05-041, Bay Area Air Quality Management District
~
SOLID WASTE COLLECTION VEHICLE PROGRAM GRANT AGREEMENT
BETWEEN
THE BAY AREA AIR QUALITY MANAGEMENT DISTRICT
AND
CITY OF CUPERTINO
04SW04
This Agreement is made and entered into between the City of Cupertino, hereinafter referred to as "Project
Sponsor," and the Bay Area Air Quality Management District, hereinafter referred to as the "Air District."
Attachment A, Project Specific fuformation, and Attachment B, Special Terms and Conditions, are hereby
incorporated into this Agreement by this reference.
SECTION I
PROJECT SPONSOR AGREES:
1)
To implement the Project in accordance with the description and implementation schedule contained in
Attachment A. Failure to implement the Project in accordance with the description and implementation
schedule contained in Attachment A may result in the termination of this Agreement. Both the Project
description and implementation schedule may be modified consistent with Section III. I 0 of this
Agreement. The Project, as used in this Agreement, is described in Attachment A.
To submit an invoice to the Air District for reimbursement of costs and expenses incurred to comr~
the Project consistent with the Project description and schedule contained in Attachment A, and t~-k~~p)
necessary records of Project activities, expenses and charges to document and support the invoice
submitted to the Air District. The invoice shall itemize labor charges to the Project, if any, indicating
the number of hours worked on the Project; and itemize any payments to vendors, consultants, or
contractors with an explanation of the goods or services provided for the Project.
2)
3)
4)
To comply with the terms, conditions, and monitoring requirements specified in Attachment B.
To allow and facilitate Air District review of Project performance and engine emissions testing and all
expenditures relating to the Project funded through this Agreement, including physical inspection of any
vehicle and/or diesel emission control strategy (DECS) covered by this agreement.
5)
To allow the Air District or its authorized representatives to inspect, audit, and make copies of any
Project records related to the performance of this Agreement.
6)
To acknowledge the Air District and the Metropolitan Transportation Commission as a funding source
for the Project in any related media events, articles, news releases or other publicity materials.
To assure that all funds received under this Agreement are expended only in accordance with all
applicable provisions of law and implementation regulations.
To return grant funds to the Air District, according to the terms set forth in Attachment B, #8, if the
natural gas vehicles or DECS purchased with grant funds, as described in Attachment A, are subject to a
change in operational status, as defined in Attachment B, #7. The Air District may, at its discretion,
waive this section if the subsequent owner or operator of the vehicles or DECS purchased with grant
funds signs a successor contract with the Air District guaranteeing that the vehicles or DECS will
continue to be used in the geographical boundaries of the Air District so as to provide equal or greater
emission reductions.
7)
8)
9)
To ensure that at least 90 percent of the operating hours or mileage of all vehicles or DECS purchased
as part of the Project occur within the geographical boundaries of the Air District.
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SECTION II
AIR DISTRICT AGREES:
1) To reimburse the Project Sponsor for legitimate Project expenses within 30 calendar days of receipt and
approval of the Final Report and Payment Request by the Air District, as described in Attachment A,
which verifies that the Project has been completed consistent with the terms of this agreement.
2) To provide funds not to exceed the "Total Grant Funds Awarded" amount for this Project as specified
in Attachment A.
SECTION III
IT IS MUTUALLY AGREED:
1) Authority: This Agreement is made pursuant to authority granted to the Air District in Sections 44223,
44225, and 44241 of the California Health & Safety Code.
2) Term: This Agreement will remain in effect for five (5) years after the date that the final payment of
grant funds is issued by the Air District, unless terminated as provided below. .
3) Termination: Either party may terminate this Agreement at any time prior to transfer of funds by giving
written notice of termination to the other party which shall specify the effective date thereof. Notice of
termination under this paragraph shall be given at least thirty (30) days before the effective date of such
termination. The Air District will reimburse Project Sponsor for qualifying expenditures on the Project
made prior to the receipt of the notice of termination.
4) fudemnification: Project Sponsor shall indemnify and hold harmless the Air District! Air District, its
officers, employees, agents, representatives, and successors-in-interest against any and all claims, suits
or actions resulting from the performance by Project Sponsor of its duties under this Agreement. Air
District shall indemnify and hold harmless Project Sponsor its officers, employees, agents, and
successors-in-interest against any and all claims, suits or actions resulting from the performance by Air
District of its duties under this Agreement.
5) Notices: Any notice which may be required under this Agreement shall be in writing, shall be effective
when received, and shall be given by personal delivery service or first class mail, to the addressees set
forth in Attachment A, or to such addressees which may be specified in writing to the parties hereto.
6) Contacts: Project Sponsor and Air District persons to act as contacts and liaison with the Air District
and the Project Sponsor with regards to the day-to-day activities ofthe Project are specified on
Attachment A. All reports and correspondence are to be addressed to the "Contacts" listed in
Attachment A.
7) Project Number: All correspondence shall reference the "Project Number" listed in Attachment A.
8) Additional Acts and Documents: Each party agrees to do all such things and take all such actions, and
to make, execute and deliver such other documents and instruments, as shall be reasonably requested to
carry out the provisions, intent and purpose of this Agreement.
9) Entire Agreement: This Agreement represents the entire Agreement of the parties with respect to the
subject matter described in this Agreement, and no representation, warranties, inducements or oral
agreements have been made by any of the parties except as expressly set forth herein, or in other
contemporaneous written agreements.
10) Amendment: This Agreement may not be changed, modified or rescinded except in writing and signed
by the parties hereto. Any attempt at oral modification of this Agreement shall be void and of no effect.
The Air District contact person and Project Sponsor contact person identified in Attachment A may
jointly authorize, in writing, revisions to the Project schedule or changes to the Project description or
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scope of work that do not diminish the emission reductions associated with the Project. Any other
amendments to this Agreement must be executed in writing by the signatories to this Agreement. Any
change in Project schedule, description, or scope must be approved in writing by the Air District prior
to implementation of the change by the Project Sponsor.
11) fudependent Contractor: None of the Project Sponsor's agents, subcontractors or employees shall be
construed as agents or employees of the Air District.
12) Assignment: This Agreement must be _a condition of transfer of the vehicles or DECS identified in
Attachment A to any successor organization to the Project Sponsor. Additionally, this Agreement may
not be assigned, transferred, hypothecated, subcontracted or pledged by Project Sponsor without the
express written consent of the Air District.
13) Severability: Should any part of this Agreement be declared unconstitutional, invalid, or beyond the
authority of either party to enter into or carry out, such decision shall not affect the validity ofthe
remainder of this Agreement which shall continue in full force and effect; provided that, the remainder
of this Agreement can, absent the invalid portiones), reasonably be interpreted to give effect to the
intentions of the parties.
14) Effective Date: The effective date ofthis Agreement is the date of signature by the Executive
Officer/Air Pollution Control Officer as listed on page 4.
15) Schedule for Eligible Costs: Only Project costs incurred after the "Air District Approval Date" listed
on Attachment A, and before completion or termination of Project, whichever occurs first, are eligible
to receive Carl Moyer Program funds. At the discretion of the Air District, costs incurred prior to the
"Air District Approval Date" consistent with the Air District's Solid Waste Collection Vehicle
fucentive Program guidelines, may be eligible for reimbursement.
16) Cost Reduction: The Air District may prorate or otherwise reduce its contribution to the Project in the
event that either the "Total Project Cost" or the incremental cost of natural gas vehicle purchased as
part of the Project is less than the amount listed in Attachment A.
17) Project Cost: Project cost overruns are the sole responsibility of the Project Sponsor. The Air
District's funding obligation is limited to the "Total Grant Funds Awarded" as listed on Attachment A.
18) Force Majeure: Neither the Air District nor Project Sponsor shall be liable or deemed to be in default
for any delay or failure in performance under this Grant agreement or interruption of services, directly
or indirectly, from the acts of God, civil or military authority, acts of public enemy, war, strikes, labor
disputes, shortages of suitable parts, materials, labor or transportation, or any similar cause beyond the
reasonable control of the Air District or Proj ect Sponsor.
19) Governing Law: This Grant agreement shall be construed and interpreted and the legal relations created
thereby shall be determined in accordance with the laws of the State of California.
20) Emissions Testing: The Air District may conduct emissions testing, at its expense, on any vehicles or
DECS purchased as part of the Project. Testing will be limited to no more than once per year during the
duration of this Agreement. Testing will be conducted according to a schedule mutually agreed upon
by both parties.
21) Right to Claim Emission Reductions: The Air District retains the exclusive right to claim any emission
reduction credits under state or federal law that might result from emissions reduced by the Project
implemented pursuant to this Agreement. The emissions reduced by the Project may not be used by the
Project Sponsor, or the solid waste collection company identified in Attachment A, to comply with any
local, state, or federal air pollution regulation or law, or used to fulfill the Project Sponsor's or the solid
waste collection company's obligations pursuant to a legal settlement.
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ATTACHMENT A - PROJECT SPECIFIC INFORMATION
[Note: The section numbers shown in parenthesis below refer to Sections in the Grant Agreement.]
The SWCV fucentive Program funding application dated December 15, 2004 is incorporated herein by this
reference.
1. Project Number (Section 111.7): 04SW04
2. Air District Approval Date (Sections 1.2 & 111.15): April I, 2005
3. Project Sponsor: City of Cupertino
4. Solid Waste Collection Company: Los Altos Garbage Company
5. Project Description: This project shall install an eligible diesel emission control strategy (DECS) on
sixteen (16) solid waste collection vehicles (SWCVs), as specified in #6 below, in the fleet of the Los
Altos Garbage Company. The Air District grant funds will be used to generate surplus emission
reductions of nitrogen oxides (NOx); i.e., NOx emission reductions which are over and above the
emission reductions required by the California Air Resources Board (CARB) SWCV regulation or
claimed by CARB for credit in the State Implementation Plan (SIP).
An eligible DECS is defined as any Level 3 DECS verified by CARB to reduce emissions of particulate
matter (PM) by 85% or more, and to reduce emissions of nitrogen oxides (NOx) by 25% or more. This
includes the Cleaire Longview DECS. The DECS may only be installed 'on the specific engine types and
engine model years cited in the Executive Order and Attachment issued by CARB to verify the DECS.
Engines must comply with all terms and conditions specified in the Executive Order. For the Cleaire
Longview device, the applicable CARB Executive Orders are DE-03-001-03 and DE-04-004-02.
6. Total Grant Funds Awarded (Sections 11.2 and 111.17): $110,000
# DECS to be $ per DECS Total $ for DECS Project Total Grant
Installed * Administration
9 $10,500 $94,500 $5,000
7 $1,500 $10,500
16 $105,000 $l10,000
* The grant award covered in this Agreement includes $94,500 for nine new DECS, plus an additional
$1,500 per DECS for seven DECS that previously received funding from the Air District via TFCA grant
#04R18. The specific SWCVs and engines that shall be equipped with an eligible DECS are listed in
Part 3 of the SWCV fucentive Program Funding Application, as submitted by the Project Sponsor.
7. Years of Effectiveness: Five (5) years
8. Project Schedule (Section 1.1):
Issue Purchase Order for DECS: by June 1, 2005
Submit copy of PO to Air District: by June 1, 2005
Complete installation ofDECS on all SWCVs: by January 1, 2006
Submit Final Report and Payment Request Form: by March l, 2006
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9. Reimbursement Request: Project Sponsor shall submit a single request for reimbursement after all
DECS covered by this agreement have been purchased and installed. The reimbursement request shall be
submitted using the Final Report and Payment Request Form provided by the Air District.
10. Final Report: Project Sponsor shall submit a final report after all DECS covered by this
agreement have been purchased and installed. The final report shall be submitted using the Final
Report and Payment Request Form provided by the Air District.
11. Notices (Section 111.5): Any written notice required is to be addressed to:
Proiect Sponsor:
David W. Knapp
City Manager
City of Cupertino
10300 Torre Ave.
Cupertino, CA 95014-3255
Air District:
Jack P. Broadbent
Executive o fficer/ Air Pollution Control Officer
Bay Area Air Quality Management District
939 Ellis Street
San Francisco, CA 94109
12. Contacts (Section 111.6): Contact persons for day-to-day activities of the Project are:
Proiect Contact:
Lavenia Millar
Environmental Programs Manager
City of Cupertino
10300 Torre Ave.
Cupertino, CA 95014-3255
408-777-7242
laveniam@cupertino.org
Air District:
David Burch
Principal Environmental Planner
Bay Area Air Quality Management District
939 Ellis Street
San Francisco, CA 94109
(415) 749-4641
dburch@baaqmd.gov
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ATTACHMENT B - SPECIAL TERMS AND CONDITIONS
Project Sponsor shall comply with the following special terms and conditions:
1. Transfer the grant funds to the Solid Waste Collection Company (SWCC), in accordance with the
description of the Project provided in Attachment A, after payment of grant funds is issued by the Air
District.
2. Ensure that the TFCA logo decal is displayed on all vehicles purchased with grant funds, and any
vehicles equipped with a diesel emission control system (DECS) pursuant to this Project.
3. Require the use of ultra-low sulfur diesel, in compliance with CARB requirements, at all times, for all
solid waste collection vehicles (SWCVs) equipped with DECS pursuant to this Project.
4. Monitor the use of the vehicles and/or DECS purchased with grant funds; ensure that the vehicles and
control systems are used according to SWCV fucentive Program guidelines; and ensure that the
vehicle and/or DECS are operated within the boundaries of the Air District for the duration of the
Proj ect Life as specified in Years of Effectiveness in Attachment A.
5. Notify the Air District within 10 calendar days ifthe SWCC violates SWCV fucentive Program
guidelines or the terms of this grant agreement.
6. Maintain information as to the operational status of each vehicle and DECS covered by the terms of
this grant agreement, and provide information on the operational status for each vehicle and/or DECS
to the Air District within 60 calendar days of a request from the Air District for this information.
7. Provide written notification to the Air District of any change in operational status of the vehicles or
DECS covered by this agreement, within 30 calendar days of its occurrence. For purposes of this
agreement, a change in operational status means that the DECS, or the SWCV that is equipped with
the DECS, has been removed from active service, wrecked, scrapped, or sold or transferred to another
entity, before it has been in use for at least five full years of service.
8. Refund the SWCV grant funds to the Air District, on a prorated basis, pursuant to Section 1.8, if any
vehicle or DECS funded by this grant is subject to a change in operational status. Grant funds shall
be repaid to the Air District within 60 days ofthe change in operational status. The amount of the
repayment shall be determined as follows:
If the change in operational status occurs before the vehicle or DECS has been in service for at least
one full year, 80% of the grant funds for that vehicle or DECS shall be repaid to the Air District.
If the change in operational status occurs before the vehicle or DECS has been in service for at least
two full years, 60% of the grant funds for that vehicle or DECS shall be repaid to the Air District.
If the change in operational status occurs before the vehicle or DECS has been in service for at least
three full years, 40% of the grant funds for that vehicle or DECS shall be repaid to the Air District.
If the change in operational status occurs before the vehicle or DECS has been in service for at least
four full years, 20% of the grant funds for that vehicle or DECS shall be repaid to the Air District.
If the change in operational status occurs before the vehicle or DECS has been in service for at least
five full years, 10% of the grant funds for that vehicle or DECS shall be repaid to the Air District.
9. Execute a written agreement or contract with the SWCC identified in Attachment A, as needed to
ensure full compliance with all teIIDS and conditions in this grant agreement.
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