAP, including (i) all rates, fees, and charges (including connection fees and charges) as received by the Recipient for the services of the System, and (ii) all other income and revenue howsoever derived by the Recipient from the ownership or operation of the System or arising from the System, including all income from a. the deposit or investment of any money in the Enterprise Fund or any rate stabilization fund of the Recipient or held on the Recipient’s behalf, b. any refundable deposits made to establish credit, and c. advances or contributions in aid of construction. For the avoidance of doubt, refundable deposits and advances or contributions are not included in the definition of Revenues. “Rule 15c2-12(b)(5)” means Rule 15c2-12(b)(5) promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 8 of 50 SRF 24ix2025 “Senior Obligation” means a debt obligation of the Recipient that is senior to this Obligation. There are no Senior Obligations. “SRF” means the Drinking Water State Revolving Fund. “State” means State of California. “State Water Board” means the State Water Resources Control Board. “Subordinate Obligation” means a debt obligation of the Recipient that is subordinate to this Obligation. There are no Subordinate Obligations. “System” means all drinking water collection, pumping, transport, treatment, storage, and delivery facilities, including land and easements thereof, owned by the Recipient, including the Project, and all other properties, structures, or works hereafter acquired and constructed by the Recipient and determined to be a part of the System, together with all additions, betterments, extensions, or improvements to such facilities, properties, structures, or works, or any part thereof hereafter acquired and constructed. “System Obligation” means any obligation of the Recipient payable from the Revenues, including but not limited to this Obligation, any Parity Obligation, any Subordinate Obligation, and such additional obligations as may hereafter be issued in accordance with the provisions of such obligations and this Agreement. “Useful Life” means the economically useful life of the Project beginning at Completion of Construction and is set forth in Exhibit A. “Year” means calendar year unless otherwise expressly indicated. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 9 of 50 SRF 24ix2025 IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto. CITY OF SEAL BEACH By:____________________________________ Name: Patrick Gallegos Title: City Manager Date:__________________________________ STATE WATER RESOURCES CONTROL BOARD: By:____________________________________ Name: Joe Karkoski Title: Deputy Director Division of Financial Assistance Date:__________________________________ City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 10 of 50 Exhibit A EXHIBIT A – SCOPE OF WORK A.1. PROJECT DESCRIPTION, USEFUL LIFE, AND SCOPE OF WORK. (a) The Project is the project set forth on the Cover Page of this Agreement. (b) The Useful Life of this Project is at least 30 years. (c) Project Purpose and Description The funding under this Agreement will be used to rehabilitate approximately 4,000 linear feet of leaking pipeline and upgrade existing valves to achieve compliance with California Waterworks Standards. (d) Scope of Work. The Recipient agrees to do the following: The Recipient will rehabilitate approximately 4,000 linear feet of 18-inch diameter waterline. The Recipient will utilize trenchless Cured-In-Place Pipeline technology method, requiring the excavation of access pits for installation and upgrade of two existing valves. A.2. STANDARD PROJECT REQUIREMENTS. A.2.1 Acknowledgements. The Recipient shall include the following acknowledgement in any document, written report, or brochure prepared in whole or in part pursuant to this Agreement: “Funding for this project has been provided in full or in part through an agreement with the State Water Resources Control Board. California’s Drinking Water State Revolving Fund is capitalized through a variety of funding sources, including grants from the United States Environmental Protection Agency and state bond proceeds. The contents of this document do not necessarily reflect the views and policies of the foregoing, nor does mention of trade names or commercial products constitute endorsement or recommendation for use.” A.2.2 Reports A.2.2.1 Progress Reports. (a) The Recipient must provide a progress report to the Division each quarter, beginning no later than 90 days after execution of this Agreement. (b) The Recipient must provide a progress report with each reimbursement request. Failure to provide a complete and accurate progress report may result in the withholding of Project Funds, as set forth in Exhibit B. (c) A progress report must contain the following information: City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 11 of 50 Exhibit A i. A summary of progress to date including a description of progress since the last report, percent construction complete, percent contractor invoiced, and percent schedule elapsed; ii. A description of compliance with environmental requirements; iii. A listing of change orders including amount, description of work, and change in contract amount and schedule; and iv. Any problems encountered, proposed resolution, schedule for resolution, and status of previous problem resolutions. A.2.2.2 Project Completion Report. (a) The Recipient must submit a Project Completion Report to the Division with a copy to the appropriate District Office on or before the due date established by the Division and the Recipient at the time of final project inspection. The Project Completion Report must include the following: i. Description of the Project, ii. Description of the water quality problem the Project sought to address, iii. Discussion of the Project’s likelihood of successfully addressing that water quality problem in the future, and iv. Summary of compliance with applicable environmental conditions. (b) If the Recipient fails to submit a timely Project Completion Report, the State Water Board may stop processing pending or future applications for new financial assistance, withhold disbursements under this Agreement or other agreements, and begin administrative proceedings. A.2.2.3 As Needed Reports. The Recipient must provide expeditiously, during the term of this Agreement, any reports, data, and information reasonably required by the Division, including but not limited to material necessary or appropriate for evaluation of the funding program or to fulfill any reporting requirements of the state or federal government. A.2.2.4 [Reserved.] A.2.2.5 [Reserved.] A.2.3 Signage. The Recipient shall place a sign at least four feet tall by eight feet wide made of ¾ inch thick exterior grade plywood or other approved material in a prominent location on the Project site and shall maintain the sign in good condition for the duration of the construction period. The sign must include the following disclosure statement and color logos (available from the Division): a. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 12 of 50 Exhibit A b. “Funding for this $3,175,000 LCWA Watermain Lining Project has been provided in full or in part by the Drinking Water State Revolving Fund through an agreement with the State Water Resources Control Board. California’s Drinking Water State Revolving Fund is capitalized through a variety of funding sources, including grants from the United States Environmental Protection Agency and state bond proceeds.” c. The Project sign may include another agency's required promotional information so long as the above logos and disclosure statement are equally prominent on the sign. The sign shall be prepared in a professional manner. A.2.4 Commencement of Operations. Upon Completion of Construction of the Project, the Recipient must expeditiously initiate Project operations. A.3 DATES & DELIVERABLES. (a) Time is of the essence. (b) The Recipient must expeditiously proceed with and complete construction of the Project. (c) The following dates are established as on the Cover Page of this Agreement: i. Eligible Work Start Date ii. Eligible Construction Start Date iii. Completion of Construction Date iv. Final Reimbursement Request Date v. Records Retention End Date vi. Final Payment Date (d) The Recipient must award the prime construction contract timely. (e) The Recipient agrees to start construction no later than six (6) months after execution of this Agreement. (f) The Recipient must deliver any request for extension of the Completion of Construction date no less than 90 days prior to the Completion of Construction date. (g) The undisbursed balance of this Agreement will be deobligated if the Recipient does not provide its final reimbursement request to the Division on or before the Final Reimbursement Request Date. A.4 SCHEDULE. Failure to provide items by the due dates indicated in the table below may constitute a material violation of this Agreement. The Project Manager may adjust the dates in the “Estimated Due Date” column of this table, but Critical Due Date adjustments will require an amendment to this Agreement. The Recipient must complete and submit all work in time to be approved by the Division prior to Project Completion. As applicable for specific submittals, the Recipient must plan adequate time to solicit, receive, and address comments prior to submitting the final submittal. The Recipient must submit the final reimbursement request prior to the Final Reimbursement Request Date set forth on the Cover Page. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 13 of 50 Exhibit A ITEM DESCRIPTION OF SUBMITTAL CRITICAL DUE DATE ESTIMATED DUE DATE SCOPE OF WORK 1 Completion of Construction December 31, 2028 N/A REPORTING 1 Progress Reports N/A Quarterly 2 Final Project Inspection and Certification N/A Upon completion of the Project 3 Project Completion Report N/A June 30, 2029 4 As Needed Information and Reports N/A As Requested by Division BUDGET COSTS AND REIMBURSEMENT 1 First Reimbursement Request No later than 90 days from Agreement Execution Date N/A 2 Final Budget Approval Package N/A August 31, 2026 3 Reimbursement Requests N/A Quarterly 4 Final Reimbursement Request June 30,2029 N/A City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 14 of 50 Exhibit B EXHIBIT B – FUNDING TERMS B.1. FUNDING AMOUNTS AND REIMBURSEMENTS B.1.1 Funding Contingency and Other Sources. (a) If this Agreement’s funding for any fiscal year expires due to reversion or is reduced, substantially delayed, or deleted by the Budget Act, by Executive Order, or by order or action of the Department of Finance, the State Water Board has the option to either cancel this Agreement with no liability accruing to the State Water Board, or offer an amendment to the Recipient to reflect the reduced amount. (b) If funding for Project Costs is made available to the Recipient from sources other than this Agreement, the Recipient must notify the Division. The Recipient may retain such funding up to an amount which equals the Recipient's share of Project Costs. To the extent allowed by requirements of other funding sources, excess funding must be remitted to the State Water Board to be applied to Payments due hereunder, if any. B.1.2 Estimated Reasonable Cost. The estimated reasonable cost of the total Project, including associated planning and design costs is three million one hundred and seventy-five thousand dollars and no cents ($3,175,000). B.1.3 Project Funding Amount. Subject to the terms of this Agreement, the State Water Board agrees to provide Project Funds not to exceed the amount of the Project Funding Amount set forth on the Cover Page of this Agreement. B.1.4 [Reserved.] B. 1.5 Budget Costs. (a) Estimated budget costs are contained in the Summary Project Cost Table below: The Division’s Final Budget Approval and related Form 259 and Form 260 will document a more detailed budget of eligible Project Costs and Project funding amounts. Construction of the Project may be completed in phases with written approval of the Division. If construction proceeds under separate phases, the Recipient must submit a Final Budget Approval package and receive Final Budget Approval from the Division for each phase. ITEM DESCRIPTION TOTAL ESTIMATED COST DWSRF FUNDING AMOUNT A Construction $2,700,000 $2,700,000 B Pre-Purchased Material / Equipment $0 $0 C Real Property or Easement Acquisition $0 $0 D Change Order Contingency $325,000 $325,000 E Force Account $0 $0 F Allowances (Soft Costs) $150,000 $150,000 TOTAL $3,175,000 $3,175,000 City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 15 of 50 Exhibit B Upon written request by the Recipient, the Division may adjust the line items of the budget at the time of Division’s Final Budget Approval(s). Upon written request by the Recipient, the Division may also adjust the line items of the budget at the time of Recipient’s submittal of its final claim. Any line item adjustments to the budget that are due to a change in scope of work will require an Agreement amendment. The sum of adjusted line items in the budget approved through the Final Budget Approval process must not exceed the Project Funding Amount. The Division may also propose budget adjustments. (b) Under no circumstances may the sum of line items in the budget approved through the Final Budget Approval process exceed the Project Funding Amount. Any increase in the Project Funding Amount will require an Agreement amendment. B.1.6 Contingent Disbursement. (a) The State Water Board’s disbursement of funds hereunder is contingent on the Recipient’s compliance with the terms and conditions of this Agreement. (b) The State Water Board's obligation to disburse Project Funds is contingent upon the availability of sufficient funds to permit the disbursements provided for herein. If sufficient funds are not available for any reason, including but not limited to failure of the federal or State government to appropriate funds necessary for disbursement of Project Funds, the State Water Board shall not be obligated to make any disbursements to the Recipient under this Agreement. This provision shall be construed as a condition precedent to the obligation of the State Water Board to make any disbursements under this Agreement. Nothing in this Agreement shall be construed to provide the Recipient with a right of priority for disbursement over any other entity. If any disbursements due the Recipient under this Agreement are deferred because sufficient funds are unavailable, it is the intention of the State Water Board that such disbursement will be made to the Recipient when sufficient funds do become available, but this intention is not binding. (c) Construction costs and disbursements are not available until after the Division has approved the final budget form submitted by the Recipient for the corresponding costs. (d) No costs incurred prior to the Eligible Work Start Date are eligible for reimbursement. (e) Construction costs incurred prior to the Eligible Construction Start Date are not eligible for reimbursement. (f) Failure to proceed according to the timelines set forth in this Agreement may require the Recipient to repay to the State Water Board all disbursed Project Funds. (g) The Recipient agrees to ensure that its final reimbursement request is received by the Division no later than the Final Reimbursement Request Date. If the final reimbursement request is not received timely, the undisbursed balance of this Agreement will be deobligated. (h) The Recipient is not entitled to interest earned on undisbursed funds. B.1.7 Reimbursement Procedure. Except as may be otherwise provided in this Agreement, disbursement of Project Funds will be made as follows: (a) Upon execution and delivery of this Agreement by both parties, the Recipient may request immediate reimbursement of any eligible incurred planning and design allowance costs through submission to the State Water Board of the Reimbursement Request Form 260 and Form 261, or any amendment thereto, duly completed and executed. To be eligible for reimbursement, Project City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 16 of 50 Exhibit B Costs, including any planning and design allowance costs, must have been incurred in compliance with all applicable requirements, including the state and federal cross-cutting requirements listed in Exhibit C. (b) The Recipient must submit a reimbursement request for costs incurred prior to the date this Agreement is executed by the State Water Board no later than ninety (90) days after this Agreement is executed by the State Water Board. Late reimbursement requests may not be honored. (c) The Recipient may request reimbursement of eligible construction and equipment costs consistent with budget amounts approved by the Division in the Final Budget Approval. (d) Additional Project Funds will be promptly disbursed to the Recipient upon receipt of reimbursement request Form 260 and Form 261, or any amendment thereto, duly completed and executed by the Recipient for incurred costs consistent with this Agreement, along with receipt of progress reports due under Exhibit A. (e) The Recipient must not request reimbursement for any Project Cost until such cost has been incurred and is currently due and payable by the Recipient, although the actual payment of such cost by the Recipient is not required as a condition of reimbursement request. Supporting documentation (e.g., receipts) must be submitted with each reimbursement request. The amount requested for administration costs must include a calculation formula (i.e., hours or days worked times the hourly or daily rate = total amount claimed). Disbursement of Project Funds will be made only after receipt of a complete, adequately supported, properly documented, and accurately addressed reimbursement request. Upon request by the Division, supporting documents for professional and administrative services must include the employees’ names, classifications, labor rates, hours worked, and descriptions of the tasks performed. Reimbursement requests submitted without supporting documents may be wholly or partially withheld at the discretion of the Division. (f) The Recipient must spend Project Funds within 30 days of receipt. If the Recipient earns interest earned on Project Funds, it must report that interest immediately to the State Water Board. The State Water Board may deduct earned interest from future disbursements. (g) The Recipient shall not request a reimbursement unless that Project Cost is allowable, reasonable, and allocable. (h) Notwithstanding any other provision of this Agreement, no disbursement shall be required at any time or in any manner which is in violation of or in conflict with federal or state laws, policies, or regulations. (i) No work or travel outside the State of California is permitted under this Agreement unless the Division provides prior written authorization. Failure to comply with this restriction may result in termination this Agreement, pursuant to Exhibit C. Any reimbursement for necessary travel and per diem shall be at rates not to exceed those set by the California Department of Human Resources at http://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx. as of the date costs are incurred by the Recipient. B.1.8 Withholding of Disbursements. Notwithstanding any other provision of this Agreement, the State Water Board may withhold all or any portion of the Project Funds upon the occurrence of any of the following events: City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 17 of 50 Exhibit B (a) The Recipient’s failure to maintain reasonable progress on the Project as determined by the Division; (b) Placement on the ballot or passage of an initiative or referendum to repeal or reduce the Recipient’s taxes, assessments, fees, or charges levied for operation of the System or payment of debt service on System Obligations; (c) Commencement of litigation or a judicial or administrative proceeding related to the Project, System, or Revenues that the State Water Board determines may impair the timely satisfaction of Recipient’s obligations under this Agreement; (d) Any investigation by the State Water Board, District Attorney, California State Auditor, Bureau of State Audits, the USEPA Office of Inspector General, the Internal Revenue Service, Securities and Exchange Commission, a grand jury, or any other state or federal agency, relating to the Recipient’s financial management, accounting procedures, or internal fiscal controls; (e) A material adverse change in the condition of the Recipient, the Revenues, or the System, that the Division reasonably determines would materially impair the Recipient’s ability to satisfy its obligations under this Agreement, or any other event that the Division reasonably determines would materially impair the Recipient’s ability to satisfy its obligations under this Agreement; (f) The Recipient’s material violation of, or threat to materially violate, any term of this Agreement; (g) Suspicion of fraud, forgery, embezzlement, theft, or any other misuse of public funds by the Recipient or its employees, or by its contractors or agents regarding the Project or the System; (h) An event requiring Notice as set forth in Exhibit C; (i) An Event of Default or an event that the Division determines may become an Event of Default. B.1.9 Fraud and Misuse of Public Funds; Enforcement. All requests for reimbursement submitted must be accurate and signed by the Recipient’s Authorized Representative under penalty of perjury. All costs submitted pursuant to this Agreement must only be for the work or tasks set forth in this Agreement. The Recipient must not submit any invoice containing costs that are ineligible or have been reimbursed from other funding sources unless required and specifically noted as such (i.e., match costs). Any eligible costs for which the Recipient is seeking reimbursement shall not be reimbursed from any other source. Double or multiple billing for time, services, or any other eligible cost is improper and will not be compensated. Any suspected occurrences of fraud, forgery, embezzlement, theft, or any other misuse of public funds may result in suspension of disbursements and, notwithstanding any other section in this Agreement, the termination of this Agreement requiring the repayment of all Project Funds disbursed hereunder. Additionally, the Deputy Director of the Division may request an audit; refer the matter for appropriate administrative action, including but not limited to the recovery of financial assistance provided and the imposition of civil penalties; and/or refer the matter to the Attorney General’s Office or the appropriate district attorney’s office for criminal prosecution or the imposition of civil liability. A person who knowingly makes or causes to be made any false statement, material misrepresentation, or false certification in any submittal may be subject to a civil penalty, criminal fine, or imprisonment. (Wat. Code, § 13490 et seq.) B.2 RECIPIENT’S PAYMENT OBLIGATION, PLEDGE, AND RESERVE B.2.1 Project Costs. The Recipient must pay any and all costs connected with the Project including, without limitation, any and all Project Costs and Additional Payments. If the Project Funds are not sufficient to pay the Project Costs in full, the Recipient must nonetheless complete the Project and pay that portion of the Project Costs in City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 18 of 50 Exhibit B excess of available Project Funds, and shall not be entitled to any reimbursement therefor from the State Water Board. B.2.2 Estimated Principal Payment Due. The estimated amount of principal that will be due to the State Water Board from the Recipient under this Agreement is three million one hundred and seventy-five thousand dollars and no cents ($3,175,000). B.2.3 Interest Rate and In-Lieu of Interest Charges. (a) The Recipient agrees to make all Payments according to the schedule in Exhibit E, and as otherwise set forth herein, at an interest rate of two and ten hundredths percent (2.10%) per annum. (b) Interest will accrue beginning with each disbursement. (c) In lieu of, and not to exceed, interest otherwise due under this Agreement, the Recipient agrees to pay the following charge(s), as further set forth in Exhibit E:  an Administrative Service Charge  a Drinking Water Small Community Emergency Grant Fund Charge B.2.4 [Reserved.] B.2.5 Obligation Absolute. The obligation of the Recipient to make the Payments and other payments required to be made by it under this Agreement, from the Net Revenues, is absolute and unconditional, and until such time as the Payments and Additional Payments have been paid in full, the Recipient must not discontinue or suspend any Payments or other payments required to be made by it hereunder when due, whether or not the Project, or any related part thereof is operating or operable or has been completed, or its use is suspended, interfered with, reduced or curtailed or terminated in whole or in part, and such Payments and other payments shall not be subject to reduction whether by offset or otherwise and shall not be conditional upon the performance or nonperformance by any party of any agreement for any cause whatsoever. B.2.6 Payment Timing. (a) The Recipient must pay interest annually, by December 31st of each year, until one year after Completion of Construction. Beginning no later than one year after Completion of Construction, the Recipient must make annual Payment of the principal of the Project Funds, together with all interest accruing thereon by December 31st. The Recipient must make Payments fully amortizing the total principal of the Project by the Final Payment Date. Payments are based on a standard fully amortized assistance amount with equal annual payments. (b) The remaining balance is the previous balance, plus the disbursements, plus the accrued interest on both, plus any Charge In Lieu of Interest, less the Payment. Payment calculations will be made beginning one (1) year after Completion of Construction. Exhibit E is a payment schedule based on the provisions of this Exhibit and an estimated disbursement schedule. Actual payments will be based on actual disbursements. (c) Upon Completion of Construction and submission of necessary reports by the Recipient, the Division will prepare an appropriate payment schedule and supply the same to the Recipient. The Division may amend this schedule as necessary to accurately reflect amounts due under this Agreement. The Division City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 19 of 50 Exhibit B will prepare any necessary amendments to the payment schedule and send them to the Recipient. The Recipient must make each Payment on or before the due date therefor. A ten (10) day grace period will be allowed, after which time a penalty in the amount of costs incurred by the State Water Board will be assessed for late payment. These costs may include, but are not limited to, lost interest earnings, staff time, bond debt service default penalties, if any, and other related costs. For purposes of penalty assessment, payment will be deemed to have been made if payment is deposited in the U.S. Mail within the grace period with postage prepaid and properly addressed. Any penalties assessed will not be added to the assistance amount balance, but will be treated as a separate account and obligation of the Recipient. The interest penalty will be assessed from the payment due date. (d) The Recipient is obligated to make all payments required by this Agreement to the State Water Board, notwithstanding any individual default by its constituents or others in the payment to the Recipient of fees, charges, taxes, assessments, tolls or other charges ("Charges") levied or imposed by the Recipient. The Recipient must provide for the punctual payment to the State Water Board of all amounts which become due under this Agreement and which are received from constituents or others in the payment to the Recipient. In the event of failure, neglect or refusal of any officer of the Recipient to levy or cause to be levied any Charge to provide payment by the Recipient under this Agreement, to enforce or to collect such Charge, or to pay over to the State Water Board any money collected on account of such Charge necessary to satisfy any amount due under this Agreement, the State Water Board may take such action in a court of competent jurisdiction as it deems necessary to compel the performance of all duties relating to the imposition or levying and collection of any of such Charges and the payment of the money collected therefrom to the State Water Board. Action taken pursuant hereto shall not deprive the State Water Board of, or limit the application of, any other remedy provided by law or by this Agreement. (e) Each Payment must be paid in lawful money of the United States of America by check or other acceptable form of payment set forth at www.waterboards.ca.gov/make_a_payment. The Recipient must pay Payments and Additional Payments from Net Revenues and/or other amounts legally available to the Recipient therefor. B.2.7 Pledged Revenues. B.2.7.1 Establishment of Enterprise Fund and Reserve Fund. In order to carry out its System Obligations, the Recipient covenants that it shall establish and maintain or shall have established and maintained the Enterprise Fund. All Revenues received shall be deposited when and as received in trust in the Enterprise Fund. As required in this Exhibit, the Recipient must establish and maintain a Reserve Fund. B.2.7.2 Pledge of Net Revenues, Enterprise Fund, and Reserve Fund. The Obligation hereunder shall be secured by a lien on and pledge of the Enterprise Fund, Net Revenues, and any Reserve Fund on parity with the Parity Obligations. The Recipient hereby pledges and grants such lien on and pledge of the Enterprise Fund, Net Revenues, and any Reserve Fund to secure the Obligation, including payment of Payments and Additional Payments hereunder. The Enterprise Fund, Net Revenues in the Enterprise Fund, and any Reserve Fund shall be subject to the lien of such pledge without any physical delivery thereof or further act, and the lien of such pledge shall be valid and binding as against all parties having claims of any kind in tort, contract, or otherwise against the Recipient. B.2.7.3 Application and Purpose of the Enterprise Fund. Subject to the provisions of any outstanding System Obligation, money on deposit in the Enterprise Fund shall be applied and used first, to pay Operations and Maintenance Costs, and thereafter, all amounts due and payable with respect to the System Obligations in order of priority. After making all payments City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 20 of 50 Exhibit B hereinabove required to be made in each Fiscal Year, the Recipient may expend in such Fiscal Year any remaining money in the Enterprise Fund for any lawful purpose of the Recipient. B.2.8 No Prepayment. Pursuant to State Water Board’s Debt Management Policy, adopted on October 3, 2017, the Recipient may not prepay any portion of the principal and interest due under this Agreement without the written consent of the Deputy Director of the Division. B.2.9 Reserve Fund. Prior to Completion of Construction, the Recipient must establish a restricted Reserve Fund, held in its Enterprise Fund, equal to one year’s Debt Service on this Obligation. The Recipient must maintain the Reserve Fund throughout the term of this Agreement. The Reserve Fund is subject to lien and pledged as security for this Obligation, and its use is restricted to payment of this Obligation during the term of this Agreement. B.3 RATES, FEES AND CHARGES. (a) The Recipient must, to the extent permitted by law, fix, prescribe and collect rates, fees and charges for the System during each Fiscal Year which are reasonable, fair, and nondiscriminatory and which will be sufficient to generate Revenues in the amounts necessary to cover Operations and Maintenance Costs, and must ensure that Net Revenues are equal to the sum of (i) at least 120% of the Maximum Annual Debt Service with respect to all outstanding System Obligations senior to and on parity with the Obligation and (ii) at least 100% of the Maximum Annual Debt Service with respect to all outstanding System Obligations subordinate to the Obligation, so long as System Obligations other than this Obligation are outstanding. Upon defeasance of all System Obligations other than this Obligation, this ratio must be at least 120%, except where System Obligations are defeased pursuant to refunding obligations. (b) The Recipient may make adjustments from time to time in such fees and charges and may make such classification thereof as it deems necessary, but shall not reduce the rates, fees and charges then in effect unless the Net Revenues from such reduced rates, fees, and charges will at all times be sufficient to meet the requirements of this section. (c) Upon consideration of a voter initiative to reduce Revenues, the Recipient must make a finding regarding the effect of such a reduction on the Recipient's ability to satisfy the rate covenant set forth in this Section. The Recipient must make its findings available to the public. The Recipient’s Authorized Representative must request, if necessary, the authorization of the Recipient’s decision-maker or decision-making body to file litigation to challenge any such initiative that it finds will render it unable to satisfy the rate covenant set forth in this Agreement and its obligation to operate and maintain the Project for its Useful Life. The Recipient must diligently pursue and bear any and all costs related to such challenge. The Recipient must notify and regularly update the State Water Board regarding the status of any such challenge. B.4 ADDITIONAL DEBT (a) The Recipient’s future debt that is secured by Revenues pledged herein may not be senior to this Obligation. (b) The Recipient may issue additional parity or subordinate debt only if all of the following conditions are met: City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 21 of 50 Exhibit B i. No Event of Default (or no event with respect to which notice has been given and which, once all notice of grace periods have passed, would constitute an Event of Default) has occurred and is continuing; ii. Net Revenues in the most recent Fiscal Year, excluding transfers from a rate stabilization fund, if any, meet the ratio for rate covenants set forth in this Exhibit with respect to any outstanding and proposed additional obligations; iii. The Recipient is in compliance with any reserve fund requirement of this Obligation. B.5 NO LIENS. The Recipient must not make any pledge of or place any lien on the Project, System, or Revenues except as otherwise provided or permitted by this Agreement. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 22 of 50 Exhibit C EXHIBIT C – GENERAL & PROGRAMMATIC TERMS & CONDITIONS C.1 REPRESENTATIONS & WARRANTIES. The Recipient represents, warrants, and commits to the following as of the Eligible Work Start Date and continuing thereafter for the term of this Agreement. C.1.1 Application and General Recipient Commitments. The Recipient has not made any untrue statement of a material fact in its application for this financial assistance, or omitted to state in its application a material fact that makes the statements in its application not misleading. The Recipient agrees to comply with all terms, provisions, conditions, and commitments of this Agreement, including all incorporated documents. The Recipient agrees to fulfill all assurances, declarations, representations, and commitments in its application, accompanying documents, and communications filed in support of its request for funding under this Agreement. C.1.2 Authorization and Validity. The execution and delivery of this Agreement, including all incorporated documents, has been duly authorized by the Recipient. Upon execution by both parties, this Agreement constitutes a valid and binding obligation of the Recipient, enforceable in accordance with its terms, except as such enforcement may be limited by law. C.1.3 No Violations. The execution, delivery, and performance by Recipient of this Agreement, including all incorporated documents, do not violate any provision of any law or regulation in effect as of the date of execution of this Agreement by the Recipient, or result in any breach or default under any contract, obligation, indenture, or other instrument to which Recipient is a party or by which Recipient is bound as of the date of execution of this Agreement by the Recipient. C.1.4 No Litigation. There are, as of the date of execution of this Agreement by the Recipient, no pending or, to Recipient’s knowledge, threatened actions, claims, investigations, suits, or proceedings before any governmental authority, court, or administrative agency which materially affect, or, if resolved unfavorably to the Recipient, would materially affect the financial condition or operations of the Recipient, the System, the Revenues, and/or the Project. There are no proceedings, actions, or offers by a public entity to acquire by purchase or the power of eminent domain the System or any of the real or personal property related to or necessary for the Project. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 23 of 50 Exhibit C C.1.5 Property Rights and Water Rights. The Recipient owns or has sufficient property rights in the Project property for the longer of the Useful Life or the term of this Agreement, either in fee simple or for a term of years that is not subject to third-party revocation during the Useful Life of the Project. The Recipient possesses all water rights necessary for this Project. C.1.6 Solvency and Insurance. None of the transactions contemplated by this Agreement will be or have been made with an actual intent to hinder, delay, or defraud any present or future creditors of Recipient. The Recipient is solvent and will not be rendered insolvent by the transactions contemplated by this Agreement. The Recipient is able to pay its debts as they become due. The Recipient maintains sufficient insurance coverage considering the scope of this Agreement, including, for example but not necessarily limited to, general liability, automobile liability, workers compensation and employer liability, professional liability. C.1.7 Legal Status and Eligibility. The Recipient is duly organized and existing and in good standing under the laws of the State of California. Recipient must at all times maintain its current legal existence and preserve and keep in full force and effect its legal rights and authority. The Recipient acknowledges that changes to its legal or financial status may affect its eligibility for funding under this Agreement and commits to maintaining its eligibility. Within the preceding ten years, the Recipient has not failed to demonstrate compliance with state or federal audit disallowances. C.1.8 Financial Statements and Continuing Disclosure. The financial statements of Recipient previously delivered to the State Water Board as of the date(s) set forth in such financial statements: (a) are materially complete and correct; (b) present fairly the financial condition of the Recipient; and (c) have been prepared in accordance with GAAP. Since the date(s) of such financial statements, there has been no material adverse change in the financial condition of the Recipient, nor have any assets or properties reflected on such financial statements been sold, transferred, assigned, mortgaged, pledged or encumbered, except as previously disclosed in writing by Recipient and approved in writing by the State Water Board. The Recipient is current in its continuing disclosure obligations associated with its material debt, if any. C.1.9 System Obligations The Recipient has no System Obligations other than those defined in this Agreement. C.1.10 No Other Material Obligations. The Recipient has no Material Obligations except as set forth in this paragraph:  The Financial Participation Agreement, dated as of December 14, 2017, by and between the City of Seal Beach and the West Orange County Water Board. C.1.11 Compliance with State Water Board Funding Agreements. The Recipient represents that it is in compliance with all State Water Board funding agreements to which it is a party. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 24 of 50 Exhibit C C.2 DEFAULTS AND REMEDIES In addition to any other remedy set forth in this Agreement, the following remedies are available under this Agreement. C.2.1 Return of Funds; Acceleration; and Additional Payments. Notwithstanding any other provision of this Agreement, if the Division determines that an Event of Default has occurred, the Recipient may be required, upon demand, immediately to do each of the following: i. return to the State Water Board any grant or principal forgiveness amounts received pursuant to this Agreement; ii. accelerate the payment of any principal owed under this Agreement, all of which shall be immediately due and payable; iii. pay interest at the highest legal rate on all of the foregoing; and iv. pay any Additional Payments. C.2.3 Administrative remedies. Whenever the State Water Board determines that the Recipient, the Recipient’s contractor, consultant, employee, agent, assignee, or grantee has violated any requirement or term of the Agreement, the State Water Board may impose civil penalties in accordance with Water Code, section 13497. The State Water Board may impose civil liability administratively against the Recipient or the Recipient’s consultant or contractor or other agent furnishing any information related to funds disbursed or costs claimed for reimbursement if the Recipient or the Recipient’s consultant or contractor or other agent fails to personally attest that the information is true, accurate, and complete the best of one’s knowledge. (Wat. Code, § 13498.) The State Water Board may impose civil liability administratively against any person who makes a misrepresentation in any submittal to the State Water Board, including, but not limited to, an application, report, certification, record, invoice, form, or other document that is submitted to the State Water Board relating to a financial assistance agreement. (Wat. Code, § 13499.) C.2.4 Judicial remedies. Whenever the State Water Board determines that an Event of Default shall have occurred, the State Water Board may enforce its rights under this Agreement by any judicial proceeding, whether at law or in equity. Without limiting the generality of the foregoing, the State Water Board may: i. by suit in equity, require the Recipient to account for amounts relating to this Agreement as if the Recipient were the trustee of an express trust; ii. by mandamus or other proceeding, compel the performance by the Recipient and any of its officers, agents, and employees of any duty under the law or of any obligation or covenant under this Agreement, including but not limited to the imposition and collection of rates for the services of the System sufficient to meet all requirements of this Agreement; and iii. take whatever action at law or in equity as may appear necessary or desirable to the State Water Board to collect the Payments then due or thereafter to become due, or to enforce performance of any obligation or covenant of the Recipient under this Agreement. Upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the State Water Board under this Agreement, the State Water Board may make application for the appointment of a City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 25 of 50 Exhibit C receiver or custodian of the Revenues, pending such proceeding, with such power as the court making such appointment may confer. C.2.5 Termination. Upon an Event of Default, the State Water Board may terminate this Agreement. Interest shall accrue on all amounts due at the highest legal rate of interest from the date that the State Water Board delivers notice of termination to the Recipient. C.2.6 Damages for Breach of Tax-Exempt Status. In the event that any breach of any of the provisions of this Agreement by the Recipient results in the loss of tax-exempt status for any bonds of the State or any subdivision or agency thereof, or if such breach results in an obligation on the part of the State or any subdivision or agency thereof to reimburse the federal government by reason of any arbitrage profits, the Recipient must immediately reimburse the State or any subdivision or agency thereof in an amount equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach. C.2.7 Damages for Breach of Federal Conditions. In the event that any breach of any of the provisions of this Agreement by the Recipient results in the failure of Project Funds to be used pursuant to the provisions of this Agreement, or if such breach results in an obligation on the part of the State or any subdivision or agency thereof to reimburse the federal government, the Recipient must immediately reimburse the State or any subdivision or agency thereof in an amount equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach. C.2.8 Remedies and Limitations. None of the remedies available to the State Water Board shall be exclusive of any other remedy, and each such remedy shall be cumulative and in addition to every other remedy given hereunder or now or hereafter existing at law or in equity. The State Water Board may exercise any remedy, now or hereafter existing, without exhausting and without regard to any other remedy. Any claim of the Recipient is limited to the rights and remedies provided to the Recipient under this Agreement and is subject to the claims procedures provided to the Recipient under this Agreement. C.2.9 Non-Waiver. Nothing in this Agreement shall affect or impair the Recipient’s Obligation to pay Payments as provided herein or shall affect or impair the right of the State Water Board to bring suit to enforce such payment. No delay or omission of the State Water Board in the exercise of any right arising upon an Event of Default shall impair any such right or be construed to be a waiver of any such Event of Default. The State Water Board may exercise from time to time and as often as shall be deemed expedient by the State Water Board, any remedy or right provided by law or pursuant to this Agreement. C.2.10 Status Quo. If any action to enforce any right or exercise any remedy shall be brought and either discontinued or determined adversely to the State Water Board, then the State Water Board shall be restored to its former position, rights and remedies as if no such action had been brought. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 26 of 50 Exhibit C C.3 STANDARD CONDITIONS C.3.1 Access, Inspection, and Public Records. The Recipient must ensure that the State Water Board, the Governor of the State, the USEPA, the USEPA’s Office of Inspector General, any member of Congress, or any authorized representative of the foregoing, will have safe and suitable access to the Project site at all reasonable times during Project construction and thereafter for the term of the Agreement. The Recipient acknowledges that, except for a subset of information regarding archaeological records, the Project records and locations are public records, including but not limited to all of the submissions accompanying the application, all of the documents incorporated into this Agreement by reference, and all reports, reimbursement requests, and supporting documentation submitted hereunder. C.3.2 Accounting and Auditing Standards; Financial Management Systems; Records Retention. (a) The Recipient must maintain project accounts according to GAAP as issued by the Governmental Accounting Standards Board (GASB) or its successor. The Recipient must maintain GAAP-compliant project accounts, including GAAP requirements relating to the reporting of infrastructure assets. (b) The Recipient must comply with federal standards for financial management systems. The Recipient agrees that, at a minimum, its fiscal control and accounting procedures will be sufficient to permit preparation of reports required by the federal government and tracking of Project funds to a level of expenditure adequate to establish that such funds have not been used in violation of federal or state law or the terms of this Agreement. To the extent applicable, the Recipient must comply with the provisions and requirements of the federal Single Audit Act (SAA) of 1984, 2 CFR part 200, subpart F, and 2 CFR section 200.302, and updates or revisions thereto, including but not limited to:  Maintain an annual (Fiscal Year) accounting system and identify all expenditures of federal financial assistance;  Conduct a SAA audit using an independent auditor in those Fiscal Years when expenditures of total federal financial assistance equal or exceed the applicable threshold in 2 CFR section 200.501, and submit the SAA audit to the Federal Audit Clearinghouse within the earlier of thirty (30) calendar days after receipt of the auditor’s report(s) or nine (9) months of the end of the audit period;  Notify the Division when a SAA audit has been conducted and submitted to the Federal Audit Clearinghouse;  Notify and provide the Division with a copy of the SAA audit within thirty (30) days of completion of the audit;  Inform the Division of findings and recommendations pertaining to federal financial assistance provided through the State Water Board contained in SAA audits conducted by the Recipient;  Initiate corrective actions for audit reports with findings and recommendations that impact federal financial assistance provided through the State Water Board and notify the Division when corrective actions are complete. (c) Without limitation of the requirement to maintain Project accounts in accordance with GAAP, the Recipient must: i. Establish an official file for the Project which adequately documents all significant actions relative to the Project; ii. Establish separate accounts which will adequately and accurately depict all amounts received and expended on the Project, including all assistance funds received under this Agreement; City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 27 of 50 Exhibit C iii. Establish separate accounts which will adequately depict all income received which is attributable to the Project, specifically including any income attributable to assistance funds disbursed under this Agreement; iv. Establish an accounting system which will accurately depict final total costs of the Project, including both direct and Indirect Costs; v. Establish such accounts and maintain such records as may be necessary for the State to fulfill federal reporting requirements, including any and all reporting requirements under federal tax statutes or regulations; and vi. If Force Account is used by the Recipient for any phase of the Project, other than for planning, design, and construction engineering and administration provided for by allowance, accounts will be established which reasonably document all employee hours charged to the Project and the associated tasks performed by each employee. (d) The Recipient must maintain separate books, records and other material relative to the Project. The Recipient must also retain such books, records, and other material for itself and for each contractor or subcontractor who performed or performs work on this project for a minimum of thirty-six (36) years after Completion of Construction. The Recipient must require that such books, records, and other material are subject at all reasonable times (at a minimum during normal business hours) to inspection, copying, and audit by the State Water Board, the California State Auditor, the Bureau of State Audits, the USEPA, the USEPA’s Office of Inspector General, the Internal Revenue Service, the Governor, or any authorized representatives of the aforementioned. The Recipient must allow and must require its contractors to allow interviews during normal business hours of any employees who might reasonably have information related to such records. The Recipient agrees to include a similar duty regarding audit, interviews, and records retention in any contract or subcontract related to the performance of this Agreement. The provisions of this section survive the term of this Agreement. C.3.3 Amendment. No amendment or variation of the terms of this Agreement shall be valid unless made in writing and signed by both the Recipient and the Deputy Director or designee. Requests for amendments must be in writing and directed to the contact listed in Section 4 and to the Division’s Chief of Loans and Grants Administration Section. C.3.4 Assignability. This Agreement is not assignable by the Recipient, either in whole or in part, without the consent of the State Water Board in the form of a formal written amendment to this Agreement. C.3.5 Audit. (a) The Division may call for an audit of financial information relative to the Project if the Division determines that an audit is desirable to assure program integrity or if an audit becomes necessary because of state or federal requirements. If an audit is called for, the audit must be performed by a certified public accountant independent of the Recipient and at the cost of the Recipient. The audit must be in the form required by the Division. (b) Audit disallowances must be returned to the State Water Board. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 28 of 50 Exhibit C C.3.6 Bonding. Where contractors are used, the Recipient must not authorize construction to begin until each contractor has furnished a performance bond in favor of the Recipient in the following amounts: faithful performance (100%) of contract value; labor and materials (100%) of contract value. This requirement shall not apply to any contract for less than $25,000.00. C.3.7 Competitive Bidding Recipient must adhere to any applicable state law or local ordinance for competitive bidding and applicable labor laws. C.3.8 Compliance with Applicable Laws, Rules, and Requirements. The Recipient must, at all times, comply with and require its contractors and subcontractors to comply with all applicable federal and state laws, rules, guidelines, regulations, and requirements. Without limitation of the foregoing, to the extent applicable, the Recipient must: (a) Comply with the provisions of the adopted environmental mitigation plan, if any, for the term of this Agreement; (b) Comply with the Policy; and (c) Comply with and require compliance with the state and federal requirements set forth elsewhere in this Agreement. C.3.9 Computer Software. The Recipient certifies that it has appropriate systems and controls in place to ensure that state funds will not be used in the performance of this Agreement for the acquisition, operation or maintenance of computer software in violation of copyright laws. C.3.10 Conflict of Interest. The Recipient certifies that its owners, officers, directors, agents, representatives, and employees are in compliance with applicable state and federal conflict of interest laws. C.3.11 Continuous Use of Project; No Lease, Sale, Transfer of Ownership, or Disposal of Project The Recipient agrees that, except as provided in this Agreement, it will not abandon, substantially discontinue use of, lease, sell, transfer ownership of, or dispose of all or a significant part or portion of the Project during the Useful Life of the Project without prior written approval of the Division. Such approval may be conditioned as determined to be appropriate by the Division, including a condition requiring repayment of all disbursed Project Funds or all or any portion of all remaining funds covered by this Agreement together with accrued interest and any penalty assessments that may be due. C.3.12 Data Management. The Recipient will undertake appropriate data management activities so that Project data can be incorporated into statewide data systems. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 29 of 50 Exhibit C C.3.13 Disputes. (a) The Recipient may appeal a staff decision within 30 days to the Deputy Director of the Division or designee, for a final Division decision. The Recipient may appeal a final Division decision to the State Water Board within 30 days. The Office of the Chief Counsel of the State Water Board will prepare a summary of the dispute and make recommendations relative to its final resolution, which will be provided to the State Water Board’s Executive Director and each State Water Board Member. Upon the motion of any State Water Board Member, the State Water Board will review and resolve the dispute in the manner determined by the State Water Board. Should the State Water Board determine not to review the final Division decision, this decision will represent a final agency action on the dispute. (b) This clause does not preclude consideration of legal questions, provided that nothing herein shall be construed to make final the decision of the State Water Board, or any official or representative thereof, on any question of law. (c) Recipient must continue with the responsibilities under this Agreement during any dispute. (d) This section relating to disputes does not establish an exclusive procedure for resolving claims within the meaning of Government Code sections 930 and 930.4. C.3.15 Environmental Clearance. (a) No work that is subject to CEQA or NEPA may proceed under this Agreement unless the State Water Board has provided environmental clearance. The State Water Board may require changes in the scope of work or additional mitigation as a condition to providing construction or implementation funding under this Agreement. Recipient shall not perform any work subject to CEQA and/or NEPA before the State Water Board completes its environmental review and specifies any changes in scope or additional mitigation that may be required. Proceeding with work subject to CEQA and/or NEPA without approval by the State Water Board shall constitute a breach of a material provision of this Agreement. (b) If this Project includes modification of a river or stream channel, the Recipient must fully mitigate environmental impacts resulting from the modification. The Recipient must provide documentation that the environmental impacts resulting from such modification will be fully mitigated considering all of the impacts of the modification and any mitigation, environmental enhancement, and environmental benefit resulting from the Project, and whether, on balance, any environmental enhancement or benefit equals or exceeds any negative environmental impacts of the Project. C.3.16 Governing Law. This Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. C.3.17 Income Restrictions. The Recipient agrees that any refunds, rebates, credits, or other amounts (including any interest thereon) accruing to or received by the Recipient under this Agreement must be paid by the Recipient to the State Water Board, to the extent that they are properly allocable to costs for which the Recipient has been reimbursed by the State Water Board under this Agreement. C.3.18 Indemnification and State Reviews. The parties agree that review or approval of Project plans and specifications by the State Water Board is for administrative purposes only, including conformity with application and eligibility criteria, and expressly not for the purposes of design defect review or construction feasibility, and does not relieve the Recipient City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 30 of 50 Exhibit C of its responsibility to properly plan, design, construct, operate, and maintain the Project. To the extent permitted by law, the Recipient agrees to indemnify, defend, and hold harmless the State Water Board, the Bank, and any trustee, and their officers, employees, and agents for the Bonds, if any (collectively, "Indemnified Persons"), against any loss or liability arising out of any claim or action brought against any Indemnified Persons from and against any and all losses, claims, damages, liabilities, or expenses, of every conceivable kind, character, and nature whatsoever arising out of, resulting from, or in any way connected with (1) the System or the Project or the conditions, occupancy, use, possession, conduct, or management of, work done in or about, or the planning, design, acquisition, installation, or construction, of the System or the Project or any part thereof; (2) the carrying out of any of the transactions contemplated by this Agreement or any related document; (3) any violation of any applicable law, rule or regulation, any environmental law (including, without limitation, the Federal Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act, the California Hazardous Substance Account Act, the Federal Water Pollution Control Act, the Clean Air Act, the Toxic Substances Control Act, the Occupational Safety and Health Act, the Safe Drinking Water Act, the California Hazardous Waste Control Law, and California Water Code Section 13304, and any successors to said laws), rule or regulation or the release of any toxic substance on or near the System or the Project; or (4) any untrue statement or alleged untrue statement of any material fact or omission or alleged omission to state a material fact necessary to make the statements required to be stated therein, in light of the circumstances under which they were made, not misleading with respect to any information provided by the Recipient for use in any disclosure document utilized in connection with any of the transactions contemplated by this Agreement, except those arising from the gross negligence or willful misconduct of the Indemnified Persons. The Recipient must also provide for the defense and indemnification of the Indemnified Persons in any contractual provision extending indemnity to the Recipient in any contract let for the performance of any work under this Agreement, and must cause the Indemnified Persons to be included within the scope of any provision for the indemnification and defense of the Recipient in any contract or subcontract. To the fullest extent permitted by law, the Recipient agrees to pay and discharge any judgment or award entered or made against Indemnified Persons with respect to any such claim or action, and any settlement, compromise or other voluntary resolution. The provisions of this section survive the term of this Agreement. C.3.19 Independent Actor. The Recipient, and its agents and employees, if any, in the performance of this Agreement, shall act in an independent capacity and not as officers, employees, or agents of the State Water Board. C.3.20 Integration. This Agreement constitutes the complete and final agreement between the parties. No oral or written understanding or agreement not incorporated in this Agreement shall be binding on either party. C.3.21 Leveraging Covenants. (a) Notwithstanding any other provision hereof, the Recipient covenants and agrees that it will comply with the Tax Covenants set forth in Exhibit F of this Agreement. (a) The Recipient covenants to furnish such financial, operating and other data pertaining to the Recipient as may be requested by the State Water Board to: (i) enable the State Water Board to cause the issuance of Bonds and provide for security therefor; or (ii) enable any underwriter of Bonds issued for the benefit of the State Water Board to comply with Rule 15c2-12(b)(5). (b) The Recipient further covenants to provide the State Water Board with copies of all continuing disclosure documents or reports that are disclosed pursuant to (i) the Recipient’s continuing disclosure undertaking or undertakings made in connection with any outstanding System Obligation, City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 31 of 50 Exhibit C (ii) the terms of any outstanding System Obligation, or (iii) a voluntary disclosure of information related to an outstanding System Obligation. The Recipient must disclose such documents or reports to the State Water Board at the same time such documents or reports are submitted to any dissemination agent, trustee, nationally recognized municipal securities information repository, the Municipal Securities Rulemaking Board’s Electronic Municipal Market Access (EMMA) website or other person or entity. C.3.22 No Discrimination. (a) The Recipient must comply with Government Code section 11135 and the implementing regulations (Cal. Code Regs, tit. 2, § 14000 et seq.), including, but not limited to, ensuring that no person is unlawfully denied full and equal access to the benefits of, or unlawfully subjected to discrimination in the operation of, the Project or System on the basis of sex, race, color, religion, ancestry, national origin, ethnic group identification, age, mental disability, physical disability, medical condition, genetic information, marital status, or sexual orientation as such terms are defined under California law, for as long as the Recipient retains ownership or possession of the Project. (b) If Project Funds are used to acquire or improve real property, the Recipient must include a covenant of nondiscrimination running with the land in the instrument effecting or recording the transfer of such real property. (c) The Recipient must comply with the federal American with Disabilities Act of 1990 and implementing regulations as required by Government Code section 11135(b). (d) The Recipient’s obligations under this section shall survive the term of this Agreement. (e) During the performance of this Agreement, Recipient and its contractors and subcontractors must not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, sexual orientation, physical disability (including HIV and AIDS), mental disability, medical condition (cancer), age (over 40), marital status, denial of family care leave, or genetic information, gender, gender identity, gender expression, or military and veteran status. (f) The Recipient, its contractors, and subcontractors must ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. (g) The Recipient, its contractors, and subcontractors must comply with the provisions of the Fair Employment and Housing Act and the applicable regulations promulgated thereunder. (Gov. Code, §12990, subds. (a)-(f) et seq.;Cal. Code Regs., tit. 2, § 7285 et seq.) Such regulations are incorporated into this Agreement by reference and made a part hereof as if set forth in full. (h) The Recipient, its contractors, and subcontractors must comply with all applicable federal civil rights regulations, including statutory and national policy requirements. (2 CFR § 200.300). This includes, to the greatest extent practicable and to the extent permitted by law, the requirement to respect and protect the freedom of persons and organizations to engage in political and religious speech. (Executive Order 13798). (i) The Recipient, its contractors, and subcontractors must give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (j) The Recipient must include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 32 of 50 Exhibit C C.3.23 No Third Party Rights. The parties to this Agreement do not create rights in, or grant remedies to, any third party as a beneficiary of this Agreement, or of any duty, covenant, obligation, or undertaking established herein. C.3.24 No Obligation of the State. Any obligation of the State Water Board herein contained shall not be an obligation, debt, or liability of the State and any such obligation shall be payable solely out of the moneys encumbered pursuant to this Agreement. C.3.25 Notice. Upon the occurrence of any of the following events, the Recipient must provide notice as set forth below. (a) Within 24 hours of the following, the Recipient must notify the Division by phone at (916) 327-9978 and by email to TatianaGuillen@waterboards.ca.gov, James.Garcia@waterboards.ca.gov and DrinkingWaterSRF@waterboards.ca.gov of: i. The seizure of, or levy on, any Revenues securing this Agreement; ii. Any discovery of any potential tribal cultural resource, archaeological or historical resource, or human remains in the Project area (also notify the Division’s Senior Cultural Resources Officer, at (CulturalResources@waterboards.ca.gov). Should a potential tribal cultural resource or archaeological or historical resource be discovered during construction or Project implementation, the Recipient must ensure that all work in the area of the find will cease until a qualified archaeologist has evaluated the situation and made recommendations regarding preservation of the resource, and the Division has determined what actions should be taken to protect and preserve the resource. The Recipient must implement appropriate actions as directed by the Division. If there are any applicable provisions of a mitigation, monitoring and reporting program adopted for the Project, the Recipient shall comply with such provisions. In the event of the discovery of human remains during construction of the Project, the Recipient shall cease construction and take other action required by any applicable laws, which may include but are not limited to Health and Safety Code, section 7050.5 and Public Resources Code, section 5097.98. (b) Within five (5) business days, the Recipient must notify the Division by phone at (916) 327-9978; by email to Lance.Reese@waterboards.ca.gov TatianaGuillen@waterboards.ca.gov, James.Garcia@waterboards.ca.gov, and DrinkingWaterSRF@waterboards.ca.gov; and by mail to the contact address set forth in Section 4 of this Agreement of the occurrence of any of the following events: i. Bankruptcy, insolvency, receivership or similar event of the Recipient, or actions taken in anticipation of any of the foregoing; ii. Change of ownership of the Project or the System or change of management or service contracts, if any, for operation of the System; iii. Loss, theft, damage, or impairment to Project, the Revenues or the System; iv. Failure to meet any debt service coverage test in Exhibit B of this Agreement; v. Draws on the Reserve Fund; vi. Listed Events and Events of Default, except as otherwise set forth in this section; vii. Failure to observe or perform any covenant or comply with any condition in this Agreement; City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 33 of 50 Exhibit C viii. An offer from a public entity to purchase the Project or the System or any portion thereof, or any of the real or personal property related to or necessary for the Project; ix. A proceeding or action by a public entity to acquire the Project or the System by power of eminent domain; x. Incurrence of a System Obligation or other Material Obligation by the Recipient; or xi. A default, event of acceleration, termination event, modification of terms, or other similar event under the terms of a System Obligation or other Material Obligation of the Recipient, any of which reflect financial difficulties. (c) Within ten (10) business days, the Recipient must notify the Division by phone at (916) 327-9978, by email to TatianaGuillen@waterboards.ca.gov, James.Garcia@waterboards.ca.gov and DrinkingWaterSRF@waterboards.ca.gov, and by mail to the contact address set forth in Section 4 of this Agreement of the following events: i. Material defaults on Material Obligations, other than this Obligation; ii. Unscheduled draws on material debt service reserves or credit enhancements, reflecting financial difficulties; iii. Substitution of credit or liquidity providers, if any or their failure to perform; iv. Any litigation pending or threatened with respect to the Project or the Recipient’s technical, managerial or financial capacity to operate the System or the Recipient’s continued existence, or any judgment or court order relating to such litigation that has a significant effect on the Project or the System; v. Circulation of a petition to repeal, reduce, or otherwise challenge the Recipient’s rates for services of the System; vi. Consideration of dissolution, or disincorporation, or any other event that could materially impair the Revenues; vii. Adverse tax opinions, the issuance by the Internal Revenue Service or proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- TEB) or other material notices of determinations with respect to the tax status of any tax-exempt bonds; viii. Rating changes on outstanding System Obligations, if any; ix. Enforcement actions by or brought on behalf of the State Water Board or Regional Water Board; or x. Any investigation by the District Attorney, California State Auditor, Bureau of State Audits, USEPA’s Office of Inspector General, the Internal Revenue Service, Securities and Exchange Commission, a grand jury, or any other state or federal agency, relating to the Recipient’s financial management, accounting procedures, or internal fiscal controls; (d) The Recipient must notify the Division promptly by phone at (916) 327-9978, by email to TatianaGuillen@waterboards.ca.gov, James.Garcia@waterboards.ca.gov and DrinkingWaterSRF@waterboards.ca.gov, and by mail to the contact address set forth in Section 4 of this Agreement of any of the following events: i. The discovery of a false statement of fact or representation made in this Agreement or in the application to the Division for this financial assistance, or in any certification, report, or request for reimbursement made pursuant to this Agreement, by the Recipient, its employees, agents, or contractors; ii. Any substantial change in scope of the Project. The Recipient must undertake no substantial change in the scope of the Project until prompt written notice of the City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 34 of 50 Exhibit C proposed change has been provided to the Division and the Division has given written approval for the change; iii. Cessation of all major construction work on the Project where such cessation of work is expected to or does extend for a period of thirty (30) days or more; iv. Any circumstance, combination of circumstances, or condition, which is expected to or does delay Completion of Construction for a period of ninety (90) days or more; v. Discovery of any unexpected endangered or threatened species, as defined in the federal Endangered Species Act. Should a federally protected species be unexpectedly encountered during construction of the Project, the Recipient agrees to promptly notify the Division. This notification is in addition to the Recipient’s obligations under the federal Endangered Species Act; vi. Any Project monitoring, demonstration, or other implementation activities required in Exhibit A or Exhibit D of this Agreement, if any; vii. Any public or media event publicizing the accomplishments and/or results of this Agreement and provide the opportunity for attendance and participation by state and federal representatives with at least ten (10) working days’ notice to the Division; viii. Any allegation of research misconduct involving research activities that are supported in whole or in part with USEPA funds under this Project, as required by Exhibit C.4.3(xxvii); ix. Any events requiring notice to the Division pursuant to the provisions of this Agreement; x. Completion of Construction of the Project, and actual Project Completion; xi. The award of the prime construction contract for the Project; xii. Initiation of construction of the Project. C.3.26 Operation and Maintenance; Insurance. The Recipient agrees to sufficiently and properly staff, operate and maintain all portions of the System during the Useful Life of the Project in accordance with all applicable state and federal laws, rules, and regulations. The Recipient will procure and maintain or cause to be maintained insurance on the System with responsible insurers, or as part of a reasonable system of self-insurance, in such amounts and against such risks (including damage to or destruction of the System) as are usually covered in connection with systems similar to the System. Such insurance may be maintained by a self-insurance plan so long as such plan provides for (i) the establishment by the Recipient of a separate segregated self-insurance fund in an amount determined (initially and on at least an annual basis) by an independent insurance consultant experienced in the field of risk management employing accepted actuarial techniques and (ii) the establishment and maintenance of a claims processing and risk management program. In the event of any damage to or destruction of the System caused by the perils covered by such insurance, the net proceeds thereof shall be applied to the reconstruction, repair or replacement of the damaged or destroyed portion of the System. The Recipient must begin such reconstruction, repair or replacement as expeditiously as possible, and must pay out of such net proceeds all costs and expenses in connection with such reconstruction, repair or replacement so that the same must be completed and the System must be free and clear of all claims and liens. If such net proceeds are insufficient to reconstruct, repair, or restore the System to the extent necessary to enable the Recipient to pay all remaining unpaid principal portions of the Payments, if any, in accordance with the terms of this Agreement, the Recipient must provide additional funds to restore or replace the damaged portions of the System. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 35 of 50 Exhibit C Recipient agrees that for any policy of insurance concerning or covering the construction of the Project, it will cause, and will require its contractors and subcontractors to cause, a certificate of insurance to be issued showing the State Water Board, its officers, agents, employees, and servants as additional insured; and must provide the Division with a copy of all such certificates prior to the commencement of construction of the Project. C.3.27 Permits, Subcontracting, and Remedies. Recipient must procure all permits, licenses and other authorizations necessary to accomplish the work contemplated in this Agreement, pay all charges and fees, and give all notices necessary and incidental to the due and lawful prosecution of the work. Signed copies of any such permits or licenses must be submitted to the Division before any construction begins. The Recipient must not contract or allow subcontracting with excluded parties. The Recipient must not contract with any party who is debarred or suspended or otherwise excluded from or ineligible for participation in any work overseen, directed, funded, or administered by the State Water Board program for which this funding is authorized. For any work related to this Agreement, the Recipient must not contract with any individual or organization on the State Water Board’s List of Disqualified Businesses and Persons that is identified as debarred or suspended or otherwise excluded from or ineligible for participation in any work overseen, directed, funded, or administered by the State Water Board program for which funding under this Agreement is authorized. The State Water Board’s List of Disqualified Businesses and Persons is located at http://www.waterboards.ca.gov/water_issues/programs/enforcement/fwa/dbp.shtml C.3.28 Professionals. The Recipient agrees that only licensed professionals will be used to perform services under this Agreement where such services are called for. All technical reports required pursuant to this Agreement that involve planning, investigation, evaluation, design, or other work requiring interpretation and proper application of engineering, architectural, or geologic sciences, shall be prepared by or under the direction of persons registered to practice in California pursuant to Business and Professions Code, sections 5536.1, 6735, 7835, and 7835.1. To demonstrate compliance with California Code of Regulations, title 16, sections 415 and 3065, all technical reports must contain a statement of the qualifications of the responsible registered professional(s). As required by these laws, completed technical reports must bear the signature(s) and seal(s) of the registered professional(s) in a manner such that all work can be clearly attributed to the professional responsible for the work. C.3.29 Prevailing Wages. The Recipient agrees to be bound by all applicable provisions of State Labor Code regarding prevailing wages. The Recipient must monitor all agreements subject to reimbursement from this Agreement to ensure that the prevailing wage provisions of the State Labor Code are being met. In addition, the Recipient agrees to comply with the Davis-Bacon provisions incorporated by reference in Section 3 of this Agreement. C.3.30 Public Funding. This Project is publicly funded. Any service provider or contractor with which the Recipient contracts must not have any role or relationship with the Recipient, that, in effect, substantially limits the Recipient's ability to exercise its rights, including cancellation rights, under the contract, based on all the facts and circumstances. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 36 of 50 Exhibit C C.3.31 Recipient’s Responsibility for Work. The Recipient shall be responsible for all work and for persons or entities engaged in work performed pursuant to this Agreement, including, but not limited to, contractors, subcontractors, suppliers, and providers of services. The Recipient shall be responsible for responding to any and all disputes arising out of its contracts for work on the Project. The State Water Board will not mediate disputes between the Recipient and any other entity concerning responsibility for performance of work. C.3.32 Related Litigation. Under no circumstances may the Recipient use funds from any reimbursement under this Agreement to pay costs associated with any litigation the Recipient pursues against the State Water Board or any Regional Water Quality Control Board. Regardless of the outcome of any such litigation, and notwithstanding any conflicting language in this Agreement, the Recipient agrees to repay all of the disbursed funds plus interest in the event that Recipient does not complete the project. C.3.33 Rights in Data. The Recipient agrees that all data, plans, drawings, specifications, reports, computer programs, operating manuals, notes, and other written or graphic work produced in the performance of this Agreement are subject to the rights of the State as set forth in this section. The State shall have the right to reproduce, publish, and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Recipient may copyright the same, except that, as to any work which is copyrighted by the Recipient, the State reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, and use such work, or any part thereof, and to authorize others to do so, and to receive electronic copies from the Recipient upon request. C.3.34 State Water Board Action; Costs and Attorney Fees. Any remedy provided in this Agreement is in addition to and not in derogation of any other legal or equitable remedy available to the State Water Board as a result of breach of this Agreement by the Recipient, whether such breach occurs before or after completion of the Project, and exercise of any remedy provided by this Agreement by the State Water Board shall not preclude the State Water Board from pursuing any legal remedy or right which would otherwise be available. In the event of litigation between the parties hereto arising from this Agreement, it is agreed that each party shall bear its own costs and attorney fees. C.3.35 Timeliness. Time is of the essence in this Agreement. C.3.36 Unenforceable Provision. In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. C.3.37 Venue. Any action arising out of this Agreement shall be filed and maintained in the Superior Court in and for the County of Sacramento, California. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 37 of 50 Exhibit C C.3.38 Waiver and Rights of the State Water Board. Any waiver of rights by the State Water Board with respect to a default or other matter arising under this Agreement at any time shall not be considered a waiver of rights with respect to any other default or matter. Any rights and remedies of the State Water Board provided for in this Agreement are in addition to any other rights and remedies provided by law. C.4 MISCELLANEOUS STATE AND FEDERAL REQUIREMENTS C.4.1 [Reserved.] C.4.2 State Cross-Cutters. Recipient represents that, as applicable, it complies and covenants to maintain compliance with the following with respect to all Project Costs for the term of this Agreement: i. The California Environmental Quality Act (CEQA), as set forth in Public Resources Code 21000 et seq. and in the CEQA Guidelines at Title 14, Division 6, Chapter 3, Section 15000 et seq. ii. Water Conservation requirements, including regulations in Division 3 of Title 23 of the California Code of Regulations. iii. Monthly Water Diversion Reporting requirements, including requirements set forth in Water Code section 5103. iv. Public Works Contractor Registration with Department of Industrial Relations requirements, including requirements set forth in Sections 1725.5 and 1771.1 of the Labor Code. v. Volumetric Pricing & Water Meters requirements, including the requirements of Water Code sections 526 and 527. vi. Urban Water Management Plan requirements, including the Urban Water Management Planning Act (Water Code, § 10610 et seq.). vii. Urban Water Demand Management requirements, including the requirements of Section 10608.56 of the Water Code. viii. Delta Plan Consistency Findings requirements, including the requirements of Water Code section 85225 and California Code of Regulations, title 23, section 5002. ix. Agricultural Water Management Plan Consistency requirements, including the requirements of Water Code section 10852. x. Charter City Project Labor Requirements, including the requirements of Labor Code section 1782 and Public Contract Code section 2503. xi. The Recipient agrees that it will, at all times, comply with and require its contractors and subcontractors to comply with directives or orders issued pursuant to Division 7 of the Water Code. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 38 of 50 Exhibit C xii. Regulations in Division 4 of Title 22 of the California Code of Regulations, including but not limited to California Waterworks Standards in Chapter 16, and Lead and Copper regulations in Chapter 17.5. C.4.3 Federal Requirements and Cross-Cutters for SRF Funding. The Recipient acknowledges, warrants compliance with, and covenants to continuing compliance with the following federal terms and conditions with respect to all Project Costs for the term of this Agreement and for the Useful Life of the Project: i. Unless the Recipient has obtained a waiver from USEPA on file with the State Water Board or unless this Project is not a project for the construction, alteration, maintenance or repair of a public water system or treatment work, the Recipient shall not purchase “iron and steel products” produced outside of the United States on this Project. Unless the Recipient has obtained a waiver from USEPA on file with the State Water Board or unless this Project is not a project for the construction, alteration, maintenance or repair of a public water system or treatment work, the Recipient hereby certifies that all “iron and steel products” used in the Project were or will be produced in the United States. For purposes of this section, the term "iron and steel products" means the following products made primarily of iron or steel: lined or unlined pipes and fittings, manhole covers and other municipal castings, hydrants, tanks, flanges, pipe clamps and restraints, valves, structural steel, reinforced precast concrete, and construction materials. “Steel” means an alloy that includes at least 50 percent iron, between .02 and 2 percent carbon, and may include other elements. ii. [Reserved.] iii. The Recipient must include in full the Wage Rate Requirements (Davis-Bacon) language incorporated by reference in Section 3 of this Agreement in all construction contracts and subcontracts. iv. The Recipient must comply with the signage requirements set forth in Exhibit A. v. The Recipient shall notify the State Water Board and the USEPA contact of public or media events publicizing the accomplishment of significant events related to this Project and provide the opportunity for attendance and participation by federal representatives with at least ten (10) working days’ notice. vi. The Recipient shall comply with applicable USEPA general terms and conditions found at: EPA General Terms and Conditions effective October 1, 2024 or later. vii. No Recipient may receive funding under this Agreement unless it has provided its Unique Entity Identifier, assigned by the System for Award Management, to the State Water Board. viii. The Recipient represents and warrants that it and its principals are not excluded or disqualified from participating in this transaction as such terms are defined in Parts 180 and 1532 of Title 2 of the Code of Federal Regulations (2 CFR). If the Recipient is excluded after execution of this Agreement, the Recipient shall notify the Division within ten (10) days and shall inform the Division of the Recipient’s exclusion in any request for amendment of this Agreement. The Recipient shall comply with Subpart C of Part 180 of 2 CFR, as supplemented by Subpart C of Part 1532 of 2 CFR. Such compliance is a condition precedent to the State Water Board’s performance of its obligations under this Agreement. When entering into a covered transaction City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 39 of 50 Exhibit C as defined in Parts 180 and 1532 of 2 CFR, the Recipient shall require the other party to the covered transaction to comply with Subpart C of Part 180 of 2 CFR, as supplemented by Subpart C of Part 1532 of 2 CFR. ix. To the extent applicable, the Recipient shall disclose to the State Water Board any potential conflict of interest consistent with USEPA’s Final Financial Assistance Conflict of Interest Policy at https://www.epa.gov/grants/epas-final-financial-assistance-conflict-interest-policy. A conflict of interest may result in disallowance of costs. x. USEPA and the State Water Board have the right to reproduce, publish, use and authorize others to reproduce, publish and use copyrighted works or other data developed under this assistance agreement. xi. Where an invention is made with Project Funds, USEPA and the State Water Board retain the right to a worldwide, nonexclusive, nontransferable, irrevocable, paid-up license to practice the invention owned by the Recipient. The Recipient must utilize the Interagency Edison extramural invention reporting system at https://www.nist.gov/iedison and shall notify the Division when an invention report, patent report, or utilization report is filed. xii. The Recipient agrees that any reports, documents, publications or other materials developed for public distribution supported by this Agreement shall contain the Disclosure statement set forth in Exhibit A. xiii. The Recipient acknowledges that it is encouraged to follow guidelines established under Section 508 of the Rehabilitation Act, codified at 36 CFR Part 1194, with respect to enabling individuals with disabilities to participate in its programs supported by this Project. xiv. The Recipient, its employees, contractors and subcontractors and their employees warrants that it will not engage in severe forms of trafficking in persons, procure a commercial sex act during the term of this Agreement, or use forced labor in the performance of this Agreement. The Recipient must include this provision in its contracts and subcontracts under this Agreement. The Recipient must inform the State Water Board immediately of any information regarding a violation of the foregoing. The Recipient understands that failure to comply with this provision may subject the State Water Board to loss of federal funds. The Recipient agrees to compensate the State Water Board for any such funds lost due to its failure to comply with this condition, or the failure of its contractors or subcontractors to comply with this condition. The State Water Board may unilaterally terminate this Agreement if the Recipient that is a private entity is determined to have violated the foregoing. xv. The Recipient certifies to the best of its knowledge and belief that: a. No federal appropriated funds have been paid or will be paid, by or on behalf of the Recipient, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. b. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress in connection with this Agreement, the Recipient shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions, and notify the State Water Board. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 40 of 50 Exhibit C The Recipient shall require this certification from all parties to any contract or agreement that the Recipient enters into and under which the Recipient incurs costs for which it seeks reimbursements under this Agreement. xvi. The Recipient must comply with the following federal non-discrimination requirements: a. Title VI of the Civil Rights Act of 1964, which prohibits discrimination based on race, color, and national origin, including limited English proficiency (LEP). b. Section 504 of the Rehabilitation Act of 1973, which prohibits discrimination against persons with disabilities. c. The Age Discrimination Act of 1975, which prohibits age discrimination. d. Section 13 of the Federal Water Pollution Control Act Amendments of 1972, which prohibits discrimination on the basis of sex. e. 40 CFR Part 7, as it relates to the foregoing. xvii. The Recipient agrees to comply with the requirements of USEPA’s Program for Utilization of Small, Minority and Women’s Business Enterprises. xviii. Procurement Prohibitions under Section 306 of the Clean Air Act and Section 508 of the Clean Water Act, including Executive Order 11738, Administration of the Clean Air Act and the Federal Water Pollution Control Act with Respect to Federal Contracts, Grants, or Loans; 42 USC § 7606; 33 USC § 1368. Except where the purpose of this Agreement is to remedy the cause of the violation, the Recipient may not procure goods, services, or materials from suppliers excluded under the federal System for Award Management: sam.gov xix. Uniform Relocation and Real Property Acquisition Policies Act, Pub. L. 91-646, as amended; 42 USC §§4601-4655. The Recipient must comply with the Act’s implementing regulations at 49 CFR 24.101 through 24.105. xx. The Recipient agrees that if its network or information system is connected to USEPA networks to transfer data using systems other than the Environmental Information Exchange Network or USEPA’s Central Data Exchange, it will ensure that any connections are secure. For purposes of this subsection, a connection is defined as a dedicated persistent interface between a USEPA information technology system and an external information technology system for the purpose of transferring information. Transitory, user-controlled connections such as website browsing are excluded from this definition. If the Recipient's connections as defined above do not go through the Environmental Information Exchange Network or USEPA's Central Data Exchange, the Recipient agrees to contact the USEPA Project Officer and work with the designated Regional/Headquarters Information Security Officer to ensure that the connections meet USEPA security requirements, including entering into Interconnection Service Agreements as appropriate. This condition does not apply to manual entry of data by the Recipient into systems operated and used by USEPA's regulatory programs for the submission of reporting and/or compliance data. xxi. All geospatial data created pursuant to this Agreement that is submitted to the State Water Board for use by USEPA or that is submitted directly to USEPA must be consistent with Federal Geographic Data Committee endorsed standards. Information on these standards may be found at www.fgdc.gov. i. If the Recipient is a water system that serves 500 or fewer persons, the Recipient represents that it has considered publicly-owned wells as an alternative drinking water supply. ii. The Recipient represents that it is not a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 41 of 50 Exhibit C have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability; and it is not a corporation that was convicted of a felony criminal violation under a Federal law within the preceding 24 months. iii. The Recipient agrees to immediately notify the Project Manager in writing about any allegation of research misconduct involving research activities that are supported in whole or in part with USEPA funds under this Project, including fabrication, falsification, or plagiarism in proposing, performing, or reviewing research, or in reporting research results, or ordering, advising, or suggesting that subordinates engage in research misconduct. iv. The Recipient agrees to comply with, and require all contractors and subcontractors to comply with, USEPA’s Scientific Integrity Policy, available at https://www.epa.gov/osa/policy-epa- scientific-integrity, when conducting, supervising, and communicating science and when using or applying the results of science. For purposes of this condition scientific activities include, but are not limited to, computer modelling, economic analysis, field sampling, laboratory experimentation, demonstrating new technology, statistical analysis, and writing a review article on a scientific issue. The Recipient shall not suppress, alter, or otherwise impede the timely release of scientific findings or conclusions; intimidate or coerce scientists to alter scientific data, findings, or professional opinions or exert non-scientific influence on scientific advisory boards; knowingly misrepresent, exaggerate, or downplay areas of scientific uncertainty; or otherwise violate the USEPA’s Scientific Integrity Policy. The Recipient must refrain from acts of research misconduct, including publication or reporting, as described in USEPA’s Policy and Procedures for Addressing Research Misconduct, Section 9.C, and must ensure scientific findings are generated and disseminated in a timely and transparent manner, including scientific research performed by contractors and subcontractors. v. The Recipient agrees to comply with the Animal Welfare Act of 1966 (7 USC 2131-2156). Recipient also agrees to abide by the “U.S. Government Principles for the Utilization and Care of Vertebrate Animals used in Testing, Research, and Training,” available at http://grants.nih.gov/grants/olaw/references/phspol.htm#USGovPrinciples. vi. The Recipient certifies that no Project Funds will be used on: a. Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities), telecommunications or video surveillance equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); b. Telecommunications or video surveillance services produced by such entities or using such equipment; c. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country; or d. Other telecommunications or video surveillance services or equipment in violation of 2 CFR 200.216. vii. The Recipient agrees to ensure that if the Project includes lead service line replacement, each lead service line replaced using Project Funds must be replaced in its entirety, unless the remaining City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 42 of 50 Exhibit C portion of that service line has already been replaced or is concurrently being replaced with another funding source. viii. The Recipient agrees to comply with all applicable federal environmental cross-cutters, including the following: a. Archeological and Historic Preservation Act (16 U.S.C. § 469; 54 U.S.C. §§ 312501- 312508) b. Clean Air Act (42 U.S.C. § 7401) c. Coastal Barriers Resources Act (16 U.S.C. § 3501 et seq.) d. Coastal Zone Management Act (16 U.S.C. § 1451 et seq.) e. Endangered Species Act (16 U.S.C. § 1531 et seq.) f. Farmland Protection Policy Act (7 U.S.C. § 4201 et seq.) g. Floodplain Management [Executive Order 11988 (1977), as amended by Executive Order No. 12148 (1979)] h. Magnuson-Stevens Fishery Conservation and Management Act (16 U.S.C. § 1801 et seq.) i. National Historic Preservation Act (54 U.S.C. §§ 300101 et seq.) j. Sole Source Aquifer, section 1424(e) of Safe Drinking Water Act, 42 U.S.C. 300h- 3(e) k. Wetlands Protection – Executive Order No. 11990 (1977), as amended by Executive Order No. 12608 (1997) l. Wild and Scenic Rivers Act (16 U.S.C. § 1271 et seq.) City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 43 of 50 Exhibit D EXHIBIT D – SPECIAL CONDITIONS D.1 ENVIRONMENTAL 1. Per informal consultation between the State Water Board and the Juaneno Band of Mission Indians Acjachemen Nation - Belardes and the Gabrielino Tongva Indians of California Tribal Council, the Recipient shall implement the following measures: a. The Recipient shall allow the Juaneno Band of Mission Indians Acjachemen Nation - Belardes and the Gabrielino Tongva Indians of California Tribal Council (the Tribes) to monitor all ground disturbing activities. b. The Recipient shall notify the Tribes a minimum of two weeks prior to the commencement of any ground disturbing activities so they can arrange to have the monitors present. The on-site monitoring shall end when the ground disturbing activities are complete or the Tribal representatives/monitors in agreement have indicated that monitoring is no longer necessary. 2. The Recipient shall make no changes to the Project, construction area, or special conditions, without obtaining the appropriate and necessary prior approval(s) from the State Water Board. 3. The Recipient shall provide notice to the DWSRF Program at DrinkingWaterSRF@waterboards.ca.gov or (916) 327-9978 within 24 hours of the discovery of any potential tribal cultural resource and/or archaeological or historical resource and shall notify the Division promptly upon the discovery of any unexpected endangered or threatened species, as defined in the federal Endangered Species Act. For additional requirements, please refer to Exhibit C of this Agreement. REPORTING TO THE STATE WATER BOARD 1. In the Recipient’s Progress Reports and the Project Completion Report, submitted pursuant to this Agreement, the Recipient shall include a discussion of the status of its compliance with all environmental measures identified in this Exhibit D, with separate sections clearly labeled with section titles, discussing the status of Recipient’s compliance with: a. Informal consultation with the Juaneno Band of Mission Indians Acjachemen Nation - Belardes and the Gabrielino Tongva Indians of California Tribal Council, which includes the following: • The Recipient shall allow the Juaneno Band of Mission Indians Acjachemen Nation - Belardes and the Gabrielino Tongva Indians of California Tribal Council (the Tribes) to monitor all ground disturbing activities. • The Recipient shall notify the Tribes a minimum of two weeks prior to the commencement of any ground disturbing activities so they can arrange to have the monitors present. The on-site monitoring shall end when the ground disturbing activities are complete or the Tribal representatives/monitors in agreement have indicated that monitoring is no longer necessary. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 44 of 50 Exhibit D D.2 RUSSIAN SANCTIONS Executive Order N-6-22 — Russian Sanctions. On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State Water Board determine Recipient is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this Agreement. The State Water Board shall provide Recipient advance written notice of such termination, allowing Recipient at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State Water Board. The Recipient represents that the Recipient is not a target of economic sanctions imposed in response to Russia’s actions in Ukraine imposed by the United States government or the State of California. The Recipient is required to comply with the economic sanctions imposed in response to Russia’s actions in Ukraine, including with respect to, but not limited to, the federal executive orders identified in California Executive Order N-6-22, located at https://www.gov.ca.gov/wp-content/uploads/2022/03/3.4.22-Russia- Ukraine-Executive-Order.pdf and the sanctions identified on the United States Department of the Treasury website (https://home.treasury.gov/policy-issues/financial-sanctions/sanctions-programs-and- country-information/ukraine-russia-related-sanctions). The Recipient is required to comply with all applicable reporting requirements regarding compliance with the economic sanctions, including, but not limited to, those reporting requirements set forth in California Executive Order N-6-22 for all Recipients with one or more agreements with the State of California with an aggregated value of Five Million Dollars ($5,000,000) or more. Notwithstanding any other provision in this Agreement, failure to comply with the economic sanctions and all applicable reporting requirements may result in termination of this Agreement. For Recipients with an aggregated agreement value of Five Million Dollars ($5,000,000) or more with the State of California, reporting requirements include, but are not limited to, information related to steps taken in response to Russia’s actions in Ukraine, including but not limited to: 1.Desisting from making any new investments or engaging in financial transactions with Russian institutions or companies that are headquartered or have their principal place of business in Russia; 2.Not transferring technology to Russia or companies that are headquartered or have their principal place of business in Russia; and 3.Direct support to the government and people of Ukraine. EXHIBIT E – PAYMENT SCHEDULE See the attached preliminary Payment Schedule. The final Payment Schedule will be forwarded to the Recipient after all disbursements have been paid and construction of the Project has been completed. California DWSRF Payment Schedule Project No. 3010041-001C - Seal Beach, City of Agreement: - based on Actual + Projected Disbursements LCWA Watermain Lining Project Interest rate:2.10000% Principal is paid over:30 Years Ref Num Due Date Date Received Principal Payment Interest Rate% Interest Payment Total P and I Payment Total Payment Ending Balance CPI Interest 1 12/31/2029 0.00 2.100 170,889.55 170,889.55 170,889.55 3,175,000.00 0.00 2 12/31/2030 81,665.55 2.100 66,675.00 148,340.55 148,340.55 3,093,334.45 0.00 3 12/31/2031 83,380.53 2.100 64,960.02 148,340.55 148,340.55 3,009,953.92 0.00 4 12/31/2032 85,131.52 2.100 63,209.03 148,340.55 148,340.55 2,924,822.40 0.00 5 12/31/2033 86,919.28 2.100 61,421.27 148,340.55 148,340.55 2,837,903.12 0.00 6 12/31/2034 88,744.58 2.100 59,595.97 148,340.55 148,340.55 2,749,158.54 0.00 7 12/31/2035 90,608.22 2.100 57,732.33 148,340.55 148,340.55 2,658,550.32 0.00 8 12/31/2036 92,510.99 2.100 55,829.56 148,340.55 148,340.55 2,566,039.33 0.00 9 12/31/2037 94,453.72 2.100 53,886.83 148,340.55 148,340.55 2,471,585.61 0.00 10 12/31/2038 96,437.25 2.100 51,903.30 148,340.55 148,340.55 2,375,148.36 0.00 11 12/31/2039 98,462.43 2.100 49,878.12 148,340.55 148,340.55 2,276,685.93 0.00 12 12/31/2040 100,530.15 2.100 47,810.40 148,340.55 148,340.55 2,176,155.78 0.00 13 12/31/2041 102,641.28 2.100 45,699.27 148,340.55 148,340.55 2,073,514.50 0.00 14 12/31/2042 104,796.75 2.100 43,543.80 148,340.55 148,340.55 1,968,717.75 0.00 15 12/31/2043 106,997.48 2.100 41,343.07 148,340.55 148,340.55 1,861,720.27 0.00 16 12/31/2044 109,244.42 2.100 39,096.13 148,340.55 148,340.55 1,752,475.85 0.00 17 12/31/2045 111,538.56 2.100 36,801.99 148,340.55 148,340.55 1,640,937.29 0.00 18 12/31/2046 113,880.87 2.100 34,459.68 148,340.55 148,340.55 1,527,056.42 0.00 19 12/31/2047 116,272.37 2.100 32,068.18 148,340.55 148,340.55 1,410,784.05 0.00 20 12/31/2048 118,714.08 2.100 29,626.47 148,340.55 148,340.55 1,292,069.97 0.00 21 12/31/2049 121,207.08 2.100 27,133.47 148,340.55 148,340.55 1,170,862.89 0.00 22 12/31/2050 123,752.43 2.100 24,588.12 148,340.55 148,340.55 1,047,110.46 0.00 23 12/31/2051 126,351.23 2.100 21,989.32 148,340.55 148,340.55 920,759.23 0.00 24 12/31/2052 129,004.61 2.100 19,335.94 148,340.55 148,340.55 791,754.62 0.00 25 12/31/2053 131,713.70 2.100 16,626.85 148,340.55 148,340.55 660,040.92 0.00 26 12/31/2054 134,479.69 2.100 13,860.86 148,340.55 148,340.55 525,561.23 0.00 27 12/31/2055 137,303.76 2.100 11,036.79 148,340.55 148,340.55 388,257.47 0.00 28 12/31/2056 140,187.14 2.100 8,153.41 148,340.55 148,340.55 248,070.33 0.00 29 12/31/2057 143,131.07 2.100 5,209.48 148,340.55 148,340.55 104,939.26 0.00 30 12/31/2058 104,939.26 2.100 2,203.72 107,142.98 107,142.98 0.00 0.00 3,175,000.00 1,256,567.93 4,431,567.93 4,431,567.93 0.00 Page 1 of 1 4/14/2026 City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 45 of 50 Exhibit F EXHIBIT F – TAX CERTIFICATE F.1 Purpose. The purpose of this Exhibit F is to establish the reasonable expectations of the Recipient regarding the Project and the Project Funds, and is intended to be and may be relied upon for purposes of Sections 103, 141 and 148 of the Code and as a certification described in Section 1.148-2(b)(2) of the Treasury Regulations. This Exhibit F sets forth certain facts, estimates and circumstances which form the basis for the Recipient’s expectation that neither the Project nor the Bond Funded Portion of the Project Funds is to be used in a manner that would cause the Obligation to be classified as “arbitrage bonds” under Section 148 of the Code or “private activity bonds” under Section 141 of the Code. F.2 Tax Covenant. The Recipient agrees that it will not take or authorize any action or permit any action within its reasonable control to be taken, or fail to take any action within its reasonable control, with respect to the Project which would result in the loss of the exclusion of interest on the Bonds from gross income for federal income tax purposes under Section 103 of the Code. F.3 Governmental Unit. The Recipient is a state or local governmental unit as defined in Section 1.103-1 of the Treasury Regulations or an instrumentality thereof (a "Governmental Unit") and is not the federal government or any agency or instrumentality thereof. F.4 Financing of a Capital Project. The Recipient will use the Project Funds to finance capital expenditures it has incurred or will incur for the construction, reconstruction, installation or acquisition of the Project in accordance with the terms of this Agreement. Such expenditures shall not have previously been financed with the proceeds of any other issue of indebtedness except for interim financing by the Recipient, the date of maturity, prepayment or redemption of which is within thirty (30) days of the date of disbursement of Project Funds under this Agreement. All Project Funds shall be allocated to expenditures by the Recipient within thirty (30) days of the date of disbursement, including (if at all) Project Funds allocated to repay interim financing of the Recipient. For purposes of this Section F.4, “interim financing” means notes, commercial paper, loans, lines of credit and other forms of short-term borrowing. F.5 Ownership and Operation of Project. The Recipient exclusively owns and, except as provided in Section F.12 hereof, operates the Project. F.6 Temporary Period. The Recipient reasonably expects that at least eighty-five percent (85%) of the Bond Funded Portion of the Project Funds will be allocated to expenditures for the Project within three (3) years of the earlier of the effective date of this Agreement or the date the Bonds are issued ("Applicable Date"). The Recipient has incurred, or reasonably expects that it will incur within six (6) months of the Applicable Date, a substantial binding obligation (i.e., not subject to contingencies within the control of the Recipient or a related party) to a third party to expend at least five percent (5%) of the Bond Funded Portion of the Project Funds on Project Costs. The completion of acquisition, construction, improvement and equipping City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 46 of 50 Exhibit F of the Project and the allocation of the Bond Funded Portion of the Project Funds to Project Costs will proceed with due diligence. F.7 Working Capital. No operational expenditures of the Recipient or any related entity are being, have been or will be financed or refinanced with Project Funds. F.8 Expenditure of Proceeds. The Bond Funded Portion of the Project Funds shall be used exclusively for the following purposes: (i) Reimbursement Expenditures (as defined in Section F.20 below), (ii) Preliminary Expenditures (as defined in Section F.20 below) in an aggregate amount not exceeding twenty percent (20%) of the Bond Funded Portion of the Project Funds, (iii) capital expenditures relating to the Project originally paid by the Recipient on or after the date hereof, (iv) interest on the Obligation through the later of three (3) years after the Applicable Date or one (1) year after the Project is placed in service, and (v) initial operating expenses directly associated with the Project in the aggregate amount not more than five percent (5%) of the Bond Funded Portion of the Project Funds. F.9 Private Use and Private Payments. No portion of the Project Funds or the Project is being, has been or will be used in the aggregate for any activities that constitute a Private Use (as defined below). No portion of the principal of or interest with respect to the Payments will be secured by any interest in property (whether or not the Project) used for a Private Use or in payments in respect of property used for a Private Use, or will be derived from payments in respect of property used for a Private Use. "Private Use" means any activity that constitutes a trade or business that is carried on by persons or entities, other than a Governmental Unit. The leasing of the Project or the access by or the use of the Project by a person or entity other than a Governmental Unit on a basis other than as a member of the general public shall constitute a Private Use. Use by or on behalf of the State of California or any of its agencies, instrumentalities or subdivisions or by any local Governmental Unit and use as a member of the general public will be disregarded in determining whether a Private Use exists. Use under an arrangement that conveys priority rights or other preferential benefits is generally not use on the same basis as the general public. Arrangements providing for use that is available to the general public at no charge or on the basis of rates that are generally applicable and uniformly applied do not convey priority rights or other preferential benefits. For this purpose, rates may be treated as generally applicable and uniformly applied even if (i) different rates apply to different classes of users, such as volume purchasers, if the differences in rates are customary and reasonable; or (ii) a specially negotiated rate arrangement is entered into, but only if the user is prohibited by federal law from paying the generally applicable rates, and the rates established are as comparable as reasonably possible to the generally applicable rates. An arrangement that does not otherwise convey priority rights or other preferential benefits is not treated, nevertheless, as general public use if the term of the use under the arrangement, including all renewal options, is greater than 200 days. For this purpose, a right of first refusal to renew use under the arrangement is not treated as a renewal option if (i) the compensation for the use under the arrangement is redetermined at generally applicable, fair market value rates that are in effect at the time of renewal; and (ii) the use of the financed property under the same or similar arrangements is predominantly by natural persons who are not engaged in a trade or business. F.10 No Sale, Lease or Private Operation of the Project. The Project (or any portion thereof) will not be sold or otherwise disposed of, in whole or in part, to any person who is not a Governmental Unit prior to the final maturity date of the Obligation. The Project will not be leased to any person or entity that is not a Governmental Unit prior to the final maturity date of the Obligation. Except as permitted under Section F.12 hereof, the Recipient will not enter any contract or City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 47 of 50 Exhibit F arrangement or cause or permit any contract or arrangement to be entered with persons or entities that are not Governmental Units if that contract or arrangement would confer on such persons or entities any right to use the Project on a basis different from the right of members of the general public. The contracts or arrangements contemplated by the preceding sentence include but are not limited to management contracts, take or pay contracts or put or pay contracts, and capacity guarantee contracts. F.11 No Disproportionate or Unrelated Use. No portion of the Project Funds or the Project is being, has been, or will be used for a Private Use that is unrelated or disproportionate to the governmental use of the Project Funds. F.12 Management and Service Contracts. The Recipient represents that, as of the date hereof, it is not a party to any contract, agreement or other arrangement with any persons or entities engaged in a trade or business (other than Governmental Units) that involve the management or operation of property or the provision of services at or with respect to the Project that does not comply with the standards of the Treasury Regulations, or Revenue Procedure 2017-13, as applicable. The Recipient represents that it will not be party to any such contract, agreement or arrangement with any person or entity that is not a Governmental Unit for the management of property or the provision of services at or with respect to the Project, while the Obligation (including any obligation or series thereof issued to refund the Obligation, as the case may be) is outstanding, except: (a) with respect to any contract, agreement or arrangement that does not constitute “private business use” of the Project under Code §141(b), or (b) with respect to any contract, agreement or arrangement that complies with (i) Revenue Procedure 97-13, 1997-1 C.B. 632, as amended by Revenue Procedure 2001-39, 2001- 2 C.B. 38, and as amplified by Notice 2014-67, with respect to contracts entered into before August 18, 2017 and not materially modified or extended after August 18, 2017, or (ii) Revenue Procedure 2017-13, with respect to contracts entered into or materially modified or extended on or after August 18, 2017, or (c) with respect to any contract, agreement or arrangement that does not give rise to use of the Bond Funded Portion of the Project Funds or the Project by a non-Governmental Unit of more than the amount of such non-qualified use permitted by the Code, or (d) in the event that the Recipient receives an opinion of counsel, satisfactory to the State Water Board and the Bank and expert in the issuance of state and local government bonds the interest on which is excluded from gross income under Section 103 of the Code (“Nationally-Recognized Bond Counsel”), that such contract, agreement or arrangement will not adversely affect the exclusion of the interest on the Obligation from gross income for federal income taxation purposes. F.13 No Disposition of Financed Property. As of the date hereof, the Recipient does not expect to sell or otherwise dispose of any portion of the Project, in whole or in part, prior to the final maturity date of the Obligation. F.14 Useful Life of Project. As of the date hereof, the Recipient reasonably expects that the economic useful life of the Project, commencing at Project Completion, will be at least equal to the term of this Agreement, as set forth in Exhibit A hereto. F.15 Payments. Payments generally are expected to be derived from assessments, taxes, fees, charges or other current Revenues of the Recipient in each year, and such current Revenues are expected to equal or exceed the Payments during each payment period. Any amounts accumulated in a sinking fund or bona fide debt service fund to pay Payments (whether or not deposited to a fund or account established by the Recipient) will be disbursed to pay Payments within thirteen months of the initial date of accumulation or City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 48 of 50 Exhibit F deposit. Any such fund used for the payment of Payments will be depleted once a year except for a reasonable carryover amount not exceeding the greater of earnings on such fund or one-twelfth of the Payments in either case for the immediately preceding year. F.16 No Other Replacement Proceeds. The Recipient will not use any of the Bond Funded Portion of the Project Funds to replace or substitute other funds of the Recipient that were otherwise to be used to finance the Project or which are or will be used to acquire securities, obligations or other investment property reasonably expected to produce a yield that is materially higher than the yield on the Bonds. F.17 No Sinking or Pledged Fund. Except as set forth in Section F.18 below, the Recipient will not create or establish any sinking fund or pledged fund which will be used to pay Payments on the Obligation within the meaning of Section 1.148- 1(c) of the Treasury Regulations. If any sinking fund or pledged fund comes into being with respect to the Obligation before the Obligation has been fully retired which may be used to pay the Payments, the Recipient will invest such sinking fund and pledged fund moneys at a yield that does not exceed the yield on the Bonds. F.18 Reserve Amount. The State Water Board requires that the Recipient maintain and fund a separate account in an amount equal to one (1) year of debt service with respect to the Obligation (the “Reserve Amount”) as set forth in Exhibit B. The Recipient represents that the Reserve Amount is and will be available to pay debt service with respect to the Obligation, if and when needed. The Reserve Amount consists solely of revenues of the Recipient and does not include any proceeds of any obligations the interest on which is excluded from gross income for federal income tax purposes or investment earnings thereon. The aggregate of the Reserve Amount, up to an amount not exceeding the lesser of (i) ten percent of the aggregate principal amount of the Obligation, (ii) the maximum annual debt service with respect to the Obligation, or (iii) 125 percent of the average annual debt service with respect to the Obligation, will be treated as a reasonably required reserve fund. F.19 Reimbursement Resolution. The “reimbursement resolution” adopted by the Recipient is incorporated herein by reference. F.20 Reimbursement Expenditures. Reimbursements are disallowed, except as specifically authorized in Exhibit B or Exhibit D of this Agreement. To the extent so authorized, a portion of the Bond Funded Portion of the Project Funds may be applied to reimburse the Recipient for Project Costs paid before the date hereof, so long as the Project Cost was (i) not paid prior to sixty (60) days before the Recipient’s adoption of a declaration of official intent to finance the Project, (ii) not paid more than eighteen (18) months prior to the date hereof or the date the Project was placed-in-service, whichever is later, and (iii) not paid more than three (3) years prior to the date hereof (collectively, “Reimbursement Expenditures”), unless such cost is attributable to a “preliminary expenditure.” Preliminary expenditure for this purpose means architectural, engineering, surveying, soil testing and similar costs incurred prior to the commencement of construction or rehabilitation of the Project, but does not include land acquisition, site preparation and similar costs incident to the commencement of acquisition, construction or rehabilitation of the Project. Preliminary expenditures may not exceed 20% of the Bond Funded Portion of the Project Funds. F.21 Change in Use of the Project. City of Seal Beach Agreement No.: D2502060 Project No.: 3010041-001C Page 49 of 50 Exhibit F The Recipient reasonably expects to use all of the Bond Funded Portion of the Project Funds and the Project for the entire stated term to maturity of the Obligation. Absent an opinion of Nationally- Recognized Bond Counsel to the effect that such use of the Bond Funded Portion of the Project Funds will not adversely affect the exclusion from federal gross income of interest on the Bonds pursuant to Section 103 of the Code, the Recipient will use the Bond Funded Portion of the Project Funds and the Project solely as set forth in this Agreement. F.22 Rebate Obligations. If the Recipient satisfies the requirements of one of the spending exceptions to rebate specified in Section 1.148-7 of the Treasury Regulations, amounts earned from investments, if any, acquired with the Bond Funded Portion of the Project Funds will not be subject to the rebate requirements imposed under Section 148(f) of the Code. If the Recipient fails to satisfy such requirements for any period, it will notify the State Water Board and the Bank immediately and will comply with the provisions of the Code and the Treasury Regulations at such time, including the payment of any rebate amount calculated by the State Water Board or the Bank. F.23 No Federal Guarantee. The Recipient will not directly or indirectly use any of the Bond Funded Portion of the Project Funds in any manner that would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Code, taking into account various exceptions including any guarantee related to investments during an initial temporary period until needed for the governmental purpose of the Bonds, investments as part of a bona fide debt service fund, investments of a reasonably required reserve or replacement fund, investments in bonds issued by the United States Treasury, investments in refunding escrow funds or certain other investments permitted under the Treasury Regulations. F.24 Amendments. The provisions in this Exhibit may be amended, modified or supplemented at any time to reflect changes in the Code upon obtaining written approval of the State Water Board and the Bank and an opinion of Nationally-Recognized Bond Counsel to the effect that such amendment, modification or supplement will not adversely affect the exclusion from federal gross income of interest on the Bonds pursuant to Section 103 of the Code. F.25 Reasonable Expectations. The Recipient warrants that, to the best of its knowledge, information and belief, and based on the facts and estimates as set forth in the tax covenants in this Exhibit, the expectations of the Recipient as set forth in this Exhibit are reasonable. The Recipient is not aware of any facts or circumstances that would cause it to question the accuracy or reasonableness of any representation made in the provisions in this Exhibit. F.26 Assignment. The Recipient consents to any pledge, sale, or assignment to the Bank or a trustee for the benefit of the owners of the Bonds, if any, at any time of any portion of the State Water Board's estate, right, title, and interest and claim in, to and under this Agreement and the right to make all related waivers and agreements in the name and on behalf of the State Water Board, as agent and attorney-in-fact, and to perform all other related acts which are necessary and appropriate under this Agreement, if any, and the State Water Board's estate, right, title, and interest and claim in, to and under this Agreement to Payments (but excluding the State Water Board's rights to Additional Payments and to notices, opinions and indemnification under each Obligation).