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2014-08-11 City Council Agenda Packet
CITY OF PALO ALTO CITY COUNCIL Regular Meeting Council Conference Room August 11, 2014 6:00 PM Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in the Council Chambers on the Thursday preceding the meeting. 1 August 11, 2014 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. PUBLIC COMMENT Members of the public may speak to agendized items; up to three minutes per speaker, to be determined by the presiding officer. If you wish to address the Council on any issue that is on this agenda, please complete a speaker request card located on the table at the entrance to the Council Chambers, and deliver it to the City Clerk prior to discussion of the item. You are not required to give your name on the speaker card in order to speak to the Council, but it is very helpful. TIME ESTIMATES Time estimates are provided as part of the Council's effort to manage its time at Council meetings. Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public. To ensure participation in a particular item, we suggest arriving at the beginning of the meeting and remaining until the item is called. HEARINGS REQUIRED BY LAW Applications and/or appellants may have up to ten minutes at the outset of the public discussion to make their remarks and up to three minutes for concluding remarks after other members of the public have spoken. Call to Order Closed Session 6:00-6:20 PM Public Comments: Members of the public may speak to the Closed Session item(s); three minutes per speaker. 1.CONFERENCE WITH CITY ATTORNEY-EXISTING LITIGATION Subject: Markman v. City of Palo Alto, Santa Clara County Superior Court, Case No. 111-CV-210779 Subject Authority: Government Code section 54956.9(a) REVISED 2 August 11, 2014 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Agenda Changes, Additions and Deletions City Manager Comments 6:20-6:30 PM Oral Communications 6:30-6:45 PM Members of the public may speak to any item NOT on the agenda. Council reserves the right to limit the duration of Oral Communications period to 30 minutes. Minutes Approval 6:45-6:50 PM June 16, 2014 June 23, 2014 Consent Calendar 6:50-6:55 PM Items will be voted on in one motion unless removed from the calendar by three Council Members. 2.Approval of a Contract with KEMA Services Inc. in the Amount of $233,030 for Development of Sustainability and Climate Action Plan (S/CAP) 3.Approval and Authorization for the City Manager to Execute a Contract with PAR Electrical Contractors, Inc. For a Total Not to Exceed Amount of $504,020 for the Pole Replacement Project 2, Which Involves Construction Maintenance Work on the City’s Electric Distribution System at Various Locations Throughout the City of Palo Alto 4.Approval of a Contract with Moore Lacofano Goltsman (MIG) in the Amount of $499,880 for the Development of a Transportation Management Association Study for Downtown Palo Alto and Adoption of a Budget Amendment Ordinance in the Amount of $180,000 Amending the Fiscal Year 2015 Planning and Community Environment Adopted Operating Budget 5.Approval of Contract Amendment No. One to Contract No. C13147733 in the Amount of $216,532 with CH2M HILL Engineers, Inc. for Pre- design for the Thermal Hydrolysis Process Anaerobic Digestion Facility, Capital Improvement Program Project WQ-14001 6.Approval of a Master Network Hut License Agreement with Google Fiber 3 August 11, 2014 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Action Items Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters. 6:55-7:00 PM 7.Adoption of Two Resolutions Related to Hourly Employees: (1) Approving a New Memorandum of Agreement with Service Employees’ International Union Local 521 for Represented Hourly Employees and Amending Section 1901 of the Merit System Rules and Regulations; and (2) Approving a New Compensation Plan for Limited Hourly Employees 7:00-7:30 PM 8.Approval of Design Contract No. C14153579 with BKF Engineers in the Amount of $180,000 for the Embarcadero Road Satellite Parking Project (Continued from Consent Calendar on June 16, 2014) 7:30-8:00 PM 9.Approval of Contract No. C15155728 in the not to Exceed Amount of $146,440 with American Institute of Architects California Council to Manage the Design Competition for the Pedestrian & Bicycle Overpass at Highway 101 CIP Project PE-11011 8:00-9:00 PM 10.Approval of the Proposed Grocery Store Tenant (J&A Family Market) Within PC 5069 (College Terrace Centre) Based on the Finding that the Proposed Grocery Tenant Would Likely be Comparable in Quality of Products and Services as JJ&F as it Existed and Operated on December 7, 2009 at 2180 El Camino Real 9:00-10:00 PM 11.Transfer of the Operation of Palo Alto Airport to the City Requiring Adoption of: (1) Resolution Approving Four Contracts - the Termination Assignment and Assumption Agreement, the Federal Obligations Assignment and Assumption Agreement, the Federal Aviation Administration Supplemental Lease Agreement, and the State Lands Commission Lease No. PRC ___; (2) Resolution Approving FY 2015 Palo Alto Airport Fees and Charges; (3) Resolution Approving Application of the County Airport Rules and Regulations and General Aviation Aircraft License Agreement to the Palo Alto Airport During FY 2015; and (4) Ordinance Amending Palo Alto Municipal Code Sections 12.04.020, 12.04.030, 12.04.040 and 12.20.010, to add “General Aviation Airport” to Existing Definitions and Permit the Adoption of Airport Fees and Charges by Resolution 4 August 11, 2014 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Inter-Governmental Legislative Affairs Council Member Questions, Comments and Announcements 10:00-10:10 PM Members of the public may not speak to the item(s) Adjournment AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using City facilities, services or programs or who would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact (650) 329-2550 (Voice) 24 hours in advance. 5 August 11, 2014 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Additional Information Standing Committee Meetings Policy and Services Committee Meeting, August 12, 2014 Special City Council Meeting August 13, 2014 Regional Housing Mandate Committee Meeting August 14, 2014 Schedule of Meetings Schedule of Meetings Tentative Agenda Tentative Agenda Public Letters to Council Set 1 Set 2 City of Palo Alto (ID # 4996) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: Contract for Sustainability and Climate Action Plan (S/CAP) Title: Approval of a Contract with KEMA Services Inc. in the Amount of $233,030 for Development of Sustainability and Climate Action Plan (S/CAP) From: City Manager Lead Department: City Manager Recommendation Staff recommends that Council authorize the City Manager or designee to approve and execute a contract with KEMA Services Inc., a part of DNV GL, in the amount of $211,845 plus a ten percent contingency of $21,185 for a total cost of $233,030, for the development of a new Sustainability and Climate Action Plan (S/CAP) and approve a Budget Amendment Ordinance to fund the contract. Executive Summary Pursuant to Council direction, Staff has selected a consultant to assist the City in updating the 2007 Climate Action Plan, a project that will include developing three aggressive greenhouse gas (GHG) reduction scenarios, each representing a different possible target for emission reductions. The scenarios will delineate the actions that will be required to achieve these targets; address other Sustainability concerns besides GHG emissions; and coordinate the S/CAP effort with the Comprehensive Plan update. Staff recommends that Council approve this contract in the amount of $211,845 plus a ten percent contingency of $21,185 for a total cost of $233,030, with work to be completed by June 30, 2015. Background As previously discussed with Council (at the Earth Day study session, April 21, 2014), new circumstances, new technologies, plus a rising bar of new initiatives from cities around the country, call for a new climate action plan--and one that addresses other sustainability concerns as well. In addition, the City has the opportunity, or perhaps the need, to align the climate plan with its comprehensive plan update process currently underway. In 2007, the City prepared a climate protection plan which specified goals for GHG emission reduction and set forth several hundred measures to address those goals. Since that time, the City has exceeded those goals, set new goals and exceeded them. City+Community emissions City of Palo Alto Page 2 now stand an estimated 34% below 1990 levels, and estimated 29% below 2005 levels. These are impressive accomplishments, but still a long way from the 80% by 2050 that the State of California has targeted and the even steeper reductions that the global climate crisis will require. Discussion Staff discussed provisional plans for the S/CAP with Council at the Earth Day study session, April 21, 2014: Q2/14: Climate Action Plan RFP Q3-Q4/14: Engage consultant Q1/15-Q2/15: Develop CAP Q2/15: Draft CAP for Council review. Staff did not include the S/CAP in the FY 2015 budget, but planned to come back to Council after conducting a competitive solicitation. Staff issued the RFP for the S/CAP on June 2, 2014. A multi-departmental evaluation panel unanimously recommended DNV GL from a strong field of potential consultants on July 17, 2014. Staff issued a Notice of Award on July 18, 2014 and has negotiated the attached contract. The RFP was intentionally both challenging in the scope it proposed and flexible in how it invited consultants to explore innovative and integrative strategies, rather than the proscriptive responses that most RFPs seek. Consultants will: o Develop strategies for three different greenhouse gas reduction scenarios: 80% by 2050, 80% by 2030, and 100% ("carbon-free") by 2025, in each case delineating the technical, financial, policy and behavioral changes that will be required to achieve those goals, so that Council and the community will have a grounded basis for choosing how to move forward; o Address other sustainability concerns besides greenhouse gas emissions, including transportation, water, climate risk and adaptation and financing strategies; o Recommend improvements in City policies, programs and processes; o Recommend actions for Community; o Engage Staff and Community in the development of the plan; o Coordinate the S/CAP effort with the Comprehensive Plan update process, to ensure alignment for content and synchronization with the environmental impact report (EIR) process to the extent feasible (see below); o Deliver high level visual roadmaps, a detailed implementation plan, a summary presentation and an accessible “coffee table” briefing book. Staff selected the DNV team led by Karl van Orsdol (with partners ESA, Nelson\Nygard and MIG) because of the strength of the team, their specific experience in the work required, their grasp of Palo Alto’s vision, and the merits of their proposal and plan, including their proposal to deliver several suggested optional scope elements. Staff has accepted several of these optional elements, and has worked with DNV to incorporate them into the consolidated contract scope presented here for your approval. The contract totals $211,845 plus a ten percent contingency of $21,185 for a total cost of $233,030. City of Palo Alto Page 3 (The cost of Climate Action Plans varies widely. For reference: San Mateo County and City Governments C/CAG, $300,000; City of New York, $1 million; Watsonville, $185,000; Riverside, $195,000; Mountain View, $311,000; Pleasanton, $345,000; Richmond (VA) $153,000, Santa Clara County cities ~$60,000 each (multiple cities under a single contract.) Timeline Staff has pursued an accelerated path, both for the proposal process and for the S/CAP development process, for several reasons. 1. To synchronize as much as possible with the development of the Comprehensive Plan, already underway, so that these plans can be as consistent as possible, and so the city does not inadvertently make decisions that could hinder future sustainability initiatives. 2. To ensure that the Comprehensive Plan environmental impact report (EIR) considers potential impacts of the principal greenhouse gas emission reduction strategies that are likely to be included in the S/CAP, minimizing the need for separate or subsequent environmental review. 3. To provide the clear strategy and common narrative needed to strengthen our mix of strong and flagging efforts, and prevent things from falling between the cracks. 4. To be responsive to Council comments at the April 21 study session, at which staff's suggested timeline of a climate plan draft by the end of Q2 2015 was met with several Council Members asking "can't we get this any sooner?" 5. The clock is ticking. Staff will work with the consultants to produce initial draft scenarios within 30 days of Notice to Proceed, and will provide these to the Planning and Community Environment Department in early September to inform the Comprehensive Plan and for incorporation into the planned EIR to the extent feasible. The S/CAP team will maintain active dialog with the CompPlan team as the scenarios are further developed and alternative implementation plans are developed and analyzed, including consideration of the likely effectiveness of those strategies in light of their costs (political, financial, social) and impacts (if any). In response to Council’s request on April 21 for an accelerated process, Staff expects to have a draft S/CAP ready for Council review in January 2015. Subsequently Staff will return to Council for approval of proposed follow on work for Q4/FY15 related to implementation, community engagement and further analysis if needed), as well as with proposed plans for FY16. Staff recognizes that the S/CAP will raise issues as well as resolve them, and expects that the S/CAP will generate ongoing discussion among City staff, with Council, and in the Community. Staff will actively seek Community input in the development of the S/CAP. Ultimately, Council and Community will need to decide whether or not to adopt the S/CAP, and which scenario, and goals to select and pursue. Identification of specific issues of concern will be the actual work of the S/CAP, and premature to identify in greater detail here. City of Palo Alto Page 4 Policy Implications This policy will advance the Council priorities of Environmental Sustainability. Resource Impact The full cost of this project, $233,030 ($211,845 contractual costs plus a ten percent contingency of $21,185) will be allocated in the General Fund to the Office of Sustainability through the increase of Contractual Services expenditures. This project by its nature is strategic and cross-cutting. A few of its elements address specific departments and funds, but the project will touch much of the City and the specific impact on departments and funds ultimately will not be known until the work is well underway. For this reason, an allocation of costs for this project has been developed to reflect the scale, scale of impact, and estimated scale of involvement of each department in the project scope. Costs for departments with multiple funds have been allocated evenly across the funds. Costs related to the General Fund departments will cover 59% of the project, and they will be allocated to the Office of Sustainability through a reduction to the General Fund Budget Stabilization Reserve of $137,490. See the table below for the cost allocation from each General Fund department. City of Palo Alto Page 5 Department Percentage Contract Contingency Total Planning and Community Environment 15% $ 31,775 $ 3,178 $ 34,953 Development Services 10% $ 21,185 $ 2,119 $ 23,304 Community Services 10% $ 21,185 $ 2,119 $ 23,304 Administrative Services 10% $ 21,185 $ 2,119 $ 23,304 City Manager's Office 10% $ 21,185 $ 2,119 $ 23,304 Public Works 4% $ 8,475 $ 846 $ 9,321 TOTAL 59% $ 124,990 $ 12,500 $ 137,490 Costs for the Public Works and Utilities Departments from funds other than the General Fund will cover 41% of the project, and they will be allocated to the Office of Sustainability through increased Transfers to the General Fund, and corresponding reductions to Reserves/Ending Fund Balance in the various funds. See the table below for the cost allocation from each non- General Fund department. Department/Fund Percentage Contract Contingency Total Utilities Electric Fund 10% $ 21,148 $ 2,118 $ 23,302 Gas Fund 5% $ 10,592 $ 1,059 $ 11,651 Wastewater Collection Fund 5% $ 10,592 $ 1,059 $ 11,651 Water Fund 5% $ 10,592 $ 1,059 $ 11,651 TOTAL 25% $ 52,960 $ 5,295 $ 58,255 Public Works Refuse Fund 4% $ 8,473 $ 847 $ 9,320 Storm Drain Fund 4% $ 8,474 $ 847 $ 9,321 Wastewater Treatment Fund 4% $ 8,474 $ 848 $ 9,322 Vehicle Fund 4% $ 8,474 $ 848 $ 9,322 TOTAL 16% $ 33,895 $ 3,390 $ 37,285 Environmental Review Approval of this contract is not a project requiring review under the California Environmental Quality Act (CEQA). Adoption of the S/CAP will require environmental review, and staff is planning to use the Comprehensive Plan Update EIR as the vehicle for that review to the extent City of Palo Alto Page 6 feasible. If there are programs or impacts of the S/CAP that are not considered in the Comprehensive Plan EIR, or are not considered at an appropriate level of detail, some subsequent or separate environmental review will be conducted prior to S/CAP adoption (potentially “tiering” from the Comprehensive Plan EIR). Attachments: Attachment 1: Palo Alto S/CAP Contract (PDF) Attachment 2: DNV & Partners Background (PDF) Attachment 3: BAO - Sustainability and Climate Action Plan (DOC) Professional Services Rev. Feb. 2014 (USE FOR PROFESSIONAL SERVICES (DESIGN and NON-DESIGN) CITY OF PALO ALTO CONTRACT NO. AGREEMENT BETWEEN THE CITY OF PALO ALTO AND KEMA SERVICES INC. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 29th day of July, 2014, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and KEMA Services Inc., a part of the DNV GL family of companies (formerly DNV KEMA Energy & Sustainability), located at 155 Grand Ave., Suite 500, Oakland, CA, 94612 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to develop a Sustainability and Climate Action Plan (S/CAP) (“Project”) and desires to engage a consultant to provide services in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. Optional On-Call Provision (This provision only applies if checked and only applies to on- call agreements.) Services will be authorized by the City, as needed, with a Task Order assigned and approved by the City’s Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-1. Each Task Order shall designate a City Project Manager and shall contain a specific scope of work, a specific schedule of performance and a specific compensation amount. The total price of all Task Orders issued under this Agreement shall not exceed the amount of Compensation set forth in Section 4 of this Agreement. CONSULTANT shall only be compensated for work performed under an authorized Task Order and the City may elect, but is not required, to authorize work up to the maximum compensation amount set forth in Section 4. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through 06/30/2015 unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed Two Hundred Eleven Thousand Eight Hundred Forty Five Dollars ($211,845). In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expense shall not exceed Two Hundred Thirty Three Thousand Twenty Nine Dollars and Fifty Cents ($233,029.50). In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expense shall not exceed Two Hundred Thirty Three Thousand Twenty Nine Dollars and Fifty Cents ($233,029.50). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C- 1”). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. For a period of 1 year after completion of the work, CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives written notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. The foregoing warranty is in lieu of all other warranties and conditions express or implied including, but not limited to, the warranties of merchantability and fitness for a particular purpose. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx SECTION 12. SUBCONTRACTING. Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or designee. Option B: Subcontracts Authorized: Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: ESA MIG Nelson\Nygard CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Betty Seto as the S/CAP Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and Karl van Orsdol as the project Sponsor to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is Gil Friend, City Manager’s Department, Sustainability Division, 250 Hamilton Ave., Palo Alto, CA 94303, Telephone: 650-329-2447. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx Notwithstanding the above, CONSULTANT shall retain and may use the general knowledge acquired as a result of its creation of the work product or the performance of services hereunder, for its general reference, enhancement of its technical capabilities, and for other purposes. All information and material which is owned by CONSULTANT and used by CONSULTANT in the performance of the Agreement shall remain the exclusive property of CONSULTANT whether or not such information or material was incorporated in or used to produce any of the work products delivered under this Agreement. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all third party demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any matter related to CONSULTANTS negligence or willful misconduct in the performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. [Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any matter related to CONSULTANTS negligence or willful misconduct in the performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the negligence or willful misconduct of an Indemnified Party. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements: All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post- consumer material and printed with vegetable based inks. Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office. Reusable/returnable pallets shall be taken back by the Consultant, at no additional Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. The liability of CONSULTANT for any claim whatsoever related to or arising under this Agreement, including any cause of action in contract, tort or strict liability, shall not exceed the total amount of payments previously made to CONSULTANT hereunder, or $300,000, whichever is less. In no event shall either party be liable to the other for any indirect, consequential, exemplary, special, incidental, or punitive damages including, without limitation, lost profits or revenues even if such damages are foreseeable or the damaged party has been advised of the possibility of such damages and regardless of whether any such damages are deemed to result from the failure or inadequacy of any exclusive or other remedy. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx EXHIBIT “A” SCOPE OF SERVICES City of Palo Alto Sustainability/Climate Action Plan (S/CAP) Scope of Work Prepared by KEMA Services, Inc. July 29, 2014 Copyright © 2014, KEMA Services, Inc. This document, and the information contained herein, is the exclusive, confidential and proprietary property of KEMA Services, Inc. and is protected under the trade secret and copyright laws of the United States and other international laws, treaties and conventions. No part of this work may be disclosed to any third party or used, reproduced or transmitted in any form or by any means, electronic or mechanical, including photocopying and recording, or by any information storage or retrieval system, without first receiving the express written permission of KEMA Services, Inc. Except as otherwise noted, all trademarks appearing herein are proprietary to KEMA Services, Inc. Table of Contents KEMA Services, Inc. i June 24, 2014 Work Plan and Approach ......................................................................................................... 1-1 1. 1.1 Project Initiation ............................................................................................................ 1-2 1.2 Task 1: Scoping and Inventory ...................................................................................... 1-3 1.2.1 Subtask 1.1: Background and Best Practices Review ....................................... 1-3 1.2.2 Subtask 1.2: GHG Inventory Data Compilation and Review ........................... 1-6 1.3 Task 2: Transportation .................................................................................................. 1-7 1.3.1 Subtask 2.1: Review Travel Demand Model ..................................................... 1-7 1.3.2 Subtask 2.2: Transportation Analysis ............................................................... 1-8 1.4 Task 3: Scenarios ........................................................................................................... 1-9 1.4.1 Subtask 3.1: Development of Initial Scenarios ............................................... 1-10 1.4.2 Subtask 3.2: Develop Three Modified Scenarios ............................................. 1-11 1.5 Task 4: Implementation Strategies ..............................................................................1-13 1.5.1 Subtask 4.1: Strategy Development and Sequencing ..................................... 1-14 1.5.2 Subtask 4.2: Prepare Detailed Implementation Guidelines for Each Strategy1-14 1.5.3 Subtask 4.3: Overall Implementation Plan for S/CAP .................................... 1-15 1.5.4 Subtask 4.4: Identify Solutions to Streamline the S/CAP Process ................ 1-16 1.6 Task 5: Sustainability Roadmaps ................................................................................. 1-17 1.6.1 Subtask 5.1: Develop Sustainability Roadmaps ............................................. 1-18 1.6.2 Subtask 5.2: Climate Risk, Water and Adaptation Strategies........................ 1-18 1.7 Task 6: Identify Financing Options to Implement Projects ....................................... 1-21 1.8 Task 7: Public Engagement and Feedback ................................................................. 1-21 1.8.1 Subtask 7.1: Public Engagement Plan ............................................................. 1-22 1.8.2 Subtask 7.2: Conduct Outreach Activities ...................................................... 1-22 1.9 Task 8: Coordination with Comprehensive Plan ........................................................ 1-23 1.10 Task 9: Reporting ........................................................................................................ 1-24 1.10.1 Subtask 9.1: Develop Public-Facing Report in Presentation Format ............ 1-24 1.10.2 Subtask 9.2: Develop Booklet ......................................................................... 1-25 1.11 Task 10: Project Planning and Management .............................................................. 1-26 1.11.1 Project Plan and Schedule ............................................................................... 1-26 Summary of Deliverables ...................................................................................................... 2-27 2. Detailed Project Schedule ..................................................................................................... 3-32 3. Project Budget ......................................................................................................................... 4-1 4. ii List of Exhibits Figure 1: Example Graphic Showing Plans Relevant to the CAP (Seattle Climate Action Plan, 2013) ........................................................................................................................................ 1-5 Figure 2: Example of Required Elements and Schedule for Achieving Scenario Goals ............. 1-13 List of Tables Table 1: Examples of Source Documents for Review .................................................................... 1-3 Table 2. List of Project Deliverables by Task and Deliverable Type ........................................... 2-27 Table 3: Summary of Costs ............................................................................................................. 4-1 Table 4: Staff Classifications and Hourly Rates ........................................................................... 4-3 KEMA Services, Inc. 1-1 July 29, 2014 Work Plan and Approach 1. KEMA Services, Inc., a part of the DNV GL family of companies (formerly DNV KEMA Energy & Sustainability), is pleased to present this refined scope of work for the City of Palo Sustainability/Climate Action Plan project (#154740). DNV GL and its collaborating organizations – MIG, ESA, and Nelson\Nygaard – present a comprehensive vision and actionable approach for the City of Palo Alto to continue its leadership in sustainability and climate action planning. The City’s 2007 Climate Action Plan presented a vision for managing sustainability and provided detail programs focusing on city operations with some information related the community as a whole. We envision this 2014 Sustainability/Climate Action Plan (S/CAP) as the catalyst to provide both vision and an actionable plan for the City, its residence, businesses and visitors to achieve extraordinary results. Our approach to the 2014 S/CAP activity is to provide focus on innovation around sustainability, providing the catalyst for the community of Palo Alto while addressing the two leading sources of greenhouse gas emissions – transportation and natural gas use – to drive the City’s emissions to near zero, while promoting a sustainable business community, engaging in smart-grid and smart-city applications and engaging the City’s population. This approach focuses on: Establishing the policy framework to drive intelligent change and catalyze and capitalize on innovation. Designing new or modified government programs and incentives around transportation, energy, and water to: ─ Transform transportation management opportunities, especially with regard to non- commute trips (the largest portion of mobile source emissions) ─ Promote fuel switching from natural gas to clean electricity for heating on either a whole-building or high-usage room basis for residential buildings ─ Expand local energy sources and promote energy independence. ─ Assess the climate risks to the City, its operations and the community. Developing new funding and finance opportunities through public/private partnerships and local venture capital resources. Drive technology and innovation in the energy and transportation space by: ─ Promoting smart-grid opportunities for integrating gas, electricity, cooling, heat, water, and transport and telecommunications infrastructures at the heart of the smart city concept. ─ Engaging with local technology firms to apply leading concepts and approaches in local green technology hubs. Partnering more effectively with the demographically changing population of Palo Alto through innovative outreach programs to incite behavior change and promote community building. 1-2 A central organizing tenant of this S/CAP relates to the Scenario Development (Task 3), Implementation Strategies (Task 4) and the Sustainability Roadmap (Task 5). These three components are especially closely related in that: The Scenarios provide a high level, but grounded, narrative around major sustainability options and what types of energy and emissions savings are required from, for example transportation and buildings in order to achieve the scenario goals. The Implementation Strategies provide the opportunity to explain the specific actions, policies, behaviors, and technology developments requiring implementation in order to achieve the savings outlined in the Scenarios. The Sustainability Roadmap provides a synthesis of actionable options, steps, decision points and paths the City could embark on now, and in the near-term future, towards achieving the chosen scenario. The integration of the Scenario, Implementation and Roadmap tasks represent the core analysis to developing the City’s sustainability vision and pathway. Building upon an assessment of best practices and community input, the project will develop actionable and trackable implementation approaches to help the City to meet its ambitious new goals. Our vision is that the S/CAP provides Palo Alto with the platform to truly transform itself. To provide the vision and action plan to harness the technological capabilities, resident involvement, municipal utilities and capital resources of the business community to create an internationally recognized smart-city innovation hub, linking transportation, energy, intellectual and financial capital, and technology into a net-zero emissions community. The work plan presented below is a refinement of the scope of work described in DNV GL’s Technical Proposal to City of Palo Alto and is based on a subsequent meetings with city staff in July 2014. This work plan provides more detail and clarification on deliverables, project schedule and planned task activities to meet the goals and objectives of the City in creating the S/CAP. 1.1 Project Initiation To begin this project, our team will convene an in-person kick-off meeting with key city staff including the Chief Sustainability Officer and representatives from different departments (e.g., Planning, Community Services, Utilities, etc). The Chief Sustainability Officer will determine the final list of attendees for the kick-off meeting. The purpose of this meeting will be to set the foundation for an ongoing, successful collaboration on the S/CAP project. At the kick-off meeting, we will introduce all team members, define roles and responsibilities, discuss ongoing communications and meetings, and review and confirm the project goals, scope of work, project tasks, schedule, and budget. DNV GL will work with city staff to develop and finalize the meeting KEMA Services, Inc. 1-3 July 29, 2014 agenda. Following the meeting, DNV GL will submit meeting minutes summarizing key discussion topics, next steps and action items. DNV GL will also submit an initial data request for background information needed from City of Palo Alto. Example data may include Excel files of greenhouse gas inventory data, drafts of each element of the Comprehensive Plan, schedule and stakeholder engagement plan for Comprehensive Plan Update, list of City of Palo Alto Utility energy efficiency programs, description of past building reach codes, minutes from Green Team and CEAP meetings, etc. Project Initiation – Process Deliverables: Draft and final agenda for meeting Initial data request Project Initiation – Output Deliverables: Meeting minutes Following, we describe our detailed approach to completing each required element, which we refer to henceforth as Tasks 1 – 10. 1.2 Task 1: Scoping and Inventory The purpose of this task, Task 1 – Scoping and Inventory – is to lay the foundation for a successful update to the S/CAP by conducting background industry best practices research, and reviewing the City of Palo Alto baseline inventory and inventory updates. The results of this analysis will inform the development of new reduction goals and policies and improve the GHG inventory workflow and reporting processes. 1.2.1 Subtask 1.1: Background and Best Practices Review The initial part of this task will be to conduct a general review of a targeted list of state, regional, and local goals, plans and documents that relate to the S/CAP. DNV GL will work closely with City of Palo Alto staff to determine the final list of jurisdictions, background documents and best practices reports for review. Table 1: Examples of Source Documents for Review Type Example Reports or Documents Palo Alto specific Existing Climate Protection Plan (adopted 2007) Annual Climate Protection Plan progress reports City of Palo Alto Utility related planning documents 1-4 Comprehensive Plan Update (draft documents) Local transportation plans Regional and state Silicon Valley 2.0 Sustainability Plan (County of Santa Clara) AB 32 Climate Change Scoping Plan Transportation improvement plans Sustainable Communities Strategy Peer review City of Seattle Climate Action Plan (62% reduction of GHG emissions by 2030) City of Fort Collins (potential goal of carbon neutrality by 2050) C40 Climate Initiative Other leading cities such as San Francisco, PlaNYC, and Helsinki Based on the agreed upon list of documents DNV GL team will review the selected plans and documents deemed to be best-in- class S/CAPs in order to inform the list of potential strategies that could be applicable in Palo Alto. All relevant plans and documents and their relation to the new S/CAP will be summarized in a short memo prepared by DNV GL to identify best practices and key climate action plan strategies for achieving ambitious greenhouse gas reduction targets. Specifically, the team will review municipal case studies from around the world and harvest best practices along multiple axes including policy, technology, behavior and finance aspects. The project team proposes to create a summary graphic similar to the one included in the City of Seattle Climate Action Plan showing the relationship of existing plans and documents to the S/CAP. KEMA Services, Inc. 1-5 July 29, 2014 Figure 1: Example Graphic Showing Plans Relevant to the CAP (Seattle Climate Action Plan, 2013) Source: Seattle Climate Action Plan (http://www.seattle.gov/Documents/Departments/OSE/2013_CAP_20130612.pdf) In the memo, the DNV GL team will also summarize innovative approaches and cutting-edge experiments that could have the potential for large GHG reductions in Palo Alto, across all key sectors. Based on feedback from city staff, our team may create a matrix to organize the innovative ideas that falls into each emissions category and that also fall within each of the three domains previously identified by the City (Resources, Infrastructure, and Behaviors). The DNV GL team will also review the database of existing Palo Alto sustainability programs already underway. At a very high level, we will assess if these programs appear generally sufficient across the emissions categories included in the GHG inventory and use this to inform the development of the Scenario Analysis, Implementation Plan and Sustainability Roadmap. 1-6 Task 1.1 – Process Deliverables: Draft list of reports for review Task 1.1 – Output Deliverables: Seattle-like graphic; Excel workbook of best practices table and comparison of city goals/achievements (with graphical comparison) 1.2.2 Subtask 1.2: GHG Inventory Data Compilation and Review The objectives of the inventory review is to ensure that the Palo Alto community greenhouse gas inventories are compliant with the most recent GHG protocols and provide recommendations for improving the workflow of the reporting processes. The DNV GL team will utilize industry accepted greenhouse gas protocols to conduct an in-depth review of previous inventories for 1990, 2005, 2013, and 2014-to-date. To develop process recommendations, DNV GL will conduct interviews (or corresponding number of meetings) to understand the existing GHG data collection processes and systems in use (e.g., who collects different data points and where does it go, frequency, and software systems). After the inventories are reviewed, DNV GL can assist city staff with entering the existing GHG inventory datasets into one platform. The DNV GL team understands that the City is assessing the use of the SEEC Clear Path California as a key option. DNV GL agrees that SEEC Clear Path California is a logical choice for use by the City, as the tool is free, easily accessible, web-based, and user-friendly. DNV GL assumes that city staff will handle the input of the data, in order that city staff is familiar with the tool and to build capacity in the city for continuous monitoring and tracking of greenhouse gas emissions data. Based on direction from city staff, the DNV GL team will review other relevant tools on the market as well as the SEEC Clear Path California tool. Final recommendations will focus on how to make the GHG inventory data collection process timelier, less labor-intensive, more accurate, and easier to report to different protocols and the public. Task 1.3 – Process Deliverables: Interviews with City staff to understand existing GHG data collection processes Review of GHG inventory tracking database and procedures Task 1.3 – Output Deliverable: Memo summarizing GHG inventory review, including compliance deficiencies (if any), recommendations for improving the GHG inventory and data collection processes KEMA Services, Inc. 1-7 July 29, 2014 (including a data management workflow map) and recommendations related to prioritizing reporting opportunities 1.3 Task 2: Transportation To achieve its goals for GHG emissions reduction, Palo Alto will have to pursue a transportation strategy that not only improves vehicle fuel efficiency and reduces the carbon intensity of transportation, but also shifts a large share of transportation trips away from single-occupant vehicles, and toward transit, walking, bicycling, and carpooling. Many of the transportation investments and land use changes needed to achieve the City’s objectives can be made cost-effectively, and in ways that will also help Palo Alto toward other community goals for livability, mobility, access, safety, and economic development. However, achieving these changes with available resources will require careful prioritization of the most effective and efficient strategies, as well as careful attention to the interests of stakeholders from all sides of the Palo Alto community. The DNV GL team’s approach will be to work with the project team and members of the technical advisory committee to balance technical analysis of strategy effectiveness with considerations related to funding opportunities, political feasibility, and community acceptance. As part of Task 1, the DNV GL team will conduct a review of recent local and regional transportation plans, and programs and policies to define the policy environment for transportation-related climate actions. For City of Palo Alto to meet aggressive new climate action goals, transforming transportation and mobility patterns is one of the key areas for action. In addition to the Task 2 analyses, transformative policies and paradigms related to transportation will be woven into the Task 3 Scenario Analyses and Task 4 Implementation Strategy development. 1.3.1 Subtask 2.1: Review Travel Demand Model Many of the most cost-effective strategies for reducing vehicle trips and vehicle miles traveled— from parking and congestion pricing, and transportation demand management programs, to expanded bicycle and pedestrian facilities and land use regulatory changes—are difficult if not impossible to account for in conventional four-step travel demand models. To inform the team’s assessment of the local context for transportation-related GHG emissions reduction planning, the DNV GL team will review the travel demand model that the City is currently using for its comprehensive planning process (based on model-related information provided by the City) and suggest enhancements. This includes commenting on the limitations/omissions of the model (e.g., related to structure, assumptions, data inputs and outputs) and presenting specific recommendations for adjustments and analytical improvements to provide greater analytical granularity around transportation emissions, and enhance the ability of the city to monitor and 1-8 track emissions reduction potential of transportation and land-use sector strategies. The review and recommendations will address all vehicle trip types, including commute and non-commute trips. Subtask 2.1 Output Deliverable: Recommendations for adjustment to the travel demand model to provide greater analytical capabilities, enhanced granularity of trip categories and sub-categories of transportation emissions, and tracking procedures for monitoring the impact of actions taken to reduce transportation emissions. 1.3.2 Subtask 2.2: Transportation Analysis Based on information from the review of the background documents in Task 1 and review of the City’s travel demand model, the DNV GL team will identify and assess transportation-related GHG emissions reduction potential and strategies deemed to be technically and politically feasible in the City. A range of strategies related to transportation demand management (TDM), expansion of transit, bicycle and pedestrian facilities and services and innovative programs/approaches for transforming the transportation-related paradigm of the community will be considered. Such innovative measures could include concepts such as: Placing a market value on employee’s provided parking places to provide financial incentives beyond public transport subsidies to reduce commute impacts, Redesigning the operational basis for local public transportation services, New transportation service concepts suggested by public outreach, Real-time demand-based transportation services, Restructuring traffic access and flow patterns based on real-time traffic data, Congestion pricing, and Establishment of shared, local, electric mobility solutions at the local or neighborhood level. The DNV GL team will focus on what the City can do related to changing transportation patterns in a game-changing way, including the potential for disruptive technologies to change the future. Where possible, our approach is to work with local data to develop estimates of total potential impacts, as well as cost-effectiveness, for each strategy under consideration. The estimates of potential reduction in vehicle trips and greenhouse gas reductions will be based on information from the professional and academic research on trip generation/reduction impacts. National research may be used where local data are not available or sufficient. For this analysis, local data will include MTC regional travel behavior surveys, the travel demand model currently in use by the City for comprehensive planning, City and State traffic counts, transit ridership counts, and other transportation data. Examples of data generally held by the City, MTC, US Census Bureau and Transit agencies include: KEMA Services, Inc. 1-9 July 29, 2014 Square footage of commercial and residential development accommodated in selected City districts in the most recently adopted City General Plan Distribution (by Transportation Analysis Zone) of residential addresses for commuters to selected Palo Alto census tracts Caltrain, SamTrans and Valley Transportation Authority (VTA) ridership for lines serving Palo Alto Caltrain station access mode share Regional household, employment and travel demand forecasts for Palo Alto (from MTC/ABAG) The trip reduction analysis will be conducted using a version of Nelson/Nygaards Trip Reduction Impact Analysis (TRIA) tool. We will assess GHG emissions reduction impact and associated cost-effectiveness for the highest priority transportation-related actions and strategies. Although the calculation methodology may be fairly conventional, the strategies under consideration will explore the bounds of possibility and include speculative and innovative strategies to transform transportation within the community. The overall intent of this analysis is to provide information on the relative impact and cost- effectiveness of limited set of high-priority transportation actions and strategies to inform the Sustainability Roadmap and Implementation Strategies tasks. Subtask 2.2 Process Deliverable: Assessment of potential reduction in vehicle trips and/or vehicle miles associated with transportation strategies, to be incorporated as part of Task 3 and Task 4. Proposed strategies, policies (to feed scenarios, implementation, roadmap) 1.4 Task 3: Scenarios When it comes to issues as complex and uncertain as climate change, scenario development is a valuable tool for stimulating debate, stretching the imagination, and inspiring action and innovation. The DNV GL team will develop three emissions reduction scenarios to help define the limits of what can be done locally (by the community and the local government), regionally (by the agencies and communities with which the City interacts), and in the wider spheres of policy, economy, and culture to achieve deep reductions in GHG emissions. The scenarios will leverage the string framework for climate action planning that the City has already developed, and aggressively explore the limits of what Palo Alto, as a progressive city and an engine of innovation and global economic growth, can do to achieve deep reductions in GHG emissions. What does success look like, and how can the City help create conditions for that success? 1-10 The scenario analyses provide the high level context around the requirements to meet different potential emissions reduction goals. This context provides the framework for the development of the Implementation Strategies (Task 4) that the City will need to undertake to meet those goals embedded in the Scenarios. 1.4.1 Subtask 3.1: Development of Initial Scenarios The scenarios will be built up from the 2005 baseline community GHG emissions inventory and most recent 2013 community GHG inventory update. Each GHG emissions category (e.g., Scope 1 natural gas use, transportation emissions), etc. will be further disaggregated into more specific source categories. For instance, natural gas usage may be divided into commercial and residential natural gas usage, and transportation emissions into commute and non-commute miles. These pieces form the foundation of the scenario analysis. Three initial scenarios will be developed to explore the following emissions reduction scenarios, and what would be required (e.g., technology, policy, investment, behavior, etc) to achieve them: 80% below 1990 levels by 2050 80% below 1990 levels by 2030 Carbon free by 2025 The scenarios involve five primary components for GHG reductions: policies, government programs, funding and finance, technology, and behavioral change (including purchasing). Each will address the three elements (or levers for action) in the sustainability roadmap: technology and infrastructure, markets and resources, and behavior. The initial scenarios will include assumptions related to each of the five components, such as: 1) Policy Framework a. Create proper incentives for long-term institutional change b. Catalyze and capitalize on innovation 2) Government Programs: Transportation, Energy, Water, and Solid Waste a. Transportation demand management [e.g., non-commute, commute (inbound & outbound) etc.] b. Expanded transportation options [e.g. Electric City (EV deployment & support), Shuttle Service, all modes (pedestrians, bicycles, trip sharing, etc.)] c. Fuel conversion and natural gas to electricity fuel switching (Incentives) d. Carbon negative energy (to off-set transportation emissions) e. Expand local energy sources (energy independence) f. Zero waste and waste-to-energy g. Zero water 3) Availability of Funding and Finance a. Public/Private Partnerships KEMA Services, Inc. 1-11 July 29, 2014 b. Venture Capital c. Grants 4) Technology a. What technologies are available now b. Emerging and potential disruptive technologies and their impacts on the energy and utility infrastructure and operations within the City related to energy storage, EV’s and autonomous vehicles. c. Potential new technologies not yet developed. d. Innovation hubs; green technology hubs e. Partnerships with local technology firms, venture capital resources, and startups. 5) Political support and behavioral change a. Build appetite and motivation for change a. Overcome resistance to change b. Unity; community-building c. Self-sufficiency The initial scenarios will include assumptions related to basic building blocks (e.g. policy framework, funding plans, and social readiness) in place to implement levers for action and required time frames to put in place. Each scenario will have the same basic challenges and components but will be constrained to a greater or lesser degree by time and the City’s ability to take advantage of new information, market transformation, technology, and social readiness. Subtask 3.1 Output Deliverables: Initial mock-up of Excel-based scenario development tool Initial scenario results and list of assumptions, and stories which can demonstrate how Palo Alto can achieve the greenhouse gas reduction targets associated with each scenario. In-person presentation of initial scenario analysis results to Sustainability Board 1.4.2 Subtask 3.2: Develop Three Modified Scenarios Based on the results of the initial three scenarios, the DNV GL team will assess modifications to these three scenarios based on feedback from city staff and community members on the assumptions utilized in the initial scenarios and results of the ongoing Comprehensive Plan Update process. City staff will provide the DNV GL team three alternative emissions reduction targets to be analyzed as part of the modified scenario analysis. DNV GL may use a matrix similar to the figure below, identifying the time scales, key actors, dependencies, and developments that would need to occur over time (related to technology, policy, investment and behavior) in order to achieve the different emissions scenarios out to 2025, 2030 and 2050. The specifics of each of the three alternative scenarios will address all the 1-12 basic building blocks that need to be in place for goal attainment, as well as specific policies, programs, and changes that need to be in place by the target year. The modified scenario analysis will identify how emissions reductions are needed from: Enhancing current City and regional programs to expand emissions reduction potential New actions and strategies, not yet deployed in Palo Alto Key early actions that must be pursued in the near-term to set Palo Alto on a critical path to implement the long-term, high impact strategies necessary to achieve the City’s goals. Figure 2 illustrates our approach to scenario development, how intermediate steps can contribute to attaining the scenario goals, and an example required timeframe. These modified scenarios will be developed and used to inform the development of the implementation strategies as described below in Task 4. This project must meet the needs of all city departments, and substantial comments are expected from city staff related to development of the 3 modified scenarios. Therefore, we expect and plan for comments from each department to be carefully considered at this stage of the project, and incorporated into the project deliverables. We will depend on the City of Palo Chief Sustainability Officer to distill comments and provide clear guidance; if/when comments are conflicting. KEMA Services, Inc. 1-13 July 29, 2014 Figure 2: Example of Required Elements and Schedule for Achieving Scenario Goals Subtask 3.2 Process Deliverables: List of three alternative GHG emissions reduction targets to be used for modification of the three initial scenarios, and/or List of modifications to scenario assumptions (related to technology, behavior, investment or behavior) to the three initial scenarios Presentation or working meeting with city staff to review draft modified scenarios and initial list of implementation strategies Subtask 3.2 Output Deliverable: Draft and final results of 3 modified scenario analyses, including how to achieve the greenhouse gas reduction targets associated with each scenario. 1.5 Task 4: Implementation Strategies The overall objective of this task is to prepare a summary of Sustainability/Climate Action Plan strategies that can be successfully implemented by the City and community-wide. The 1-14 Implementation Strategies provide the specific actions, policies, behaviors, and technology developments requiring implementation in order to achieve the savings outlined in the Scenarios,The strategies outlined in this section serve as actionable program basis for the Sustainability Roadmap and final public-facing report. 1.5.1 Subtask 4.1: Strategy Development and Sequencing Based on the scenario analyses included in Task 3 above, DNV GL will have numerous emission reduction strategies across each scenario. The first step of an implementation plan is to assess the strategies needed to achieve each scenario, considering technical issues, costs, savings, feasibility, behavioral changes needed, and other factors. Recognizing that some strategies will be implemented sooner than others, the DNV GL team will develop a phased approach to implementation of the S/CAP strategies with specific milestones. Each phase will be designed to naturally build upon the earlier phases, so that emission reductions will increase over time. In most cases, the implementation strategies are expected to be the same across each scenario, with differences in timing and aggressiveness. Where appropriate, the DNV GL team will incorporate the implementation strategies included in the AB 32 Scoping Plan for achieving 80% reduction in GHG emissions by 2050. The DNV GL team will work with city staff to identify the best approach for assessing and sequencing the S/CAP implementation strategies. Potential approaches may use cost per ton of abatement, return on investment (ROI), payback, or a scoring system that weights different key performance indicators (KPIs), such as cost, GHG savings, energy savings, water savings, local jobs, feasibility, community acceptance, etc. Subtask 4.1 Process Deliverables: Draft list of S/CAP strategies for further analysis Analysis of S/CAP implementation strategies and recommendations for sequencing Presentation or working meeting with city staff to discuss implementation strategies Subtask 4.1 Output Deliverables: Results of S/CAP strategy selection and sequencing, including visual representation (e.g., carbon abatement curves, waterfall charts, wedge chart) 1.5.2 Subtask 4.2: Prepare Detailed Implementation Guidelines for Each Strategy The detailed implementation guidelines will include key strategy components and details that City staff and partners need to know to implement each strategy, including: A concise description of each strategy, including intermediate and long-term goals. The briefing document will identify whether the strategy can be implemented by the City on its own, by residents, businesses, and visitors, or pursued in a City partnership. KEMA Services, Inc. 1-15 July 29, 2014 An overview of specific policies or programs needed Identification of the responsible parties (city department or staff, or community actors) for leading implementation A description of the partnerships that may be needed to implement the strategy Specific time-bound actions, in a checklist style, needed to implement the strategy Metrics that will be used to evaluate success Financial implications and potential budget needed City Staff resources needed The final set of implementation documents will cover all the strategies, and the strategies will described a phased implementation approach, as appropriate. Subtask 4.2 Process Deliverables: Draft template for Implementation Strategy Guidelines Subtask 4.2 Output Deliverables: Draft and final set of Implementation Strategy Guidelines 1.5.3 Subtask 4.3: Overall Implementation Plan for S/CAP The overall Implementation Plan will be developed to tie all the existing and proposed implementation strategies developed during this project into coherent plans and roadmaps for implementation. While the Sustainability Roadmap will provide a succinct overview of how the City’s many environmental efforts all fit into a coherent strategy, the Implementation Plan will drill down into the details of specific implementation strategies. Furthermore, the Implementation Plan will be organized in a consistent manner with the overall Roadmap (e.g., according to the three themes of infrastructure, resources, and behaviors). The Implementation Plan will include an overview of how various strategies are interconnected and the dependencies between various strategies. For example, the full benefit of some strategies (such as microgrids and smart grids) may only be fully realized after certain infrastructure, such as smart meters and energy efficiency controls, are installed. Thus, the first step of the detailed implementation plan will be to chart the interdependencies amongst various strategies included in the S/CAP and Sustainability Roadmap. These interdependencies will be used to develop timelines and other portions of the overall Sustainability Roadmap. One purpose of the Implementation Plan is to include supporting activities to the implementation strategies that may overlay across specific implementation strategies. For example, the Implementation Plan may include an overall marketing and public engagement 1-16 plan aimed at behavioral change that will increase the participation rate and compliance with specific S/CAP implementation strategies. The Implementation Plan will include a summary of specific policy changes, management system improvements and upgrades, and other details related to tracking and governance for implementing the suite of S/CAP strategies, including how the process will be managed and by whom. In order to develop the Implementation Plan, the DNV GL team will meet with key staff and/or departments that were identified as part of the implementation strategy assessment in Subtask 4.2 to discuss next steps needed for implementation. A portion of the Implementation Plan may include a framework and guidelines for reviewing progress and updating the Roadmap on a regular basis. These guidelines are likely to include methods for the following aspects of a Roadmap update: Consideration of how to track progress towards goals Determination of progress made The development of new goals/targets, if needed Deletion of programs or policies that are not meeting intended targets Addition of new strategies and specific actions as needed Subtask 4.3 Process Deliverables: Targeted working meetings/interviews with 5-10 city staff and community stakeholders/actors to embark on near-term implementation steps for specific strategies Outline for Implementation Plan components Subtask 4.3 Output Deliverables: Draft and final Implementation Plan 1.5.4 Subtask 4.4: Identify Solutions to Streamline the S/CAP Process To better streamline the process of updating the S/CAP in the future, the DNV GL team will identify what information is needed for future updates and recommend improved processes for completing updated Climate Protection Plans and GHG tracking. Similar to the original Palo Alto Climate Protection Plan, the DNV GL team expects that the next few years might include progress reports and updates to the S/CAP, but not a full re-writing of the plan. Our team will identify the general content and process for developing these progress reports, building upon the information gathered for the S/CAP, and building upon other work previously done to update the CPP. Our team expects that future GHG inventory results will be combined with KEMA Services, Inc. 1-17 July 29, 2014 other performance indicators to track progress, and these results will be communicated in S/CAP progress reports. The DNV GL team will also perform a review of current City systems, e.g., from budgeting and capital expenditures, to contracting requirements and procurement systems to assess the different city management systems work together (or don’t work together). DNV GL will work with the city to identify a list of 2-3 key management systems (related to sustainability) to be reviewed and are likely to include the project management, procurement and reporting systems. Our evaluation will take into account how current systems are used, how the city understands and tracks its activities and what improvements are needed to better inform decisions that will support GHG reductions and sustainability. Examples might include: additional information provided to residents and businesses; more details provided to decision-makers on the impacts of their decisions in regards to GHG emissions; and methods to track the metrics identified in Subtask 4.2 that are needed to review the progress of each emission reduction strategy. The results of the review and recommendations for improved processes will be incorporated into the Sustainability Roadmap and Implementation Plan. Subtask 4.4 Process Deliverables: List of management systems and processes for review Conduct review of systems Subtask 4.4 Output Deliverable: Element in Sustainability Roadmap and Implementation Plan, identifying opportunities to streamline the S/CAP process in the future Workflow map/diagram(s) and recommendations for improving existing management systems to better manage sustainability initiatives. 1.6 Task 5: Sustainability Roadmaps The Sustainability Roadmap provides a synthesis of actionable options, decision points and paths the City could embark on now, and in the near-term future, to prepare for the path towards achieving the chosen Scenario. 1-18 1.6.1 Subtask 5.1: Develop Sustainability Roadmaps The DNV GL team will develop Sustainability Roadmaps for each Scenario that provides a high level summary of the S/CAP, and weaves together the City’s numerous environmental achievements, policies and programs together with new actions to achieve the City’s sustainability vision. The Sustainability Roadmap will lay out the selected emission reduction strategies, implementation steps and responsibilities, and other supporting initiatives such as community engagement and participation, and protection and enhancement of natural ecosystems. While the Sustainability Roadmap combined with the Implementation Plan will fulfill the regulatory requirements under the California Environmental Quality Act (CEQA) to go hand-in- hand with the Comp Plan update, the roadmap will articulate the City’s goals and aspirations beyond GHG mitigation alone. The roadmap will provide a succinct overview of how the City’s many environmental efforts all fit into a coherent strategy that leverages its unique position in the Silicon Valley and history of innovative environmental programs. The Sustainability Roadmap will show how Palo Alto can push the envelopes with aggressive yet realistic strategies for mitigation, adaptation, and protection of shared assets and natural capital that are essential for a healthy and prosperous community. The Sustainability Roadmap will be visually engaging, and will show the overall map for how different strategies and emissions output will play out over time to achieve Palo Alto’s vision for the future. The Sustainability Roadmap will provide content that can be easily translated to a web interface. Task 5.1 Process Deliverables: Draft outline for Sustainability Roadmap and components, including Subtask 5.2 below Task 5.1 Output Deliverables: Draft and final visual Sustainability Roadmap 1.6.2 Subtask 5.2: Climate Risk, Water and Adaptation Strategies The Sustainability Roadmap will include a component related to climate risk, water and adaptation strategies. Resilience includes not only the ability to withstand dangerous situations, but also to recover quickly from major events, such as storms, floods, or fire. KEMA Services, Inc. 1-19 July 29, 2014 The DNV GL team will utilize the California Adaptation Planning Guide (CAPG)1 as the basis for the climate risk assessment and adaptation strategy development. The CAPG was developed through a cooperative effort between the California Natural Resources Agency, and the California Emergency Management Agency to provide local and regional stakeholders a step-by- step process for conducting a vulnerability assessment. There are two main steps involved in planning for adaptation, each of which includes various sub-components: 1. Step 1 - Understand What Climate Change Effects will Impact the Community: The DNV GL team will determine what climate change means locally to Palo Alto and what hazards are likely to be intensified due to climate change. Through this step, DNV GL will identify what community assets are vulnerable to the effects of different climate change impacts by determining what the potential impacts are, their projected severity and the potential timing of those impacts. Specifically, the impacts of climate change will be divided into two groups – primary impacts and secondary impacts. Primary impacts are directly caused by climate change and include increases or changes in average temperature, annual precipitation, sea level rise, and severe storms. A number of these impacts are likely to affect the City, including sea level rise, rise in temperature, changes in annual precipitation and changes in precipitation patterns. Secondary impacts are those hazards caused by the Primary Impacts and directly impact, damage or disrupt human health, ecosystems, the environment, buildings and infrastructure, social services, and economic activity. When the Primary Impacts occur, it is the Secondary Impacts that directly affect people’s lives, the local economy and the overall health of our community. Secondary impacts include flooding, heat waves, loss of natural habitat/ecosystems, long-term power outages, severe storms and drought. 2. Step 2 - Evaluate Existing Resiliency and Develop New Adaptation Strategies: The DNV GL team will identify and summarize what is currently being done locally and regionally to address the impacts and determine which impacts can be addressed through existing strategies; evaluate new strategies to address the impacts, and then prioritize strategies based on vulnerable assets and needs; and identify the resources and funding needed to implement the strategies. 1 The CAPG can be downloaded from the following webpage: http://resources.ca.gov/climate_adaptation/local_government/adaptation_planning_guide.html 1-20 We recognize that any risk assessment must include reviewing the vulnerabilities of the City’s water supply to future disruption, and to develop strategies to increase resilience and dependability. In particular, we will build upon the work completed by CPAU, such as the Urban Water Management Plan (2011) and CPAU Ten-Year Energy Efficiency goals which includes some water conservation-related measures. In particular, the Urban Water Management Plan references the Santa Clara Valley Water District Water Supply and Infrastructure Master Plan. We will leverage these existing resources to focus on: The vulnerability of the Santa Clara Valley Water District’s water supply to climate change Current and future water use within the City, and the effectiveness of water conservation efforts Effects of potentially reduced water availability on power production: alternatives to hydro power for achieving and maintaining zero carbon electricity Effectiveness of management actions to date in addressing vulnerability and other water sustainability issues. The City has carried out a detailed risk assessment of drought and energy responses in the context of potential shortages in the coming decades (City of Palo Alto 2011 Urban Water Plan). Our examination will extend to a longer range assessment of risks including low likelihood, high impact scenarios around major climate disruption that significantly affects precipitation, water supply and hydro supply. For this assessment, we will draw on its recent work developing the Sustainable Water Management Profile assessment tool for the California Water Foundation (CWF). This tool is a means of evaluating supply reliability, water management practices, and the effectiveness of efforts to motivate the behavioral change needed to manage water sustainably in California. This tool provides a means by which water agencies can assess both the stressors on their water supply, and also the effectiveness of management actions taken to date to address these risks. We will also examine the water/energy nexus, in terms of both contribution of water conservation to GHG emissions reduction, and also the risk posed to the City’s goal of carbon neutral electricity by the predicted decrease in water availability for hydroelectric power. Clearly, contingency planning is required for the City to obtain power from alternative renewable sources in the time of drought, and in a warmer, drier future. Task 5.2 Process Deliverables: Conduct review of existing adaptation related planning documents (e.g., Local Hazard Mitigation Plan, Emergency Preparedness Plans, San Francisquito Creek JPA adaptation planning documents, etc) Meeting to review initial assessment of primary and secondary impacts of climate change KEMA Services, Inc. 1-21 July 29, 2014 Task 5.2 Output Deliverables: Initial assessment of primary and secondary impacts of climate change to Palo Alto and associated level of risk (based on probability and consequence ratings) Memo on gap assessment results and recommended new (or modified) adaptation strategies. Draft and final list of adaptation strategies for inclusion in Sustainability Roadmap 1.7 Task 6: Identify Financing Options to Implement Projects The DNV GL team will review and provide recommendations on financing strategies available to implement the Sustainability Roadmap and emission reduction strategies. The objectives of this task is to identify “different ways of working with money” to achieve large leaps in technology adoption, behavior change and greenhouse gas reductions. For instance, innovative financing approaches that utilize crowdfunding, allows citizens to invest in solar in their community, sets up the CPAU to serve as a financial institution, to name a few examples. The DNV GL team will perform a comprehensive review of financing options and work with City to identify financing strategies that should be pursued as a next step for implementation of the S/CAP. The results of the financing analysis will be incorporated into the overall Sustainability Roadmap and Implementation Plan. Subtask 6.0 Output Deliverables: Brief memo summarizing innovative financing options to enable large-scale change 1.8 Task 7: Public Engagement and Feedback The DNV GL team will work with the City to develop a plan that addresses the distinct project needs and goals while leveraging existing efforts and staff and community resources. The DNV GL team will develop a multi-tiered, multi-platform community engagement plan and use detailed, rigorous documentation of public input so that the creativity of the community can be appropriately incorporated in the planning efforts. The DNV GL team’s process will create broad community buy-in to support plan adoption and implementation. The DNV GL team will plan to use and build upon existing City communication tools including Open Town Hall, the Our Palo Alto website, and mailing list and social media accounts. 1-22 1.8.1 Subtask 7.1: Public Engagement Plan The DNV GL team will meet with City staff and consult with other project teams (e.g., CompPlan Outreach Team) to develop an outreach approach and schedule and identify opportunities for coordination and collaboration. The DNV GL team will develop a detailed plan to identify key messages, communications tools, target audiences, outreach activities, and roles and responsibilities of the different consultant teams. Opportunities may include joint community events and workshops, adding tools and content to the existing project websites, and gleaning S/CAP input from other project teams. (For instance, our subcontractor MIG is currently developing a procedure to share relevant information between the Comprehensive Plan Update and Parks MP teams.) In parallel, the DNV GL team will focus resources on target audiences specific to the S/CAP. This approach will result in a balanced process that elicits meaningful input from a broad section of the Palo Alto community while also engaging key stakeholders. Subtask 7.1 Process Deliverables: Two planning calls related to developing the Public Engagement Plan Review of CompPlan stakeholder engagement plan and results to date (e.g., meeting minutes, alternative futures, etc) Review of other stakeholder engagement activities in progress by other programs (e.g., Utilities, Transportation Management Association, etc.) Subtask 7.1 Output Deliverables: Draft Public Engagement Plan Final Public Engagement Plan 1.8.2 Subtask 7.2: Conduct Outreach Activities The DNV GL team will support the City in conducting outreach per the aforementioned public engagement plan, including activities such as interviewing stakeholders, facilitating community workshops, or conducting intercept events (on-site questionnaires). Implementation of the Public Engagement Plan would gather input on the scenario development and strategy development through a number of activities to gather input such as: Community workshop associated with the Comprehensive Plan Update; Using established processes (e.g., Our Palo Alto 2030, Open City Hall) Targeted meetings with specific stakeholder groups (e.g., neighborhood groups, Chamber of Commerce) Meeting with CEAP and CPAU Facility Managers meetings; or KEMA Services, Inc. 1-23 July 29, 2014 Simple web survey Subtask 7.2 Process Deliverables: Conduct activities as outlined in the Public Engagement Plan 1.9 Task 8: Coordination with Comprehensive Plan The DNV GL team will ensure that the S/CAP process is closely coordinated with the City’s Comprehensive Plan Update, avoiding any redundancies in scope and identifying opportunities for collaboration. MIG will also ensure that the S/CAP and Comprehensive Plan structures and timelines are complementary and not in competition. At the project outset, our team will meet with the City and Comprehensive Plan team to build an understanding of the scope of work, schedule for deliverables and possible community outreach efforts. The coordination efforts will be aimed at: (1) providing input and S/CAP implementation strategies into the CompPlan process, and (2) reviewing the CompPlan interim deliverables to ensure the CompPlan doesn’t inadvertently provide barriers to S/CAP implementation and goal attainment. The DNV GL team will support the City staff in their efforts to coordinate various planning processes and will provide advice at critical milestones to support plan development in a manner that is conducive to community participation without overburdening stakeholders and participants. Subtask 8 Process Deliverables: Initial coordination meeting with Comprehensive Plan consultant 2-3 additional coordination calls at key Comprehensive Plan project planning milestones Review of CompPlan draft elements and materials developed to date Respond to questions from the CompPlan consultants in the development of the Draft EIR and CompPlan materials. Subtask 8 Output Deliverables: Initial list of emission reduction strategies that may be considered for inclusion of the S/CAP (to be provided as part of Subtask 4.1 Strategy Selection) Written review (redline edits) of administrative draft of the CompPlan Draft EIR that are relevant to GHG emissions and other sustainability topics and provide comments to staff 1-24 1.10 Task 9: Reporting The purpose of this task is to prepare communications with the public regarding the targets and selected emission reduction strategies in the S/CAP, as well as general sustainability goals and policies. The DNV GL Team will develop a clear and persuasive public facing presentation, as requested in the RFP for this project, which will summarize the overall goals of the S/CAP, including reduction targets, the emission reduction strategies, and the implementation guidelines. The report will be as concise as possible, but will provide information to City staff and City residents and businesses about what changes will be coming or needed in the near and long-term future. Also, the report will conform to the requirements in the CEQA Guidelines, as well as relevant guidance from the Bay Area Air Quality Management District (BAAQMD) for climate action plans. Any information that may be needed for future responses to the Carbon Disclosure Project will be flagged. 1.10.1 Subtask 9.1: Develop Public-Facing Report in Presentation Format The DNV GL team will then develop the report content for initial review by City staff. Upon receiving comments and edits from staff, we will finalize the report. A preliminary outline of the report’s content is provided below. DNV GL will make modifications based on feedback from city staff. 1. Identify project goals and principles a. Guiding principles could include: b. Collaborate with community organizations and stakeholders c. Ensure that the S/CAP is integrated with other planning efforts d. Promote implementation (e.g., data-driven results, cost-benefit analysis, and technological feasibility) 2. Present information about regional efforts & context 3. Present context for discussion (e.g., legislative framework, Palo Alto’s response) 4. Define the City’s role, past success, future aspirations a. Emission profile b. Existing programs c. Targets d. Identify policies, strategies, and actions 5. Identify the players (e.g., State, regional organizations, businesses, stakeholders, and community organizations) 6. Summarize implementation plans Subtask 9.1 Output Deliverables: KEMA Services, Inc. 1-25 July 29, 2014 Draft outline for presentation Draft and final presentation 1.10.2 Subtask 9.2: Develop Booklet The DNV GL team will produce and deliver “coffee table briefing book” This briefing will be an engaging, attractive, accessible and easy to read public facing report (e.g., short booklet that could be turned into eBook) that includes findings, goals, recommendations and action plans (i.e., strategies and associated implementation guidelines). This report will be high level address broad themes, as opposed to the Sustainability Roadmap (Task 5) which will include the detailed analysis. To properly develop a visually engaging “coffee table briefing” or booklet document, the DNV GL team will use the services of a graphic designer to develop the layout, in a both a print and web- ready format. DNV GL will develop the content. Once the general content is agreed upon by the City, then DNV GL will work with a graphic designer to make the booklet visually engaging and provide overall direction for the design. Subtask 9.2 Process Deliverables: Draft outline for “coffee table” briefing/booklet for the public Discussion of preferred format and branding considerations Meeting between DNV GL team graphic designer and City staff to plan out necessary print requirements and other details Subtask 9.2 Output Deliverables: Draft content for “coffee table” briefing/booklet for public Graphic design of “coffee table” briefing report for public ready for print and web Final, production-ready “coffee table” briefing report for public ready for print and web 1-26 1.11 Task 10: Project Planning and Management Our team’s approach to project planning and management centers on collaboration with City staff members and outside stakeholders throughout the duration of the project. We anticipate that this project will include weekly meetings with City staff at the outset, and may be modified to biweekly as the project progresses. The weekly meetings will City staff will review progress, interim deliverables, key decision points and discuss next steps. The project management task also includes DNV GL quality reviewer for each deliverable. DNV GL will invoice on a monthly basis and the project management time includes weekly meetings with internal team members and subcontractors to coordinate work products, process and output deliverables. This task also includes working closely with the City of Palo Alto project manager to iterate on work products, respond to questions and comments on each deliverable identified above and respond to ad hoc requests from city staff. This project must meet the needs of all city departments, and substantial comments are expected from city staff for each deliverable, particularly the scenario analysis and final roadmap and implementation plan documents. Therefore, comments from each department must be carefully considered and incorporated into the project deliverables. DNV GL assumes that where comments from city departments are conflicting, the Chief Sustainability Officer will resolve inconsistencies and aggregate feedback into a single set of comments where possible. 1.11.1 Project Plan and Schedule The project schedule proposed by the City is very aggressive, and the DNV GL team has committed significant expertise, resources, and project management capabilities to meet that schedule. The project plan is presented in Figure 3. This plan assumes completing the Draft plan by January 2015. As noted in the City schedule, additional time is provided for ensuring compliance with CEQA. This schedule assumes that, when possible, project activities will be carried out simultaneously, enabling a quicker delivery time and maximizing the synthesis opportunities for project team staff while minimizing City staff time during the process. The plan assumes that data required will promptly be made available to the team, that the team receives feedback from staff on draft deliverables within the time specified, and that the City will assist where possible and appropriate in providing venues for specific public outreach events. THIS IS DNV GL Our vision is to have a Global impact for a safe and sustainable future. We provide classification and technical assurance along with software and independent expert advisory services to the maritime, oil and gas, and energy industries. We also provide certification services to customers across a wide range of industries. Operating in more than 100 countries, our 16,000 professionals are dedicated to helping our customers make the world safer, smarter and greener. For more information on DNV GL, visit www.dnvgl.com. Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones: Completion: No. of Weeks from NTP 1. Project Keep-Off Meeting Week 2 2. Development of Initial Scenarios Week 6 3. Public Engagement Plan Week 6 4. Scoping and Inventory Week 9 5. Transportation Analysis Week 9 6. Coordination with Comprehensive Plan Week 12 7. Modified Scenarios Week 17 8. Climate Risk, Water and Adaptation Strategies Week 21 9. Financing Options Week 21 10. Develop Briefing Presentation Week 28 11. Implementation Plan Week 33 12. Develop Sustainability Roadmap Week 33 13. Develop Briefing Booklet Week 35 14. Conduct Outreach Ongoing 15. Project Planning and Management Ongoing Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement based on the hourly rate schedule attached as Exhibit C-1. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Services”) and reimbursable expenses shall not exceed $211,845. In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expense shall not exceed Two Hundred Thirty Three Thousand Twenty Nine Dollars and Fifty Cents ($233,029.50). In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expense shall not exceed Two Hundred Thirty Three Thousand Twenty Nine Dollars and Fifty Cents ($233,029.50). CONSULTANT agrees to complete all Services, including reimbursable expenses, within this amount. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: transportation, printing, refreshments for public meetings. A. Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $100 shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expenses, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager Professional Services Rev. Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. [OPTIONAL] Work required because the following conditions are not satisfied or are exceeded shall be considered as Additional Services: 4-1 Project Budget 4. In this section, we outline the costs for the total project, on a task-by-task basis, inclusive of reimbursable expenses. Mileage will be reimbursed at the federal standard mileage rates.2 DNV GL proposes to perform the work on a time-and-materials basis with a not-to-exceed of $211,845. Table 3: Summary of Costs Task Subtask Deliverable/Activity Cost Hours Task 1 Subtask 1.1 Background and best practices $ 16,000 100 Subtask 1.2 GHG inventory processes $ 5,400 34 Task 2 Subtask 2.1 Review TDM $ 9,500 59 Subtask 2.2 Transportation analysis $ 11,160 70 Task 3 Subtask 3.1 Develop 3 initial scenarios $ 18,000 113 Subtask 3.2 Develop 3 modified scenarios $ 12,000 75 Task 4 Subtask 4.1 Prioritize strategies $ 10,000 63 Subtask 4.2 Prepare detailed implementation strategies $ 20,000 125 Subtask 4.3 Overall Implementation Plan $ 10,000 63 Subtask 4.4 Recommendations for streamlining the S/CAP process and City management systems $ 8,400 53 Task 5 Subtask 5.1 Sustainability Roadmap $ 12,000 75 Subtask 5.2 Climate risk and adaptation $ 25,000 156 2 For 2014, the business rate is $0.56 per mile. (http://www.irs.gov/Tax-Professionals/Standard-Mileage- Rates) 4-2 Task Subtask Deliverable/Activity Cost Hours Task 6 Financing options $ 5,400 34 Task 7 Subtask 7.1 Public engagement plan $ 3,500 22 Subtask 7.2 Conduct outreach $ 14,185 89 Task 8 Coordination with CompPlan $ 6,000 38 Task 9 Subtask 9.1 Public facing presentation $ 4,000 25 Subtask 9.2 Booklet $ 10,000 63 Task 10 Project management $ 10,800 68 Direct costs $ 500 TOTAL COSTS $ 211,845 1,321 Professional Services Rev Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx EXHIBIT “C-1” HOURLY RATE SCHEDULE – Only listed those involved in the Core Requirements until other details have been worked out Title/role Hourly rate DNV GL Head of Section $210 Project Sponsor/Project Manager $180 Senior Consultant $180 Consultant $160 Senior Engineer $160 Consultant II $140 Technical Consultant $125 Technical Consultant I $110 Analyst $90 Environmental Science Associates (ESA) Project Director $200 Land Use Planner $190 Senior Resource Associate $185 Project Manager $170 Resource Analyst $155 Resource Manager $140 Analyst $120 Associate Analyst $120 Planner $120 Graphics $110 MIG Principal $215 Principal in Charge $215 Project Director $160 Staff Blended Rate $150 Senior Planner $145 Resource Manager $140 Project Planner $110 Nelson/Nygaard Principal $180 Senior Associate $140 Associate $129 Creative Services $129 Professional Services Rev Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY Professional Services Rev Feb. 2014 S:\MGR\Danille\DNV SCAP Contract FINAL(3).docx THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON- PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 Firm Profiles 1. About DNV GL 1.1 DNV GL, a global services firm is a leading expert for the energy value chain, is the world’s largest ship and offshore classification society, and is a leading technical advisor to the energy industry. DNV GL’s 3,000 energy experts support customers around the globe in delivering a safe, reliable, efficient, and sustainable energy supply. We deliver world-renowned advisory and innovation services to the energy value chain including smart cities innovation, carbon management, climate mitigation and adaptation, renewables, and energy efficiency. Our expertise spans onshore and offshore wind power, solar, conventional generation, transmission and distribution, smart grids, and sustainable energy use, as well as energy markets and regulations. These breadth and depth of innovation and expertise enable us to provide the City broader, more efficient resources while also providing the confidence of working with a proven, trusted energy advisor on the S/CAP project. For additional information, please access www.dnvgl.com/energy. Innovation is a core component of our work. Our work on enabling cities to operate as smart, low-carbon operations is demonstrated by our PowerMatching City project in Europe. In this project, we are leading a living-lab, smart grid demonstration community, balancing energy supply and demand in a grid of interconnected households and electric vehicles. DNV GL is working with a municipal government and the local utility to turning smart city vision into reality starts with a master plan. Creating and implementing such a plan is a complex task involving multiple stakeholders; social, economic and technical innovation; and major investments. This work includes integrating gas, electricity, cooling, heat, water, and transport and telecommunications infrastructures at the heart of the smart city concept. DNV GL developed approaches to combining conventional energy sources with renewable resources and waste heat recovery in smart grids to significantly increase energy efficiency and reduce GHG emissions. DNV GL is a key participant in numerous sustainable building projects. In another example, DNV GL is currently helping design the town of Paradise Valley to be self- sustaining and multi-generational, committed to a close relationship with nature, people, and the land. The community will foster sustainable lifestyles through proper design and education. This project includes achieving new urbanism design and sustainability goals including new renewable energy sources—solar, fuel cell, and energy-efficient building design. We are also developing strategies to limit the need for freeway travel such as providing onsite services, entertainment, and job opportunities; driving water conservation practices in landscape design and irrigation; implementing dark night sky preservation actions; ensuring habitat preservation through compliance with the Multiple Species Habitat Conservation Plan; and designing an Eco- transit system. Our work with leading municipalities starts with defining a community’s goals and how to translate these into an economically and technically viable plan. DNV GL understands the challenges facing cities. We work with utilities and government agencies on sustainable community developments and state-of-the-art solutions across the energy value chain. Acting as an impartial partner and project manager, we support cities in creating a safe, sustainable future. Our innovative simulation and business modelling tools enable cities to evaluate: Potential costs, return on investment and system integration needs Building occupancy behaviors in response to pricing, comfort and improved electricity and gas supply reliability Innovative market mechanisms such as energy trading within smart grids Total energy consumption and GHG To DNV GL, being a responsible corporate citizen is about how business is conducted every day. Corporate responsibility is integral to the company’s purpose, values, vision and culture. DNV GL’s commitment to corporate responsibility goes beyond compliance and is fundamentally about how the company contributes, through its services and operations, to achieving a sustainable future. Principles and ethics are embedded in our core values: build trust and confidence; never compromise on quality or integrity; a commitment to teamwork and innovation; care for our customers and each other; and embracing change and delivering results. DNV GL has been a signatory to the United Nations Global Compact since 2003. Our corporate responsibility strategy is aligned with the Global Compact framework and we systematically work to integrate the ten principles in the areas of human rights, labor standards, environment and anticorruption (see www.unglobalcompact.org). DNV GL is also committed to report according to the Global Reporting Initiative (GRI). Since 2010, DNV GL has been committed to extending the scope and detail level of its sustainability reporting by targeting to reach A+ in the Global Reporting Index Application Level by 2014. The reporting for 2012 meets the requirements of level B in the GRI reporting system. DNV GL AS is a private company headquartered in Norway and is the ultimate parent company of KEMA Services, Inc. KEMA Services, Inc.’s financial results, which demonstrate both stability and financial strength, are included in the consolidated audited results of DNV GL AS. To view a copy of the latest DNV GL AS audited financial statements please access the following hyperlink: http://www.dnvgl.com/Images/DNV%20GL%20Annual%20Report%202013v2.pdf. To our knowledge and belief, KEMA Services, Inc. has not been involved in any litigation, arbitration, or administrative proceedings that would materially affect the performance of the services offered in the attached proposal. About ESA 1.2 Environmental Science Associates (ESA) is a multidisciplinary environmental planning and consulting firm formed in 1969 shortly before the adoption of the California Environmental Quality Act (CEQA) and the National Environmental Policy Act (NEPA) with the mission of bringing sound science to the analysis of environmental issues. ESA helps clients integrate sustainable practices into their organizations or communities, through benchmarking, stakeholder engagement, strategy development, goal setting, and adaptive management. ESA staff has experience conducting audits and developing performance metrics for tracking and reporting the success of sustainability programs. ESA develops carbon footprints, water footprints, and other lifecycle analyses that underlie eco-efficiency initiatives and sustainability goals such as carbon neutral or zero waste. ESA implements programs and management systems that enable clients to improve performance and achieve their goals. ESA also helps clients with education, outreach, and external communication including public sustainability reports. ESA has developed local and regional climate action plans (CAPs), Sustainability Plans, and energy action plans (EECAPs) for more than a dozen agency clients throughout California, including the City of Riverside, City/County Association of Governments of San Mateo County (C/CAG) (in collaboration with DNV GL), and the City of Pleasanton. ESA has extensive experience with all major GHG accounting protocols, including the Local Government Operations Protocol (LGOP), The ICLEI GHG Community Protocol, The Climate Registry’s General Reporting Protocol, and CARB’s AB 32 reporting regulation. ESA also has extensive experience developing CEQA strategies for mitigating GHG emissions in both programmatic and project-level EIRS, and developing “qualified” CAPs that can be used to streamline future CEQA review of new development projects. ESA also provides technical assistance to local, regional, and state agencies to assess impacts and develop mitigation strategies for managing the effects of climate change and sea-level rise on both natural and developed resources. ESA has particular expertise in sea level rise vulnerability assessments, flood management studies, shoreline erosion assessment, coastal hazard mapping, habitat sustainability planning, and storm water management impacts. ESA develops strategies ranging from the landscape (system) scale to the regional scale, and down to the project (local) level, integrating the best science from multiple disciplines. ESA provides a range of technical and planning services at all phases of adaptation, including assessments and scoping studies and recommendations for solutions and management approaches. ESA has over 30 years working along the San Francisco Bay shoreline, including two recent projects that bracket the City’s Bay shoreline. To the south, ESA recently completed a Sea Level Rise Study for the City of Mountain View’s Shoreline Community that (1) assessed the increased flood vulnerability due to sea level rise, (2) planned an overall strategy for shoreline adaptation, and (3) developed conceptual designs for eleven projects for consideration in the City’s Capital Improvement Program. To the north, ESA is currently assisting the San Francisquito Creek Joint Powers Authority with the design and CEQA review for their Strategy to Advance Flood Protection, Ecosystems, and Recreation Along the Bay (SAFER Bay) that will provide coastal flood protection for East Palo Alto and Menlo Park. ESA also has an extensive history working at Charleston Slough and the Palo Alto Baylands. The City’s staff is familiar with ESA’s approach and projects; ESA created and presented a sea level rise vulnerability and adaption workshop to City staff in May 2013. This workshop was convened by Kirsten Struve at Environmental Control Programs and ESA staff was introduced by Palo Alto’s Director of Public Works, Mike Sartor. About MIG 1.3 MIG, Inc. is a multidisciplinary firm that specializes in strategic communications, marketing and graphic design, community engagement and outreach, and environmental planning and policy. Since 1981, MIG has designed and implemented social marketing and outreach programs for a variety of clients, including cities, counties, organizations, federal agencies, and public and private sector clients throughout the country. MIG provides a sophisticated, integrated approach to social marketing that combines elements of planning, operations, stakeholder participation, and organizational development. Tailored to the distinctive conditions of each project, MIG’s methods create solutions that lead to dynamic campaigns and sustained behavior change. For this project, MIG will provide public engagement and feedback services, coordination with the Comprehensive Plan, dashboards and scoreboards, and the marketing and communications plan. Community Engagement and Public Involvement – MIG has extensive experience designing community engagement and outreach programs that educate the community, encourage participation, engage stakeholders in evaluating alternatives, and provide agency staff with meaningful community input. MIG provides a multi-leveled, well-documented involvement process aimed at increasing public confidence in decision- making. MIG’s community engagement process focuses on developing common objectives and providing a full range of successful strategies for achieving those objectives. Community Planning– MIG offers a unique combination of community planning and urban design expertise that brings visioning and community interests together to frame land use, transportation and urban design issues. From concept development to final planning documents, MIG has a successful track record in the planning and design of environments that contribute to community livability and neighborhood vitality. Utilizing a variety of tools including land use exercises, GIS mapping and analysis, computer simulations and slide shows, MIG engages stakeholders and builds consensus to ensure that the end result is a successfully implemented project. Strategic Planning – With over 25 years of experience designing communications and outreach strategies, MIG is uniquely positioned to help the City create a program that fully engages your communities of interest, and increases customer satisfaction and participation. MIG has worked with public agencies throughout the Bay Area and across the nation to promote an assortment of programs ranging from transportation to energy efficiency to water quality. MIG understands that successful social and product marketing requires messaging that resonates and inspires—MIG’s work does just that. Marketing Communications and Social Marketing – Convincing people to adopt new behaviors and accept new ideas involves intimately understanding how to speak to them on their own terms, reaching target audiences, prioritizing strategies and effectively implementing campaigns. MIG carefully identifies each audience and develops messages, materials and delivery methods that emphasize benefits, change attitudes or perceptions, and maintain positive client images. Facilitation and Consensus Building – MIG has expertise in promoting collaboration and facilitating consensus. MIG is internationally recognized for its facilitation expertise, developing and using innovative techniques to create an open atmosphere in which different viewpoints can be heard, acknowledged, addressed, and reconciled. MIG has helped diverse groups of public and private sector clients to build collaborative partnerships and work toward common goals. MIG has facilitated literally thousands of meetings, including citizens’ advisory groups, board sessions, focus groups, management workshops, and strategic planning retreats. About Nelson\Nygaard 1.4 Nelson\Nygaard Consulting Associates, Inc. is an internationally recognized firm committed to developing transportation systems that promote vibrant, sustainable, and accessible communities. Founded by two women in 1987, Nelson\Nygaard has grown from its roots in transit planning to a 115-person, full-service transportation firm with offices across the United States. In keeping with the values set by our founders, Nelson\Nygaard puts people first. We recognize that transportation is not an end by itself but a platform for achieving broader community goals of mobility, equity, economic development, and healthy living. Our hands-on, national experience informs but doesn’t dictate local solutions. Built on consensus and a multimodal approach, our plans are renowned as practical and implementable. Nelson\Nygaard specializes in: Transit Systems – Feasibility and fare studies, corridor studies, new services and facilities, redesign services for bus, bus rapid transit, streetcar, rail, and ferry Multimodal Networks – Complete streets, downtown and regional mobility, transit- oriented development, transportation demand management, healthy communities Paratransit and Mobility Management – Human services coordination, paratransit and rural transportation plans, mobility manager training, accessibility evaluations Campus Access – Commute and trip reduction, employee and student incentives, marketing campaigns, financial analyses for universities, tech companies, and hospitals Walking and Bicycling – Facilities and network design, bike sharing, safe routes to school and transit, calmed streets, walk audits Taxi and On-Demand Services – Regulations, entry control, rate setting for taxi, livery, peer-to-peer, and private-for-hire Parking Management – Regulations, pricing strategies, shared parking, governance, technology selection, demand management Traffic Analysis – Road diets and traffic calming, traffic impact simulation, trip reduction, GHG analysis, climate action plans Recognized for projects around the world, Nelson\Nygaard has received awards and honors from professional organizations and government agencies including the American Planning Association, the Federal Transit Administration, the Association of Environmental Professionals, the American Society of Landscape Architects, the Congress for the New Urbanism, and the Canadian Institute of Planners. Attachment 3 ORDINANCE NO. XXXX ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR FISCAL YEAR 2015 IN THE GENERAL FUND, ELECTRIC OPERATING FUND, GAS OPERATING FUND, WASTEWATER COLLECTION FUND, WATER FUND, REFUSE FUND, STORM DRAINIAGE FUND, WASTEWATER TREATMENT FUND, AND VEHICLE REPLACEMENT FUND AS A RESULT OF AWARD OF A CONTRACT FOR THE SUSTAINABILITY AND CLIMATE ACTION PLAN TO KEMA SERVICES, INC. (HERETO REFERENCED AS DNV) IN THE AMOUNT OF $211,845 PLUS A 10 PERCENT CONTINGENCY AMOUNT OF $21,185. IN THE GENERAL FUND, EXPENDITURES FOR CONTRACT SERVICES WILL INCREASE IN THE OFFICE OF SUSTAINABILITY BY $233,030, OFFSET BY A REDUCTION TO THE BUDGET STABILIZATION RESERVE IN THE AMOUNT OF $137,490, AND AN INCREASE TO TRANFERS TO THE GENERAL FUND IN THE AMOUNT OF $95,540. TRANSFERS TO THE GENERAL FUND FROM THE ELECTRIC OPERATING FUND WILL INCREASE BY $23,302, OFFSET BY A REDUCTION TO THE OPERATIONS RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE GAS OPERATING FUND WILL INCREASE BY $11,651, OFFSET BY A REDUCTION TO THE OPERATIONS RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE WASTEWATER COLLECTION FUND WILL INCREASE BY $11,651, OFFSET BY A REDUCTION TO THE OPERATIONS RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE WATER FUND WILL INCREASE BY $11,651, OFFSET BY A REDUCTION TO THE OPERATIONS RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE REFUSE FUND WILL INCREASE BY $9,320, OFFSET BY A REDUCTION TO THE RATE STABILIZATION RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE STORM DRAINAGE FUND WILL INCREASE BY $9,321, OFFSET BY A REDUCTION TO THE RATE STABILIZATION RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE WASTEWATER TREATMENT FUND WILL INCREASE BY $9,322, OFFSET BY A REDUCTION TO THE RATE STABILIZATION RESERVE. TRANSFERS TO THE GENERAL FUND FROM THE VEHICLE REPLACEMENT FUND WILL INCREASE BY $9,322, OFFSET BY A REDUCTION TO THE ENDING FUND BALANCE. The Council of the City of Palo Alto does ordain as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 16, 2014 did adopt a budget for Fiscal Year 2015; and B. Staff discussed provisional plans for the Sustainability and Climate Action Plan (S/CAP) with Council at the Earth Day study session, April 21, 2014, and did not include the S/CAP in the FY 2015 budget, but planned to come back to Council after conducting a competitive solicitation; and C. Staff issued the RFP for the S/CAP on June 2, 2014 that was intentionally both challenging in the scope it proposed and flexible in how it invited consultants to explore innovative and integrative strategies; and D. A multi-departmental evaluation panel unanimously selected the DNV team (with partners ESA, Nelson\Nygard and MIG) because of the strength of the team, their specific experience in the work required, their grasp of Palo Alto’s vision, and the merits of their proposal and plan; and E. Staff recommends that a contract for $211,845 be awarded to DNV to complete the S/CAP; and F. Funding for this project, discussed in detail in Section 2, reflects the scale, scale of impact, and the estimated scale of involvement of each department and associated funds in completing the project. SECTION 2. The net sum of Two Hundred Thirty-Three Thousand, Thirty Dollars is hereby appropriated for Contract Services Expenditures for the Office of Sustainability in the General Fund, offset by a decrease to the Budget Stabilization Reserve and an increase to Transfers to the General Fund. The Reduction to the General Fund Budget Stabilization Reserve is One Hundred Thirty-Seven Thousand Four-Hundred Ninety Dollars, and the increase to Transfers to the General Fund is Ninety- Five Thousand Five Hundred Forty Dollars split among several funds, as described below. The decrease to the Budget Stabilization Reserve reflects funding for the following departments: 15% ($34,953) from Planning and Community Environment; 10% ($23,304) from Development Services; 10% ($23,304) from Community Services; 10% ($23,304) Administrative Services; 10% ($23,304) from the City Manager’s Office; and 4% ($9,321) from Public Works. Increased transfers to the General Fund from the Utilities Funds will fund 25% ($58,255) of the project, which will be split across four funds: Electric, Gas, Wastewater Collection, and Water. Transfers to the General Fund from the Electric Operating Fund will increase by Twenty-Three Thousand Three Hundred Two Dollars, with a corresponding decrease to the Operations Reserve. Transfers to the General Fund from the Gas Operating Fund will increase by Eleven Thousand Six Hundred Fifty-One Dollars, with a corresponding decrease to the Operations Reserve. Transfers to the General Fund from the Wastewater Collection Fund will increase by Eleven Thousand Six Hundred Fifty-One Dollars, with a corresponding decrease to the Operations Reserve. Transfers to the General Fund from the Water Fund will increase by Eleven Thousand Six Hundred Fifty- One Dollars, with a corresponding decrease to the Operations Reserve. Increased transfers to the General Fund from the Public Works Funds will fund 16% ($37,285) of the project, which will be split across four funds: Refuse, Storm Drainage, Wastewater Treatment, and Vehicle Replacement. Transfers to the General Fund from the Refuse Fund will increase by Nine Thousand Three Hundred Twenty Dollars, with a corresponding decrease to the Rate Stabilization Reserve. Transfers to the General Fund from the Storm Drainage Fund will increase by Nine Thousand Three Hundred Twenty-One Dollars, with a corresponding decrease to the Rate Stabilization Reserve. Transfers to the General Fund from the Wastewater Treatment Fund will increase by Nine Thousand Three Hundred Twenty-Two Dollars, with a corresponding decrease to the Rate Stabilization Reserve. Transfers to the General Fund from the Vehicle Replacement Fund will increase by Nine Thousand Three Hundred Twenty-Two Dollars, with a corresponding decrease to the Ending Fund Balance. SECTION 3. The General Fund Budget Stabilization Reserve is hereby reduced by One Hundred Thirty-Seven Thousand Four- Hundred Ninety Dollars ($137,490) to Thirty-One Million Six Hundred Eighty-Three Thousand Dollars ($31,683,000). SECTION 4. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION 5. The Council of the City of Palo Alto hereby finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager City Attorney Chief Sustainability Officer Director of Administrative Services City of Palo Alto (ID # 4955) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: Pole Replacement Project 2 Title: Approval and Authorization for the City Manager to Execute a Contract with PAR Electrical Contractors, Inc. For a Total Not to Exceed Amount of $504,020 for the Pole Replacement Project 2, Which Involves Construction Maintenance Work on the City’s Electric Distribution System at Various Locations Throughout the City of Palo Alto From: City Manager Lead Department: Utilities Recommendation Staff recommends that Council: 1. Approve and authorize the City Manager to execute the attached construction contract (see Attachment A – Contract) with PAR Electrical Contractors, Inc. in the amount of $458,200 for the Pole Replacement Project 2, which involves construction maintenance work on the City’s electric distribution system at various locations throughout the City of Palo Alto. 2. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with PAR Electrical Contractors, Inc. for additional related, but unforeseen, work which may develop during the project; the total of which shall not exceed $45,820 (10% of the contract amount). Staff is therefore requesting a total not-to-exceed amount of $504,020 for this Contract, which includes the contract not-to-exceed amount of $458,200 plus a 10% contingency not-to-exceed amount of $45,820. Background As part of its Capital Improvement Program the City of Palo Alto Utilities Department (“CPAU”) develops projects to rebuild the electric distribution system, replacing electrical equipment that is nearing the end of its useful life or has been identified during regular inspection as requiring replacement. This is to prevent outages as a result of equipment failure due to age or deterioration, ensuring safe and reliable performance of the electric system. City of Palo Alto Page 2 During regular electric system evaluation, utility power poles are identified as requiring replacement (aged, deteriorated, or otherwise unsafe) through inspections, audits, and wood pole testing. While replacement of some power poles are completed by staff, there are currently insufficient resources within the Electric Operations Division to handle all of the identified pole replacements. Staff compiled engineering drawings and estimates for several pole replacements into a single bid package to solicit bids from qualified contractors to complete the pole replacements in a timely manner. Discussion The work to be performed under this contract is for construction services to replace 30 electric poles, and includes labor, equipment, and management of all field activities in coordination with CPAU Electric Operation’s staff. The City will provide the major construction materials for the project. The poles in this bid package have been selected to be replaced due to reliability and safety concerns. New poles will be installed and built to current city, state and industry standards. The engineering design for all pole replacements in the bid package were completed by staff. AT&T is co-owner of the utility poles being replaced in this project and is responsible for a portion of the pole replacement costs based on the joint pole master agreement. Before replacement, staff sends AT&T an intention of construction notice. AT&T agrees to the pole replacement and costs by returning the signed intention of construction notice. Once the construction of the pole replacement is completed, staff sends AT&T an invoice for their share of the replacement. All 30 poles in this bid package have intention of construction notices signed by AT&T and upon completion of the project AT&T will be billed for their portion of the work, approximately 20% of the contract amount. In November 2013, staff went out to solicit bids to replace 33 poles with a staff engineer’s estimate of $220,000 which was developed using the most recent pole replacement project. The City received bids from PAR Electrical Contractors and Pacheco Utility Line Builders, which were respectively 126% and 281% above the engineers estimate. Due to this discrepancy between the engineer’s estimate and the low bid, the difference between the two bids received, and the low bid turnout, staff decided to reject all bids and re-bid the project in order to ensure that the City was receiving competitive pricing. In April 2014, staff went back out to solicit bids to replace 30 poles. Three of the poles were removed from the package and were completed by Utilities staff due to the deteriorated condition of the poles and the need to more quickly replace the poles. The assumptions used in development of the engineer’s estimate were reviewed and the estimate was revised to $500,000. The most recent pole replacement project (in 2012) used to develop the original estimate of $220,000, was primarily for the rebuild of the overhead electric system in the Wilkie Way area and the pole replacements were a secondary item that was added to obtain favorable pricing, due to the contractor already working in the area. Staff has concluded that: City of Palo Alto Page 3 the replacement cost of $6,500 per pole for that project were significantly lower due to the scope and magnitude of the overall project; cost estimates should be based on projects of similar scope and magnitude ($13,500 per pole in prior pole replacement only project in 2011); and the overall market price for pole replacements has increased (current low bid is $15,300 per pole). Staff has revised its estimating practices to appropriately reflect this insight for future pole replacement solicitations. The following table is a summary of the bid process initiated in April 2014: Bid Name / Number Pole Replacement Project 2 / IFB-153131 Proposed Length of Project 2 months Number of Bids Mailed to Contractors 21 Number of Bids Mailed to Builder’s Exchanges 8 Total Days to Respond to Bid 21 Pre-Bid Meeting Yes Number of Company Attendees at Pre-Bid Meeting 1 Number of Bids Received 2* Bid Price Range From $458,200 to $816,200 * Bid summary provided in Attachment B. Staff has reviewed all bids submitted and recommends that the bid of $458,200 submitted by PAR Electrical Contractors, Inc. be accepted and that PAR Electrical Contractors, Inc. be declared the lowest responsible bidder by Council. The bid amount is approximately 8% below the engineer’s estimate of $500,000 and approximately 44% below the next lowest bid. Due to the variance between the bid from PAR Electrical Contractors, Inc. and the next lowest bid, City staff spoke with PAR Electrical Contractors, Inc. representatives to confirm their understanding of the scope of work and capability to complete the project at the bid price submitted. PAR Electrical Contractors, Inc. stood by their bid price and capability to complete the work as specified. PAR Electrical Contractors, Inc. sucessfully completed similar work for City of Palo Alto in 2012. Staff confirmed with the Contractor’s State License Board that the contractor has an active license on file and also checked references supplied by the contractor for previous work performed and found all to be satisfactory. Timeline In the event that Council approves the Contract, construction can be scheduled to begin the week of August 25, 2014, and is to be completed within sixty (60) calender days after the commencement date specified in City’s Notice to Proceed. Resource Impact Funds for the Pole Replacement Project 2 are available in FY 2014-2015 Electric System City of Palo Alto Page 4 Improvement Capital Improvement Program (EL-98003) budget. Policy Implications The approval of this contract is consistent with existing city policies, including the Council approved Utilities Strategic Plan to operate the distribution system in a cost effective manner and to invest in utility infrastructure to deliver reliable service. Environmental Review This project is categorically exempt from California Environmental Quality Act (CEQA), under Title 14 of the Californai Code of RegulationsSec. 15301 (repair or maintenance of existing facilities), and Sec. 15302 (replacement or reconstruction of existing structures and facilities). Attachments: Attachment A: Contract# C15153131 (PDF) Attachment B: Bid Summary (PDF) Attachment C: Contractor Agreement Justification (PDF) CONSTRUCTION CONTRACT Contract No. C15153131 City of Palo Alto “Pole Replacement Project 2” Invitation for Bid (IFB) Package 1 Rev. January 2014 CONSTRUCTION CONTRACT ATTACHMENT A CONSTRUCTION CONTRACT TABLE OF CONTENTS SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS. ......................................................... 5 1.1 Recitals. ................................................................................................................................................... 5 1.2 Definitions. ............................................................................................................................................ 5 SECTION 2 THE PROJECT. .................................................................................................................... 5 SECTION 3 THE CONTRACT DOCUMENTS. ......................................................................................... 5 SECTION 4 CONTRACTOR’S DUTY. ...................................................................................................... 6 SECTION 5 PROJECT TEAM. ................................................................................................................. 7 6.1 Time Is of Essence. .............................................................................................................................. 7 6.2 Commencement of Work. ................................................................................................................ 7 6.3 Contract Time. ...................................................................................................................................... 7 6.4 Liquidated Damages. .......................................................................................................................... 7 6.4.1 Other Remedies. ....................................................................................................... 7 6.5 Adjustments to Contract Time. ....................................................................................................... 8 SECTION 7 COMPENSATION TO CONTRACTOR. ................................................................................ 8 7.1 Contract Sum. ....................................................................................................................................... 8 7.2 Full Compensation. ............................................................................................................................. 8 SECTION 8 STANDARD OF CARE. ........................................................................................................ 8 SECTION 9 INDEMNIFICATION. ........................................................................................................... 8 9.1 Hold Harmless. ..................................................................................................................................... 8 9.2 Survival. .................................................................................................................................................. 9 SECTION 10 NONDISCRIMINATION. ................................................................................................... 9 SECTION 11 INSURANCE AND BONDS. ............................................................................................... 9 SECTION 12 PROHIBITION AGAINST TRANSFERS............................................................................... 9 SECTION 13 NOTICES ……………………………………………………………………………………………………………………. 10 13.1 Method of Notice ………………………………………………………………………………………………………………10 13.2 Notice Recipents ……………………………………………………………………………………………………………….10 13.3 Change of Address. ........................................................................................................................... 10 SECTION 14 DEFAULT. ......................................................................................................................... 11 Invitation for Bid (IFB) Package 2 Rev. January 2014 CONSTRUCTION CONTRACT 14.1 Notice of Default. .............................................................................................................................. 11 14.2 Opportunity to Cure Default. ........................................................................................................ 11 SECTION 15 CITY'S RIGHTS AND REMEDIES. ...................................................................................... 11 15.1 Remedies Upon Default. ................................................................................................................. 11 15.1.1 Delete Certain Services. .......................................................................................... 11 15.1.2 Perform and Withhold. ........................................................................................... 11 15.1.3 Suspend The Construction Contract. .................................................................... 11 15.1.5 Invoke the Performance Bond. ............................................................................. 12 15.1.6 Additional Provisions. ............................................................................................. 12 15.2 Delays by Sureties. ............................................................................................................................ 12 15.3 Damages to City. ................................................................................................................................ 12 15.3.1 For Contractor's Default. ........................................................................................ 12 15.3.2 Compensation for Losses. ...................................................................................... 12 15.4 Suspension by City ............................................................................................................................ 13 15.4.1 Suspension for Convenience. .......................................................................................... 13 15.5 Termination Without Cause. ......................................................................................................... 13 15.5.1 Compensation. ......................................................................................................... 13 15.5.2 Subcontractors. ........................................................................................................ 14 15.6 Contractor’s Duties Upon Termination. ..................................................................................... 14 SECTION 16 CONTRACTOR'S RIGHTS AND REMEDIES. ...................................................................... 14 16.1 Contractor’s Remedies. ................................................................................................................... 14 16.1.1 For Work Stoppage. ................................................................................................. 15 16.1.2 For City's Non-Payment. ......................................................................................... 15 16.2 Damages to Contractor. .................................................................................................................. 15 SECTION 17 ACCOUNTING RECORDS. ................................................................................................ 15 17.1 Financial Management and City Access. ................................................................................... 15 17.2 Compliance with City Requests. ................................................................................................... 15 SECTION 18 INDEPENDENT PARTIES. ................................................................................................. 15 SECTION 19 NUISANCE. ...................................................................................................................... 16 SECTION 20 PERMITS AND LICENSES. ................................................................................................ 16 SECTION 21 WAIVER. .......................................................................................................................... 16 SECTION 22 GOVERNING LAW AND VENUE....................................................................................... 16 Invitation for Bid (IFB) Package 3 Rev. January 2014 CONSTRUCTION CONTRACT SECTION 23 COMPLETE AGREEMENT. ................................................................................................ 16 SECTION 24 SURVIVAL OF CONTRACT. ............................................................................................... 16 SECTION 25 PREVAILING WAGES. ...................................................................................................... 16 SECTION 26 NON APPROPRIATION. ................................................................................................... 17 SECTION 27 AUTHORITY. .................................................................................................................... 17 SECTION 28 COUNTERPARTS .............................................................................................................. 17 SECTION 29 SEVERABILITY. ................................................................................................................. 17 SECTION 30 STATUTORY AND REGULATORY REFERENCES . ............................................................. 17 SECTION 31 WORKERS’ COMPENSATION CERTIFICATION. ................................................................ 17 Invitation for Bid (IFB) Package 4 Rev. January 2014 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT THIS CONSTRUCTION CONTRACT entered into on August 11, 2014 (“Execution Date”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and PAR ELECTRICAL CONTRACTORS, INC. ("Contractor"), is made with reference to the following: R E C I T A L S: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. Contractor is a corporation duly organized and in good standing in the State of Missouri, Contractor’s License Number 687343. Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Construction Contract. C. On April 22, 2014, City issued an Invitation for Bids (IFB) to contractors for the “Pole Replacement Project 2” (“Project”). In response to the IFB, Contractor submitted a Bid. D. City and Contractor desire to enter into this Construction Contract for the Project, and other services as identified in the Contract Documents for the Project upon the following terms and conditions. NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed by and between the undersigned parties as follows: SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS. 1.1 Recitals. All of the recitals are incorporated herein by reference. 1.2 Definitions. Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the General Conditions. If there is a conflict between the definitions in this Construction Contract and in the General Conditions, the definitions in this Construction Contract shall prevail. SECTION 2 THE PROJECT. The Project is the Pole Replacement Project 2 Project, located at Palo Alto, CA. ("Project"). SECTION 3 THE CONTRACT DOCUMENTS. 3.1 List of Documents. The Contract Documents (sometimes collectively referred to as “Agreement” or “Bid Documents”) consist of the following documents which are on file with the Purchasing Division and are hereby incorporated by reference. 1) Change Orders Invitation for Bid (IFB) Package 5 Rev. January 2014 CONSTRUCTION CONTRACT 2) Field Orders 3) Contract 4) Bidding Addenda 5) Special Provisions 6) General Conditions 7) Project Plans and Drawings 8) Technical Specifications 9) Instructions to Bidders 10) Invitation for Bids 11) Contractor's Bid/Non-Collusion Affidavit 12) Reports listed in the Contract Documents 13) Public Works Department’s Standard Drawings and Specifications (most current version at time of Bid) 14) Utilities Department’s Water, Gas, Wastewater, Electric Utilities Standards (most current version at time of Bid) 15) City of Palo Alto Traffic Control Requirements 16) City of Palo Alto Truck Route Map and Regulations 17) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and Pre- Qualification Checklist (if applicable) 18) Performance and Payment Bonds 3.2 Order of Precedence. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in the preceding section. If a claimed inconsistency cannot be resolved through the order of precedence, the City shall have the sole power to decide which document or provision shall govern as may be in the best interests of the City. SECTION 4 CONTRACTOR’S DUTY. Contractor agrees to perform all of the Work required for the Project, as specified in the Contract Documents, all of which are fully incorporated herein. Contractor shall provide, furnish, and supply all things necessary and incidental for the timely performance and completion of the Work, including, but not limited to, provision of all necessary labor, materials, equipment, transportation, and utilities, unless Invitation for Bid (IFB) Package 6 Rev. January 2014 CONSTRUCTION CONTRACT otherwise specified in the Contract Documents. Contractor also agrees to use its best efforts to complete the Work in a professional and expeditious manner and to meet or exceed the performance standards required by the Contract Documents. SECTION 5 PROJECT TEAM. In addition to Contractor, City has retained, or may retain, consultants and contractors to provide professional and technical consultation for the design and construction of the Project. The Contract requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other members of the Project Team and other contractors retained by City to construct other portions of the Project. SECTION 6 TIME OF COMPLETION. 6.1 Time Is of Essence. Time is of the essence with respect to all time limits set forth in the Contract Documents. 6.2 Commencement of Work. Contractor shall commence the Work on the date specified in City’s Notice to Proceed. 6.3 Contract Time. Work hereunder shall begin on the date specified on the City’s Notice to Proceed and shall be completed within sixty calendar days (60) after the commencement date specified in City’s Notice to Proceed. By executing this Construction Contract, Contractor expressly waives any claim for delayed early completion. 6.4 Liquidated Damages. Pursuant to Government Code Section 53069.85, if Contractor fails to achieve Substantial Completion of the entire Work within the Contract Time, including any approved extensions thereto, City may assess liquidated damages on a daily basis for each day of Unexcused Delay in achieving Substantial Completion, based on the amount of Five Hundred dollars ($500.00) per day, or as otherwise specified in the Special Provisions. Liquidated damages may also be separately assessed for failure to meet milestones specified elsewhere in the Contract Documents, regardless of impact on the time for achieving Substantial Completion. The assessment of liquidated damages is not a penalty but considered to be a reasonable estimate of the amount of damages City will suffer by delay in completion of the Work. The City is entitled to setoff the amount of liquidated damages assessed against any payments otherwise due to Contractor, including, but not limited to, setoff against release of retention. If the total amount of liquidated damages assessed exceeds the amount of unreleased retention, City is entitled to recover the balance from Contractor or its sureties. Occupancy or use of the Project in whole or in part prior to Substantial Completion, shall not operate as a waiver of City’s right to assess liquidated damages. 6.4.1 Other Remedies. City is entitled to any and all available legal and equitable remedies City may have where City’s Losses are caused by any reason other than Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. Invitation for Bid (IFB) Package 7 Rev. January 2014 CONSTRUCTION CONTRACT 6.5 Adjustments to Contract Time. The Contract Time may only be adjusted for time extensions approved by City and memorialized in a Change Order approved in accordance with the requirements of the Contract Documents. SECTION 7 COMPENSATION TO CONTRACTOR. 7.1 Contract Sum. Contractor shall be compensated for satisfactory completion of the Work in compliance with the Contract Documents the Contract Sum of Four Hundred Fifty Eight Thousand Two Hundred Dollars ($458,200.00). 7.2 Full Compensation. The Contract Sum shall be full compensation to Contractor for all Work provided by Contractor and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen difficulties or obstructions which may arise or be encountered in performance of the Work until its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to suspension or discontinuance of the Work, except as expressly provided herein. The Contract Sum may only be adjusted for Change Orders approved in accordance with the requirements of the Contract Documents. SECTION 8 STANDARD OF CARE. Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised personnel. All services performed in connection with this Construction Contract shall be performed in a manner consistent with the standard of care under California law applicable to those who specialize in providing such services for projects of the type, scope and complexity of the Project. SECTION 9 INDEMNIFICATION. 9.1 Hold Harmless. To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter individually referred to as an “Indemnitee” and collectively referred to as "Indemnitees"), through legal counsel acceptable to City, from and against any and liability, loss, damage, claims, expenses (including, without limitation, attorney fees, expert witness fees, paralegal fees, and fees and costs of litigation or arbitration) (collectively, “Liability”) of every nature arising out of or in connection with the acts or omissions of Contractor, its employees, Subcontractors, representatives, or agents, in performing the Work or its failure to comply with any of its obligations under the Contract, except such Liability caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. Contractor shall pay City for any costs City incurs to enforce this provision. Except as provided in Section 9.2 below, nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee. Invitation for Bid (IFB) Package 8 Rev. January 2014 CONSTRUCTION CONTRACT Pursuant to Public Contract Code Section 9201, City shall timely notify Contractor upon receipt of any third-party claim relating to the Contract. 9.2 Survival. The provisions of Section 9 shall survive the termination of this Construction Contract. SECTION 10 NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. Contractor acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and will comply with all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 11 INSURANCE AND BONDS. Within ten (10) business days following issuance of the Notice of Award, Contractor shall provide City with evidence that it has obtained insurance and shall submit Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions. SECTION 12 PROHIBITION AGAINST TRANSFERS. City is entering into this Construction Contract in reliance upon the stated experience and qualifications of the Contractor and its Subcontractors set forth in Contractor’s Bid. Accordingly, Contractor shall not assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or transfer without said consent shall be null and void, and shall be deemed a substantial breach of contract and grounds for default in addition to any other legal or equitable remedy available to the City. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the Contractor is a partnership or joint venture or syndicate or co-tenancy shall result in changing the control of Contractor, shall be construed as an assignment of this Construction Contract. Control means more than fifty percent (50%) of the voting power of the corporation or other entity. SECTION 13 NOTICES. 13.1 Method of Notice. All notices, demands, requests or approvals to be given under this Construction Contract shall be given in writing and shall be deemed served on the earlier of the following: (i) On the date delivered if delivered personally; (ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and addressed as hereinafter provided; (iii) On the date sent if sent by facsimile transmission; (iv) On the date sent if delivered by electronic mail; or (v) On the date it is accepted or rejected if sent by certified mail. Invitation for Bid (IFB) Package 9 Rev. January 2014 CONSTRUCTION CONTRACT 13.2 Notice Recipients. All notices, demands or requests (including, without limitation, Change Order Requests and Claims) from Contractor to City shall include the Project name and the number of this Construction Contract and shall be addressed to City at: To City: City of Palo Alto City Clerk 250 Hamilton Avenue P.O. Box 10250 Palo Alto, CA 94303 Copy to: City of Palo Alto Public Works Administration 250 Hamilton Avenue Palo Alto, CA 94301 Attn: AND City of Palo Alto Utilities Engineering 250 Hamilton Avenue Palo Alto, CA 94301 Attn: Jeevan Valath In addition, copies of all Claims by Contractor under this Construction Contract shall be provided to the following: Palo Alto City Attorney’s Office 250 Hamilton Avenue P.O. Box 10250 Palo Alto, California 94303 All Claims shall be delivered personally or sent by certified mail. All notices, demands, requests or approvals from City to Contractor shall be addressed to: PAR Electrical Contractors, Inc. 1416 Midway Road Vacaville, CA 95688 Attn: Michael Olds 13.3 Change of Address. In advance of any change of address, Contractor shall notify City of the change of address in writing. Each party may, by written notice only, add, delete or replace any individuals to whom and addresses to which notice shall be provided. Invitation for Bid (IFB) Package 10 Rev. January 2014 CONSTRUCTION CONTRACT SECTION 14 DEFAULT. 14.1 Notice of Default. In the event that City determines, in its sole discretion, that Contractor has failed or refused to perform any of the obligations set forth in the Contract Documents, or is in breach of any provision of the Contract Documents, City may give written notice of default to Contractor in the manner specified for the giving of notices in the Construction Contract, with a copy to Contractor’s performance bond surety. 14.2 Opportunity to Cure Default. Except for emergencies, Contractor shall cure any default in performance of its obligations under the Contract Documents within two (2) Days (or such shorter time as City may reasonably require) after receipt of written notice. However, if the breach cannot be reasonably cured within such time, Contractor will commence to cure the breach within two (2) Days (or such shorter time as City may reasonably require) and will diligently and continuously prosecute such cure to completion within a reasonable time, which shall in no event be later than ten (10) Days after receipt of such written notice. SECTION 15 CITY'S RIGHTS AND REMEDIES. 15.1 Remedies Upon Default. If Contractor fails to cure any default of this Construction Contract within the time period set forth above in Section 14, then City may pursue any remedies available under law or equity, including, without limitation, the following: 15.1.1 Delete Certain Services. City may, without terminating the Construction Contract, delete certain portions of the Work, reserving to itself all rights to Losses related thereto. 15.1.2 Perform and Withhold. City may, without terminating the Construction Contract, engage others to perform the Work or portion of the Work that has not been adequately performed by Contractor and withhold the cost thereof to City from future payments to Contractor, reserving to itself all rights to Losses related thereto. 15.1.3 Suspend The Construction Contract. City may, without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, suspend all or any portion of this Construction Contract for as long a period of time as City determines, in its sole discretion, appropriate, in which event City shall have no obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor for damages if City directs Contractor to resume Work. 15.1.4 Terminate the Construction Contract for Default. City shall have the right to terminate this Construction Contract, in whole or in part, upon the failure of Contractor to promptly cure any default as required by Section 14. City’s election to terminate the Construction Contract for default shall be communicated by giving Contractor a written notice of termination in the manner specified for the giving of notices in the Construction Contract. Any notice of termination given to Contractor by City shall be effective immediately, unless otherwise provided therein. Invitation for Bid (IFB) Package 11 Rev. January 2014 CONSTRUCTION CONTRACT 15.1.5 Invoke the Performance Bond. City may, with or without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, exercise its rights under the Performance Bond. 15.1.6 Additional Provisions. All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in addition to those rights and remedies available in law or in equity. Designation in the Contract Documents of certain breaches as material shall not waive the City’s authority to designate other breaches as material nor limit City’s right to terminate the Construction Contract, or prevent the City from terminating the Agreement for breaches that are not material. City’s determination of whether there has been noncompliance with the Construction Contract so as to warrant exercise by City of its rights and remedies for default under the Construction Contract, shall be binding on all parties. No termination or action taken by City after such termination shall prejudice any other rights or remedies of City provided by law or equity or by the Contract Documents upon such termination; and City may proceed against Contractor to recover all liquidated damages and Losses suffered by City. 15.2 Delays by Sureties. Time being of the essence in the performance of the Work, if Contractor’s surety fails to arrange for completion of the Work in accordance with the Performance Bond, within seven (7) calendar days from the date of the notice of termination, Contractor’s surety shall be deemed to have waived its right to complete the Work under the Contract, and City may immediately make arrangements for the completion of the Work through use of its own forces, by hiring a replacement contractor, or by any other means that City determines advisable under the circumstances. Contractor and its surety shall be jointly and severally liable for any additional cost incurred by City to complete the Work following termination. In addition, City shall have the right to use any materials, supplies, and equipment belonging to Contractor and located at the Worksite for the purposes of completing the remaining Work. 15.3 Damages to City. 15.3.1 For Contractor's Default. City will be entitled to recovery of all Losses under law or equity in the event of Contractor’s default under the Contract Documents. 15.3.2 Compensation for Losses. In the event that City's Losses arise from Contractor’s default under the Contract Documents, City shall be entitled to deduct the cost of such Losses from monies otherwise payable to Contractor. If the Losses incurred by City exceed the amount payable, Contractor shall be liable to City for the difference and shall promptly remit same to City. Invitation for Bid (IFB) Package 12 Rev. January 2014 CONSTRUCTION CONTRACT 15.4 Suspension by City 15.4.1 Suspension for Convenience. City may, at any time and from time to time, without cause, order Contractor, in writing, to suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an aggregate of fifty percent (50%) of the Contract Time. The order shall be specifically identified as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at City’s expense, comply with the order and take all reasonable steps to minimize costs allocable to the Work covered by the Suspension Order. During the Suspension or extension of the Suspension, if any, City shall either cancel the Suspension Order or, by Change Order, delete the Work covered by the Suspension Order. If a Suspension Order is canceled or expires, Contractor shall resume and continue with the Work. A Change Order will be issued to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by such suspension. A Suspension Order shall not be the exclusive method for City to stop the Work. 15.4.2 Suspension for Cause. In addition to all other remedies available to City, if Contractor fails to perform or correct work in accordance with the Contract Documents, City may immediately order the Work, or any portion thereof, suspended until the cause for the suspension has been eliminated to City’s satisfaction. Contractor shall not be entitled to an increase in Contract Time or Contract Price for a suspension occasioned by Contractor’s failure to comply with the Contract Documents. City’s right to suspend the Work shall not give rise to a duty to suspend the Work, and City’s failure to suspend the Work shall not constitute a defense to Contractor’s failure to comply with the requirements of the Contract Documents. 15.5 Termination Without Cause. City may, at its sole discretion and without cause, terminate this Construction Contract in part or in whole upon written notice to Contractor. Upon receipt of such notice, Contractor shall, at City’s expense, comply with the notice and take all reasonable steps to minimize costs to close out and demobilize. The compensation allowed under this Paragraph 15.5 shall be the Contractor’s sole and exclusive compensation for such termination and Contractor waives any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect or incidental damages of any kind resulting from termination without cause. Termination pursuant to this provision does not relieve Contractor or its sureties from any of their obligations for Losses arising from or related to the Work performed by Contractor. 15.5.1 Compensation. Following such termination and within forty-five (45) Days after receipt of a billing from Contractor seeking payment of sums authorized by this Paragraph 15.5.1, City shall pay the following to Contractor as Contractor’s sole compensation for performance of the Work : .1 For Work Performed. The amount of the Contract Sum allocable to the portion of the Work properly performed by Contractor as of the date of termination, less sums previously paid to Contractor. .2 For Close-out Costs. Reasonable costs of Contractor and its Subcontractors: (i) Demobilizing and (ii) Administering the close-out of its participation in the Project (including, without limitation, all billing and accounting functions, not including attorney or expert fees) for a period of no longer than thirty (30) Days after receipt of the notice of termination. Invitation for Bid (IFB) Package 13 Rev. January 2014 CONSTRUCTION CONTRACT .3 For Fabricated Items. Previously unpaid cost of any items delivered to the Project Site which were fabricated for subsequent incorporation in the Work. .4 Profit Allowance. An allowance for profit calculated as four percent (4%) of the sum of the above items, provided Contractor can prove a likelihood that it would have made a profit if the Construction Contract had not been terminated. 15.5.2 Subcontractors. Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts permitting termination for convenience by Contractor on terms that are consistent with this Construction Contract and that afford no greater rights of recovery against Contractor than are afforded to Contractor against City under this Section. 15.6 Contractor’s Duties Upon Termination. Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following: (i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work that is not discontinued; (iii) Provide to City a description in writing, no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and (v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto. Upon termination, whether for cause or for convenience, the provisions of the Contract Documents remain in effect as to any Claim, indemnity obligation, warranties, guarantees, submittals of as-built drawings, instructions, or manuals, or other such rights and obligations arising prior to the termination date. SECTION 16 CONTRACTOR'S RIGHTS AND REMEDIES. 16.1 Contractor’s Remedies. Contractor may terminate this Construction Contract only upon the occurrence of one of the following: Invitation for Bid (IFB) Package 14 Rev. January 2014 CONSTRUCTION CONTRACT 16.1.1 For Work Stoppage. The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of an order of a court or other public authority other than City having jurisdiction or due to an act of government, such as a declaration of a national emergency making material unavailable. This provision shall not apply to any work stoppage resulting from the City’s issuance of a suspension notice issued either for cause or for convenience. 16.1.2 For City's Non-Payment. If City does not make pay Contractor undisputed sums within ninety (90) Days after receipt of notice from Contractor, Contractor may terminate the Construction Contract (30) days following a second notice to City of Contractor’s intention to terminate the Construction Contract. 16.2 Damages to Contractor. In the event of termination for cause by Contractor, City shall pay Contractor the sums provided for in Paragraph 15.5.1 above. Contractor agrees to accept such sums as its sole and exclusive compensation and agrees to waive any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect and incidental damages, of any kind. SECTION 17 ACCOUNTING RECORDS. 17.1 Financial Management and City Access. Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Construction Contract in accordance with generally accepted accounting principles and practices. City and City's accountants during normal business hours, may inspect, audit and copy Contractor's records, books, estimates, take-offs, cost reports, ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project. Contractor shall retain these documents for a period of three (3) years after the later of (i) Final Payment or (ii) final resolution of all Contract Disputes and other disputes, or (iii) for such longer period as may be required by law. 17.2 Compliance with City Requests. Contractor's compliance with any request by City pursuant to this Section 17 shall be a condition precedent to filing or maintenance of any legal action or proceeding by Contractor against City and to Contractor's right to receive further payments under the Contract Documents. City many enforce Contractor’s obligation to provide access to City of its business and other records referred to in Section 17.1 for inspection or copying by issuance of a writ or a provisional or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony. SECTION 18 INDEPENDENT PARTIES. Each party is acting in its independent capacity and not as agents, employees, partners, or joint ventures’ of the other party. City, its officers or employees shall have no control over the conduct of Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein set forth. Invitation for Bid (IFB) Package 15 Rev. January 2014 CONSTRUCTION CONTRACT SECTION 19 NUISANCE. Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in connection in the performance of services under this Construction Contract. SECTION 20 PERMITS AND LICENSES. Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor shall provide, procure and pay for all licenses, permits, and fees, required by the City or other government jurisdictions or agencies necessary to carry out and complete the Work. Payment of all costs and expenses for such licenses, permits, and fees shall be included in one or more Bid items. No other compensation shall be paid to the Contractor for these items or for delays caused by non-City inspectors or conditions set forth in the licenses or permits issued by other agencies. SECTION 21 WAIVER. A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. SECTION 22 GOVERNING LAW AND VENUE. This Construction Contract shall be construed in accordance with and governed by the laws of the State of California, and venue shall be in a court of competent jurisdiction in the County of Santa Clara, and no other place. SECTION 23 COMPLETE AGREEMENT. This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This Agreement may be amended only by a written instrument, which is signed by the parties. SECTION 24 SURVIVAL OF CONTRACT. The provisions of the Construction Contract which by their nature survive termination of the Construction Contract or Final Completion, including, without limitation, all warranties, indemnities, payment obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect after Final Completion or any termination of the Construction Contract. SECTION 25 PREVAILING WAGES. This Project is not subject to prevailing wages. The Contractor is not required to pay prevailing wages in the performance and implementation of the Project, because the City, pursuant to its authority as a chartered city, has adopted Resolution No. 5981 exempting the City from prevailing wages. The City invokes the exemption from the state prevailing wage requirement for this Project and declares that the Invitation for Bid (IFB) Package 16 Rev. January 2014 CONSTRUCTION CONTRACT Project is funded one hundred percent (100%) by the City of Palo Alto. This Project remains subject to all other applicable provisions of the California Labor Code and regulations promulgated thereunder. Or The Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the California Code of Regulations and Section 16000 et seq. and Section 1773.1 of the California Labor Code. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of worker needed to execute the contract for this Project from the Director of the Department of Industrial Relations. Copies of these rates may be obtained at the Purchasing Office of the City of Palo Alto. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1775, 1776, 1777.5, 1810, and 1813 of the Labor Code. SECTION 26 NON APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that the City does not appropriate funds for the following fiscal year for this event, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Construction Contract are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 27 AUTHORITY. The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. SECTION 28 COUNTERPARTS This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement. SECTION 29 SEVERABILITY. In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected. SECTION 30 STATUTORY AND REGULATORY REFERENCES. With respect to any amendments to any statutes or regulations referenced in these Contract Documents, the reference is deemed to be the version in effect on the date that the Contract was awarded by City, unless otherwise required by law. SECTION 31 WORKERS’ COMPENSATION CERTIFICATION. Pursuant to Labor Code Section 1861, by signing this Contract, Contractor certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against Invitation for Bid (IFB) Package 17 Rev. January 2014 CONSTRUCTION CONTRACT liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.” IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed the date and year first above written. CITY OF PALO ALTO ____________________________ City Manager APPROVED AS TO FORM: ____________________________ Senior Deputy City Attorney PAR ELECTRICAL CONTRACTORS, INC. By:___________________________ Name:________________________ Title:__________________________ Date: _________________________ Invitation for Bid (IFB) Package 18 Rev. January 2014 CONSTRUCTION CONTRACT BID SUMMARY Invitation For Bid 153131 Title Pole Replacement Project 2 Date May 27, 2014 List of Bidders (Company Name) Bid Total 1.Cal Electro $ 816,000.00 2.PAR Electrical Contractors $ 458,200.00 References References shown below were called on 5/27/2014 Name, company, and value of work (2012-13) Comments Mike Mintz, CPAU,$600K Said they were easy to work, efficient, and delivered work on schedule. Steve Beeny, PG&E, $9M No Complaints and preformed satisfactory work. Karen Sterling, PG&E 1M and 5M No Complaints and preformed satisfactory work. Contractor’s License Winning Contractor: Par Electric; Active; Class A ,C10, C61, D09 Contractor has active licenses that fulfill the requirements to perform the contracted work. ATTACHMENT B During regular electric system evaluation, utility power poles are identified as requiring replacement (aged, deteriorated, or otherwise unsafe) through inspections, audits, and wood pole testing. Staff compiled engineering drawings and estimates for 30 pole replacements into a single bid package to solicit bids from qualified contractors to complete the pole replacements. PAR Electrical Contractors, Inc. submitted the lowest bid of $458,200. The work to be performed under this contract is for construction services to replace 30 electric poles, and includes labor, equipment, and management of all field activities in coordination with CPAU Electric Operation’s staff. Contractor services for this project were planned. Current staffing levels needed for the construction of this project prevents City staff from being able to dedicate crews to perform this work. An Invitation for Bid (IFP) was issued by the Purchasing Department for this work in April 2014. The bid package was advertised for 21 days and a non-mandatory pre-bid meeting was held to discuss and answer any questions about the scope of work. Contractors were required to submit references and information of similar construction services work with other Utilities. Two bids were received by the City to evaluate, and CPA staff determined that Par Electrical Contractors, Inc. submitted the lowest responsible bid of $458,200. Staff confirmed with the Contractor’s State License Board that the contractor has an active license on file and also checked references supplied by the contractor for previous work performed and found all to be satisfactory. Par Electrical Contractors, Inc. did similar work for City of Palo Alto Utilities on the Electric Pole Replacement and Area C7 4kV to 12kV Conversion Project in 2012. Par Electrical Contractors, Inc. also successfully completed the replacement of the 60kV overhead lines from Quarry Substation to Park Blvd Substation in 2013. The City of Palo Alto’s Utility Department was pleased with the past performance of Par Electrical Contractors, Inc. in previous projects. Staff also called references given by Par ATTACHMENT C Electrical Contractors, Inc. and confirmed satisfactory work for previous pole replacement projects with PG&E. Prior to notifying the contractor with the City’s intent to award the bid, City staff met with the contractor’s representatives to confirm their understanding of the scope of work and capability to complete the project. Construction is tentatively scheduled to begin the week of August 25, 2014, and is to be completed within sixty (60) calender days after the commencement date specified in City’s Notice to Proceed. Staff prepared project designs and cost estimates prior to starting the bid process. These estimates were used to validate the contractor bids that were received. Staff does not anticipate the need for any amendments to the agreement at this time. None. City of Palo Alto (ID # 4766) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: TMA Contract and BAO Title: Approval of a Contract with Moore Lacofano Goltsman (MIG) in the Amount of $499,880 for the Development of a Transportation Management Association Study for Downtown Palo Alto and Adoption of a Budget Amendment Ordinance in the Amount of $180,000 Amending the Fiscal Year 2015 Planning and Community Environment Adopted Operating Budget From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council authorize staff to execute a three year agreement with Moore Iacofano, Goltsman (MIG) for a total of $499,880to initiate the formation of a TMA (Transportation Management Association) for Downtown Palo Alto and adopt a Budget Amendment Ordinance amending the Fiscal Year 2015 Operating Budget to increase the Planning and Community Environment Department appropriation by $180,000, the amount needed for the first year of the agreement. Executive Summary Earlier this year, as part of a multi-pronged approach to reduce traffic and parking demand, the City Council directed staff to move forward with the initial steps needed to establish a Transportation Management Association (TMA). Once established, a non-profit TMA would provide information and coordinate incentives that encourage the use of alternatives to the private automobile, focusing first on major employers in Downtown. The TMA would help identify specific needs for various transit programs, provide a centralized location for transportation information, identify and create funding mechanisms for various transit programs, and advocate for the use of those programs. The TMA will also provide a platform for data collection and track single-occupant vehicle trip reduction, which is a key indicator of transportation program success. On April 21, 2014, the City issued a request for proposals (RFP) to qualified consultants interested in assisting with the development of a TMA for Downtown. The City staff received five proposals in response to the RFP and is now seeking authorization from the City Council to City of Palo Alto Page 2 enter into an agreement with MIG, for up to 3 years. During that three year period, the consultants would develop a work plan and form a new TMA for Downtown Palo Alto. The MIG Team includes Silvani Transportation, a local TMA consultant team responsible for the establishment and implementation of multiple TMAs in the Bay Area. Silvani Transportation will lead the community outreach efforts required for the initial phases of the TMA and develop the work plan for the TMA launch, while MIG would provide the overall project management efforts, marketing and coordination of specific transportation programs under the umbrella of the TMA. Background In a colleague’s memo written September 16, 2013, members of the City Council suggested creation of a Transportation Demand Management strategy aimed at reducing overall single- occupant vehicle travel by 30% in the Downtown and California Avenue districts. The plan also asked for staff to consider hiring a third-party consultant to develop the TMA, as well as to deliberate on funding mechanisms for the TMA and potential organizational structures. The TMA, as a third-party entity working closely with City staff, would be considered an umbrella organization for many current and future transportation programs. The TMA could manage, market and brand these programs, develop data and metrics on transit use within the community and identify potential services and programs that could serve various Downtown constituents. The TMA would work closely with City staff’s parking management efforts to provide coordinated efforts that could complement one another. In January and February 2014, the City Council directed staff to move forward with formation of a TMA, as well as other initiatives related to TDM (Transportation Demand Management). TDM was viewed as a critical component of an integrated three-pronged strategy, along with parking management and efforts to increase parking supplies. Figure 1 provides a summary of the initiatives and an update on their respective statuses. Figure 1: Update on Transportation Demand Management Initiatives (incl. Transit and Parking Management) Measure Status Solicit Proposals to Establish a Non-Profit Transportation Management Authority (TMA) Update provided in this staff report: Award on August 11 Solicit Proposals For An Expanded Palo Alto Shuttle Program A phase one shuttle contract was awarded to MV Transportation on 6/23; a phase two will be recommended to Council in September Solicit Proposals to Provide Car Share Services Within City- Owned Parking Lots Contract was awarded to Zipcar on August 4 City of Palo Alto Page 3 Measure Status Prepare an ordinance establishing a City-wide framework for parking management in residential neighborhoods (Residential Permit Parking or “RPP”) and concurrently develop an implementation plan for the first priority area, with the intent of beginning implementation in January 2015. Staff has been meeting with downtown stakeholders and will be bringing an ordinance (Citywide) and implementing resolution (Downtown) to the Council for action later this year. Pursue parking supply enhancements and use of technologies in downtown parking lots and garages. Satellite parking design contract will be considered by the City Council on August 11. Parking technologies will be the subject of an update to the City Council on August 18. Additional parking supply options will be the subject of an update to Council in September or October. Evaluate Rideshare Tools, Including a Trial of the TwoGo Rideshare App, for Coordination and Marketing By The TMA City has marketed the TwoGo application to City employees and external (Downtown) employees, including the provision of incentives Source: Palo Alto Planning & Community Environment, August 1, 2014 City of Palo Alto Page 4 Discussion Staff posted an RFP for an experienced TMA consultant for the task of both launching the TMA and developing a work plan that would result in a single-occupant vehicle (SOV) trip reduction of 30% by the end of a three-year initiation phase (see Attachment A). Staff received five proposals in response and interviewed all five teams on June 3, 2014. Table 1 outlines the 3- year costs for the proposals provided by the respective teams. Table 1: Original Proposal Costs by Team Firm Cost for Three-Year Engagement Silvani Transportation $224,190.00 TransMetro $321,000.00 UrbanTrans $298,988.00 Municipal Resources Group $1,930,920.00 MIG $546,940.00 Although all teams presented strong qualifications in various areas, Staff felt that no one team had all experiences necessary to lead the TMA development through conception and implementation. The interview panel decided unanimously that a partnership between MIG and Silvani Transportation would provide the best team for the development of a Palo Alto TMA and suggested the partnership to both respondents. MIG exhibited deep experience in transportation demand management operations and execution of transportation marketing and social media efforts, while Silvani Transportation demonstrated the most experience in the formation of successful TMAs, including the Mission Bay TMA in San Francisco, the Emery-go- round TMA in Emeryville and the San Mateo Rail Corridor TMA. The teams agreed, and MIG, the team lead, provided their revised proposal on July 1, 2014 which is included in Attachment B. Timeline If MIG is awarded the TMA consulting contract, Task 1, which includes the business outreach and work plan development, will begin in August 2014 and continue for 19 months. In parallel with the business outreach, the team would begin marketing and communication efforts for the TMA, including the construction of a TMA website and other social media initiatives. The activities of the phases will overlap because of their related activities; the proposed 3-year timeline is included in Attachment B as part of the MIG proposal. Resource Impact MIG’s final proposal to the city outlines the following costs: Task 1: Create Steering Committee and Establish TMA - $148,225.00 Task 2: Conduct Transportation and Social Marketing Related Research - $107,010.00 City of Palo Alto Page 5 Task 3: Conduct Marketing, Communications and Public Outreach Activities - $130,855.00 Task 4: On-Going TMA Support - $12,055.00 Task 5: Project Management, Team Coordination and Evaluation - $81,900.00 Subconsultant Administration - $19,835.00 Total Fee: $499,880 Since the project spans three years, only $180,000 of the $499,880 total contract cost is needed in Fiscal Year 2015. As approved by Council, the Fiscal Year 2015 non-departmental budget includes a $150,000 reserve for the TMA consultant. This action requires a budget amendment ordinance to transfer the $150,000 from the non-departmental budget and appropriates an additional $30,000 from the Budget Stabilization Reserve (BSR) to the Planning and Commnuity Environment Department operating budget, see Attachment C. Policy Implications Establishing a TMA is consistent with the following comp plan policies: 1. Policy T-1: Make land use decisions that encourage walking, bicycling, and public transit use. 2. Policy T-3: Support the development and expansion of comprehensive, effective programs to reduce auto use at both local and regional levels. 3. Policy T-6: Improve public transit access to regional destinations, including those within Palo Alto 4. Policy T-8: Encourage employers to develop shuttle services connecting the employment areas with the multi-modal transit stations and business districts In addition, the formation of a TMA helps create a strong foundation for Transportation Demand Management efforts to provide numerous social and environmental benefits in the Downtown and beyond. Environmental Review This contract is exempt from environmental review under the California Environmental Quality Act per Section 15061. Attachments: Attachment A: Request For Proposal (RFP) for TMA Consultant (PDF) Attachment B: Contract with Moore Iacofano Goltsman (PDF) Attachment C: Budget Amendment Ordinance (DOCX) Planning & Community Environment Department Transportation Division Request for Proposal (RFP) Number 153937 for Professional Services Transportation Management Association Consultant Pre-proposal Teleconference 2:00 p.m. Thursday, May 1, 2014 RFP submittal deadline: 3:00 p.m. Tuesday, May 27, 2014 Contract Administrator: Chris Anastole (Email address) chris.anastole@cityofpaloalto.org CITY OF PALO ALTO PURCHASING/CONTRACT ADMINISTRATION 250 HAMILTON AVENUE PALO ALTO, CA 94301 (650) 329-2271 1 REQUEST FOR PROPOSAL (RFP) NO. 153937 FOR PROFESSIONAL SERVICES TITLE: TRANSPORTATION MANAGEMENT ASSOCIATION CONSULTANT 1. INTRODUCTION The City of Palo Alto is seeking proposals from qualified firms to provide professional services for The City of Palo Alto is accepting proposals from qualified consultants for the development and formation of a Transportation Management Association (TMA). The TMA is envisioned as an independent organization of employers and other stakeholders, including the City of Palo Alto. The City Council directed that a TMA be established with the overarching goal of reducing traffic congestion and parking demand by providing programs and incentives that encourage the alternative transit modes. The required services and performance conditions are described in the Scope of Work (or Services). 2. ATTACHMENTS The attachments below are included with this Request for Proposals (RFP) for your review and submittal (see asterisk): Attachment A – Proposer’s Information Form* Attachment B – Scope of Work/Services Attachment C – Sample Agreement for Professional Services Attachment D – Sample Table, Qualifications of Firm Relative to City’s Needs Attachment E – Cost Proposal Format Attachment F – Insurance Requirement The items identified with an asterisk (*) shall be filled out, signed by the appropriate representative of the company and returned with submittal. 3. INSTRUCTIONS TO PROPOSERS 3.1 Pre-proposal Teleconference A pre-proposal teleconference will be held Thursday, May 1, 2014 at 2:00 p.m. The call-in number is (605) 475-4800, Access Code: 707751. All prospective Proposers are strongly encouraged to attend. 3.2 Examination of Proposal Documents The submission of a proposal shall be deemed a representation and certification by the Proposer that they: 2 3.2.1 Have carefully read and fully understand the information that was provided by the City to serve as the basis for submission of this proposal. 3.2.2 Have the capability to successfully undertake and complete the responsibilities and obligations of the proposal being submitted. 3.2.3 Represent that all information contained in the proposal is true and correct. 3.2.4 Did not, in any way, collude, conspire to agree, directly or indirectly, with any person, firm, corporation or other Proposer in regard to the amount, terms or conditions of this proposal. 3.2.5 Acknowledge that the City has the right to make any inquiry it deems appropriate to substantiate or supplement information supplied by Proposer, and Proposer hereby grants the City permission to make these inquiries, and to provide any and all related documentation in a timely manner. No request for modification of the proposal shall be considered after its submission on grounds that Proposer was not fully informed to any fact or condition. 3.3 Addenda/Clarifications Should discrepancies or omissions be found in this RFP or should there be a need to clarify this RFP, questions or comments regarding this RFP must be put in writing and received by the City no later than 1:00 p.m., Thursday May 8, 2014. Correspondence shall be e-mailed to Chris Anastole at chris.anastole@cityofpaloalto.org. Responses from the City will be communicated in writing to all recipients of this RFP. Inquiries received after the date and time stated will not be accepted and will be returned to senders without response. All addenda shall become a part of this RFP and shall be acknowledged on the Proposer’s Form. The City shall not be responsible for nor be bound by any oral instructions, interpretations or explanations issued by the City or its representatives. 3.4 Submission of Proposals All proposals shall be submitted to: City of Palo Alto Purchasing and Contract Administration 250 Hamilton Avenue, Mail Stop MB Palo Alto, CA 94301 3 Proposals must be delivered no later than 3:00 p.m. on Tuesday, May 27, 2014. All proposals received after that time will be returned to the Proposer unopened. The Proposer shall submit one (6) hard copy of its proposal in a sealed envelope, labeled “Original”, addressed as noted above, bearing the Proposer’s name and address clearly marked, “RFP NO. 153937 FOR PROFESSIONAL SERVICES: TRANSPORTATION MANAGEMENT ASSOCIATION CONSULTANT.” Also submit 1 proposal in soft copy via CD or Flash Drive. [The use of double-sided paper with a minimum 50% post-consumer recycled content is strongly encouraged. Please do not submit proposals in binders]. 3.5 Withdrawal of Proposals A Proposer may withdraw its proposal at any time before the expiration of the time for submission of proposals as provided in the RFP by delivering a written request for withdrawal signed by, or on behalf of, the Proposer. 3.6 Rights of the City of Palo Alto This RFP does not commit the City to enter into a contract, nor does it obligate the City to pay for any costs incurred in preparation and submission of proposals or in anticipation of a contract. The City reserves the right to: Make the selection based on its sole discretion; Reject any and all proposals; Issue subsequent Requests for Proposals; Postpone opening for its own convenience; Remedy technical errors in the Request for Proposals process; Approve or disapprove the use of particular subconsultants; Negotiate with any, all or none of the Proposers; Accept other than the lowest offer; Waive informalities and irregularities in the Proposals and/or Enter into an agreement with another Proposer in the event the originally selected Proposer defaults or fails to execute an agreement with the City. An agreement shall not be binding or valid with the City unless and until it is executed by authorized representatives of the City and of the Proposer. 4. PROPOSED TENTATIVE TIMELINE 4 The tentative RFP timeline is as follows: RFP Issued April 21, 2014 Pre-Proposal Meeting 2:00 p.m. Thursday, May 1, 2014 Deadline for questions, clarifications 1:00 p.m. Thursday, May 8, 2014 Proposals Due 3:00 p.m. Tuesday, May 27, 2014 Finalist Identified June 4, 2014 Consultant Interviews Week of June 9, 2014 (If required) Consultant selection and contract preparation Week of June 16, 2014 Contract awarded Week of June 23, 2014 Work commences July 2014 5. INFORMATION TO BE SUBMITTED (to be submitted in this order only) These instructions outline the guidelines governing the format and content of the proposal and the approach to be used in its development and presentation. The intent of the RFP is to encourage responses that clearly communicate the Proposer’s understanding of the City’s requirements and its approach to successfully provide the products and/or services on time and within budget. Only that information which is essential to an understanding and evaluation of the proposal should be submitted. Items not specifically and explicitly related to the RFP and proposal, e.g. brochures, marketing material, etc. will not be considered in the evaluation. All proposals shall address the following items in the order listed below and shall be numbered 1 through 8 in the proposal document. 5.1 Chapter 1 – Proposal Summary This Chapter shall discuss the highlights, key features and distinguishing points of the Proposal. A separate sheet shall include a list of individuals and contacts for this Proposal and how to communicate with them. Limit this Chapter to a total of three (3) pages including the separate sheet. 5.2 Chapter 2 – Profile on the Proposing Firm(s) This Chapter shall include a brief description of the Prime Proposer’s firm size as well as the proposed local organization structure. Include a discussion of the Prime Proposer firm’s financial stability, capacity and resources. Include all other firms participating in the Proposal, including similar information about the firms. Additionally, this section shall include a listing of any lawsuit or litigation and the result of that action resulting form (a) any public project undertaken by the Proposer or by its subcontractors where litigation is still pending or has occurred within the last five years or (b) any type of project where claims or 5 settlements were paid by the consultant or its insurers within the last five years. 5.3 Chapter 3 – Qualifications of the Firm This Chapter shall include a brief description of the Proposer’s and sub-Proposer’s qualifications and previous experience on similar or related projects. Provide in a table format (see Sample Table, Attachment D) descriptions of pertinent project experience with other public municipalities and private sector that includes a summary of the work performed, the total project cost, the percentage of work the firm was responsible for, the period over which the work was completed, and the name, title, and phone number of client’s to be contacted for references. Give a brief statement of the firm’s adherence to the schedule and budget for the project. This chapter shall include information regarding any relationships with firms and/or individuals who may submit proposals in response to the RFPs being developed. 5.4 Chapter 4 – Work Plan or Proposal This Chapter shall present a well-conceived service plan. Include a full description of major tasks and subtasks. This section of the proposal shall establish that the Proposer understands the City’s objectives and work requirements and Proposer’s ability to satisfy those objectives and requirements. Succinctly describe the proposed approach for addressing the required services and the firm’s ability to meet the City’s schedule, outlining the approach that would be undertaken in providing the requested services. 5.5 Chapter 5 – Proposed Innovations (Optional) The Proposer may also suggest technical or procedural innovations that have been used successfully on other engagements and which may provide the City with better service delivery. In this Chapter discuss any ideas, innovative approaches, or specific new concepts included in the Proposal that would provide benefit to the City. 5.6 Chapter 6 – Project Staffing This Chapter shall discuss how the Proposer would propose to staff this project. Key project team members shall be identified by name, title and specific responsibilities on the project. An organizational chart for the project team and resumes for key Proposer personnel shall be included. Key personnel will be an important factor considered by the review committee. Changes in key personnel may be cause for rejection of the proposal. 6 5.7 Chapter 7 – Proposal Exceptions This Chapter shall discuss any exceptions or requested changes that Proposer has to the City’s RFP conditions, requirements and sample contract. If there are no exceptions noted, it is assumed the Proposer will accept all conditions and requirements identified in the Attachment C –“Sample Agreement for Services.” Items not excepted will not be open to later negotiation. 5.8 Chapter 8 – Proposal Costs Sheet and Rates (Optional to provide in separate sealed envelope) The fee information is relevant to a determination of whether the fee is fair and reasonable in light of the services to be provided. Provision of this information assists the City in determining the firm’s understanding of the project, and provides staff with tools to negotiate the cost, provide in a table (See Table, Attachment E). This Chapter shall include the proposed costs to provide the services desired. Include any other cost and price information, plus a not-to-exceed amount, that would be contained in a potential agreement with the City. The hourly rates may be used for pricing the cost of additional services outlined in the Scope of Work. PLEASE NOTE: The City of Palo Alto does not pay for services before it receives them. Therefore, do not propose contract terms that call for upfront payments or deposits. 6. CONTRACT TYPE AND METHOD OF PAYMENT It is anticipated that the agreement resulting from this solicitation, if awarded, will be a not-to-exceed budget per task form of contract. A Sample Agreement of Services is provided as Attachment C. The method of payment to the successful Proposer shall be on a per task basis with a maximum “not to exceed” fee as set by the Proposer in the proposal or as negotiated between the Proposer and the City as being the maximum cost to perform all work. This figure shall include direct costs and overhead, such as, but limited to, transportation, communications, subsistence and materials and any subcontracted items of work. Progress payments will be based on a percentage of project completed. Proposers shall be prepared to accept the terms and conditions of the Agreement, including Insurance Requirements in Attachment F. If a Proposer desires to take exception to the Agreement, Proposer shall provide the following information in Chapter 7 of their submittal package. Please include the following: 7 Proposer shall clearly identify each proposed change to the Agreement, including all relevant Attachments. Proposer shall furnish the reasons for, as well as specific recommendations, for alternative language. The above factors will be taken into account in evaluating proposals. Proposals that take substantial exceptions to the proposed Agreement may be determined by the City, at its sole discretion, to be unacceptable and no longer considered for award. Insurance Requirements The selected Proposer(s), at Proposer’s sole cost and expense and for the full term of the Agreement or any extension thereof, shall obtain and maintain, at a minimum, all of the insurance requirements outlined in Attachment F. All policies, endorsements, certificates and/or binders shall be subject to the approval of the Risk Manager of the City of Palo Alto as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the Risk Manager. The selected Proposer agrees to provide the City with a copy of said policies, certificates and/or endorsement upon award of contract. 7. REVIEW AND SELECTION PROCESS City staff will evaluate the proposals provided based on the following criteria: 7.1 Clarity and Detail of Work-plan 7.2 Cost 7.3 Experience in TMA Launch/Consulting 7.4 Community Outreach and Engagement Strategy 7.5 Completeness of Proposal The selection committee will make a recommendation to the awarding authority. The acceptance of the proposal will be evidenced by written Notice of Award from the City’s Purchasing/Contract Administration Division to the successful Proposer. 8. ORAL INTERVIEWS Proposers may be required to participate in an oral interview. The oral interview will be a panel comprised of members of the selection committee. Proposers may only ask questions that are intended to clarify the questions that they are being asked to respond. Each Proposer’s time slot for oral interviews will be determined randomly. Proposers who are selected shall make every effort to attend. If representatives of 8 the City experience difficulty on the part of any Proposer in scheduling a time for the oral interview, it may result in disqualification from further consideration. 9. PUBLIC NATURE OF MATERIALS Responses to this RFP become the exclusive property of the City of Palo Alto. At such time as the Administrative Services Department recommends to form to the City Manager or to the City Council, as applicable, all proposals received in response to this RFP becomes a matter of public record and shall be regarded as public records, with the exception of those elements in each proposal which are defined by the Proposer as business or trade secrets and plainly marked as “Confidential,” “Trade Secret,” or “Proprietary”. The City shall not in any way be liable or responsible for the disclosure of any such proposal or portions thereof, if they are not plainly marked as “Confidential,” “Trade Secret,” or “Proprietary” or if disclosure is required under the Public Records Act. Any proposal which contains language purporting to render all or significant portions of the proposal “Confidential,” “Trade Secret,” or “Proprietary” shall be regarded as non-responsive. Although the California Public Records Act recognizes that certain confidential trade secret information may be protected from disclosure, the City of Palo Alto may not accept or approve that the information that a Proposer submits is a trade secret. If a request is made for information marked “Confidential,” “Trade Secret,” or “Proprietary,” the City shall provide the Proposer who submitted the information with reasonable notice to allow the Proposer to seek protection from disclosure by a court of competent jurisdiction. 10. COLLUSION By submitting a proposal, each Proposer represents and warrants that its proposal is genuine and not a sham or collusive or made in the interest of or on behalf of any person not named therein; that the Proposer has not directly induced or solicited any other person to submit a sham proposal or any other person to refrain from submitting a proposal; and that the Proposer has not in any manner sought collusion to secure any improper advantage over any other person submitting a proposal. 11. DISQUALIFICATION Factors such as, but not limited to, any of the following may be considered just cause to disqualify a proposal without further consideration: 9 11.1 Evidence of collusion, directly or indirectly, among Proposers in regard to the amount, terms or conditions of this proposal; 11.2 Any attempt to improperly influence any member of the evaluation team; 11.3 Existence of any lawsuit, unresolved contractual claim or dispute between Proposer and the City; 11.4 Evidence of incorrect information submitted as part of the proposal; 11.5 Evidence of Proposer’s inability to successfully complete the responsibilities and obligation of the proposal; and 11.6 Proposer’s default under any previous agreement with the City, which results in termination of the Agreement. 12. NON-CONFORMING PROPOSAL A proposal shall be prepared and submitted in accordance with the provisions of these RFP instructions and specifications. Any alteration, omission, addition, variance, or limitation of, from or to a proposal may be sufficient grounds for non-acceptance of the proposal, at the sole discretion of the City. 13. GRATUITIES No person shall offer, give or agree to give any City employee any gratuity, discount or offer of employment in connection with the award of contract by the city. No city employee shall solicit, demand, accept or agree to accept from any other person a gratuity, discount or offer of employment in connection with a city contract. 14. FIRMS OR PERSONS NOT ELIGIBLE TO SUBMIT A PROPOSAL In order to avoid any conflict of interest or perception of a conflict or interest, Proposer(s) selected to provide professional services under this RFP will be subject to the following requirements: 14.1 The Proposer(s) who works on the procurement will be precluded from submitting proposals or bids as a prime contractor or subcontractor in the ultimate procurement. 14.2 The Proposer(s) may not have interest in any potential Proposer for the ultimate procurement. ~ End of Section ~ City of Palo Alto – RFP 153937 1 Attachment A Proposer’s Information Form PROPOSER (please print): Name: __________________________________________________________ Address: __________________________________________________________ __________________________________________________________ Telephone: _______________________ Email: ______________________________ Contact person, title, email, and telephone: __________________________ ______________________________________________________________________ ______________________________________________________________________ Proposer, if selected, intends to carry on the business as (check one): Individual Joint Venture Partnership Corporation When incorporated? ______________ In what state? _______________ When authorized to do business in California? _______ Other (explain):____________________________________________________ ADDENDA To assure that all Proposers have received each addendum, check the appropriate box(es) below. Failure to acknowledge receipt of an addendum/addenda may be considered an irregularity in the Proposal: Addendum number(s) received: 1; 2; 3; 4; 5; 6; Or, _____ _____No Addendum/Addenda Were Received (check and initial). PROPOSER’S SIGNATURE No proposal shall be accepted which has not been signed in ink in the appropriate space below: By signing below, the submission of a proposal shall be deemed a representation and certification by the Proposer that they have investigated all aspects of the RFP, that they are aware of the applicable facts pertaining to the RFP process, its procedures and requirements, and they have read and understand the RFP. No request for modification of the proposal shall be considered after its submission on the grounds that the Proposer was not fully informed as to any fact or condition. City of Palo Alto – RFP 153937 2 Attachment A – Proposer Information continued… 1. If Proposer is INDIVIDUAL, sign here Date:______________ _____________________________________ Proposer’s Signature _____________________________________ Proposer’s typed name and title 2. If Proposer is PARTNERSHIP or JOINT VENTURE; at least two (2) Partners shall sign here: ________________________________________________ Partnership or Joint Venture Name (type or print) Date:______________ _____________________________________ Member of the Partnership or Joint Venture signature Date:______________ _____________________________________ Member of the Partnership or Joint Venture signature 3. If Proposer is a CORPORATION, the duly authorized officer shall sign as follows: The undersigned certify that he/she is respectively: _________________________________ and ___________________________ Signature Title Of the corporation named below; that they are designated to sign the Proposal Cost Form by resolution (attach a certified copy, with corporate seal, if applicable, notarized as to its authenticity or Secretary’s certificate of authorization) for and on behalf of the below named CORPORATION, and that they are authorized to execute same for and on behalf of said CORPORATION. ______________________________________ Corporation Name (type or print) By:______________________________________ Date: _________________ Title:__________________________________________ Attachment B – Scope Project Background: The City of Palo Alto is accepting proposals from qualified consultants for the development and formation of a Transportation Management Association (TMA). The TMA is envisioned as an independent organization of employers and other stakeholders, including the City of Palo Alto. The City Council directed that a TMA be established with the overarching goal of reducing traffic congestion and parking demand by providing programs and incentives that encourage the alternative transit modes. The City expects to provide seed funding for establishment of a TMA, and is seeking consultants who can use that seed funding to develop the organizational structure, membership, and capacity of the organization with the goal of having an effective and self-supporting association within a few years. Following formation of the TMA, the City would participate as a member organization, and would collaborate on complementary programs such as the City’s free shuttle service and parking management efforts. The TMA will support the development of local transportation strategies to help residents and commuters travel within, to and from Palo Alto. It is expected that the TMA would initially be focused in Palo Alto’s Downtown but could potentially expand to include other business centers. The City seeks the guidance of an experienced TMA consultant to assist in the development of a TMA, and consultants propose specific TMA functions based on their experience. Functions could include, but are not limited to the following examples: 1. Branding and marketing of commuting modes 2. Providing a forum for collaboration and action by employers and other stakeholders interested in reducing traffic 3. Building alliances and partnerships with transit providers, adjacent jurisdictions, and other organizations 4. Identifying ways to increase transit use 5. Developing a cost-effective and flexible array of programs and services. Some programs may be neighborhood specific; others designed for a targeted customer demographic (i.e., seniors or school-age children); others yet for various trip types (i.e., medical trips, inter-city and intra-city commuters); and others still for the general public. 6. Gathering and tracking of metrics including but not limited to reduction in Single Occupancy Vehicle (SOV) trips, reduction in vehicle miles traveled (VMT), reduction in greenhouse gas emissions, etc. 7. Serving as a community resource for transportation information 8. Create alliances that support local and regional transportation infrastructure improvements 9. Coordinating with other TMAs in the region Description of Project (include need and objectives of the project): Palo Alto TMA Formation: A Phased Approach The complete formation of the TMA is expected to take several years and over multiple phases. This RFP does not prescribe the consultant activity that occurs in the organizational development phases of the TMA, but wishes to achieve the following objectives by the end of the consultant’s tenure: 1. Launch the TMA, and; 2. Facilitate the achievement of a 30% reduction in single-occupancy vehicle. The consultant, as part of their proposal submission, should provide a work plan detailing their approach to achieving these objectives, including schedule of proposed phases and check-ins with the Planning and Transportation Commission, City Council. Stakeholder outreach should also be noted. It is the intent of the City that the TMA be self-sustaining by the end of its third year in operation. Qualifications Consultant should demonstrate the following: 1. Experience in launching TMAs that have a successful track record of measurable SOV trip reduction; 2. Additional experience in the following areas: a. Shuttle planning, operations and management b. Special Funding Districts and Assessment Districts c. Transportation-based web sites and marketing communications d. Transportation marketing and special events e. Transportation Demand Management design and implementation f. Community Partnerships g. Knowledge and experience working with transit agencies and other transportation organizations Proposal Criteria As part of the proposal, consultants should include the following. 1. Statement of Qualifications, including but not limited to the following: a. Individuals selected for the consulting role and team structure, if applicable b. Relevant experience on TMA work (case studies) c. Metrics achieved on TMA work d. Staffing projections; e.g. estimated hours of work per week during the first 12 months of work 2. Consultant should include a work plan listing proposed tasks by month for the first three years, indicating tasks listed in this RFP and others needed to achieve City objectives. The work plan should include a description of a phased approach to implementation. Consultant may break out the phases in whatever manner they choose, but are asked to provide costs for all phases. A detailed narrative outlining potential outreach strategies for the Downtown area should also be included. The work plan should include check-ins with the Planning and Transportation Commission and City Council. Stakeholder outreach details should also be noted. 3. (3) References for TMA work including name, phone number and email; references should be clients of the consultant’s services, not vendors. Sample Agreement RFP 153937 Attachment C – Sample Agreement CITY OF PALO ALTO CONTRACT NO. AGREEMENT BETWEEN THE CITY OF PALO ALTO AND FOR PROFESSIONAL SERVICES This Agreement is entered into on this day of , , (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and , a , located at ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to (“Project”) and desires to engage a consultant to in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. Optional On-Call Provision (This provision only applies if checked and only applies to on-call agreements.) Services will be authorized by the City, as needed, with a Task Order assigned and approved by the City’s Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-1. Each Task Order shall designate a City Project Manager and shall contain a specific scope of work, a specific schedule of performance and a specific compensation amount. The total price of all Task Orders issued under this Agreement shall not exceed the amount of Compensation set forth in Section 4 of this Agreement. CONSULTANT shall only be compensated for work performed under an authorized Task Order and the City may elect, but is not required, to authorize work up to the maximum compensation amount set forth in Section 4. Sample Agreement RFP 153937 SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through unless terminated earlier pursuant to Section 19 of this Agreement. OR The term of this Agreement shall be from the date of its full execution through completion of the services in accordance with the Schedule of Performance attached as Exhibit “B” unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed Dollars ($ ). In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expenses shall not exceed Dollars ($ ). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C- 1”). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience Sample Agreement RFP 153937 to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or designee. Sample Agreement RFP 153937 Option B: Subcontracts Authorized: Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign as the to have supervisory responsibility for the performance, progress, and execution of the Services and as the project to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is , Department, Division, Palo Alto, CA 94303, Telephone: . The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. Sample Agreement RFP 153937 SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. [Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims Sample Agreement RFP 153937 arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, Sample Agreement RFP 153937 injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Sample Agreement RFP 153937 Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. Sample Agreement RFP 153937 SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements: All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double- sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks. Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office. Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees Sample Agreement RFP 153937 expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. 25.10 The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. 25.11 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement City of Palo Alto – RFP 153937 Attachment D SAMPLE TABLE FORMAT QUALIFICATIONS OF FIRM RELATIVE TO CITY’S NEEDS Project Name Client Description of work performed Total Project Cost Percentage of work firm as responsible for Period work was completed Client contact information* Did your firm meet the project schedule (Circle one) : Yes No Give a brief statement of the firm’s adherence to the schedule and budget for the project: Did your firm meet the project schedule (Circle one) : Yes No Give a brief statement of the firm’s adherence to the schedule and budget for the project: Did your firm meet the project schedule (Circle one) : Yes No Give a brief statement of the firm’s adherence to the schedule and budget for the project: Did your firm meet the project schedule (Circle one) : Yes No Give a brief statement of the firm’s adherence to the schedule and budget for the project: *Include name, title and phone number. Attachment E SAMPLE COST PROPOSAL FORMAT – RFP (The City is looking for a submittal in this format – content should match cost for scope of services required) Scope Labor Categories (e.g., Consultant, Sr. Consultant, etc.) Est. Hours Hourly Rate Extended Rate Task 1 $ $ $ $ $ $ TOTAL NOT TO EXCEED, TASK 1 $ $ Task 2 $ $ $ $ $ $ TOTAL NOT TO EXCEED, TASK 2 $ $ Task 3 $ $ $ $ $ $ TOTAL NOT TO EXCEED, TASK 3 $ $ TOTAL NOT TO EXCEED (TASKS 1 – 3) $ $ Attachment “F” INSURANCE REQUIREMENTS Rev. 11/07 CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. PLEASE EMAIL CERTIFICATES TO: insurancecerts@cityofpaloalto.org AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY Attachment “F” INSURANCE REQUIREMENTS Rev. 11/07 THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303. Professional Services Rev. Feb. 20141 CITY OF PALO ALTO CONTRACT NO. C15153937 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND MOORE IACOFANO GOLTSMAN, INC. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 11 day of August, 2014, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MOORE IACOFANO GOLTSMAN, INC., a California corporation, located at 800 Hearst Avenue, Berkeley, California, 94710, Telephone (510) 845-7549 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to develop and form a Transportation Management Association (TMA) (“Project”) and desires to engage a consultant to develop the organizational structure, membership, and capacity of the organization in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through August 10, 2017 unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Attachment B Professional Services Rev. Feb. 2014 2 SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed Four Hundred Ninety Nine Thousand Eight Hundred Eighty Dollars ($499,880.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C- 1”). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 3 any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: EMC Research 436 14th St #820 Oakland, CA 94612 Silvani Transportation Consulting 791 Mandana Blvd. Oakland, CA 94610 CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Joan Chaplick as the Principal-in-Charge and Project Manager. Wendy Silvani will have lead responsibilities for setting up the TMA.. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 4 promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is Jessica Sullivan, Planning and Community Environment Department, Transportation Division, 250 Hamilton Avenue, Palo Alto, CA 94303, Telephone: (650) 329-2453. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 5 survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 6 written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 7 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 8 SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements: All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks. Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office. Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 9 parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. / / / / / / / / / / / / / / / / / / / / DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 10 25.10 The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. 25.11 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO APPROVED AS TO FORM: MOORE IACOFANO GOLTSMAN, INC. Attachments: EXHIBIT “A”: SCOPE OF WORK EXHIBIT “B”: SCHEDULE OF PERFORMANCE EXHIBIT “C”: COMPENSATION EXHIBIT “C-1”: SCHEDULE OF RATES EXHIBIT “D”: INSURANCE REQUIREMENTS DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Principal/CEO Professional Services Rev. Feb. 2014 11 EXHIBIT “A” SCOPE OF SERVICES TASK 1: CREATE STEERING COMMITTEE AND ESTABLISH TRANSPORTATION MANAGEMENT ASSOCIATION (TMA) 1.1 Create Steering Committee The CONSULTANT’s team will develop a protocol for recruiting and selecting stakeholders who will ultimately become members of the steering committee. CONSULTANT will create selection criteria and identify the categories of stakeholders needed for the group. CONSULTANT will document the process in a manner that allows for transparency while ensuring we get the appropriate representatives from large employers, downtown businesses, agencies and key leaders who can work collaboratively to create a functioning organization. Deliverable: Process and selection criteria for Steering Committee membership and roster of final membership for CITY approval. 1.2 Conduct Stakeholder Interviews CONSULTANT will conduct interviews with key stakeholders throughout the Steering Committee process and leading up to the establishment of the TMA. The findings of the interviews will inform meeting content as well as potential approaches and strategies the SC/TMA may want to explore. Deliverable: Log of interviews and memorandum summarizing results and key findings. 1.3 Develop Policies, Documents and Operating Procedures CONSULTANT will develop the proposed policies, operating procedures, by-laws and related legal documents needed to establish the TMA. (This task includes direct costs for review by outside legal counsel.) Deliverable: Policies, operating procedures, by-laws and related documents needed to establish TMA as a legal entity. 1.4 Prepare for and Create Meeting Materials for Steering Committee CONSULTANT will identify key topics, meeting agenda and supporting materials for eight (8) meetings. CONSULTANT will develop presentations and work with Steering Committee members to provide meeting content. Deliverable: Meeting agendas and supporting materials for Steering Committee meetings. 1.5 Conduct Steering Committee Meetings Team will conduct eight (8) 2-hour Steering Committee meetings held about every six (6) weeks. The Steering Committee will: Define the vision, mission and goals for the TMA DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 12 Establish TMA/TDM goals and targets Identify baselines for evaluation Identify potential TMA partners, funding sources members and vendors Assist with development of draft and final Start-Up Business Plan for TMA Develop a policy framework for support of TDM programs Recommend TMA legal and organizational structure Identify programs that will be implemented and showcased when TMA launches Deliverable: Facilitation and note taking for eight (8) Steering Committee meetings. 1.6 Complete Steering Committee Meeting Summaries CONSULTANT will prepare draft and final meeting summaries for each Steering Committee meeting. The summaries will provide a record of key discussions and agreements and be in a format suitable for posting on project website. Deliverable: Draft and final summaries for eight (8) Steering Committee meetings. 1.7 Develop Start-Up TMA Business Plan CONSULTANT will develop a draft and final business plan for the TMA. Deliverable: Draft and Final Business Plan for TMA. 1.8 Evaluation of Shuttle Operation CONSULTANT will evaluate the existing shuttle operation to determine how it supports TMA goals. Deliverable: Draft and Final evaluation of City shuttle operation. 1.9 Ongoing Communications with Steering Committee Members, Key Stakeholders and Interested Parties Steering Committees require nurturing and regular communications. CONSULTANT will maintain regular communications with members and interested parties. CONSULTANT will also make reminder calls and send emails in advance of each meeting. CONSULTANT will share any issues or concerns identified during these communications with City staff via phone and/or email. CONSULTANT anticipates being contacted by interested parties including: concerned citizens, app developers, and others with an interest in the TMA. CONSULTANT will respond to basic informational requests and when needed, consult with the City in advance. Deliverable: Follow-up communications with Steering Committee members, key stakeholders and interested parties and follow-up email and telephone communication with staff regarding issues or concerns. TASK 2: CONDUCT TRANSPORTATION AND SOCIAL MARKETING RELATED RESEARCH DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 13 2.1 Review Existing Data and Determine Research Needs The CONSULTANT’s Team will review existing data to determine current conditions and identify research gaps needed to evaluate specific transportation options, determine trip types and develop travel profiles. CONSULTANT will develop text and graphic summaries to share the results of the research. Deliverable: Text and graphic summaries of key research findings. 2.2 Conduct Statistically Valid Research Activities CONSULTANT will conduct research, surveys and data analysis to inform TMA activities and priorities. Specific tasks are to be determined by Steering Committee, TMA and CITY staff. Deliverable: Research activities and related results documentation based on direction of CITY. 2.3 Identify Trip Types and Develop Travel Profiles Based on research, CONSULTANT will develop 8-12 travel profiles that illustrate prototypical market segments and determine actions that could affect their travel choices. Travel profiles will inform marketing strategies and messages for each audience type that will have the greatest impact on behavior change. Individualized travel choices and maps to key locations will be targeted to the customer, employee or student – the individual traveler. Deliverable: Travel profiles (8-12 profiles) including a description, key behaviors and related travel choices, and target messages. 2.4 Summarize “Best Practices” and Established Programs in Other Areas CONSULTANT will produce a summary of best practices from the US and other countries. These examples can serve as content for a Steering Committee meeting, the outreach tool kit and the project website. Deliverable: Brief summaries of “best practices” with core content in a format that is adaptable for use in presentations and educational materials. TASK 3: CONDUCT MARKETING, COMMUNICATIONS AND PUBLIC OUTREACH ACTIVITIES 3.1 Conduct Market and Public Opinion Research CONSULTANT will conduct focus groups and interviews to guide the direction of the messages and graphics used in the TMA related campaign. Deliverable: Written summary presenting the results of focus groups and interviews conducted to test marketing materials and messages. 3.2 Develop TMA Brand Elements and Communications Collateral DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 14 CONSULTANT will develop a brand and related elements for TMA communications. The TMA brand and collateral will be used to professionalize TMA materials and provide basic presentation and informational materials including templates for presentations, fact sheet and talking points. Deliverable: TMA Brand elements, presentation template, fact sheet and talking points. 3.3 Develop Brand Management Tools CONSULTANT will provide written and graphic direction on how the TMA brand and related elements are to be used consistently across all media. Deliverable: Guide that provides narrative and graphic direction on how brand elements are to be used in various media. 3.4 Create Outreach Tool Kit CONSULTANT will create an outreach tool kit that allow TMA members, CITY staff, project team members and others to share information about the TMA with the public in a small group format. The kit will include a presentation, FAQs, fact sheet and other materials that help staff, Steering Committee and TMA members, and other interested parties describe the work of the TMA and collect feedback consistently from groups across CITY. Deliverable: Outreach Tool kit with standardized materials to share information and collect input. CONSULTANT will provide 20 copies (hard copy or USB drive). 3.5 Develop Strategic Communications and Marketing Plan CONSULTANT will develop a comprehensive and strategic plan that describes activities to support TMA goals. The plan identifies audiences and key messages, themes, and outreach methods. The plan will include a wide range of methods including: online and social media activities, public relations and earned media, direct mail, community events and others. The plan will include a detailed timeline for implementation. Deliverable: Strategic Communications and Marketing Plan with detailed timeline for implementation. 3.6 Develop Project Website CONSULTANT will develop a basic web presence to share information and keep the Steering Committee and public informed. The website features tiered access that allows Steering Committee members password protected access to project information and meeting materials. Once the TMA is ready to launch, CONSULTANT will develop a more robust site to support the TMA campaigns and organization. Deliverable: Project website and hosting for project period. 3.7 Develop and Manage Social Media Channels CONSULTANT will create and provide ongoing management of social media channels including Facebook and Twitter. DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 15 Deliverable: Social media plan and implementation activities for years 2-3 of project period. 3.8 Develop Targeted Pilot Campaign Creative Services Based on direction from the TMA, CONSULTANT will develop a creative campaign or a social marketing campaign around a pilot project. CONSULTANT will provide the creative services needed to design the collateral for the project. Deliverable: Creative design including text and graphics for pilot campaign. 3.9 Conduct Public Workshops and Events CONSULTANT will host three (3) workshops/events to educate the public and get them engaged in the work of the TMA. Based on initial discussions, we propose the following: #1 Transportation Summit—high profile meeting to showcase potential strategies to get people out of their cars #2 Workshop/event to introduce the new TMA and its first project(s) #3 Additional workshop/event to keep public informed and engaged Deliverable: Planning, materials preparation and implementation of three (3) public workshops/events. TASK 4: ON-GOING TMA SUPPORT 4.1 Develop Plan and Budget for TMA Marketing and Communications Campaign Beyond the first project(s), the TMA will need a multi-year strategy regarding how to inform, educate and engage the public to achieve TMA goals. This plan and budget identifies the additional funds the TMA will need to continue its communications and marketing activities. Deliverable: Draft and Final plan and budget for multi-year TMA Marketing and Communication Campaign. 4.2 Provide Technical Support to Newly Formed TMA CONSULTANT’s subcontractor (Silvani) will provide on-call support to the new TMA up to the number of hours budgeted. Deliverable: On-call support in-person and/or by phone and email. DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 16 TASK 5: PROJECT MANAGEMENT, TEAM COORDINATION AND EVALUATION 5.1 Develop and Implement an Evaluation Plan The CONSULTANT Team will develop an evaluation plan and conduct evaluation on a quarterly and annual basis to determine the effectiveness of actions and strategies. Results of the evaluation will determine if/what course corrections are needed. Deliverable: Evaluation plan and conducting quarterly and annual evaluation. 5.2 Conduct Project Team Meetings with CITY Staff and Conduct On-Going Project Management CONSULTANT team will attend a regularly scheduled one-hour monthly meeting with CITY staff. Meetings may be conducted by phone and/or Webex if schedules are limited. The task also includes on- going project management activities including: project management, schedule and budget review, invoicing and related activities. Deliverable: Monthly meeting with CITY staff and regular project management activities including: budget and schedule review, invoicing and related activities. 5.3 Communicate with CITY Council and Other City Departments CONSULTANT will prepare materials so that CITY staff can provide updates to CITY Council and the Planning Commission at key project milestones. CONSULTANT will also participate in discussion with CITY staff from other departments such as Planning, Public Works and others to discuss the viability of some proposed strategies and coordinate with existing CITY planning and public outreach efforts. CONSULTANT will facilitate these internal discussions to surface CITY policies, requirements, etc. that may be barriers to some of the strategies being proposed by the Steering Committee and TMA. Task assumes six council updates per year and 4 meetings with CITY staff from other departments. Deliverable: Briefing materials for CITY Council update at key milestones and participation in and facilitation of discussion with CITY staff to surface barriers to potential strategies. 5.4 CONSULTANT and Sub-consultant (Silvani) Team Coordination CONSULTANT and sub-consultant (Silvani) will meet weekly in person or by phone to plan, discuss and review key project activities. Deliverable: Regular team communications in-person and via phone. DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Project Schedule September October November December January February March April May June July August Task 1.1 Create Steering Committee Task 1.2 Conduct Stakeholder Interviews Task 1.3 Develop Documents, Policies and Operating Procedures Task 1.4 Prepare for and Create Meeting Materials for Steering Committee Task 1.5 Conduct Steering Committee Meetings (8) Task 1.6 Complete Steering Committee Meeting Summaries Task 1.7 Develop Start-up TMA Business Plan Task 1.8 Evaluation of Shuttle Operation Task 1.9 Ongoing Communications with Steering Committee. Stakeholders, Interested Parties Task 2.1 Review Existing Data and Determine Research Needs Task 2.2 Conduct Statistically Valid Research Activities Task 2.3 Identify Trip Types and Develop Travel Profiles Task 2.4 Summarize "Best Practices" and Established Programs in Other Areas Task 3.1 Conduct Market and Public Opinion Research Task 3.2 Develop TMA Brand Elements and Communications Collateral Task 3.3 Develop Brand Management Tools Task 3.4 Create Outreach Toolkit Task 3.5 Develop Strategic Communications and Marketing Plan Task 3.6 Develop Project Website Task 3.7 Develop and Manage Social Media Channels Task 3.8 Develop Targeted Pilot Campaign Creative Services Task 3.9 Conduct Public Workshops and Events Task 4.1 Develop Plan & Budget for TMA Marketing & Communications Campaign Task 4.2 Provide Technical Support to Newly Formed TMA Task 5.1 Develop and Implement an Evaluation Plan Task 5.2 Project Team Meetings with City Staff, Ongoing Project Management Task 5.3 Communicate with City Council and Other City Departments Task 5.4 MIG and Silvani Team Coordination City of Palo Alto Transportation Management Association Consultant Task 5: Project Management, Team Coordination and Evaluation Year 1 Task 1: Create Steering Committee and Establish TMA Task 2: Conduct Transportation and Social Marketing Related Research Task 3: Conduct Marketing, Communications and Public Outreach Activities Task 4: On-Going TMA Support EXHIBIT "B" SCHEDULE OF PERFORMANCE 17 DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Project Schedule Task 1.1 Create Steering Committee Task 1.2 Conduct Stakeholder Interviews Task 1.3 Develop Documents, Policies and Operating Procedures Task 1.4 Prepare for and Create Meeting Materials for Steering Committee Task 1.5 Conduct Steering Committee Meetings (8) Task 1.6 Complete Steering Committee Meeting Summaries Task 1.7 Develop Start-up TMA Business Plan Task 1.8 Evaluation of Shuttle Operation Task 1.9 Ongoing Communications with Steering Committee. Stakeholders, Interested Parties Task 2.1 Review Existing Data and Determine Research Needs Task 2.2 Conduct Statistically Valid Research Activities Task 2.3 Identify Trip Types and Develop Travel Profiles Task 2.4 Summarize "Best Practices" and Established Programs in Other Areas Task 3.1 Conduct Market and Public Opinion Research Task 3.2 Develop TMA Brand Elements and Communications Collateral Task 3.3 Develop Brand Management Tools Task 3.4 Create Outreach Toolkit Task 3.5 Develop Strategic Communications and Marketing Plan Task 3.6 Develop Project Website Task 3.7 Develop and Manage Social Media Channels Task 3.8 Develop Targeted Pilot Campaign Creative Services Task 3.9 Conduct Public Workshops and Events Task 4.1 Develop Plan & Budget for TMA Marketing & Communications Campaign Task 4.2 Provide Technical Support to Newly Formed TMA Task 5.1 Develop and Implement an Evaluation Plan Task 5.2 Project Team Meetings with City Staff, Ongoing Project Management Task 5.3 Communicate with City Council and Other City Departments Task 5.4 MIG and Silvani Team Coordination City of Palo Alto Transportation Management Association Consultant Task 5: Project Management, Team Coordination and Evaluation Task 1: Create Steering Committee and Establish TMA Task 2: Conduct Transportation and Social Marketing Related Research Task 3: Conduct Marketing, Communications and Public Outreach Activities Task 4: On-Going TMA Support September October November December January February March April May June July August Year 2 EXHIBIT "B" SCHEDULE OF PERFORMANCE 18 DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Task 1.1 Create Steering Committee Task 1.2 Conduct Stakeholder Interviews Task 1.3 Develop Documents, Policies and Operating Procedures Task 1.4 Prepare for and Create Meeting Materials for Steering Committee Task 1.5 Conduct Steering Committee Meetings (8) Task 1.6 Complete Steering Committee Meeting Summaries Task 1.7 Develop Start-up TMA Business Plan Task 1.8 Evaluation of Shuttle Operation Task 1.9 Ongoing Communications with Steering Committee. Stakeholders, Interested Parties Task 2.1 Review Existing Data and Determine Research Needs Task 2.2 Conduct Statistically Valid Research Activities Task 2.3 Identify Trip Types and Develop Travel Profiles Task 2.4 Summarize "Best Practices" and Established Programs in Other Areas Task 3.1 Conduct Market and Public Opinion Research Task 3.2 Develop TMA Brand Elements and Communications Collateral Task 3.3 Develop Brand Management Tools Task 3.4 Create Outreach Toolkit Task 3.5 Develop Strategic Communications and Marketing Plan Task 3.6 Develop Project Website Task 3.7 Develop and Manage Social Media Channels Task 3.8 Develop Targeted Pilot Campaign Creative Services Task 3.9 Conduct Public Workshops and Events Task 4.1 Develop Plan & Budget for TMA Marketing & Communications Campaign Task 4.2 Provide Technical Support to Newly Formed TMA Task 5.1 Develop and Implement an Evaluation Plan Task 5.2 Project Team Meetings with City Staff, Ongoing Project Management Task 5.3 Communicate with City Council and Other City Departments Task 5.4 MIG and Silvani Team Coordination Task 5: Project Management, Team Coordination and Evaluation Task 1: Create Steering Committee and Establish TMA Task 2: Conduct Transportation and Social Marketing Related Research Task 3: Conduct Marketing, Communications and Public Outreach Activities Task 4: On-Going TMA Support September October November January February March April May June July August September Year 3 EXHIBIT "B" SCHEDULE OF PERFORMANCE 19 DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 20 EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $499,880.00. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $499,880.00. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $148,225.00 (Create Steering Committee & Establish TMA) Task 2 $107.010.00 (Conduct Transportation & Social Marketing Related Research) Task 3 $130,855.00 (Conduct Marketing, Communications & Public Outreach Activities) Task 4 $12,055.00 (On Going TMA Support) Task 5 $81,900.00 (Project Management, Team Coordination & Evaluation) (Sub-consultant Administration & Direct $19,835.00 Cost Mark-up) DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev. Feb. 2014 21 Sub-total Basic Services $499,880.00 Total Basic Services and Reimbursable expenses $499,880.00 Maximum Total Compensation $499,880.00 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: None All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $0.00 shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s project manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Subconsultants Hrs@ $175 Hrs@ $170 Hrs@ $200 Hrs@ $100 Hrs@ $165 Hrs@ $100 Hrs@ $165 Task 1: Create Steering Committee and Establish TMA 1.1 Create Steering Committee 16 $2,800 8 $1,360 0 $0 12 $1,200 0 $0 0 $0 0 $0 36 $5,360 $0 $200 $5,560 1.2 Conduct Stakeholder Interviews 120 $21,000 4 $680 0 $0 12 $1,200 1 $165 0 $0 0 $0 137 $23,045 $0 $2,400 $25,445 1.3 Develop Policies, Documents and Operating Procedures 30 $5,250 8 $1,360 0 $0 12 $1,200 0 $0 0 $0 0 $0 50 $7,810 $0 $10,000 $17,810 1.4 Prepare for and Create Meeting Materials for Steering Committee 80 $14,000 24 $4,080 0 $0 120 $12,000 8 $1,320 0 $0 4 $660 236 $32,060 $0 $200 $32,260 1.5 Conduct Steering Committee Meetings (8)48 $8,400 48 $8,160 0 $0 48 $4,800 0 $0 0 $0 0 $0 144 $21,360 $0 $1,600 $22,960 1.6 Complete Steering Committee Meeting Summaries 16 $2,800 8 $1,360 0 $0 36 $3,600 0 $0 0 $0 0 $0 60 $7,760 $0 $100 $7,860 1.7 Develop Start-Up TMA Business Plan 80 $14,000 4 $680 0 $0 12 $1,200 0 $0 2 $200 0 $0 98 $16,080 $0 $100 $16,180 1.8 Evaluation of Shuttle Operation 30 $5,250 2 $340 0 $0 4 $400 0 $0 2 $200 0 $0 38 $6,190 $0 $200 $6,390 1.9 Ongoing Communications with Steering Committee. Stakeholders, Interested Parties 56 $9,800 8 $1,360 0 $0 24 $2,400 0 $0 0 $0 0 $0 88 $13,560 $0 $200 $13,760 Subtotal 476 $83,300 114 $19,380 0 $0 280 $28,000 9 $1,485 4 $400 4 $660 887 $133,225 $0 $15,000 $148,225 Task 2: Conduct Transportation and Social Marketing Related Research 2.1 Review Existing Data and Determine Research Needs 24 $4,200 12 $2,040 2 $400 48 $4,800 12 $1,980 16 $1,600 16 $2,640 130 $17,660 $0 $200 $17,860 2.2 Conduct Statistically Valid Research Activities 8 $1,400 12 $2,040 4 $800 0 $0 12 $1,980 12 $1,200 0 $0 48 $7,420 $60,000 $200 $67,620 2.3 Identify Trip Types and Develop Travel Profiles 4 $700 24 $4,080 2 $400 48 $4,800 12 $1,980 12 $1,200 12 $1,980 114 $15,140 $0 $200 $15,340 2.4 Summarize "Best Practices" and Established Programs in Other Areas 2 $350 4 $680 0 $0 32 $3,200 4 $660 12 $1,200 0 $0 54 $6,090 $0 $100 $6,190 Subtotal 38 $6,650 52 $8,840 8 $1,600 128 $12,800 40 $6,600 52 $5,200 28 $4,620 346 $46,310 $60,000 $700 $107,010 Task 3: Conduct Marketing, Communications and Public Outreach Activities 3.1 Conduct Market and Public Opinion Research 2 $350 2 $340 4 $800 48 $4,800 48 $7,920 24 $2,400 2 $330 130 $16,940 $0 $200 $17,140 3.2 Develop TMA Brand Elements and Communications Collateral 4 $700 2 $340 8 $1,600 4 $400 16 $2,640 4 $400 12 $1,980 50 $8,060 $0 $200 $8,260 3.3 Develop Brand Management Tools 1 $175 1 $170 1 $200 0 $0 8 $1,320 0 $0 0 $0 11 $1,865 $0 $200 $2,065 3.4 Create Outreach Toolkit 1 $175 4 $680 2 $400 4 $400 12 $1,980 16 $1,600 8 $1,320 47 $6,555 $0 $500 $7,055 3.5 Develop Strategic Communications and Marketing Plan 2 $350 4 $680 4 $800 12 $1,200 32 $5,280 12 $1,200 4 $660 70 $10,170 $0 $200 $10,370 3.6 Develop Project Website 1 $175 4 $680 4 $800 0 $0 4 $660 24 $2,400 32 $5,280 69 $9,995 $0 $2,500 $12,495 3.7 Develop and Manage Social Media Channels 1 $175 2 $340 4 $800 80 $8,000 8 $1,320 160 $16,000 12 $1,980 267 $28,615 $0 $2,000 $30,615 3.8 Develop Targeted Pilot Campaign Creative Services 1 $175 2 $340 2 $400 12 $1,200 8 $1,320 192 $19,200 4 $660 221 $23,295 $0 $500 $23,795 3.9 Conduct Public Workshops and Events 6 $1,050 30 $5,100 6 $1,200 60 $6,000 2 $330 24 $2,400 12 $1,980 140 $18,060 $0 $1,000 $19,060 Subtotal 19 $3,325 51 $8,670 35 $7,000 220 $22,000 138 $22,770 456 $45,600 86 $14,190 1005 $123,555 $0 $7,300 $130,855 Task 4: On-Going TMA Support 4.1 Develop Plan and Budget for TMA Marketing and Communications Campaign 1 $175 2 $340 4 $800 1 $100 12 $1,980 16 $1,600 4 $660 40 $5,655 $0 $200 $5,855 4.2 Provide Technical Support to Newly Formed TMA 24 $4,200 2 $340 0 $0 4 $400 4 $660 4 $400 0 $0 38 $6,000 $0 $200 $6,200 Subtotal 25 $4,375 4 $680 4 $800 5 $500 16 $2,640 20 $2,000 4 $660 78 $11,655 $0 $400 $12,055 Task 5: Project Management, Team Coordination and Evaluation 5.1 Develop and Implement an Evaluation Plan 4 $700 8 $1,360 0 $0 12 $1,200 16 $2,640 0 $0 0 $0 40 $5,900 $0 $200 $6,100 5.2 Conduct Project Team Meetings with City Staff and Ongoing Project Management 36 $6,300 72 $12,240 16 $3,200 48 $4,800 96 $15,840 0 $0 0 $0 268 $42,380 $0 $1,800 $44,180 5.3 Communicate with City Council and Other City Departments 4 $700 24 $4,080 0 $0 24 $2,400 8 $1,320 4 $400 4 $660 68 $9,560 $0 $500 $10,060 5.4 MIG and Silvani Team Coordination 36 $6,300 36 $6,120 0 $0 24 $2,400 36 $5,940 0 $0 0 $0 132 $20,760 $0 $800 $21,560 Subtotal 80 $14,000 140 $23,800 16 $3,200 108 $10,800 156 $25,740 4 $400 4 $660 508 $78,600 $0 $3,300 $81,900 638 $111,650 361 $61,370 63 $12,600 741 $74,100 359 $59,235 536 $53,600 126 $20,790 2,824 $393,345 $60,000 $26,700 $480,045 $11,165 $11,165 $6,000 $2,670 $19,835 638 $122,815 361 $61,370 63 $12,600 741 $74,100 359 $59,235 536 $53,600 126 $20,790 2,824 $404,510 $66,000 $29,370 $499,880 MIG Totals C. De Reuter Principal in Charge Professional Fees Totals TMA Technical Advisor T. CarrollJ. Chaplick EMC Direct Costs M. Cooney Mesker Graphics/Outreach Associate FINAL TOTAL Mayer/Goldberg DesignerCommunity Outreach Sub-consultant administration and direct cost markup (10%) Graphics/WebWendy Silvani Communications Manager Communications Director SUBTOTAL EXHIBIT "C1" RATE SCHEDULE 22 DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev Feb. 2014 23 EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRE D TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Professional Services Rev Feb. 2014 24 THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON- PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 DocuSign Envelope ID: 5580CB06-DF75-4617-AD3F-A24F2B285C32 Certificate of Completion Envelope Number: 5580CB06DF754617AD3FA24F2B285C32 Status: Completed Subject: Please DocuSign this document: C15153937 Contract TMA1 .pdf Source Envelope: Document Pages: 24 Signatures: 1 Envelope Originator: Certificate Pages: 5 Initials: 0 Chris Anastole AutoNav: Enabled EnvelopeId Stamping: Enabled 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 199.33.32.254 Record Tracking Status: Original 7/16/2014 12:12:25 PM PT Holder: Chris Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp Daniel S. Iacofano joanc@migcom.com Principal/CEO Security Level: Email, Account Authentication (None)Using IP Address: 216.211.174.10 Sent: 7/16/2014 12:14:45 PM PT Viewed: 7/16/2014 1:16:28 PM PT Signed: 7/16/2014 1:19:38 PM PT Electronic Record and Signature Disclosure: Accepted: 7/16/2014 1:16:28 PM PT ID: 35b8c8df-bc48-4978-b04b-a5ba5bb0784c In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Chris Anastole chris.anastole@cityofpaloalto.org Contract Administrator City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 7/16/2014 1:19:39 PM PT Resent: 7/16/2014 1:19:42 PM PT Viewed: 7/16/2014 1:23:21 PM PT Electronic Record and Signature Disclosure: Not Offered ID: Robin Ellner robin.ellner@cityofpaloalto.org Security Level: Email, Account Authentication (None) Sent: 7/16/2014 1:19:40 PM PT Electronic Record and Signature Disclosure: Not Offered ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 7/16/2014 1:19:40 PM PT Certified Delivered Security Checked 7/16/2014 1:19:40 PM PT Signing Complete Security Checked 7/16/2014 1:19:40 PM PT Completed Security Checked 7/16/2014 1:19:40 PM PT Electronic Record and Signature Disclosure CONSUMER DISCLOSURE From time to time, City of Palo Alto (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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ORDINANCE NO.XXXX ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR FISCAL YEAR 2015 TO REDUCE THE TRANSPORTATION MANAGEMENT ASSOCIATION NON-DEPARTMENTAL RESERVE BY $150,000 AND REDUCE THE GENERAL FUND BUDGET STABILIZATION RESERVE BY $30,000 AND INCREASE THE PLANNING AND COMMUNITY ENVIRONMENT DEPARTMENT APPROPRIATION BY $180,000 FOR THE TRANSPORTATION MANAGEMENT ASSOCIATION STUDY. The Council of the City of Palo Alto does ordain as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 16, 2014 did adopt a budget for Fiscal Year 2015; and B. As part of a multi-pronged approach to reduce traffic and parking demand, the City Council has directed that a Transportation Management Association be created to provide information and coordinate incentives that encourage the use of transportation alternatives; and C. On April 21, 2014, the City issued a Request for Proposals (RFP) for assistance in developing a Transportation Management Association; and D. Moore Iacofano Goltsman (MIG) was selected to support the development of the a Transportation Management Association for a three-year period for a total of $499,880 of which $180,000 will be spent in Fiscal Year 2015; and E. Included in the adopted Fiscal Year 2015 non- departmental budget was a $150,000 reserve for the Transportation Management Association study; and F. An additional $30,000 will be appropriated from the General Fund Budget Stabilization Reserve to the Planning Attachment C and Community Environment Department to support the Transportation Management Association study. SECTION 2. The Transportation Management Association non-departmental reserve is hereby reduced by One Hundred Fifty Thousand Dollars ($150,000) and the Planning and Community Environment Department appropriation is hereby increased by One Hundred Fifty Thousand ($150,000). SECTION 3. The General Fund Budget Stabilization Reserve is hereby reduced by Thirty Thousand ($30,000) to Thirty-One Million Seven Hundred Ninety-One Thousand ($31,791,000) and Thirty Thousand ($30,000) is hereby appropriated to the Planning and Community Environment Department. SECTION 4. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION 5. The Council of the City of Palo Alto hereby finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: _________________________ City Clerk __________________________ Mayor APPROVED AS TO FORM: _________________________ Senior Assistant City Attorney __________________________ City Manager __________________________ Director of Planning & Community Environment __________________________ Director of Administrative Services City of Palo Alto (ID # 4950) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: Amendment No. 1 to Biosolids Facilities Plan Title: Approval of Contract Amendment No. One to Contract No. C13147733 in the Amount of $216,532 with CH2M HILL Engineers, Inc. for Pre-design for the Thermal Hydrolysis Process Anaerobic Digestion Facility, Capital Improvement Program Project WQ-14001 From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1. Approve, and authorize the City Manager or his designee to execute, Amendment No. One to Contract No. C13147733 with CH2MHILL ENGINEERS, Inc. (CH2MHILL) (Attachment A) in an amount not-to-exceed $216,532 for preparation of a predesign report for the Thermal Hydrolysis Process Anaerobic Digester facility (Wastewater Treatment Fund Capital Project WQ-14001); Background On May 12, 2014, Council authorized staff to move ahead with the Organics Facilities Plan (OFP) including implementation of an anaerobic digestion system (Staff Report ID# 4744). Council further directed staff to accelerate the work of the OFP to the maximum extent feasible. CH2MHILL and staff are actively predesigning the Component #1 sludge dewatering and truck loading facility. Subsequent to the predesign, design will be initiated. A request for proposals (RFP) for the follow-up design and environmental documentation for Component #1 is being developed by staff and the RFP is nearly ready for issuance. The work on Component #1 can be completed without a contract amendment, but simliar predesign work for Component #2 ( wet anaerobic digestion ) requires a contract City of Palo Alto Page 2 amendment due to the amount of work involved on this very lage project ( greater than $ 50 million capital project ). Discussion To complete the Component #2 predesign on the wet anaerobic digestion facility, CH2MHILL Engineers will complete technical predesign work, hold workshops with plant staff, and document the work in a predesign report. The scope for the additional work is detailed in Attachment A; it includes basic site planning, process flow diagrams, equipment recommendations, sizing and preliminary layout drawings, cost estimates, and needed interface with the Component #1 sludge dewatering and truck loadout facility. Furthermore, an alternative delivery evaluation will be conducted to determine the advantages for constructing Component #2 through the project delivery options of design-bid-build, design- build, and construction-management-at-risk. A final task will include site visits with city staff to thermal hydrolysis manufacturing facilities and wastewater treatment plant installations using CAMBI thermal hydrolysis in Europe, as there are currently no thermal hydrolysis treatment systems in U.S. operation. Staff continues to work with partner agencies on interest level for food scrap treatment in the anaerobic digesters. Currently, no partners have responded to staff’s request for interest in having food scraps diverted to the digesters. Staff will use the results of the predesign report, which includes an updated cost estimate, to further inform partner agencies of treatment costs for food scraps in the anaerobic digester. The predesign report will not include siting or sizing a food scrap preprocessing facility. Timeline Predesign on the thermal hydrolysis process anaerobic digestion facility will begin upon execution of Amendment #1 and is expected to be completed by January 2015 and require four months of consultant effort. Resource Impact Funding for this amendment is included in the FY 2015 Capital Improvement Program project budget, WQ-14001 Biosolids Facility Plan in the Wastewater Treatment Enterprise Fund. Environmental Review City of Palo Alto Page 3 Staff anticipates that the project will need a minimum of a mitigated negative declaration (MND) to comply with California Environmental Quality Act (CEQA) once the pre-design work is completed. An RFP will be issued to engineering / environmental consultants for CEQA work and design after completion of predesign. Attachments: Attachment A: C13147733 Amendment 1 (PDF) 1 of 20 Revision April 28, 2014 AMENDMENT NO. 1 TO CONTRACT NO. C13147733 BETWEEN THE CITY OF PALO ALTO AND CH2MHILL ENGINEERS, INC. This Amendment No. 1 to Contract No. C13147733 (“Contract”) is entered into August 11, 2014, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and CH2MHILL ENGINEERS, INC. (CH2MHILL), a Delaware Corporation, located at 1737 North 1st Street, Suite 300, San Jose, CA 95112 (“CONSULTANT”). R E C I T A L S A. The Contract was entered into between the parties for the provision of professional services to evaluate onsite and regional biosolids handling options, advise staff, report on recommendations, and provide predesign services. B. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 4 of the Contract is hereby amended to read as follows: SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed six hundred twenty two thousand one hundred and eighteen dollars ($622,118.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed sixteen thousand and ninety-two dollars ($16,092.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 2. The following exhibit(s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference: a. Exhibit “A” entitled “SCOPE OF WORK” b. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE” c. Exhibit “C” entitled “COMPENSATION”. SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E 2 of 20 Revision April 28, 2014 IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: Senior Assistant City Attorney APPROVED: Director Public Works CH2M HILL ENGINEERS, INC. By: Name: Title: Attachments (If applicable): EXHIBIT "A": SCOPE OF WORK EXHIBIT "B": SCHEDULE OF PERFORMANCE EXHIBIT "C": COMPENSATION DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Vice President David Green Contract C13147733 Amendment No. 1 3 of 20 EXHIBIT “A” SCOPE OF WORK CONTRACT C13147733 – AMENDMENT No. 1 Introduction This scope of work modifies and reflects the scope of work from the REQUEST FOR PROPOSAL (RFP) NUMBER 147733 FOR PROFESSIONAL SERVICES for the BIOSOLIDS FACILITY PLAN (BFP) at the Regional Water Quality Control Plant (RWQCP). The tasks included in this scope incorporate the design criteria identified in RFP Number 147733. The biosolids options identified in RFP Number 147733 (4 hauling options and 4 onsite options) are incorporated into Task 3 – Screen for Viable Alternatives, below. Task 1 – Kickoff Meeting, Chartering, and Values Definition City and CONSULTANT will hold a kickoff meeting. The CONSULTANT will prepare and distribute the kickoff meeting agenda and the meeting summary. Task 1 will create a Working Group (involved with day-to-day decisions and project reviews) as well as a Steering Team (made up of City and Consultant staff that will provide periodic review and work to represent the various stakeholder groups). • Project team/attendee introductions • Project organization and communications o Formation of Working Group and Steering Team • Summary of workplan and goals for the project o Develop/Refine Values, Goals and Objectives • Key project issues • CONSULTANT’s informational needs o Coordinate with ARI – identify ARI needs for E/C RFP and evaluation process o Identify initial data needs • Project schedule and key schedule factors. Communicate to the attendees anything the project team needs to know to keep the project moving on budget and on schedule. Assumptions: Assume one meeting with travel for Project Manager, Assistant Project Manager, Technical Lead, and Biosolids Expert. Deliverable: Kickoff meeting, agenda, (draft and final) meeting summary Task 2 – Develop and Define Planning Criteria The purpose of this task is to assemble the planning criteria needed for evaluating options and comparing alternative technologies. Assume that draft chapters/tech memos will be developed for CITY review prior to holding a single workshop to review all the planning criteria developed in Task 2. 2.1 Characterization of Biosolids The purpose of this sub task is to assemble the data needed for evaluating options and comparing alternative technologies. These data include current and projected quantities. Projections will be made from current levels through 2048. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 4 of 20 2.1.1 Compile relevant data for alternative analysis including: • Sizing criteria for facilities: Peak and average day and month incinerator inflow solids tonnage (wet/dry) and percent solids • Hauling contract analysis/contract operator options: Annual average sludge tonnage (wet / dry) • O&M Unit costs (update and expand these costs, as needed, from LRFP Appendix M, Table 8) • Fats, oils, grease characteristics and loading assumptions • Plant Electricity Use • Plant Natural Gas Use 2.1.2 Determine sludge loadings. The values from the LRFP are conservative and will need to be modified for population forecasts that differ from ABAG 2009 Projections. Assumptions: Assume that data necessary for this task is readily available. CONSULTANT will provide CITY with a detailed data request, including a request for flow and load data. CITY will collect and provide data necessary to characterize biosolids. CONSULTANT will rely on data and projections from the LRFP, as well as direction from the CITY in regards to the range of alternative growth projections. CONSULTANT will review and advise CITY on data and projections provided. Assume that the range of growth projections are similar to that being used in the ARI vendor proposals (70-100% of the ABAG projections). Assume that variability in growth projections does not alter the base planning criteria nor the alternatives evaluation criteria. A sensitivity analysis will be conducted after selection of the preferred alternative to determine the impact and/or timing of improvements. Deliverable: Completed chapter, (draft and final) 2.2 – Regulatory and Environmental Criteria Building on the work in the LRFP, the CONSULTANT will identify and evaluate relevant federal, state, and local regulations, permits, and ordinances. Both current and likely future regulations should be evaluated for air, water, and solids. The impact analysis shall analyze risk factors, short-term/long-term issues in decision making, what-if scenarios, and probabilities associated with potential future requirements. As regulatory action evolves over time, the CONSULTANT shall help Plant staff envision long term possibilities for treatment and sludge disposal, trade-offs, and decision making issues. CITY shall provide CONSULTANT with copies of local regulations that are pertinent to the BFP. Deliverable: Completed chapter (draft and final) 2.3 – Other Environmental, Partnership, and Community Criteria The purpose of this task is to identify other criteria that are critical to conducting the Biosolids Facilities Plan – both nonmonetary criteria and criteria that can be monetized – and with the Working Group and the Steering Team on relevant criteria and how they’ll be applied to developing and evaluating the biosolids alternatives. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 5 of 20 As part of this task, CONSULTANT will define the current status of potential partner agencies, the current status of their biosolids projects, and their potential/interest in partnering with the Palo Alto RWQCP. As part of this task, CONSULTANT will define the available/potential outside funding opportunities and incentive programs that might be applicable to the biosolids-oriented alternatives. (Formerly Task 6.1 in the RFP.) Deliverable: Completed chapter (draft and final) 2.4 – Definition of Alternatives Evaluation Process, Key Criteria, and Decision Process The purpose of this task is to develop the evaluation process, summarize key criteria (developed in the subtasks above), and define the Decision Process to be used to conduct the Biosolids Facilities Plan. As part of this task, CONSULTANT will provide typical hauling contracts for staff use; CONSULTANT will advise on key contract terms. CONSULTANT will advise, by tech memo, on diversification recommendations and risks for sludge disposal options. (Formerly Task 4.3 in the RFP) 2.4.1 Develop criteria for screening viable alternatives and review the criteria and screening process (to be used in Task 3) with the Working Group and the Steering Team 2.4.2 Finalize alternatives evaluation criteria (to be used in Task 4 for the Most Viable Alternatives) with CITY, noting need for consistency with the evaluation criteria established in the E/C Facility RFP. (Formerly Task 4.4 in the RFP) Effort for a single Workshop to review evaluation criteria and other planning criteria is included in this scope item. At a minimum, evaluation criteria and methodology will be as listed below. CITY and CONSULTANT may add additional criteria, or modify, as necessary. Evaluation criteria should include, but are not limited to: • KEY Criteria: Costs o Life cycle NPV (30 year analysis for 2019-2049) o Capital Cost o Debt Service Values with City financing 20-year SRF Load 30-year Water Revenue Bond o Hauling Contract Costs o Disposal Costs o Plant O&M Costs o Offsetting energy or other revenues o Outside funding possibilities • KEY Criteria: Risk Analysis including technical feasibility, contractual risks, technology track record, and implementation complexity • KEY Criteria: Energy Use and Production • KEY Criteria: Size of facility / footprint DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 6 of 20 • KEY Criteria: Environmental considerations, GHG analysis, and carbon footprint impacts • KEY Criteria: Community impacts: traffic, odors, noise, and aesthetics. • KEY Criteria: Qualifications of private company providing service, as applicable • Secondary Criteria o Operational Changes to operational staffing levels Redundancy, reliability, longevity Ease of operation and safety Ease of maintenance Treatment capacity and scalability to future sludge loads Reliability and technology readiness level for Palo Alto o Impacts on adjacent land uses (e.g. visual, odors, height, noise, traffic, etc.) o Constructability o Other differentiators Assumptions: Assume one meeting with travel for Project Manager, Assistant Project Manager, and Technical Lead. Deliverable: Completed chapter (draft and final), Workshop with Meeting Summary notes Task 3 – Screen for Viable Alternatives The purpose of this task is to review the possible alternatives for Biosolids-only solutions and screen those alternatives to create a list of the most viable alternatives (up to 5) which will then be carried into the full Alternatives Evaluation task (Task 4). Utilize the screening process developed above (Task 2.4.1) to screen the following alternatives: • Hauling options 1 through 5 listed in the RFP • Onsite gasification options 1 and 2 listed in the RFP (pending outcome of Subtask 3.1) • Onsite anaerobic digestion options 3 and 4 listed in the RFP coupled with hauling options 1 through 4 • The “no project” scenario (for CEQA and SRF Funding analyses) (as required in Task 4 in the RFP). • Other options identified in Subtask 3.2 below. 3.1 Screen Gasification Technology for Biosolids (previously Task 4.2.2 in the RFP) Prepare a technical memorandum recommending whether a biosolids only gasification / pyrolysis technology can be recommended at the highest level for approval as (a) ready for implementation, (b) ready at full scale with no other disposal options, (c) suitably reliable, and (d) adequately proven for use in federal, state, and local regulatory environments. Palo Alto is supporting the pilot scale gasification system at San José/Santa Clara WPCP should Harvest Power proceed with construction. If the City of San Jose does not recommend this technology in their tech memo for Palo Alto and CITY concurs with these findings, then the overall alternative analysis will not include gasification / pyrolysis analysis unless it is a vendor proposal. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 7 of 20 3.2 Identify other alternatives not identified in the RFP that may provide benefits comparable or superior to the options identified in the RFP (up to 4). These may include anaerobic digestion with thermal hydrolysis pretreatment, thermal drying, or additional hauling/partnership opportunities. 3.3 Screening Workshop This screening effort will be conducted during a four hour workshop with the following information available prior to the workshop: • Biosolids Characteristics/Criteria • Regulatory criteria • Outside Funding/incentive opportunities • Gasification Technical Memorandum • Definition of evaluation process Assumptions: Assume one meeting with travel for Project Manager, Assistant Project Manager, Technical Lead, and Biosolids Expert. Assume additional technical resources are available via conference call or video conference. Deliverable: (Draft and Final) Technical Memorandum Identifying the 5 Most Viable Alternatives that move forward to Task 4 and documenting the Screening process Workshop with Meeting Summary notes Task 4 – Alternative Analysis Assume that up to 5 Alternatives are carried forward from Task 3. Task 4.1 – Evaluate Biosolids-Only Alternatives The BFP timeframe will be 30 years. Except for Hauling and Disposal Option 1 to 3 (as listed in the RFP), the operational start year will be 2019 and the CONSULTANT will perform a life- cycle analysis ending in 2049. Many options include 20-year contracts (e.g., from vendors, Bay Area Biosolids -to- Energy (BAB2E), San José/Santa Clara Water Pollution Control Plant, gasifier owner/operators, etc.) and the CONSULTANT shall assume those contracts/bids are renewed and extended for the full 30-year life of a facility. For contract operated options, assume a 20-year contract with capital repairs made in year 20 to extend the facility to a 30-year life; CONSULTANT will determine these mid-life capital repair costs for the alternative analysis. The options (except for Option 2 in the RFP) shall be evaluated on a 30-year life cycle basis. The list of options in the RFP reflects numerous base options on a 30-year life cycle, one hybrid option involving early implementation and deferral of long-term contracts/costs, and potential additional options from the Energy / Compost Facility Evaluation. The four hauling and disposal options listed in the RFP only need one capital improvement project involving the Dewatering Facility / Truck Loading Facility supplemented by various options of hauling/disposal. The onsite options need more extensive onsite capital improvement in addition to the Dewatering Facility / Truck Loading facilities and various hauling options. The dewatering and truck loading facilities are common to all options, however the location is either at the WQCP or at the 10-acre site. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 8 of 20 (From Task 4.2.2 in the RFP) Provide sound technical analysis, evaluate the above alternatives and present findings to CITY staff in a clear way, based on criteria discussed below. Provide all backup spreadsheets for CITY staff analysis. Prepare an analysis of the alternatives in such a way that staff can receive community input (e.g., easy to understand graphics) at a public meeting. Assumptions: Assume one meeting with travel for Project Manager, Assistant Project Manager, and Technical Lead. Deliverable: Chapter (draft and final) describing the evaluation results and Recommended ‘Biosolids-only’ alternative Workshop with Meeting Summary notes Task 4.2 Recommend a dewatering approach for the Recommended ‘Biosolids-only’ alternative Provide a brief technical memorandum recommending a dewatering approach (i.e., centrifuge, belt filter presses, screw press, rotary press, or plate and frame filter) for the dewatering facility. Deliverable: Technical Memorandum on dewatering approach (draft and final) Task 5 - Coordinate with ARI and evaluate biosolids-related vendor proposals resulting from the Energy /Compost Facility RFP Alternative Resources, Inc. (ARI) is the consultant managing the Energy/Compost (E/C) Facility RFP vendor solicitation process for the CITY. The purpose of this task is to coordinate with ARI to achieve consistency of evaluation and biosolids criteria between the Biosolids and E/C alternatives, and to work alongside the CITY and ARI to develop an integrated biosolids and organics strategy for Palo Alto. 5.1 – Coordination with Energy / Compost (E/C) Facility Evaluation Consultant ARI Alternative Resources, Inc. (ARI) is the consultant managing the RFP vendor solicitation process. The Consultant will be expected to take initiative to work closely with ARI. Consultant will share technical analysis and evaluation criteria and other information critical to the integrated work. General Coordination: Coordinate (by conference call) with ARI consultants about the Energy / Compost Facility Evaluation and vendor proposals. Provide draft copies of reports to ARI when City staff receive draft documents, to facilitate coordination. Alternative Analysis Coordination: Provide quantities of biogas from onsite options that may be used in a shared gas handling system. Coordinate evaluation criteria. Deliverable: Technical Memorandum on alternatives evaluation to be integrated into ARI’s documentation (draft and final) DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 9 of 20 5.2 Evaluate Vendor Proposals The purpose of this subtask is to evaluate the biosolids-related vendor proposals resulting from the E/C Facility RFP to determine the technical viability and readiness. Consultant will support analysis of green waste and food waste treatment options as they relate to the use of biosolids and process gas handling. Assume that ARI will be leading the review of the proposals and that ARI is evaluating the proposals for conformance to the RFP requirements (including financial stability, acceptable contractual terms, etc.). Consultant will support ARI with the technical review of the E/C proposals that relate to the use of biosolids. Based on criteria agreed upon with City staff, the Consultant will again go through a two-step process: Screen all proposals to identify those that are technically viable Evaluate the remaining proposals for costs and comparison to the ‘biosolids-only proposals. The objective of Consultant’s work will be to provide recommendations (and raise concerns) about technical issues, reliability and viability of proposed technologies, and suitability for Palo Alto. Consultant will also reconcile differences in alternatives evaluation approach in vendor proposals with Biosolids-only alternatives. The intent of the reconciliation process is to determine a side-by-side analysis of all the alternatives being considered. Consultant will provide analysis for Biosolids-only alternatives developed in Task 4 and work with ARI with the objective of determining the optimal Integrated Organics Waste Option. CONSULTANT will: Review vendor proposals (provided by CITY from ARI) for biosolids management. Provide findings of review to ARI and CITY staff about recommended options for side- by-side evaluation along with preset baseline options in Task 4. Assumptions: It is expected that most biosolids options will be either wet anaerobic digestion or gasification and covered by onsite options 2 and 4 (from Task 4, Item 11 in the RFP) The evaluation will include cost and O&M in analysis for capital facilities at WQCP site to store, blend, transport, and meter dilute sludge, sludge cake, scum, and/or bio-gas to E/C Facility for further processing by E/C Facility vendor solution(s). (from Task 4, Item 11 in the RFP) No workshop budgeted – review comments will be forwarded to CITY and ARI. Deliverable: (draft and final)Chapter on screening process, evaluation results, and comparison to Biosolids Only solutions (from Task 4) DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 10 of 20 Task 6 – Financial Plans CONSULTANT will prepare the BFP in a way that maximizes financial benefits to the CITY. Financial planning work will only be conducted for one Recommended Alternative from Task 4. Task 6.1 The BFP alternative analysis and report shall be completed in a manner that meets the requirements of the SWRCB Division of Financial Assistance’s Clean Water State Revolving Fund program requirements for an SRF loan. The BFP report will serve as the facilities planning document to meet the program requirements of an SRF loan approval process. At a minimum include the following: 1. A cost-effectiveness evaluation of alternative project concepts. 2. An estimate of the total capital costs and annual operation and maintenance costs. 3. A map of the service area. 4. A written record of the required public meeting. 5. A discussion of the selected alternative that includes the following: • A detailed description of the selected alternative. • A statement of the relevant design criteria. • The estimated construction cost and annual operation and maintenance cost, and a description of how the local costs will be financed. • Dedication of an identified source of revenue to repay the loan (this will be done later by council resolution, report can simply mention it) • A discussion of the non-monetary benefits of the project. • A discussion of any interagency service agreements necessary to construct, operate, and maintain the system. 6. An implementation schedule for completion of the project. 7. A construction financial plan (year by year expenditures and finances) Task 6.2 Because the decision on project financing has not yet been made, the CONSULTANT will show debt service values for both an SRF loan, debt service values for a water revenue bond, or private contractor tipping and per ton fees. Private contracts will be 20-year term with two 5-year extensions on mutually agreeable terms, for a total potential contract of 30-years. Task 7 – Community Outreach The Community Outreach effort is an important part of the planning process. Outreach will be conducted with public, partner staff, and elected officials. Staff has already received substantial community input during the LRFP. The CITY desires ongoing input from the community to continue informing the decision making process. The purpose of this task is for the CONSULTANT to provide technical support to the Community Outreach effort. CITY staff will be responsible for organizing and conducting the community meetings. The CONSULTANT will attend the meetings to support City staff on technical, regulatory or community/environmental matters. The CONSULTANT’s primary involvement in the Community Outreach effort will be to DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 11 of 20 1) perform technical, regulatory and community/environmental analyses to prepare for the Community Outreach effort, 2) prepare slides, handouts and/or other materials for the community meetings, including adjustments to graphics and tables used in the BFP, and 3) during the outreach process, perform additional technical, regulatory and/or community/environmental analyses to support the ongoing community meetings. Presentations to Boards or Councils will be given by CITY staff with Q&A assistance by the CONSULTANT. 7.1 The CONSULTANT should assume involvement in the following meetings: Timeframe Type of Meeting Consultant Expected to Attend Expectation Jan 14, 2013 Palo Alto Council Meeting Study Session on E/C Facility RFP and Landfill Capping Issues No stay informed with project manager Spring 2013 Community Meeting Input on Organics Resource & Recovery Strategy No stay informed with project manager Spring 2013 E/C Facility RFP Community Meeting on E/C No stay informed with project manager End of 2013 Facility RFP Proposals and Biosolids Facility Plan Technology and Disposal Solutions Yes Technical assistance; premeeting review of presentation Feb 2014 Palo Alto Council Meeting Final Biosolids, Green Waste, and Food Waste Recommendations Yes Technical assistance; premeeting review of presentation TBD Partner Council Meeting Yes Technical assistance TBD Community Meeting Yes Technical assistance TBD 2nd Palo Alto Council Meeting Yes Technical assistance 7.2 Assist CITY staff in developing and maintaining a project website. CITY staff will take the lead in developing and maintaining the website, with the CONSULTANT’s effort expected to be limited to preparing text and graphics of a more technical nature for uploading to the website. The website will be active the duration of the project. 7.3 Summarize the community outreach process and results in an appendix of the Final Report. Assumptions: Assume up to five meeting with travel for Project Manager, and/or other project team members who attend. Deliverables: Materials and handouts for community meetings Summary of community meetings Materials for CITY developed and maintained website Presentation materials for City Council and partner agency meetings DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 12 of 20 Summary of the Community Outreach process. Task 8 – BFP Report The BFP will encompass a 30 year time period ending in the year 2049. The City will print the final report. The BFP Report (report) will have text and graphics covering all the elements of this study, generally including the following elements: • Standalone Summary Report for use with community and Council presentations • Main Report (preliminary outline) o Executive Summary o Introduction o Waste Characterization and Loads o Regulatory Issues o Alternative Evaluation o Recommendations o Financial Details o Appendices 1. Meeting presentations 2. Tech memos • Graphics: Graphics shall be adaptable to use in PowerPoint presentations by City staff • For printing of reports, provide electronic versions. Assume CITY will pay for reprographics and coordinate production o Reports will be electronically transmitted o Report will be a clean PDF without scanning graphics o Report will also be a Microsoft Word version with graphics o Report will be suitable for web posting and forwarding via email o Use of color in report is to be limited to essential graphics and tables to reduce printing costs; use of ledger size drawings shall be only where useful o Provide City staff a proof copy for the printer to match transmitted PDF copy o The proof copy of the report is to be organized and tabbed Assumptions: 1. Assume that existing survey and geotech information is adequate, and available for this work. 2. Assume that City standards for demolition/salvage are provided. Deliverables • Completed chapters • Administrative Draft Report (available to city staff and partner staff) • Interim Draft Report (available to public for comment) • Final Draft Report (available to Council for review) • Summary Report (standalone summary for use with elected officials and public meetings) • Final Report Task 9 – Project Management DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 13 of 20 CONSULTANT will provide necessary administration, project accounting, meeting summaries, proper invoicing, budget control, project controls, quality assurance and reviews, and professional oversight of the project. Project staffing shall be maintained at acceptable levels to keep the project on schedule, ensure continuity of information, and satisfy the requirements of the scope of work. 9.1 Project Schedule: • Prepare a baseline project schedule with milestones, and update regularly. 9.2 Project Progress Meetings: Biweekly progress meetings will be held via teleconference. CONSULTANT will provide call-in information. The meetings will generally be as follows. • Agenda driven • The CONSULTANT will lead the meetings. • The CONSULTANT will prepare the meeting summaries in a format acceptable to the CITY and distribute them via email. 9.3 Submit invoices monthly. 9.3.1 Submit a draft of invoice format for CITY review prior to submitting the first invoice. The invoice shall itemize, by task, a) the person and/or staff job classification, b) hourly rate, c) subconsultant fees, d) reimbursable costs (itemized by type), and e) Consultants markup. 9.3.2 The invoice package shall contain the following: • Subconsultant and/or materials invoices, and any other backup which clarifies charges. • Updated project schedule (if needed). • Monthly Progress Report: Brief descriptions of work performed and milestones accomplished, organized by task. Task 10 – Scope of Work for CEQA Environmental Review It is anticipated that a California Environmental Quality Act (CEQA) analysis will be prepared in conjunction with the BFP. The CEQA analysis would be done via contract amendment, or as a separate project, and is expected to start before the BFP project is finished. The CONSULTANT shall prepare the Scope of Work for the CEQA review. The CONSULTANT will work with Plant staff to coordinate with the City Planning Department and the City Attorney’s Office to determine the level of CEQA review required (ND, MND, or EIR) and the planned/recommended facilities to be included in the CEQA review. The finished Scope of Work shall be in a form such that it can be directly included in a Request for Proposals, describing in detail all the work involved in preparing the CEQA document and the deliverables required. Expect three meetings with City attorneys and three meetings with City planners by conference call. It should be noted that a preliminary CEQA checklist is being prepared by ARI in regard to the E/C facility. That document will be available in the Fall of 2012. Assumptions: Meetings are by conference call. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 14 of 20 Deliverable: A Technical Memorandum generally describing the major issues for the environmental review, with an attached Scope of Work for the CEQA analysis. 5 hardcopies and the Word file(s) Task 11 – Dewatering Facility / Truck Loadout Facility at WQCP: Predesign Create a predesign report for a dewatering facility and truck loadout facility. The predesign report shall include: • Predesign cost estimate • Basic process piping site plan with key yard piping identified • Basic process piping and layout drawing for the new facility • Building plan and elevation and key structural components • Odor control plan • Truck loading requirements (turning, exhaust, etc.) • Preliminary P&ID • Equipment type recommendations • Sizing for: o scum concentrator o dewatering equipment o polymer system o conveyors o pumps o storage units o sludge and scum loadout system o HVAC o electrical 12kV load center o backup diesel generator o MCC • A demolition narrative and facility relocation, reuse, and salvaging requirements • A narrative on automation, control, and SCADA strategy • Industry standard information for a predesign report Assumptions: 1. Assume that existing survey and geotech information is adequate, and available for this work. 2. Assume that City standards for demolition/salvage are provided. Deliverable: Electronic transmission of completed predesign report in PDF (with Word files), with customary PDF drawings. Report shall be for easy re-distribution or download. ADDITIONAL ASSUMPTIONS 1. The CONSULTANT will provide draft meeting summaries and draft technical memoranda for review by the CITY. CITY staff will collect, organize and adjudicate CITY review comments and provide those to CONSULTANT in one consolidated document. CONSULTANT will then finalize document and document CONSULTANT’S response to CITY review comments. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 15 of 20 2. Deliverables will be in electronic pdf format with Word files made available. TASK 12 - ADDITIONAL SERVICES The CITY may elect to have the CONSULTANT perform any or all of the following additional services. The CONSULTANT shall perform these services only if pre-authorized in writing by the CITY Project Manager. For each item (i.e. the deliverable), provide a skeletal approach and/or work plan with assumptions, an estimate of the cost of service and an hourly rate sheet in your proposal. 1. Additional meetings (community meetings or working meetings), graphics, hard copies of deliverables, or other miscellaneous unforeseen expenses. 2. Additional alternative evaluation work 3. Additional work associated with Pre-design Task 13 Thermal Hydrolysis Process and Anaerobic Digestion Facility Predesign Task 13.1 Preliminary Design Report Create a predesign report for a thermal hydrolysis process (THP) and anaerobic digestion facility at the RWQCP. The predesign report shall include: • Basic site plan with major yard piping identified for the following facilities: o Sludge thickening (existing) o Sludge screening o Predewatering o THP facilities o Digestion and sludge storage o Post-dewatering (separate scope) o Biogas storage o Biogas treatment and combined heat and power (CHP) o Odor control facilities o Diesel generator o Food waste receiving facility o Sidestream treatment facility • Process flow diagrams (Preliminary P&ID’s) • Equipment type recommendations, including: o Evaluation of thermal hydrolysis technology alternatives o Evaluation of pre-dewatering technology alternatives o Evaluation of digester mixing and heat exchanger approach o Evaluation of CHP and emission control technology alternatives o Evaluation of post-dewatering technology (provided under Task 11) • Sizing and preliminary facility layout drawings for: o Sludge screening including: screens, screenings loadout and modifications to the existing thickened sludge pumping facilities o Pre-dewatering facility including: dewatering, polymer storage and feed system and THP feed pumps o THP facility including steam system o Digester feed pumps (coordinate with Task 11 Dewatering Predesign) DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 16 of 20 o Mesophilic anaerobic digester facility including: digesters, digester mixing, digester heating heat exchangers, hot water pumps, digested sludge pumping and digester control building o Digested sludge storage tank o Post-dewatering system (predesign work provided under separate scope/task) o Biogas utilization system including: biogas storage tank, cogeneration engines, biogas conditioning system including moisture removal, hydrogen sulfide, and siloxanes removal, and enclosed flare. o Scum, FOG, food waste receiving facility to receive preprocessed food waste delivered to the RWQCP by truck Narrative description of the following: o Design Criteria (to be developed in concert with Palo Alto staff, defining the projected solids generated from the treatment process as well as the projected range of food waste quantities). o Preliminary approach to HVAC and odor control o Preliminary electrical distribution approach including motor control centers (MCCs) and 12kV load center o Backup diesel generator approach o Instrumentation and control (I&C) approach including SCADA strategy and sizing / siting local control room specific to biosolids o Process evaluation of potential sidestream impacts o Evaluation of existing plant water pumping facilities (for THP cooling water) o Demolition requirements including facility relocation, reuse, and salvaging requirements • Predesign cost estimate • Interface with new Dewatering and Truck Loadout facility and coordination with that predesign task Deliverables: 1. Drawings: a. Site Plan with major yard piping b. Process mechanical layout drawings for: i. Sludge screening facility ii. Predewatering facility with THP feed pumps iii. THP facility including steam system iv. Digester feed pumps (coordinate with the Dewatering predesign) v. Mesophilic anaerobic digester vi. Digested sludge storage tank vii. Post-dewatering facilities (predesign work provided under separate scope/task) viii. Biogas utilization facilities including biogas storage, cogeneration engines, biogas conditioning system, and enclosed flare ix. Scum, Fats/Oil/Grease (FOG), Food waste receiving facility 2. Technical Memoranda: a. Process Mechanical, including equipment alternative evaluations b. Structural/Geotech criteria/approach c. Site civil and yard piping criteria/approach DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 17 of 20 d. Odor control and HVAC criteria/approach e. I&C criteria/approach f. Electrical system criteria/approach including backup power approach 3. Class 4 Cost Estimate 4. Electronic transmission of completed predesign report in PDF (with Word files). Report shall be formatted for easy re-distribution or download. Assumptions: 1. Existing sludge thickening process remains in place, providing thickened sludge for pre- dewatering 2. Existing survey and geotech information is adequate, and available for this work 3. City standards for demolition/salvage are provided. 4. Project delivery analysis is conducted by City staff and/or Program Manager 5. Predesign of sidestream treatment facilities is conducted outside of this scope Task 13.2 Alternative Delivery Evaluation Evaluate alternatives for implementation of Component 1 (Dewater/Haul Facility) and/or Component 2 (THP and Anaerobic Digestion Facility) including design-bid-build, design-build and construction- management-at-risk delivery. For each delivery option to be considered the following will be developed: • Pros/cons specific to implementation at the RWQCP • Potential schedule and cost risks including procurement of equipment (pre-selection and pre-purchase) • Workshop materials for review with RWQCP staff and management. Deliverables: Draft and final technical memorandum documenting Alternative Delivery Evaluation Task 13.3 THP Site Visits Accompany City staff to tour wastewater treatment facilities where the THP has been in operation for extended periods of time to observe the installation and to discuss operation and maintenance needs and issues with onsite staff. The most relevant facilities to visit are located in the United Kingdom (near Manchester and London) and the facilities in Norway/Sweden that take in food scraps and organics. The tour may also include visiting the Cambi manufacturing plant which is in the vicinity of Manchester, UK. The site visits will be documented in a technical memorandum including site photos, observations regarding operation and maintenance, and follow on items to be addressed in the preliminary design. Deliverables: Technical memorandum documenting the THP Site Visits. DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 18 of 20 EXHIBIT “B” SCHEDULE OF PERFORMANCE CONTRACT C13147733 – AMENDMENT No. 1 CONSULTANT shall perform the Services so as to complete each milestone by the date specified below. The date to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion Date 1. Agreement on best biosolids alternative November 2013 2. Completed decision model based on E/C evaluation November 2013 3. Palo Alto Council Meeting Presenting Recommendation February 2014 4. REVISED: Final Biosolids Facility Plan Report August 30, 2014 5. NEW: Task 13, Thermal Hydrolysis Process and Anaerobic Digestion Facility Predesign January 16, 2015 DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 19 of 20 EXHIBIT “C” COMPENSATION CONTRACT C13147733 – AMENDMENT No. 1 The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $622,118.00. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $638,210.00. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $622,118.00 and the total compensation for Additional Services does not exceed $16,092.00. TASK NOT TO EXCEED AMOUNT Task 1 Meetings and Administration $18,985.00 Task 2 Develop and Define Planning Criteria $47,840.00 Task 3 Screen for Viable Alternatives $44,482.00 Task 4 Alternative Analysis $82,122.00 Task 5 Coordination with Energy / Compost Facility Evaluation Consultant $34,026.00 Task 6 Financial Plans $15,918.00 Task 7 Community Outreach $41,475.00 Task 8 Biosolids Facility Plan Report $33,659.00 Task 9 Project Management $45,050.00 Task 10 Scope of Work for CEQA Environmental Review $10,420.00 Task 11 Dewatering / Truck Loadout Facility Predesign Report $31,609.00 Task 13 Thermal Hydrolysis Process and Anaerobic Digestion Facility Predesign $216,532.00 Sub-total Basic Services $622,118.00 Task 12 Additional Services (Not to Exceed) $16,092.00 Maximum Total Compensation $638,210.00 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E Contract C13147733 Amendment No. 1 20 of 20 photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. A. Travel shall be reimbursed at actual cost without markup. Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees. B. Delivery costs, outside printing, and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $1,000.00 shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement Work required because the following conditions are not satisfied or are exceeded shall be considered as additional services: 1. Additional meetings with the community 2. Additional working meetings 3. Additional predesign services DocuSign Envelope ID: A3726D0E-DF46-41CB-9B21-0E6678C5851E City of Palo Alto (ID # 4726) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: Network HUT License Agreement Title: Approval of a Master Network Hut License Agreement with Google Fiber From: City Manager Lead Department: IT Department Recommendation Approve a master Network Hut License Agreement (Exhibit A) with Google Fiber, which would allow for the placement of one or two Google “Fiber Huts” on individual city-owned sites, subject to the City Council’s approval of such individual sites and applicable site-specific terms. Background Licensing dark fiber to commercial customers in Palo Alto has been a financially successful enterprise for the City, consistent with the City’s goal of becoming a “leading digital city.” Improving broadband speed and choice for residential customers in the community has also been a priority for Palo Alto for a number of years. The City Council recently agreed to develop a master plan to explore the expansion of fiber to the premise (“FTTP”). At the same time, Google Fiber Company (“Google” or “Google Fiber”) invited the City to participate as one of thirty-four (34) candidate cities for Google Fiber’s next potential expansion of its 1 gigabit fiber to more communities. City staff considers this to be an exciting opportunity that complements the open market approach the City Council directed staff to pursue in furtherance of the City’s goal of bringing FTTP to Palo Alto. GOOGLE FIBER SERVICE Google Fiber is a FTTP service designed to offer gigabit-speed broadband and television to residential customers. In 2011, Kansas City, Kansas and Kansas City, Missouri were selected from over 1,100 applicants to be the first Google Fiber communities. Since 2011, Google Fiber has disclosed plans to expand its service to several suburbs in the Kansas City metro area. In 2013, Google Fiber announced expansion plans to include Austin, Texas, in addition to purchasing an existing municipal FTTP network in Provo, Utah. Current prices for Google Fiber service in the Kansas City region and Provo, Utah are: City of Palo Alto Page 2 Table 1: Current Google Fiber Prices Google Fiber Service Provo, Utah Kansas City Region Gigabit Internet Only $70/month + $30 construction fee $70/month + $300 construction fee (currently waived) Gigabit Internet + TV $120/month + $30 construction fee $120/month + $300 construction fee (currently waived) Basic Internet access (5 Megabits/second) $0/month (seven years) + $30 construction fee $0/month (seven years) + $300 construction fee GOOGLE’S POTENTIAL FIBER EXPANSION TO PALO ALTO AND OTHER CITIES On February 19, 2014, Google Fiber announced it was considering the City of Palo Alto (“Palo Alto” or “City”) along with four (4) other California cities in the San Jose metro area (Mountain View, Sunnyvale, Santa Clara, and San Jose) as potential candidates to study for future fiber- optic network deployment. In total, thirty-four (34) cities nationwide in nine (9) metro areas1 are being considered by Google for fiber-optic network deployments. Selected cities, including Palo Alto, are required to participate in a “two-part planning process” in order to remain under consideration for the next round of possible Google Fiber expansions. As a first step, Google asked the City to respond to the “Google Fiber City Checklist” (the “Google Checklist” or the “Checklist”) before a May 1, 2014 deadline. The Google Checklist (attached hereto as Exhibit B): Sets forth an extensive list of Google’s information requests for the City, including: (a) detailed information about existing infrastructure (e.g. utility poles, available conduit and dark fiber); (b) identification of state laws, local ordinances, and/or commercial agreements that govern access to existing City infrastructure; and (c) existing city permits, forms and local or state requirements that are relevant to or may impact a network build; Describes Google’s preferred permitting and construction approaches. Google then requested that the City justify why its process differs and also asked the City to identify how it would streamline its process or otherwise accommodate Google Fiber’s network build with accelerated timelines; and Requires the City to agree to a master Network Hut License Agreement (“Hut License Agreement”), which would allow for Google’s Fiber Network Huts (“Network Huts” or “Fiber Huts”) to locate on city-owned property. 1 Atlanta, GA, Charlotte, NC, Nashville, TN, Phoenix, AZ, Portland, OR, Raleigh/Durham, NC, Salt Lake City, UT, San Antonio, TX, San Jose, CA. City of Palo Alto Page 3 A cross-departmental team of City staff was actively engaged in developing the City’s response to the Google Checklist. With the exception of a completed Hut License Agreement, the City successfully submitted all documentation responsive to the Google Checklist to Google in advance of the May 1st deadline. The City’s response is available on the City’s website: http://www.cityofpaloalto.org/news/displaynews.asp?NewsID=2558&TargetID=268. Google is in the process of deciding if the City is “fiber ready” for a possible Google Fiber expansion. Google anticipates making that determination, including a decision about whether or not to proceed with a FTTP project in Palo Alto, by the end of 2014. If Google Fiber and the City decide to proceed with an expansion of fiber service in Palo Alto, Google Fiber would apply for and secure the requisite permits, regulatory approvals (including environmental review) and agreements from the City for Google’s network build. GOOGLE “FIBER HUTS” Google has described the architecture of its FTTP builds, which involve installation of a fiber ring, connected to fiber huts, which then connect to telecommunications cabinets and finally to residences: Figure 1: Google Fiber Architecture Each Fiber Hut serves roughly 20,000 households. Google Fiber estimates one to two Fiber Hut structures will need to be located throughout the City. Google’s Fiber Huts are 12’ (wide) x 28’ (length) x 10’ (high) prefabricated buildings on a concrete foundation that will contain the equipment that provides Internet and television services for customers. Google requires that they be located on sites that have at least 1400 square feet in area, which is required for vehicle access. It is staffs understanding that Fiber Hut units are lowered onto the site by crane. Each fiber hut will have two air-conditioning units mounted to the side of the building, a back- up diesel generator and fiber-optic cable vaults. Google requires access to Fiber Huts 24 hours a day, seven days a week. An example of a Google Fiber Hut is presented in Figure 2, below and City of Palo Alto Page 4 additional schematic drawings are attached as an exhibit to the Hut License Agreement in Exhibit A. Figure 2: Example of Google Fiber Hut Discussion In order to remain under consideration for a possible Google Fiber expansion, Google requires that the City: Consider locating Google’s Fiber Huts on City-owned property; and Agree to a master Hut License Agreement acceptable to Google. In the event Google Fiber elects to proceed with its fiber expansion in Palo Alto, individual sites and site- specific conditions would be subsequently negotiated between the City and Google, and subject to Council approval. OVERVIEW The terms and conditions of the Hut License Agreement Google Fiber is offering the City differ from the City’s standard provisions. The terms and conditions also depart in some respects from the more favorable terms Google Fiber has offered to some other cities, including San Jose. In addition, the price ($3.50/sq.ft. per year) that Google Fiber has offered Palo Alto (which is the same as the price offered to other cities in the region) is lower than what the City would typically seek to charge telecommunications or cable providers for the use of city-owned land. Staff is presenting the Hut Agreement to Council for approval because staff has concluded that the advantages of remaining in contention for a potential Google Fiber expansion to the Palo Alto community outweigh the potential impacts. Staff expects representatives from Google Fiber to be present at the August 11 Council meeting. BUSINESS TERMS & CONSIDERATIONS City of Palo Alto Page 5 (1) Price The Hut License Agreement proposes that Google pay the City a rate of $3.50 per square foot per year for the use of City-owned property for the 1400 square footGoogle’s Fiber Hut. The Hut License Agreement would generate a total of $4,900 annually for Google’s use of city property, per site. An escalator of four percent (4%) per year is included as part of the Hut License Agreement. This is the same price and escalator that Google has offered to accepted by San Jose and Santa Clara. Google asks the City to agree to a price that will apply to any City-owned property prior to selection of any actual location or category of possible locations. Typically, the City reserves the price term for negotiation once a specific site is selected. The City Council must approve the final site location. As of now, the $3.50 per square foot per year rate that Google Fiber is offering the City is the highest price Google Fiber has offered in its negotiations with the 34 potential expansion cities. Representative prices are included in Table 2 below: Table 2: Representative Google Fiber Hut Pricing San Jose, Santa Clara $3.50 per sq. ft., per year Portland $3.00 per sq. ft., per year Phoenix $2.75 per sq. ft., per year Raleigh/Durham $2.00 per sq. ft., per year San Antonio $1.61 per sq. ft., per year Nashville $1.60 per sq. ft., per year At the same time, Google’s proposed $3.50 per square foot per year rate is lower than what staff considers a market value for use of most City-owned property. It is also significantly less than what the City would typically seek to charge telecommunications or cable providers for the use of City-owned land for the type of purpose Google proposes here. By way of comparison, the rates the City charges wireless carriers for antenna installations on City property currently range from $53 per square foot per year to as much as $114 per square foot per year. City Policy concerning the lease of City-owned property requires that tenants provide the City with “adequate compensation,” the determination of which “shall begin with the estimated fair market rental value of the lease premises for the use proposed.”2 However, City Policy also allows the City to consider “non-monetary benefits” a lessee may offer, provided such public 2 See Section E.1, POLICY AND PROCEDURES 1-11/ASD (LEASED USE OF CITY LAND/FACILITIES). City of Palo Alto Page 6 benefits are “clearly articulated” and “provide an actual benefit to a significant portion of the citizens and taxpayers of Palo Alto.”3 Staff believes that Google Fiber will provide a public benefit to Palo Alto that is sufficient to justify charging less than the potential market value for city-owned property. The extension of Google Fiber to premises in Palo Alto offers potential economic and community development benefits. These include spurring competition amongst telecommunications and cable providers, and advancing the City’s general interest in ensuring its residents, not just businesses and anchor institutions, have access to ubiquitous, reliable and high-speed connectivity (up to 100 times faster than the average American Internet connection). The degree to which such benefits extend to “a significant portion of the citizens and taxpayers” of Palo Alto will depend, in part, on the extent to which Google Fiber rolls out its service to a variety of “fiber-hoods” and follows through with digital inclusion efforts (described in more detail below). (2) Location The Hut License Agreement does not identify any specific site or sites for Fiber Huts. If Google decides to proceed with a fiber-optic network build out in Palo Alto, the City and Google will determine whether any City-owned properties are suitable for location of a fiber hut, and negotiate applicable site-specific terms. Each specific site and applicable site-specific conditions are subject to City Council approval. As part of the Checklist process, staff identified categories of potential sites for one or two huts, such as Fire Stations and Utility Substations. Staff will need to engage in a detailed analysis before any particular candidate site is selected. Google’s preferred Hut License Agreement terms, which offer less protection than the City’s standard terms and conditions, may restrict the range of sites that the City can make available without exposing the City or its infrastructure and personnel to undue risk. Google has indicated that it prefers to locate its Fiber Huts on City-owned property where possible. However, Google Fiber has the option to negotiate agreements with private landowners for space to accommodate its installations, as other cable and telecommunications providers regularly do. Regardless of location, Google Fiber must obtain applicable City permits and comply with local design, zoning and building requirements before installing a Fiber Hut. (3) Digital Inclusion Google Fiber expansion to Palo Alto is not a guarantee that all residences city-wide will eventually be served by gigabit fiber services. Instead, the Company’s roll-out of FTTP is based on Google Fiber’s assessment of demand. Google Fiber constructs and offers FTTP service only 3 See Section E.1, POLICY AND PROCEDURES 1-11/ASD (LEASED USE OF CITY LAND/FACILITIES). City of Palo Alto Page 7 after customers sign-up in advance of construction in numbers sufficient to satisfy the Company’s pre-registration goals for that area. Under Google’s “build to demand” approach, Google Fiber calls these areas “fiber-hoods.” In meetings with staff, Google has indicated it is committed to the concept of digital inclusion. According to Google, the company has previously worked closely with public and non-profit partners in existing Google Fiber cities to develop mechanisms, partnerships and funding to support greater access to digital services, including the provision of gigabit fiber connections to public institutions (schools, libraries, community centers, etc.) and non-profit organizations at no cost for a defined period of time. Google advised they intend to implement some version of this program in any new fiber city selected for expansion; however, the details of any such digital inclusion program or requirements would be determined after Palo Alto is chosen by Google. (4) Status of Google Fiber’s Negotiations with Other Communities San Jose approved a Hut License Agreement with Google on June 11, 2014. The San Jose version of the Google Hut Agreement contains a number of more favorable provisions than those offered to Palo Alto, which are discussed in more detail in the legal issues section of this Staff Report. Santa Clara approved a Hut License Agreement on July 10, 2014. Like Palo Alto, Santa Clara’s agreement lacks many of the favorable provisions Google negotiated with San Jose. Staff’s understanding is that Mountain View’s City Council will consider a Google Hut License at a September Council meeting. LEGAL ISSUES Certain provisions in Google’s preferred Hut License Agreement deviate from the City’s standard provisions and present a degree of legal risk the City would not ordinarily take on in its agreements for third party use of City-owned property. City staff believes that these risks can be mitigated to some degree through judicious site selection, and that the benefits associated with remaining in contention for Google’s possible expansion of a gigabit-speed fiber-optic network to “fiber-hoods” within Palo Alto outweigh the legal risks. (1) AT&T, Comcast, Others Entitled to Google Fiber’s Favorable Terms The City makes reasonable efforts to treat all parties seeking licenses or leases of city-owned property consistently. However, the City’s standard terms and conditions do not require the City to offer a given price, type of location or agreement to a tenant on City-owned property simply because it has previously been offered to another City tenant or licensee. Google’s Hut License Agreement contractually obligates the City to extend the “entirety of the rights” it affords to Google Fiber under the Hut License Agreement to other providers of “Internet access and multichannel video programming services,” which would include providers City of Palo Alto Page 8 like AT&T and Comcast. The Hut License Agreement further requires that the City make such rights available on “rates, terms and conditions that are as favorable” as those the City provided for Google – even if those providers are not first movers in the fiber space. According to Google, if there is a chance Google Fiber needs to attach to AT&T poles,4 a city must include this provision in the Hut License Agreement because of an agreement between Google Fiber and AT&T (to which the City is not a party). Google Fiber can bring suit to enforce this contract provision. A third party provider may also be able to sue to enforce the provision. In practice, this means that the City will likely be obligated to make similar sites, Hut License Terms and the low prices it offers Google available if AT&T or another provider requests them. Litigation risk could arise for the City if: (a) the City cannot or does not want to offer a similar site or price; or (b) if the City and the provider cannot agree that the terms the City offers are “as favorable” as those the City offered to Google. In San Antonio, AT&T secured the same Hut License Agreement as Google Fiber from the City in under a month.5 City staff is not currently aware of any other providers planning to expand into Palo Alto at this time.6 The City has some ability to mitigate litigation risk associated with this provision through judicious site selection. In the event City-owned property is not available to another provider, the City could also explore rental or purchase of property to satisfy obligations under the Hut License Agreement. (2) Term The initial term of the Hut License Agreement is twenty (20) years from the effective date. Following the initial term, the proposed agreement will renew for successive two (2) year periods unless the City provides Google with written notice that it does wish to renew the agreement. Section 7 of the City’s Charter limits the overall term for any lease of City-owned land to a maximum term of fifty (50) years. In order to implement this Charter provision, the 50 year term limitation will be incorporated into the site specific provisions applicable to any site selected for purposes of a Fiber Hut. (3) Indemnification Under the City’s standard terms and conditions, the City requires that the risks associated with claims, liabilities or losses be completely shifted from the City to the other party. Here, the City takes some risk that licensing City-owned property to Google for Fiber Huts could result in the City being sued by a third party who becomes injured in some way connected with the Hut. 4 In Palo Alto, most poles are jointly owned by the City (power space) and AT&T (communications space). 5 http://www.bizjournals.com/sanantonio/blog/2014/04/san-antonio-approves-lease-deal-with-at-t- similar.html?page=all. 6 http://www.mercurynews.com/business/ci_25608603/at-t-plans-expand-gigabit-internet-service-bay. City of Palo Alto Page 9 The City generally requires the lessee to pay or otherwise compensate the City for the losses it suffers, even when the City itself was actively negligent (e.g. created a dangerous condition), or passively negligent (e.g. failed to notice there was a dangerous condition). The City’s standard indemnity term offers maximum protection for the City against loss, without requiring the City to resort to litigation to recover its damages. This is not merely a theoretical concern. The City invokes indemnification provisions on a regular basis, saving the City tens of thousands of dollars by allocating responsibility for loss to contracting parties. The Hut License Agreement offers the City less protection. Google only compensates the City for its losses or liabilities “to the extent caused by [Google] or its contractors.” This provides the City with less coverage against loss and also requires the City to litigate the extent of Google’s responsibility. The City has some ability to mitigate risk associated with this provision through judicious site selection. Given that Google is taking on less responsibility for damages than the City typically requires, the City can select potential candidate sites with the goal of minimizing exposure to (a) important City assets or infrastructure that could be damaged, or (b) City employees or members of the public who could be injured. (4) Assignment Under the City’s standard terms and conditions, a lessee on City property is not entitled to assign its lease, or any interest in that lease (including, for instance, subletting) to another party without the City’s advance, written consent to such an assignment. In addition, the City’s standard terms make clear that any assignee is bound by the same terms and conditions as the original party. By contrast, the Hut License Agreement allows Google Fiber to assign the agreement without the City’s consent to: (a) any Google Fiber affiliate; or (b) in connection with “a merger, acquisition, sale of network assets or similar transactions.” In practice, this gives Google Fiber the authority to substitute itself for another, unknown industry provider on City-owned properties without any City input in advance concerning whether such a transfer or substitution has the potential to adversely affect the City’s or community’s interests. The City has some ability to mitigate risk associated with this provision through judicious site selection. Sites with heightened security requirements (e.g. certain utility sites) or broad exposure to the public may not be suitable candidates for Google Fiber installations if the City lacks input concerning changes to the party ultimately occupying and maintaining the installation. (5) Limited Flexibility to Terminate City of Palo Alto Page 10 Under the City’s standard provisions, the City has sole discretion to terminate a lease on City property with 30 days advance written notice, if the City determines that it requires the property for any public purpose. The City’s right to terminate under the Hut License Agreement is more limited: the public purpose must be “reasonable and necessary,” otherwise termination is only possible for a material breach by Google that is not corrected for 60 days. (6) Negotiation of Material Terms Prior to Site Selection The Google Hut License agreement is different than the City’s typical practice for licensing or leasing City-owned real estate properties. Even where the City has adopted a form of agreement to use across similarly situated properties (often called a “master agreement”), material terms such as price and term are usually reserved for negotiation upon final agreement on a particular site or set of sites. Two potential issues arise from Google’s desire to fix material terms prior to site selection: (a) the City becomes obligated to “bargain in good faith” to identify sites; and (b) there is some potential for challenges to Fiber Huts or the Google Fiber project based on the theory that the City pre-committed to approve the Fiber Hut projects before performing the requisite review of such projects under the California Environmental Quality Act (“CEQA”). Timeline Google has informed the City that despite the May 1, 2014 deadline to complete all submissions requested in the Checklist, it will accept submission of the Hut License Agreement after the deadline. Resource Impact No resource impacts in conjunction with the approval of the Hut Agreement. Policy Implications Relationship between Google Checklist Effort and other City Fiber Initiatives The City’s submission of a response to the Google Checklist, including agreement to the master Hut License Agreement, does not represent a commitment, promise or guarantee with respect to the design or construction of a fiber network by Google or any other provider. The City continues to explore the possibility of extending its existing 41-mile fiber ring to include homes and businesses and to evaluate beneficial wireless options for the city.7 As part of that evaluation, the City Manager appointed a Citizen’s Advisory Committee (“CAC”) in February 2014, to assist with the evaluation of the feasibility of building a city-wide, FTTP network in Palo Alto. This effort is wholly unrelated to the City’s response to the Google Checklist. The CAC’s work has proceeded separately, and in parallel with staff’s activities related to completion of the City’s Google Checklist submission. On July 3, 2014, the City issued Requests for Proposals 7 For a more detailed description of the City’s fiber initiatives, unrelated to the Google Checklist Effort, see, e.g. Council Staff Report ID # 3914 (June 24, 2013); Staff Report ID # 4080 (September 17, 2013); Staff Report ID # 4203 (October 28, 2013); and Finance Committee Staff Report ID # 2097 (November 15, 2011). City of Palo Alto Page 11 (“RFPs”) to retain professional consulting services to develop a Fiber-to-the-Premise Master Plan and a Wireless Network Plan. It is expected that final contracts to retain professional services will be awarded in early September 2014. Staff anticipates presenting the findings and recommendations of these plans to the Council in January 2015. Environmental Review Negotiations between the City and Google of a Network Hut License Agreement are exempt from the California Environmental Quality Act (“CEQA”) under Title 14 of the California Code of Regulations Section 15061(b)(3) because they simply establish boilerplate license terms. Once a particular site or sites are identified, staff will do additional analysis to determine whether further environmental review is required. Attachments: Exhibit B :: Google Fiber Checklist (PDF) Exhibit A - Network Hut License Agreement (PDF) 1 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx NETWORK HUT LICENSE AGREEMENT [PALO ALTO] This Equipment Housing License Agreement (“Agreement”) is entered into by the municipal entity (“City”) and the Google Fiber company (“Licensee”) identified on the signature page of this Agreement. City and Licensee agree to the terms and conditions set forth below. 1. Purpose. Licensee needs rights to occupy and use various real property sites that may be owned by the City. The sites will be used for the purpose of constructing structures that will house network equipment and fiber that are part of Licensee’s fiber optic network (“Network Hut”). The construction of each Network Hut will be based on the specifications described in Exhibit A to this Agreement, which may only be amended by Licensee upon written agreement of both parties. 2. Location of Sites for Network Huts. Licensee will identify and propose to the City the location of various City owned sites. Licensee and City will work together to agree upon each site to be used for each Network Hut. If and when Licensee and City agree upon specific sites, the parties will complete and sign the form attached as Exhibit B to this Agreement (“Site Terms”) for each site (“Network Hut Site”). The Site Terms include a legal description of the Network Hut Site, the fees to be paid for use of the site and any other special terms or requirements applicable to the Network Hut Site. Licensee’s occupancy and use of each Network Hut Site will be subject to this Agreement, including the terms set forth in the applicable Site Terms. 3. Licensee Rights and Obligations. City grants to Licensee the right to access, enter, occupy and use each Network Hut Site at any time for the purpose of constructing, operating and maintaining each Network Hut. City grants these rights solely to the extent it has such rights, title and interest in to the Network Hut Site, without any express or implied warranties. Licensee will obtain all applicable licenses, permits and other authorizations required to construct, operate and maintain the Network Hut and offer Licensee’s services. Licensee will construct the Network Hut in accordance with all applicable laws and permitting requirements. Licensee, at its sole expense, will keep the site secure and use and maintain the Network Hut Site in accordance with all applicable laws and requirements set forth in the Site Terms. Licensee will keep the site reasonably free from graffiti, debris, litter, or other vandalism or damage to the Network Hut Site. Licensee will repair any damage to City property caused by Licensee during construction, maintenance, or operation of the Network Hut Site. Licensee agrees that it will not use, generate store, or dispose of any hazardous materials on, under, about or within the Network Hut Site in violation of any federal, state, or local law or regulation. 4. Effective Date and Term. This Agreement is effective on the last date it has been signed by both parties (“Effective Date”). The initial term of the Agreement is twenty (20) years from the Effective Date. Following the initial term, this Agreement shall renew for successive two (2) year periods unless City provides Licensee with written notice that it does wish to renew the Agreement. City must provide such written notice at least ninety (90) days prior to any renewal date of the Agreement. 5. Termination of Agreement or Site Terms. Licensee may terminate this Agreement or the Site Terms for a specific Network Hut Site at any time with thirty (30) days written notice to the City. City may terminate this Agreement in the event of a material breach of this Agreement by Licensee and Licensee fails to cure the breach within sixty (60) days of receipt of notice from City. City may also terminate the Site Terms for a Network Hut Site by providing a minimum of one hundred eighty (180) days written notice to Licensee if the City determines that the 2 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx applicable Network Hut Site is needed for a reasonable and necessary public purpose. Following such written notice, City agrees to use its best efforts to find an alternative City owned site that Licensee may use as a replacement. Upon any termination or expiration of this Agreement, in whole or in relation to a particular Network Hut Site, Licensee will vacate premises and return site to its original condition, within one hundred and eighty (180) days, at Licensee’s sole expense. 6. Fees and Costs. Licensee agrees to pay to City the annual fee of $3.50 per square foot for each Network Hut Site. The fees shall be paid on an annual basis for each Network Hut Site and shall be subject to an escalation factor of 4% per year. Licensee shall be responsible for all its costs associated with construction, operation and maintenance of the Network Hut and Network Hut Site. Payments shall be delivered by Licensee within forty-five (45) days of the payment due date agreed upon by the parties. Any fee installments unpaid by the due date will bear interest at the rate of one and a half percent (1.5%) per month. If the Agreement is terminated by either party pursuant to Paragraph 5, Licensee shall be entitled to reimbursement of the annual fees paid by Licensee for that year pro-rated according to the number of months remaining after the termination date. 7. Indemnification. Licensee will defend, indemnify, and hold City, its officers, City Council, commissions, volunteers, agents, and employees harmless from and against any claims and liabilities, including all costs and reasonable attorneys’ fees, for which City shall become liable related to any third party claim for property damage, personal injury or death to the extent caused by Licensee or its contractors. Licensee will have the right to control the defense of any such claim. If, in City’s reasonable judgment, a conflict exists between the interests of City and Licensee in such a claim, City may retain its own counsel whose reasonable fees will be paid by Licensee. 8. Limitation of Liability. NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES IN CONNECTION WITH THIS AGREEMENT. THE PARTIES ACKNOWLEDGE THAT THIS LIMITATION SHALL BE SUBJECT TO AND MAY BE LIMITED BY APPLICABLE STATE LAW. 9. Insurance. Licensee will carry and maintain general liability, workers compensation and other customary types of insurance applicable to the use of Network Hut Sites. The insurance coverage amounts shall in accordance with the requirements set forth in Exhibit C. 10. Notice. All notices related to this Agreement will be in writing and sent to the address set forth in each signature block to this Agreement. Notices are effective (a) when delivered in person, (b) upon confirmation of a receipt when transmitted by facsimile transmission or by electronic mail, (c) upon receipt after dispatch by registered or certified mail, postage prepaid, (d) on the next business day if transmitted by overnight courier (with confirmation of delivery), or (e) three (3) days after the date of mailing, whichever is earlier. 11. General Provisions. This Agreement is governed by the laws of the state of California. Venue will be in the County of Santa Clara, California. City will make the entirety of the rights set forth in this Agreement available to other network-based providers of internet access and multichannel video programming services in a non-discriminatory manner, including access to the City’s infrastructure, poles, conduits, assets and rights of way to the extent set forth in this Agreement, on rates, terms and conditions that are as favorable as those the City provides to 3 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx Licensee for the same access; recognizing that the equivalent consideration afforded by other service providers may be different than what Licensee is obligated to provide under this Agreement. Neither party will be liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control. This Agreement may not be assigned by Licensee without the consent of City except for assignments to Licensee’s affiliates or in connection with a merger, acquisition, sale of network assets or similar transactions. This Agreement sets out all terms agreed between the parties and supersedes all previous or contemporaneous agreements between the parties relating to its subject matter. This Agreement, including any exhibits, constitutes the entire Agreement between the parties related to this subject matter, and any change to its terms must be in writing and signed by the parties. The parties may execute this Agreement in counterparts, including facsimile, PDF, and other electronic copies, which taken together will constitute one instrument. Each party to this Agreement agrees to: (a) use electronic signatures; and (b) be subject to the provisions of the U.S. E-SIGN Act (i.e., the Electronic Signatures in Global and National Commerce Act (ESIGN, Pub.L. 106-229, 14 Stat. 464, enacted June 30, 2000, 15 U.S.C. ch.96). LICENSEE:___________________________ CITY OF PALO ALTO (Authorized Signature) James Keene City Manager {{_es_signer2_fullname }} ATTEST: (Name) {{_es_signer2_Title }} City Clerk (Title) Approved as to Form: Address: 1600 Amphitheatre Parkway Mountain View, CA 94043 Date: {{_es_signer2_date }} Senior Deputy City Attorney 4 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx EXHIBIT A NETWORK HUT SPECIFICATIONS 5 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx EXHIBIT B NETWORK HUT SITE TERMS 1. Legal Description of Network Hut Site Location (describe below or attach legal description). 2. Annual Fees: 3. Other terms or requirements applicable to Network Hut Site. LICENSEE:______________________________ CITY [Conforming changes to City signature block required]:__________________________________ (Authorized Signature) (Authorized Signature) {{_es_signer2_fullname }} {{_es_signer1_fullname }} (Name) (Name) {{_es_signer2_Title }} {{_es_signer1_Title }} (Title) (Title) Address: 1600 Amphitheatre Parkway Address: {{*_es_signer1_Address }} Mountain View, CA 94043 {{*_es_signer1_Address }} Date: {{_es_signer2_date }} Date: {{_es_signer1_date }} 6 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx EXHIBIT C INSURANCE REQUIREMENTS LICENSEE, AT ITS SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 7 Palo Alto Hut License Agreement (GF Edits 7.8.14).docx YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION , EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. II. CONTRACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 City of Palo Alto (ID # 5002) City Council Staff Report Report Type: Action Items Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: SEIU Hourly MOA Title: Adoption of Two Resolutions Related to Hourly Employees: (1) Approving a New Memorandum of Agreement with Service Employees' International Union Local 521 for Represented Hourly Employees and Amending Section 1901 of the Merit System Rules and Regulations; and (2) Approving a New Compensation Plan for Limited Hourly Employees From: City Manager Lead Department: Human Resources Recommendation Staff recommends that Council adopt the two attached resolutions related to the City’s hourly workforce approving: (1) a new Memorandum of Agreement (MOA) between the City of Palo Alto and Service Employees’ International Union (SEIU), Local 521 for represented hourly employees, effective through June 30, 2017 and concomitantly amending Section 1901 of the Merit System Rules and Regulations; and (2) an updated compensation plan for the City’s unrepresented, limited hourly employees. Background Hourly employees serve as a contingent workforce for the City, providing City departments increased flexibility to accomplish supplemental work or sporadic projects that do not require full time equivalent employees. There are two different groups of hourly employees at the City. SEIU Local 521 represents a group of approximately 120 hourly employees who generally work on a consistent, typically part-time basis in positions including Lifeguard, Librarian, Arts and Sciences Professional, Library Clerk, and Administrative Specialist. Limited hourly employees either work in similar positions to SEIU hourly employees; however they are excluded from the SEIU unit because they work only on a seasonal, intermittent or limited basis, or perform management level work on a limited basis. The most recent contract with the SEIU Hourly Unit was approved in July 2010 and expired in December 2011. Due to economic conditions and negotiations with the SEIU regular unit, the City and SEIU agreed to defer negotiations for the SEIU hourly unit until regular unit City of Palo Alto Page 2 negotiations concluded. The City and SEIU met approximately eight times between May and July of 2014, reaching a tentative agreement in late July. Limited hourly employees are not represented but the City has historically maintained a compensation plan that outlines compensation principles for the employees in this group. The existing compensation plan for limited hourly employees has not been updated since 2007 (for the period of 2007-2009). Because there is frequent overlap in positions between the two units, with the major distinction being frequency or duration of work, changes to both documents are being proposed concurrently to maintain equity between employees performing similar types of work. Discussion 1. SEIU Hourly MOA The SEIU Hourly unit took a wage freeze during the last contract in 2010. Therefore, the primary issues in the current negotiations were economic. Specifically, SEIU was seeking a salary increase and an increase to the medical stipend that hourly employees receive in lieu of City- provided medical coverage. The parties agreed on the following key economic issues and a few modest changes to administrative provisions in the contract. SEIU ratified the tentative agreement on August 4, 2014 for a new MOA that includes the following changes: A 2% salary increase to all salary step ranges effective the first pay period following Council adoption, with two additional 2% salary increases to take effect with the pay periods including July 1, 2015 and July 1, 2016. A 9% increase to the medical stipend from $2.87 per hour to $3.15 per hour, effective the first pay period after adoption. The parties originally agreed to a stipend that employees may use to purchase their own coverage because of the difficulty in providing City coverage to this group of employees. With additional coverage options recently available through the health care exchanges, the parties agreed that the stipend continues to be the most practical option. A three-year contract term continuing through June 30, 2017. Updates to modernize certain library and community services job descriptions. Various language updates to streamline the probationary appraisal process, clarify the retirement program requirements for hourly employees, and clarify when personal business may be requested and used. Formatting updates to the salary schedule 2. Limited Hourly Compensation Plan Like the SEIU Hourly unit, the limited hourly group has had frozen wages for several years. In addition, as discussed above, the City tries to maintain equity in pay between the two groups since the duties of many positions overlap. Therefore, the Limited Hourly Compensation Plan City of Palo Alto Page 3 proposes the same salary step increases of 2% on adoption, 2% July 1, 2015 and 2% July 1, 2016 as the SEIU Hourly MOA. Limited hourly employees are not eligible for a medical stipend. Minor administrative changes and clarifications are also included. Resource Impact Based on the average hours worked for each group in 2014, the total additional costs are: Approximately $416,000 for the SEIU Hourly MOA over the three-year term (approximately $50,000 per year for the salary increase and $33,000 for the medical stipend increase). Approximately $438,000 for the limited hourly compensation plan over the same three year period. Approximately two thirds of these additional costs are attributable to the General Fund. Because hourly employees are not eligible for additional benefits or pensions, no additional costs are associated with these changes. Funds to cover these additional costs will be absorbed in department budgets for hourly employees for Fiscal Year 2015 and will be included in budgets for future fiscal years. Policy Implications The actions recommended in this report are consistent with City Council direction. Environmental Review This is not a project subject to review under the California Environmental Quality Act (“CEQA”) Attachments: RESO Adopting SEIU Hourly MOA 2014 (DOCX) FINAL SEIU Hourly MOA-clean (DOCX) SEIU Hourly Salary Schedule-FINAL (PDF) SEIU Hourly MOA- Redline Final (DOCX) FINAL Lmtd Hrly Comp Plan 2014-Clean (DOCX) Limited Hourly Salary Schedule 07312014FL (PDF) NOT YET APPROVED Resolution No. _____ Resolution of the Council of the City of Palo Alto Approving a New Memorandum of Agreement (MOA) with the Service Employees’ International Union, Local 521 (SEIU) for Represented Hourly Employees and Amending Section 1901 of the Merit System Rules and Regulations R E C I T A L S The Council of the City of Palo Alto does RESOLVE as follows: SECTION 1. A. Service Employees’ International Union, Local 521 (SEIU) is a recognized employee organization representing certain full- and part-time employees of the City. B. Representatives of the City and SEIU engaged in negotiations and reached a tentative agreement on the terms of a successor Memorandum of Agreement for represented hourly employees. C. The City has satisfied its obligation under Government Code Section 3505, to meet and confer in good faith over terms of a successor Memorandum of Agreement. SECTION 2. The Memorandum of Agreement between the City and SEIU, attached hereto and incorporated herein, is adopted by the City Council. SECTION 3. Section 1901 of the Merit System Rules and Regulations is hereby amended to read as follows: “1401. Memorandum of Agreement incorporated by reference. Upon adoption by the Palo Alto City Council and for the duration of its effective term, the Memorandum of Agreement by and between the City of Palo Alto and Service Employees’ International Union, Local 521 (SEIU) for represented hourly employees is hereby incorporated into these Merit System Rules and Regulations by reference as though fully set forth herein. Said memorandum shall apply to all hourly employees in classifications represented by SEIU Local 521, except where specifically provided otherwise herein. In the case of conflict with this chapter and any other provisions of the Merit System Rules and Regulations, this chapter will prevail over such other provisions as to hourly employees represented by said SEIU Local 521.” SECTION 4. It is not the intent of the City Council in adopting this Resolution to create any right or obligation extending beyond the effective term of the attached Memorandum of Agreement. SECTION 5. The Council finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ______________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ______________________________ Deputy City Attorney City Manager _____________________________ Director of Administrative Services ____________________________ Human Resources Director CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 1 of 40 Memorandum of Agreement City of Palo Alto and Service Employees International Unit (SEIU) Local 521 Hourly Employee Unit January 1, 2012 – June 30, 2017 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 2 of 40 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 3 of 40 ADD TOC MEMORANDUM OF AGREEMENT City of Palo Alto and Local 521, SEIU HOURLY UNIT PREAMBLE This Memorandum of Agreement is entered into by the City of Palo Alto (hereinafter referred to as the City) and Local 521 Service Employees International Union (hereinafter referred to as the Union). Employee, for the purposes of this Memorandum of Agreement, shall mean an employee assigned to a classification within the SEIU Hourly unit. This Memorandum of Agreement is pursuant and subject to Sections 3500 et, seq. of the Government Code of the State of California and Chapter 12 of the City of Palo Alto Merit Rules and Regulations. ARTICLE I – RECOGNITION Section 1. Pursuant to Sections 3500 et. seq. of the Government Code of the State of California and Chapter 12 of the City of Palo Alto Merit System Rules and Regulations, the City recognizes the Union as the exclusive representative of a representation unit consisting of hourly employees who are regularly scheduled and who work an average of eight (8) hours per week over eleven (11) pay periods for a minimum of four hundred sixteen (416) hours per fiscal year. This does include PERS exempt employees. This does not include on call employees without regular schedules and who are hired to work occasionally for special projects. This does not include employees employed primarily to work seasonal or recreational programs and who may work intermittently outside their recreational season. This unit shall for purposes of identification be titled the SEIU Hourly unit, and includes employees in the classifications listed in Appendix A attached. The City shall notify the Union in writing of the development of a new hourly classification and upon request will meet and confer regarding inclusion of the classification in the SEIU hourly unit. The parties agree that hourly employees are considered to be in the bargaining unit while that employee is employed by the City of Palo Alto if: (a) The employee is hired to work in a covered classification with the expectation of working an average of eight (8) hours per week over eleven (11) pay periods for a minimum of four hundred and sixteen (416) hours in a fiscal year Or CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 4 of 40 (b) The employee actually works in a covered classification for an average of eight (8) hours per week over eleven (11) pay periods for a minimum of four hundred and sixteen (416) hours in any fiscal year beginning fiscal year 2003/2004. Section 2. No Discrimination. The City and Union agree that no person employed by or applying for employment hereto shall be discriminated against because of race, religion, creed, political affiliation, color, national origin, ancestry, union activity, age, disability, sexual orientation, or gender. The City and the Union agree to protect the rights of all employees to exercise their free choice to join the Union and to abide by the express provisions of applicable State and local laws. ARTICLE II - UNION SECURITY Section 1. Notice. When a person is hired in a job covered in Article I, the City shall notify that person that the Union is the recognized bargaining representative for the employee and give the employee a current copy of the Memorandum of Agreement. When a group employee orientation is held for new employees of the bargaining unit, a Union Representative may make a presentation to such bargaining unit employees for the purpose of explaining matters of representation. The presentation shall not exceed 15 minutes. New employees shall be required to attend orientation. The Director of Human Resources may make an exception if extraordinary circumstances interfere with the employee’s ability to attend. If the Director grants an exception, the employee and Union shall be granted a maximum of fifteen (15) minutes at the employee’s report location for union orientation. Section 2. Agency Shop. (a) Every employee in the bargaining unit covered by this Memorandum of Agreement shall: (1) remain a member in good standing of the Union; or (2) pay to the Union a monthly service fee, to be set by the Union in accordance with applicable law, in an amount not to exceed the standard initiation fee, periodic dues, and general assessments of the organization; or, (3) in the case of an employee who certifies that he/she is a member of a recognized religion, body or sect which has historically held conscientious objection to joining or financially supporting public employee organizations, pay a charity fee, equal to the service fee, to a non-religious, non-labor charitable fund exempt from taxation under Section 501 (c)(3) of the Internal Revenue Code, chosen from one of the following three charitable organizations agreed to by the City and the Union (or any successor organization(s) agreed to by the City and the Union): United Way of California CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 5 of 40 Community Health Charities Environmental Federation of California Union members may declare their intention to terminate Union membership by certified letter, return receipt requested, to the Director of Human Resources and the Union. In order to be effective, the notice must be filed during the 30-day period between 60 and 90 days prior to expiration of the Memorandum of Agreement. (b) Employees who are newly hired into or who join the bargaining unit shall elect one of the above payment deduction options by completing and submitting the Employee Election form within thirty (30) calendar days of being hired into a classification covered by this MOA. (c) To qualify for deduction of the Charity Fee, the employee must certify to the Union and City that he/she is a member of a bona fide religious body or sect that has historically held conscientious objection to joining or financially supporting employee organizations. The employee is required to submit to the City and the Union a notarized letter signed by an official of the bona fide religion, body, or sect certifying that person’s membership. Upon request, the City shall provide to the Union a report of payments made by employees that qualify for the Charity Fee option in this subsection. (d) The deductions in this Section shall not apply during any period where an employee is in an unpaid status. (e) Involuntary Service Fee Deduction Process: The City shall deduct a service fee from the salary of each bargaining unit member who has not authorized a dues deduction, service fee deduction or charity fee in writing within the time stated in this Section, above. The Union certifies that it has consulted with knowledgeable legal counsel and has thereby determined that this involuntary service fee deduction process satisfies all constitutional and statutory requirements. (f) Agency shop may be rescinded only in accordance with the provision of state law. (g) Indemnification, Defense and Hold Harmless: Union agrees to indemnify and hold harmless the City and all officials, employees, and agents acting on its behalf, from any and all claims, actions, damages, costs, or expenses including all attorney’s fees and costs of defense in actions against the City, its officials, employees or agents as a result of actions taken or not taken by the City pursuant to the Agency Shop Arrangement. (h) Sign-up forms for deduction of union dues, service fees and charity fees shall be provided by the Union and approved by the City. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 6 of 40 The parties agree to work out administrative procedures when an employee is in non- pay status. Dues will not be deducted when circumstances result in a negative paycheck. Section 3. Documentation. The City shall supply the Union with the information described under subsections (a) and (b) of this Section: (a) A monthly print out of the names, membership status, addresses and classifications of all bargaining unit employees; The Union will use this contact information only for purposes relevant and necessary to fulfilling its obligation to represent unit employees. (b) A list of bargaining unit new hires, terminations and retirements which occurred during the previous month. (c) The Union shall supply the City, and as applicable, the employees, with the documentation required by Government Code Section 3502.5(f). Section 4. Payroll Deduction. The City shall deduct Union membership dues, service fees, charity fees, and any other mutually agreed upon payroll deduction, which may include voluntary COPE check-off, from the bi-weekly pay of bargaining unit employees. The dues/fees deduction must be authorized in writing by the employee on an authorization form acceptable to the City and the Union, except as provided in Section 2(e) and Section 2(h) above. City shall remit the deducted dues or fees to the Union as soon as possible after deduction. Section 5. Bulletin Boards and Departmental Mail. The Union shall have access to inter-office mail, existing bulletin boards in unit employee work areas, and the existing Union-paid telephone answering device for the purpose of posting, transmitting, or distributing notice or announcements including notices of social events, recreational events, Union membership meetings, results of elections and reports of minutes of Union meetings. Any other material must have prior approval of the Human Resources Office. Action on approval will be taken within 24 hours of submission. The Union may send email messages only for the purposes set forth above. The IT Department will maintain the SEIU list and keep it current. The Union access to email is based on the following conditions: 1) emails to the SEIU list will be copied to the Human Resource Director at distribution; 2) emails to the SEIU list will only be sent by the SEIU Chapter Chair, Vice Chair, Chief Steward(s) or Secretary, 3) a maximum of 52 emails may be sent per year and a maximum of 12 emails may be sent per year by the SEIU Chapter Secretary. Section 6. Access to Union Representatives. Representatives of the Union are authorized access to City work locations for the purpose of conducting business within the scope of representation, provided that no disruption of work is involved and the business transacted is CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 7 of 40 other than recruiting of members or collecting of dues, and the Representative must notify the Human Resources Department Office prior to entering the work location. Section 7. Meeting Places. The Union shall have the right to reserve City meeting and conference rooms for use during lunch periods or other non-working hours. Such meeting places will be made available in conformity with City's regulations and subject to the limitations of prior commitment. Section 8. Notification to the Union. The Union shall be informed in advance in writing by Management before any proposed changes not covered by this Memorandum of Agreement are made in benefits, working conditions, or other terms and conditions of employment which require meet and confer or meet and consult process. Section 9. Union Logo. All materials and documents produced on Itek and metal plates, by the City print and reproduction shop, shall carry the Union label on the inside of covers or title pages in accordance with customary printing trades practices. Section 10. City Council Materials. The City shall make available to the Union in a timely manner copies of all City Council meeting agendas, minutes and schedule of meetings. These materials may be picked up at the City Clerk's Office during business hours. Section 11. Temporary Agency Reporting. Upon request, the City shall provide to the Union reports by department on the use of agency temporaries filling representation unit vacant positions, or doing work similar to that of representation unit classifications. Section 12. Job Postings. Job postings for classifications positions covered by this Agreement shall include a statement that the position is covered by this Collective Bargaining Agreement and that union dues or agency fees may be required. Section 13. Contracting Out. The City through the labor management process will keep the Union advised of the status of the budget process, including any formal budget proposal involving the contracting out of SEIU bargaining unit work traditionally performed by bargaining unit members at least thirty (30) days prior to the release of the City Manager’s proposed budget. The City will notify the Union in writing at least ninety (90) days prior to contracting work which has been traditionally performed by bargaining unit members, where such contracting will result in layoff or permanent reduction in hours. Within the ninety (90) day period of contracting out, both parties may offer alternatives to contracting out and meet and confer on the impact of such contracting out of a bargaining unit employee work. The City will notify the Union in writing when contracting out work which has been traditionally performed by bargaining unit workers, where such contracting out is expected to replace a laid CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 8 of 40 off bargaining unit position that has been eliminated within ninety (90) days prior to the date of the planned contract work. When feasible, the City will provide such notice prior to the beginning date of the planned contract work. The City will meet with the Union upon request to discuss alternatives. This provision does not apply to the filling of temporary vacancies of twelve (12) months or less duration. The City will provide the Union with a biannual list by department of all contract workers or vendors who are contracted by the City who perform work for the City. The City will make a reasonable effort to identify the names of the vendors on the list and the nature of the work provided by each vendor. ARTICLE III. STEWARDS Section 1. Designation. The Union agrees to notify the Director of Human Resources of those individuals designated as Union officers and Stewards who receive and investigate grievances and represent employees before Management. Alternates may be designated to perform Steward functions during the absences or unavailability of the Steward. Section 2. Release Time. It is agreed that, as long as there is prior notice to the Supervisor with no disruption of work, one (1) Steward shall be allowed reasonable release time away from their work duties, without loss of pay, to act in representing a unit employee or employees on grievances or matters within the scope of representation, including: (a) A meeting of the Steward and an employee, or employees of that unit related to a grievance. (b) A meeting with Management. (c) Investigation and preparation of grievances. Grievances may be transmitted on City time. All Steward release time shall be reported on time cards using Internal Order 80005 or its successor and a short-text notation describing the nature of the release time (e.g. “Steward release time”, “bargaining release time”, “Labor-Management Committee release time”, etc.). Section 3. Advance Notification and Approval. The Union agrees that the Steward shall give advance notification to his/her supervisor and receive permission before leaving the work location, except in those cases involving emergencies where advance notice cannot be given. Management permission to leave the worksite under this section shall not be unreasonably denied. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 9 of 40 Section 4. Timecard Reporting. One Union Steward per affected Department, who is a City employee, shall be allowed a reasonable amount of release time off for purposes of meeting and conferring or meeting and consulting on matters within the scope of representation. All such time will be reported on timecards using Internal Order 80005 or its successor and a short-text notation describing the nature of the release time (e.g. “Steward release time”, “bargaining release time”, “Labor-Management Committee release time”, etc.). Section 5. Storage of Union materials. Union Stewards may utilize space in assigned desks for storage of Union materials. In the event Stewards are not assigned desks the City will provide locker or other mutually agreeable space for storage of Union materials. Section 6. Labor/Management Meetings. Two Hourly Unit employees from different divisions shall be allowed a reasonable amount of release time off to participate in monthly Labor/ Management Meetings. Such meetings may be included with the Classified Unit’s Labor/Management meetings if appropriate. Such time shall be reported using Internal Order 80005 or its successor and a short-text notation describing the nature of the release time (e.g. “Labor-Management Committee release time”, etc.). ARTICLE IV. REDUCTION IN FORCE For the purposes of this Section, length of service shall be defined as all straight time hours worked by that employee for the City of Palo Alto. Section 1. In the event of reductions in force, reductions shall be accomplished whenever possible through attrition. Section 2. Notice. When the City determines that layoffs are imminent resulting from reduction in force within the representation unit, the City will give the Union such advance notice as is reasonable under the circumstances. The notice will indicate the departments and divisions which will be affected and the circumstances requiring the layoffs. The City will furnish the Union with a current representation unit seniority list with notice of layoff. Section 3. Seniority and Service Ties. If the work force is reduced within a department, division, or office for reasons of change in duties or organization, abolition of position, shortage of work or funds, or completion of work, employees with the shortest length of service will be laid off first so long as employees retained are fully qualified, trained, and capable of performing remaining work. Length of service for the purpose of this article will be based on current service hire date of record in an hourly classification with no adjustment for leaves of absence. Length of service ties will be determined by lot. Employees laid off due to the above reasons will be given written notice at least thirty (30) days prior to the reduction in force. A copy of such notice will be given to the Union. Such employees shall be offered priority employment rights to hourly positions which are requisitioned and for CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 10 of 40 which the employees are qualified for a period beginning with notification and ending sixty days following the reduction in force. Employees transferred or reclassified under this section will be assigned to the step in the new classification salary range closest to the employee's salary range at the time of reclassification. Employees laid off pursuant to this section shall receive the balance of all regular City compensation owed at termination within 72 hours of the date of termination. This does not include any amounts payable as PERS contribution refunds, if any. Section 4. Bumping Rights. Employees identified for layoff who have seniority (bumping) rights to their current or previously held classification within the representation unit must declare their intention to exercise these rights within seven (7) working days after written notification of layoff, otherwise bumping rights will automatically terminate. Bumping may occur within the representation unit, only to the least senior incumbent of the current or a previously held classification. To successfully bump, the employee must be fully qualified, trained, and capable of performing all work in the position bumped. An employee who declares bumping rights may not also claim priority re-employment rights. For purposes of this section of the Agreement, the term "working days" shall mean Mondays through Fridays, exclusive of holidays. Section 5. Re-Employment List. The names of persons laid-off or who through bumping changed classification in accordance with the provisions of this Article shall be entered upon a re-employment list in seniority order. The person with the highest seniority on a division re- employment list for a particular classification when a vacancy exists in that classification in that division shall be offered the appointment. Names shall be carried on a re-employment list for a period of one (1) year from the date of separation from City services or change of classification through bumping. Upon re-employment within the one-year period, the employee's hire date of record at the time of layoff will be reinstated. Section 6. Reinstatement. Employees laid off pursuant to Section 2 who are reinstated to regular position within sixty days shall retain the sick leave balance they had at the time of layoff. Section 7. No representation unit employee will be laid off or remain on a re-employment list when intermittent hourly and seasonal hourly employees are performing substantially all the duties of the classification of the hourly employee receiving a layoff notice or on a re- employment list. ARTICLE V. PERSONNEL ACTIONS CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 11 of 40 Section 1. Probationary Period. Each new employee shall serve a probationary period of six (6) months of continuous employment calculated from the employee’s date of hire in a covered classification and excluding all periods of leave and light duty assignments. The probationary period shall be regarded as a part of the testing process and shall be utilized for closely observing the employee's work, for securing the effective adjustment of a new employee to his/her position, and for rejecting any probationary employee whose performance does not meet the acceptable standards of work. At least one written performance appraisal will be given each probationary employee on or before expiration of the probationary period. Normally, this appraisal will be given at the end of six months. In the event of termination prior to successful completion of the probationary period, such terminated employee shall be given written notice of his/her termination with the reasons for the termination stated therein. The Human Resources Department shall, upon request, afford an interview in a timely fashion to the terminated employee for discussion of the reasons for termination. The employee may, upon request, be accompanied by a Union Representative. The interview shall not be deemed a hearing nor shall it obligate the City to reconsider or alter the termination action. The parties agree that probationary employees shall have all rights under this Memorandum of Agreement, including full and complete access to the grievance procedure, save and except for instances of suspension, demotion or termination. Section 2. Personnel Evaluations. Personnel evaluations will be given to employees as scheduled by Management. Personnel evaluations are not appealable subject to appeal through the grievance procedure but, in the event of disagreement over content, the employee may request a review of the evaluation with the next higher level of Management, in consultation with the Human Resources Department. For purposes of this review, the employee may be represented by the Union. Decisions regarding evaluation review shall be made in writing within ten (10) working days following the review meeting. Section 3. Personnel Files. Records of all disciplinary actions shall be kept in the central personnel file. Employees shall be entitled to sign and date all action forms in their personnel files. Employees are entitled to review their personnel files upon written request or to authorize, in writing, review by their Union Representatives. An employee or the Union shall be allowed, upon reasonable request, copies of materials in an employee's personnel file relating to a grievance. Section 4. Release of Information. The City will only release information to creditors or other persons upon prior identification of the inquirer and acceptable reasons for the inquiry. Information then given from personnel files is limited to verification of employment, length of employment and verification and disclosure of salary range information. Release of more specific information may be authorized by the employee in writing. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 12 of 40 Section 5. Full Time Opportunities. Full time job opportunities for classifications within the Hourly unit and the Classified unit will be posted for at least ten (10) working days (Monday through Friday) prior to selection. Outside recruitment may be used for full time openings and may begin at the time of posting, or any time thereafter. Section 6. Equitable Rotation. In assigning employees to regular schedules or special assignments, transfer, standby, overtime, or time off selection, ability to perform the work, length of service and/or equitable rotation shall determine the assignments. Section 7. Internal Eligibility. Non-probationary employees in the Hourly Unit are eligible to apply for any posted SEIU Classified Unit promotional employment opportunity. Such participation shall be on the same basis and on the same terms as applies to internal Classified Unit applicants, except as provided otherwise by the terms of the applicable City-SEIU Classified Unit MOA or other applicable agreement between the City and the SEIU Classified Unit. Unless otherwise provided by the City-SEIU Classified Unit MOA or other applicable agreement between the City and the SEIU Classified Unit, the seniority of an Hourly Unit applicant shall be determined by total hours worked divided by two thousand eighty (2080). The parties acknowledge that this paragraph will have effect only upon written agreement between the City and SEIU Classified Unit to permit its application and for the duration of such agreement. Section 8. Work in SEIU Classified Unit Vacancies. An employee in the Hourly bargaining unit may perform the duties of a vacant SEIU Classified bargaining Unit position for up to six months. However, if before the six month period ends the City initiates and remains engaged in an active recruitment and selection process (i.e. such steps as advertising, posting, development of an employment candidate list, and interviews) with the objective of filling the vacancy the City shall be entitled to have the employee in this unit continue to perform the duties until a regular incumbent is hired and commences work. In the absence of an active recruitment, the City’s Human Resources Director (or his or her designee) and the Union may agree in writing to extend this period for one or more three month increments. The Union agrees that it shall not unreasonably withhold agreement for reasonable extensions of reasonable duration. Members of this bargaining unit may be employed in vacant Public Safety Dispatcher positions without application of the limitations set forth in this paragraph. ARTICLE VI - PAY Section 1. Wages. Base wage rates and ranges of covered classifications are set forth in Appendix B (Salary Schedule) of this Memorandum of Agreement and reflect the following increases: Effective the first pay period following ratification and adoption of this agreement by the City Council, all base wage rates for the represented classifications set forth in this Agreement shall be increased by two percent (2%). CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 13 of 40 Effective the pay period including July 1, 2015, base wage rates for the represented classifications set forth in this Agreement shall be increased by two percent (2%). Effective the pay period including July 1, 2016, base wage rates for the represented classifications set forth in this Agreement shall be increased by two percent (2%). Section 2. Step Increases. Hourly employees are to be given a performance review after six months from date of hire and annually thereafter; improvement, efficient and effective service will warrant a salary step increase. Subsequent salary reviews are based on performance appraisals and will depend upon demonstrated satisfactory job performance. If an employee’s performance evaluation is delayed past the employee’s review date and the reviewing manager determines that the employee’s demonstrated job performance warrants the step increase, the increase shall take effect retroactive to the employee’s scheduled review date. Section 3. Working Out of Classification. The term "working out of classification" is defined as a Management authorized assignment to a budgeted Hourly or Classified position on a temporary basis wherein all significant duties are performed by an individual holding a classification within a lower compensation range. Pay for working out of classification shall be as follows: Employees appointed to "working out of classification" basis will receive acting pay within the range of the higher classification beginning the sixth (6th) consecutive work day of the assignment. Pay for work out of class will be determined by the salary step of the higher classification which the employee would be compensated if permanently appointed to that classification. Out-of-classification provisions do not apply to work assignments performed in connection with specific predetermined apprenticeship or training programs, or declared conditions of public peril and/or disaster. Section 4. Direct Deposit. Beginning in the first pay period following union ratification and adoption of this Agreement by the City Council, the City shall directly deposit all paychecks for Unit employees in a financial institution of the employee’s choice that accepts direct deposits and does not charge the City a fee(s) for direct deposit service. In the event that the employee fails to designate a financial institution for direct deposit of his or her payroll check, the employee shall pick up the check personally in the City’s Administrative Services Department office on the next business day following payday at a pickup time designated by Administrative Services. ARTICLE VII - HOURS OF WORK, OVERTIME CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 14 of 40 Section 1. Work Week and Work Day. The workweek for hourly employees shall be no greater than forty (40) regularly scheduled hours. An employee will work the hours assigned by the employee’s supervisor. Overtime work must be approved by a supervisor prior to being performed. Section 2. Overtime Work. An employee will receive overtime at the rate of time and one-half for all hours paid after 40 hours in a workweek. Section 3. Work Shifts. Employees may be assigned to work shifts with scheduled starting and quitting times. For employees assigned to a regular work shift, should conditions necessitate a change in starting and quitting times, the Employee will be notified ten (10) working days in advance and permitted to discuss such changes with the City. The Employee may request the presence of his/her Union Representative at the meeting with the City. This however, shall not preclude the City’s right to effect schedule changes dictated by operational necessity, nor shall this provision apply to day-to-day changes needed to cover short-term unexpected absences. This section does not apply to overtime scheduling. Section 4. Lunch and Break Periods. Employees will be granted a minimum half hour (1/2 hour) unpaid meal break after five (5) hours of work, unless the entire shift is only six (6) hours, in which case the employer and employee may agree to forgo the meal break. If dictated by the operational needs of a department, and upon agreement by the City and the Union, employees may take an “on duty” lunch period which shall be counted as time worked. All employees in the bargaining unit will be granted a paid rest period limited to fifteen (15) minutes during each full four (4) hours of work. Departments may make reasonable rules concerning rest period scheduling. Section 5. Clean-Up Time. All employees whose work causes their person or clothing to become soiled shall be provided with reasonable time before lunch and at shift end for wash-up purposes. Section 6. Call-Out Pay. Employees not otherwise excluded from receiving overtime pay and who are called out to perform work shall be compensated for at least two hours pay from the time of the call-out for each occurrence at the appropriate overtime rate. ARTICLE VIII UNIFORMS The City will provide uniforms, coveralls or shop coats on a weekly basis, or as otherwise furnished, for the jobs and/or classifications that the City requires such apparel. Employees required to wear uniforms shall be provided suitable change rooms and lockers where presently provided. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 15 of 40 Employee clothing seriously damaged or destroyed in conjunction with an industrial injury will be reasonably replaced by the City. Any other claims alleging City liability may be filed with the City Attorney. The City shall reimburse employees 75 percent of the cost of job-required safety shoes upon verification of such purchase by the employee. The City will provide rainy weather protection when and where appropriate. The City and the Union will work through the Labor Management process to further develop guidelines for providing uniforms and reimbursements. ARTICLE IX HOLIDAYS Section 1. Fixed Holidays: January 1 Third Monday in January (Martin Luther King Day) Third Monday in February Last Monday in May July 4 First Monday in September Second Monday in October Veterans' Day, November 11 Thanksgiving Day Day after Thanksgiving December 25 Either December 24 or December 31 Employees who work a regular schedule shall receive holiday pay for the hours they would otherwise be scheduled to work on a Fixed City Holiday provided the employee was in a pay status or in authorized non-pay status on the Employee’s last regularly scheduled working day before and after the holiday. All employees scheduled to work on a holiday will receive time and one half for all hours worked on a holiday in addition to any regular holiday pay, if applicable. ARTICLE X LEAVES CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 16 of 40 Section 1. Sick Leave. The City shall provide each employee with paid sick leave, earned on the basis of 0.03 hours for each hour paid. There will be no pay out of sick leave upon the employee’s termination. Sick leave shall be allowed and used in cases of actual personal sickness or for the care of an immediate family member, including a registered domestic partner, or disability, medical or dental treatment. Effective January 1, 2015, up to ten (10) hours per year of sick leave may be used as authorized for personal business. A maximum of 15 hours per year of sick leave may be used to care for family members, including a registered domestic partner. If an Hourly Unit member is hired into a permanent position in the General Employee bargaining unit, he or she will retain his or her accumulated sick leave balance. Section 2. Jury duty. Employees required to report for jury duty shall be granted a leave of absence with pay from their assigned duties for hours that they are regularly scheduled to work consistent with the requirements of the City’s Merit System Rules and Regulations. ARTICLE XI - VOTING TIME When the employee is unable to vote outside the employee’s work hours, time off with pay to vote in any general or direct primary election shall be granted as provided in the State of California Election Code, and notice than an employee desires such time off shall be given in accordance with the provisions of said Code. ARTICLE XII WORKERS COMPENSATION Industrial Temporary Disability. (a) While temporarily disabled, employees shall be entitled to use accrued sick leave for the first three (3) days following the date of injury and thereafter shall be paid based upon hourly salary for a period not to exceed fifty-seven (57) calendar days, unless hospitalized, in which case employees shall be paid full base salary for a period not to exceed sixty (60) days from date of injury. (b) For any temporary disability continuing beyond the time limits set forth in (a) above, employees shall be paid two-thirds (66 2/3%) of their hourly salary at the time of injury for the duration of such temporary disability in conformance with the State law. (c) In case of Subsection (a) above, the employee will continue to accrue sick leave benefits. In the case of Subsection (b), sick leave benefits shall not be accrued. ARTICLE XIII - BENEFIT PROGRAMS CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 17 of 40 Medical Insurance Plan. In lieu of providing a medical plan, the City provides two dollars eighty- seven cents ($2.87) per hour in paid status as a medical stipend. Effective the first pay period following ratification and adoption by the City Council of this Memorandum of Agreement this stipend will increase to three dollars fifteen cents ($3.15) per hour worked. This stipend does not apply and will not be payable to employees who are California Public Employee Retirement System annuitants already receiving medical benefits through that system. If the State of California or federal government adopt or mandate a plan that requires the City to pay in whole or in part for medical services or coverage for employees in the bargaining unit, the stipend provided in this paragraph shall be reduced or cease to the extent of required payments toward the state or federal plan, as applicable. Before implementation of a change, the City shall notify the Union of the amount of the offset and provide an opportunity to meet to discuss the calculation of the amount. Such discussion shall occur within fifteen (15) working days after the City gives notice to the Union. The City’s calculation of the amount of the offset shall be based on the aggregate number of hours worked in the bargaining unit during the fiscal year preceding that in which the state or federal plan takes effect. The City and SEIU will continue to investigate the feasibility of providing Employees with access to medical insurance. Such information will be shared during negotiations for a successor Memorandum of Agreement. ARTICLE XIV - RETIREMENT Section 1. Part-time, Seasonal, Temporary (PST) Retirement Plan. Employees in the Hourly Unit shall participate in the City of Palo Alto PST Retirement Plan, except as described in section 2 below. The plan, summarized in Appendix C, was adopted by the City on June 25, 1994 as a retirement plan alternative for part-time, seasonal and temporary employees to replace Social Security and is currently administered by Public Agency Retirement Services (“PARS”). All hourly employees are required to contribute 7.5% of their salary into the PST Retirement Plan. Section 2. California Public Employees’ Retirement System (“PERS”). PERS annuitants are excluded from participation in the P.S.T. Retirement Plan. Employees in the Hourly Unit who have previously participated in and remain members in the California Public Employee Retirement System (“PERS”) or are otherwise required by law to be enrolled in CalPERS shall participate in P.E.R.S. to the extent required by law, in lieu of participation in the P.S.T. Retirement Plan. For example, CalPERS currently requires enrollment of most employees who work over 1000 hours in a fiscal year. Enrollment in CalPERS will be completed consistent with CalPERS rules and regulations. Participation in CalPERS shall be under the retirement formula in effect at the time the employee is hired into the Hourly Bargaining Unit unless otherwise required by law. Section 3. Retirement Contributions. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 18 of 40 a. PST Retirement Plan Contributions. Employees enrolled in the PST Retirement Plan shall contribute seven and one half percent (7.5%) of wages toward that Plan. b. PERS Employee Contributions. Employees enrolled in the PERS retirement system shall pay the full amount of the applicable employee contribution required by CalPERS for the PERS formula in which the employee is enrolled, as may be changed by CalPERS from time to time. Current contributions are as follows: (1) 2.7% at 55 Formula: eight percent (8%) (2) 2% at 60 Formula: seven percent (7%) (3) 2% at 62 Formula: contribution required by the Public Employees’ Pension Reform Act, calculated at fifty percent (50%) of the normal cost. ARTICLE XV PARKING Employees are covered by the City’s administrative policy for Hourly parking permits, which includes the following provisions: Permits will be issued for University Avenue Parking Structures only. To be eligible for a parking permit, an hourly employee must work at least 2.5 hours per day for a consistent period of time (this assumes the need to walk back and forth to a garage). If the employee works less than 2.5 hours, they can park, without penalty, in downtown garages given the current 3 hour parking limit. The hourly employee must obtain a signed letter from his or her Department Head verifying the employee’s “consistent” and greater than 2.5 hour schedule for a parking permit and submit the letter with the request for a parking permit. The parking permit is issued and tracked by Revenue Collections, and is not transferrable. The employee must return the parking permit to Revenue and Collections upon a change to less than a 2.5 hour consistent schedule or termination of employment. ARTICLE XVI PHYSICAL EXAMINATIONS If an employee who is required to have a City-provided physical examination not related to workers' compensation programs disagrees with the findings of the City-sponsored physician, he/she may consult with his/her own physician at his/her own expense and, if his/her private physician's report conflicts with that of the City physician in terms of ability to work at his/her regular job, then he/she may request an evaluation of his/her problem through a third physician mutually agreed upon by the employee and the City. Cost for the third examination will be equally shared and the decision of this physician concerning the continuing ability of the employee to perform his/her work in his/her regular job without exposing himself/herself to CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 19 of 40 further injury as a result of his/her condition shall be the basis for returning the employee to his/her regular work. ARTICLE XVII - SAFETY Section 1. Health and Safety Provisions. The City shall furnish and use safety devices and safeguards and shall adopt use practices, means, methods, operations and processes which are reasonably adequate to render such employment and place of employment safe, in conformance with applicable safety regulations under the State Labor and Administrative Code sections. The City shall not require or permit any employee to go to or be in any employment or place of employment which is not safe. Section 2. Union will cooperate with the City by encouraging all employees to perform their work in a safe manner. Section 3. Safety Committee. A Safety committee composed of Management and Union Stewards will meet no less than ten times annually to discuss safety practices, methods of reducing hazards, and to conduct safety training. This shall in no way remove the basic responsibility of safety from Management nor shall it in any way alter the responsibility of the employee to report unsafe conditions directly and immediately to his or her supervisor. Three (3) Hourly employees will participate in the ten-member Citywide Union/Management safety committee with equal Union and Management membership that will meet, upon call, to review safety and occupational health standards and practices, discuss overall City safety and health problems, and to act as an advisory group to the departmental safety committees. The committee shall review all departmental safety programs and recommend change where necessary. The three (3) Hourly participants shall report such time on timecards, using Internal Order 80005 or its successor in conjunction with a short-text entry describing the nature of the time spent (e.g. “City-wide Union-Management Safety Committee”). In cases of dispute over safe working conditions the employee will first report such unsafe conditions to his or her supervisor and every attempt will be made to rectify the problem at this level. The employee may contact his or her Steward to assist in the resolution of the dispute. If the problem cannot be resolved the Risk Manager will be contacted and the problem will be addressed through the interpretation of the basic safety rules and regulations. Should the problem not be resolved at this step, the grievance procedure will be used. Safety grievances shall be submitted at Step III. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 20 of 40 ARTICLE XVIII - GRIEVANCE PROCEDURE Section 1. The City and the Union recognize that early settlement of grievance or appeal of disciplinary actions is essential to sound employee-employer relations. The parties seek to establish a mutually satisfactory method for the settlement of employee grievances, or appeal of disciplinary action, or Union grievances as provided for below. In presenting a grievance or appeal of disciplinary action, the aggrieved and/or his or her representative is assured freedom from restraint, interference, coercion, discrimination or reprisal. Release time for investigation and processing a grievance or appeal of disciplinary action is designated in Article IV of this Memorandum of Agreement (MOA). Section 2. Definition. A grievance is: (a) An unresolved complaint or dispute regarding the application or interpretation of rules, regulations, policies, procedures, Memorandum of Agreement or City ordinances of resolution, relating to terms or conditions of employment, wages or fringe benefits, excluding however those provisions of this MOA which specifically provide that the decision of any City official shall be final, the interpretation or application of those provisions not being subject to the grievance or appeal of disciplinary action procedure. (b) An appeal from a disciplinary action of any kind against an employee covered by this Memorandum of Agreement. Disciplinary action is defined as suspensions without pay, reductions in pay, demotion or discharge. Reprimands, transfers, reassignments, layoffs, and negative comments in performance evaluations are not considered discipline. Section 3. Conduct of Grievance Procedure. (a) An aggrieved employee may be represented by the Union or may represent himself/herself in preparing and presenting a grievance at any level of review. Grievances may also be presented by a group of employees. No grievance settlement may be made in violation of an existing merit rule or memorandum of agreement. The Union will be notified prior to the implementation of any settlement made which affects the rights or conditions of other employees represented by the Union. The Union and the Steward will be copied on all written representation unit grievance decisions. (b) An employee and the Representative Steward, if any, may use a reasonable amount of work time so long as there is no disruption of work, in conferring about and presenting a grievance. Requests for release time to prepare a grievance shall be made in accordance with the provisions of Article III, section 3. Beginning with the third step of the grievance procedure, the Chief Steward or Alternate Chief Steward may assist in presenting a grievance and may be present at all Step III, and IV grievance hearings. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 21 of 40 (c) The time limits specified in this Article may be extended by mutual agreement in writing of the aggrieved employee or the Union and the reviewer concerned. (d) Should a decision not be rendered within a stipulated time limit, the aggrieved employee may immediately appeal to the next step. (e) The grievance may be considered settled if the decision of any step is not appealed within the specified time limit. (f) If appropriate, the aggrieved employee(s) or the Union and the Department Head may mutually agree to waive Step I and/or Step II of the grievance procedure. (g) Grievances shall be made in writing and submitted on forms provided by the City or on forms which are mutually agreeable to the City and Union. The written grievance shall contain clear, factual and concise language including: (1) the name of the grievant, (2) a statement of the facts upon which the grievance is based, including relevant dates, times and places, (3) specific provisions of the Agreement or specific City rules, policies, or procedures which the party filing the grievance alleges has been violated; (4) a summary of any steps taken toward resolution, and (5) the action the grievant believes will resolve the grievance. (h) Any retroactivity on monetary grievances shall be limited to the date of occurrence, except in no case will retroactivity be granted prior to three months before the grievance was filed in writing. (i) If the grievance is filed by more than one employee in the bargaining unit, the Union may, at its option, convert it to a Union grievance after Step II of the grievance procedure. The Union may also file a grievance in those instances when, under this Memorandum of Agreement, a Union right not directly related to an individual employee becomes the subject of dispute. Union grievances shall comply with all of the foregoing provisions and procedures. (j) For purposes of time limits, “working days” are considered to be Monday through Friday, exclusive of City holidays. (k) If a mutually agreed solution is reached during any step of this grievance procedure, the agreement shall be placed in writing and signed by the City and the grievant or union. (l) Upon request of either party, meetings to discuss the grievance shall be held at any step in the grievance procedure. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 22 of 40 Section 4. Grievance Procedure. Step I. Informal Discussion. Within fifteen (15) working days after the incident or discovery of the incident on which the grievance is based the aggrieved employee shall present the grievance action to his or her immediate supervisor and attempt to resolve the grievance through informal discussions. Every attempt will be made to settle the issue at this level. Step II. If the grievance is not resolved through the informal discussion in Step 1, the employee will reduce the grievance to writing and submit copies to the Department head or his or her designee within fifteen working days of the discussion with the immediate supervisor. The Department Head or designee shall have fifteen working days from the receipt of a written grievance to review the matter and prepare a written statement. Step III. If the grievance is not resolved and/or the aggrieved employee is not satisfied with the Step II decision, the grievant or disciplined employee may appeal to the Human Resource Director or his or her designee in writing within fifteen working days of the receipt of the Department Head's response. The written appeal to the Human Resources level shall include a copy of the original grievance, the Department Head’s decision at Step II, and a clear statement of the reasons for appeal. Within fifteen working days, after receiving the written appeal, the Human Resource Director shall review the matter and prepare a written statement. If a mutually agreed solution is reached during this process the agreement shall be placed in writing and signed. Step IV. If a grievance as defined under 2(a) above is not resolved at Step III, the aggrieved employee may choose between final and binding resolution of the grievance through appeal to the City Manager or through appeal to final and binding arbitration. For the term of this Memorandum of Agreement, appeals to final and binding arbitration may be processed only with Union approval. All Step IV appeals must be filed in writing at the Human Resources Department Office within fifteen working days of receipt of the Human Resource Director’s decision at Step 3. If the grievant or appellant elects final and binding resolution by the City Manager, the City Manager will choose the methods he or she considers appropriate to review and settle the grievance or appeal of disciplinary action. The City Manager shall render a written decision to all parties directly involved within fifteen working days after receiving the grievant/appellant’s appeal. If the grievant/appellant elects final and binding arbitration in accordance with this provision, the parties shall mutually select an arbitrator within 90 days from the date of receipt of the written request for appeal. In the event the parties cannot agree on an arbitrator, they shall mutually request a panel of five arbitrators from the California State Conciliation Service or CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 23 of 40 from the American Arbitration Association if either party objects to the State Conciliation Service, and select an arbitrator by the alternate strike method. The arbitrator shall have jurisdiction and authority only to interpret, apply, or determine compliance with the provisions of this Memorandum of Agreement and such Merit System Rules, regulations, policies, procedures, City ordinances, resolutions relating to terms or conditions of employment, wages or fringe benefits, as may hereafter be in effect in the City insofar as may be necessary to the determination of grievances or appeal of disciplinary action appealed to the arbitrator. The arbitrator shall be without power to make any decision contrary to, or inconsistent with or modifying in any way, the terms of this Memorandum Of Agreement, grant wage increases or decreases, or to decide matters of interest. The arbitrator shall be without authority to require the City to delegate or relinquish any powers which by State law or City Charter the City cannot delegate or relinquish. Where either party seeks arbitration and the other party claims the matter is not subject to the arbitration provisions of this Memorandum of Agreement, the issue of arbitrability shall first be decided by the arbitrator using the standards and criteria set forth in Article XX and without regard to the merits of the grievance or appeal of disciplinary action. If the issue is held to be arbitrable, the arbitration proceedings will be recessed for up to five working days during which the parties shall attempt to resolve the grievance. If no resolution is reached, the arbitrator will resume the hearing and hear and resolve the issue on the merits. Copies of the arbitrator's decision shall be submitted to the City, the aggrieved employee and the Union. All direct costs emanating from the arbitration procedure shall be shared equally by the City and the aggrieved employee or the Union. A grievance as defined under Section 2(b) above (demotion, suspension, reduction in pay or termination) that remains unresolved after the conclusion of step III of the grievance procedure, shall be reviewed by a City Hearing Officer. Appeals to a City Hearing Officer must be filed with the Human Resources Director in writing within fifteen (15) working days of the receipt of the Step III Grievance response. Within sixty (60) working days, the City Hearing Officer shall review the matter, hold a hearing with the City and the affected worker, and prepare a written recommendation to the City Manager. The City Manager shall issue a final and binding decision within fifteen (15) working days after receipt of the City Hearing Officer's recommendation. The City Manager may accept, reject or modify the City Hearing Officer’s recommendation. The City Manager's decision shall be final, binding and not be subject to further appeal. ARTICLE XIX - UNSATISFACTORY WORK OR CONDUCT AND DISCIPLINARY ACTION Section 1. The City has the right to discipline, demote, or discharge employees for cause. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 24 of 40 Section 2. Non-probationary employees whose work or conduct is unsatisfactory but not sufficiently deficient to warrant discipline, demotion, or discharge will be given a written notification of unsatisfactory work or conduct and an opportunity to improve. Failure to correct deficiencies and improve to meet standards may result in discipline, demotion, or discharge. Discipline is defined as suspensions without pay, reduction in pay, demotion, or discharge. Reprimands, transfers, reassignments, layoffs, and negative comments in performance evaluations are not discipline and shall not be subject to the requirements of this Article. Section 3. Preliminary Notice of Discipline. Prior to imposing disciplinary action involving a disciplinary suspension, demotion, reduction in pay, or discharge of a non-probationary employee, a supervisor shall provide an employee with preliminary written notice of the proposed disciplinary action. The notice of proposed disciplinary action must be in writing and served on the employee in person or by registered mail or Fed-Ex. The notice of disciplinary action shall include: (a) Statement of the violations upon which the disciplinary action is based; (b) Intended effective date of the action; (c) Statement of the cause thereof; (d) Statement in ordinary and concise language of the act or the omissions upon which the causes are based; (e) Copies of any documents or other written materials upon which the disciplinary action was fully or in part based. (f) Statement advising the employee of his/her right to appeal from such action, and the right to Union representation. (g) The date and/or the procedure for responding to the notice. Section 4. Skelly Meeting. The employee who receives a notice pursuant to section 3 above shall have the right to respond informally to the charges either verbally or in writing before the discipline is imposed. The employee shall have fifteen (15) days from receipt of the notice to request this pre-disciplinary administrative review. The employee may request a reasonable extension of the time to respond for justifiable reasons. The Skelly meeting to listen to the verbal responses shall be scheduled with a City representative who is not the manager recommending the discipline (the “Skelly Officer”). The Skelly Officer shall render a final written decision (the “post-Skelly decision”) within fifteen (15) days of receiving the employee’s response, if any, and shall deliver the post-Skelly decision to the employee by personal delivery or registered mail to the employee’s last known address on file with the Human Resources Department. The Skelly Officer may sustain, modify, or overturn the recommended disciplinary CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 25 of 40 action. If the Skelly Officer sustains or modifies the disciplinary action, the action may be imposed after the post-Skelly decision is delivered to the employee. ARTICLE XX – NO ABROGATION OF RIGHTS The parties acknowledge that Management rights as indicated in Section 1207D of the Merit System Rules and Regulations and all applicable State laws are neither abrogated nor made subject to negotiation by adoption of this Memorandum of Agreement. ARTICLE XXI – OUTSIDE EMPLOYMENT The provisions of Article 4.7 of the Government Code of the State of California will govern the determination of incompatible outside employment. ARTICLE XXII PROMOTIONAL/CONVERSION OPPORTUNITIES The City and Union will meet on a quarterly basis to review the possibility of converting long term ongoing temporary-hourly positions to regular status. A part of such a meeting may be a discussion regarding promotional opportunities of Hourlies to Classified positions. ARTICLE XXIII – PROVISIONS OF THE LAW Section 1. This Memorandum of Agreement is subject to all current and future applicable Federal and State laws and Federal and State regulations and the Charter of the City of Palo Alto and the Constitution of the State of California. Should any of the provisions herein contained be rendered or declared invalid by reason of any existing State or Federal legislation, such invalidation of such part or portion of this Memorandum of Agreement shall not invalidate the remaining portions hereof, and they shall remain in full force and effect, insofar as such remaining portions are severable. Section 2. The City and the Union agree by signing this Memorandum of Agreement that the wages, hours, rights and working conditions contained herein shall be continued in full force during the term of this Memorandum of Agreement except as otherwise provided for in the Memorandum of Agreement and shall be binding on both the City and the Union upon ratification by the Council of the City of Palo Alto and upon ratification by Union membership. ARTICLE XXIV – COST REDUCTION PROGRAMS During the term of this agreement, the Union will aggressively assist Management in developing cost reduction programs. Such programs may include voluntary reduced hours/pay CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 26 of 40 after this concept is studied by Management, and with such application as may be approved by Management. ARTICLE XXV - TERM This Memorandum of Agreement shall take effect on ratification and signing by the parties, and shall expire on June 30, 2017. Either party may serve written notice upon the other party during the period between ninety and sixty days prior to its expiration date, of its desire to amend this Memorandum of Agreement. If, at the time this Memorandum of Agreement would otherwise terminate, the parties are negotiating a new Memorandum of Agreement, upon mutual agreement of the Union and the City Manager the terms and conditions of this Memorandum shall continue in effect. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 27 of 40 EXECUTED: FOR LOCAL 521, SEIU: FOR CITY OF PALO ALTO: Nick Raisch, Chief Spokesperson James Keene, SEIU Worksite Organizing Director City Manager Bunny Bornstein Kathryn Shen, Library Human Resources Director Melissa C. Tronquet, Chief Spokesperson Manager Employee Relations Brenna Rowe Manager Benefits Maria Patino Human Resources Representative CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 28 of 40 Appendix A Job Classifications for SEIU Hourly Unit Personnel Administrative Specialist I - H Performs administrative work that requires advanced skills or knowledge in support of a department/division or program. Administrative Specialist II – H Performs more complex administrative work that requires advance skills or knowledge in specialized software programs and data analysis in specialized areas in support of a department/division or program. Two years of experience equivalent to that of an Administrative Specialist I. Assistant Park Ranger - H Positions requiring at least 2 years of experience and specialized skills or advanced certificates for First Aid, CPR, and heavy equipment operation. Prior experience as an open space technician or park aide is essential. Building Serviceperson – H Under limited supervision, performs custodial duties and other related work as required to maintain City buildings and facilities in a clean and orderly condition. Members of this classification may be assigned to perform either public works duties or park duties. Two years of experience equivalent to that of a Custodial Assistant. Clerical Assistant - H Under supervision, performs routine and repetitive computer inputting and clerical tasks, and performs related work as required. May require cash handling. Custodial Aide - H Under close supervision, this entry-level position performs basic custodial duties as required to maintain City buildings and facilities, performs room set-ups and take-downs, and other related work. Custodial Assistant - H Under general supervision, performs custodial duties and other related work as required to maintain City buildings and facilities in a clean and orderly condition. Members of this classification may be assigned to perform either public works duties or parks duties. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 29 of 40 General Laborer – H Performs general manual tasks. Performs various types of manual labor as needed. Possesses knowledge of commonly-used concepts, practices, and procedures within a particular field. Performs tasks in conformance within pre-established instructions. Works under general supervision. Uses very limited independent judgment similar to that expected of an apprentice- helper level laborer, consistent with pre-established instructions. May report to a lead worker, but typically reports to a supervisor. Requires a high school diploma or its equivalent with 1 year of related experience. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. House Manager - H Facility supervisor of special events, productions, concerts, rentals – etc. Involves high public contact and customer service, including enforcement of rules and regulations. May included set-up of events. Inspector – H Provides inspections for capital and maintenance work, buildings and structures in any stage of construction, alteration or repair. Insures compliance with standard construction practices, approved plans and specifications, governing laws and City ordinances. Prepares and maintains records of inspections, contractor’s daily activities, verification of materials and quantities used, notification to and contact with the residents in the project area, violation notices, investigations and other related data and information. Salary to be determined – Minimum base of $26.87. An hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. Instructor Aide - H Under general supervision, performs administrative work in support of Instructors in areas such as course preparation, classroom assistance and related activities. May require lifting up to 15 pounds. Instructor I - H Under general supervision, prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides assignments to Instructor Aides and volunteers. Requires previous teaching experience. Requires prior in-depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Instructor II - H Under limited supervision, prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides assignments to Instructor Aides CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 30 of 40 and volunteers. Requires at least two years of experience equivalent to that of an Instructor I. May require lifting up to 15 pounds. Instructor III-H Independently prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences , and provides direction and mentoring for Instructor Is and IIs, Aides and volunteers. Serves in a leadership capacity within the department. Requires at least 4 years of teaching experience and in-depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Journey-Level Laborer – H Performs various tasks involving physical labor in or on buildings, construction sites, demolition sites, streets, sidewalks, or on other construction projects. May operate hand and power tools of all types (e.g. air hammers, earth tampers, cement mixers, small mechanical hoists, surveying and measuring equipment, and various other equipment and instruments). May clean and prepare sites, dig trenches, set braces to support the sides of excavations, erect scaffolding, clean up rubble and debris, and remove hazardous waste materials; may assist other craft workers. Uses independent judgment similar to that expected of a journey level laborer, within pre-established instructions similar to and consistent with industry practices for journey level laborers. Works under general supervision. Typically reports to a lead worker or supervisor. Requires a high school diploma or its equivalent with 1-3 years of related experience. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. Librarian - H Under supervision, assists customers with reference inquiries, provides instruction in the use of library resources and equipment; shelves materials and assists with core management or organization of materials. Distinguishing Characteristics: The Librarian classification is the professional entry level classification within the Library Division. The Librarian has the professional knowledge to identify, develop, interpret, and evaluate all policies, procedures, programs and services to ensure the best quality of service to public library users. It is a broad classification which covers a variety of work situations which require expertise in areas of primary responsibility, as well as in common areas such as materials selection, public library service and in computerized information systems. Significant portion of workday includes direct public contact. Work hours may include early mornings, evenings and weekends. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 31 of 40 ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • Performs routine circulation tasks required to directly serve public, including registering and maintaining files of borrowers; interpreting customer accounts and checking in and out library materials via computerized equipment; accepting, payments for fines, bills, fees; assisting customer with inquiries regarding availability and status of items in collections, and interviewing and assisting users regarding circulation accounts and services. Refers circulation problems to circulation staff or manager. • May conduct library programs for children and adults; conduct tours and classes. • May conduct reference interview and analyze, interpret and answer inquiries utilizing resources in Palo Alto Libraries as well as other libraries and the community, referring unusual questions to a Senior Librarian (Librarian II) or supervisor; assist customers in use of facility including catalog, indexes, reference books and technology. • Performs library programming, including planning, coordination, promotion and the conduct of programs; cooperates with other City departments, community and library groups with program co-sponsorship. • Prepares displays to market the library’s collection; may write regular newsletter articles, book reviews and program announcements for e-newsletters and publications; assists with social media. • May update library web pages; update online calendars; contribute calendar items to community organizations and data bases. • Selects and de-selects library materials in one or more subject areas based on knowledge of budget available, collection size, analysis of community past usage patterns and other criteria; processes discarded materials. • Assist with recruits, interviews, schedules, trains, initiates and coordinates, work of clerical, paraprofessional, temporary and/or volunteer staff as assigned. • May collect, maintain and report statistical records for a variety of library measures. • As directed, performs copy and original cataloging and classification efficiently utilizing online computerized cataloging system; assigns access points for materials; establishes new bibliographic computer records in accordance with recognized standards. • Maintains specific library collections and equipment including housing, physical maintenance and arrangement. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • Master’s Degree in Library and Information Science or related education preferred. KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of alphabetical and numerical filing systems. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 32 of 40 • Knowledge of the library catalog. • Ability to work varied schedule including early mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public, maintaining a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Library Clerk - H Under close general supervision performs technical and clerical tasks; assists customers with their accounts; shelves materials; performs technical and clerical tasks as assigned. Distinguishing Characteristics: Library Clerk is a classification found in the Library Department and is distinguished by the performance of various technical and clerical duties under general supervision. Work hours may vary and include nights and weekends. Includes direct public contact. Some previous knowledge of library operations required. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • May answer customers’ questions. • Checks in/out items; performs standard, holds, special handling and sorts; issues library cards. • Works at the Accounts Desk; handles customer accounts and fines; provides computer assistance; performs shelving. • May assist customers with library technology. • Maintains computer files for library materials; adds, deletes and updates information. • Data enters bibliographic data into the online library system. • Communicates with vendors to request approved items or to ask questions; refers further communications to the supervisor. • Accepts and unpacks deliveries and shipments of library materials; checks for accuracy; returns incorrect or damaged materials to vendors. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 33 of 40 • Receives and invoices materials into the library’s computer system. • Performs RFID tagging Performs shelf reading. • Assists in the setup of programs; performs program cleanup. • Processes LINK+ items and locates items listed on hold for the library branch or on reserve for LINK+. • Assists with special projects and programs. • May perform mail delivery. • Provides basic assistance to customers. • Performs related duties and responsibilities as required. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • High school diploma or equivalent and 6 months experience working in a library KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of library procedures and item shelving structure. • Knowledge of alphabetical and numerical filing systems. • Knowledge of a personal computer and various software applications. • Knowledge of effective customer service. • Ability to use the library catalog. • Ability to perform cash handling and use a cash register. • Ability to perform basic mathematical calculations. • Ability to work varied schedule including mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to work varied schedule including early mornings, evenings, and weekends. Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public; maintains a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 34 of 40 Library Page - H Under close supervision, shelves materials; performs routine clerical and support tasks as assigned. Distinguishing Characteristics: Library Page is a classification found in the Library Department and is distinguished by the performance of routine clerical duties under supervision. Work hours may vary and include nights and weekends. May include direct public contact. No previous knowledge of library operations required. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • Shifts collections; pulls or weeds items; performs sweeps. • Returns library materials to the shelves. • Performs RFID tagging • Performs shelf reading. • Assists in the setup of programs; performs program cleanup. • Processes LINK+ and locates items listed on hold for the library branch or on reserve for Link+ • Performs general cleaning and organization of the library’s areas. • Assist with open and close procedures. • May assist with special projects and programs. • Performs mail delivery. • May provide directional assistance to customers. • Works with Automated Materials Handling machine; moving and sorting bins, and sorting returned items. • Performs related duties and responsibilities as required. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • No experience necessary. KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of alphabetical and numerical filing systems. • Knowledge of the library catalog. • Ability to work varied schedule including early mornings, evenings and weekends CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 35 of 40 • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public, maintains a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Maintenance Assistant - H Under general supervision, responsible for skilled and semiskilled tasks in one or more of the following areas: Landscape and turf maintenance of parks and golf courses, including tree maintenance and turf renovation City building and facilities City streets, sewers, and storm drains City vehicles and equipment Performs related tasks as required. Requires experience with power equipment and a valid California driver’s license. May require drug testing. Open Space Technician - H Under general supervision performs work assignments in Parks and Open Space areas that assist in the protection, preservation and maintenance of Palo Alto open space lands. Entry- level positions that require familiarity with power tools such as weed whips and chain saws. Print Shop Assistant - H Under supervision, provides assistance in the Print Shop in duplication, finishing work, mail distribution and other support function duties, often under tight deadlines. Project Specialist - H Support for and administrative tasks related to City programs and projects on an ongoing basis, requiring technical and administrative skills such as scheduling, research and report writing, project development and design, ongoing project implementation and administration, and budget tracking and conformance. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 36 of 40 Recreation Aide - H Provides general clerical and unskilled labor/support of recreational programs. Recreation Leader I - H Entry level positions that do not require previous experience including: Teen leaders Gymnastics Instructors Sports camp assistants Special event Assistants Summer camp counselors Coaches Recreation Leader II - H Positions require at least one season of experience and certifications in a related field including: Sports Camp Leaders (CPR and First Aid) Sport Officials (CPR and First Aid) Assistant Pool Manager Senior Swim Instructor/Lifeguard Summer camp assistants Coaches Recreation Leader III - H Positions require at least 2 years of experience and specialized skills or advanced certifications in a related field including: Summer Camp Leaders Teen Outreach Leaders Coaches Substitute Teachers Sports Camp Leaders (CPR and First Aid) Sport Officials (CPR and First Aid) Pool Manager Gymnastic/Dance Instructors (Recreation Leader II requirements and Safety Certification and one of the following certifications: Professional Development Program II, Kinder Accreditation for Teachers or Movement Education and Learning Development.) Staff Specialist – H Under limited supervision, performs professional work requiring specialized knowledge or training in a specific field in support of a City program or organizational unit. The work CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 37 of 40 performed is generally varied in character and similar to or equally complex to that of a career position, but is not managerial. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. Stock Clerk - H Under supervision, performs a variety of inventory maintenance functions including receiving, storing, and delivering supplies. Includes maintaining and reviewing computerized inventory records; performs other related work as required. Swim Instructor/Lifeguard - H Monitors pool activities to enforce regulations and prevent accidents, rescue swimmers in distress, conducts swimming lessons in accordance with American Red Cross or other national recognized aquatics programs and performs other related duties as required. Certificates in Lifeguard Training, First Aid and CPR required. Technical Specialist - H Under general supervision, responsible for work that requires technical skills associated with one or more of the following areas: drafting/CAD, electronics, computer systems, engineering, environmental science, or planning. Arts & Science Professional I - H Under general supervision, performs highly skilled jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Arts & Science Professional II - H Under limited supervision, performs highly specialized jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Two years of experience equivalent to that of an Arts & Science Professional I. Arts & Science Professional III - H Independently performs highly specialized jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 38 of 40 sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Five years of experience equivalent to that of an Arts & Science Professional I. May require lifting up to 15 pounds Arts & Science Technician - H Under supervision, performs paraprofessional and skilled support to a specific performing or visual arts program area such as lighting, props, building, painting, stitching – etc. Arts & Science Aide - H Under general supervision, performs general unskilled and some semiskilled tasks in support of theater, arts and museum programs. Zoological Assistant - H Under supervision, performs assignments that assist in the maintenance, control, and shelter of animals in the zoo and other City facilities. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 39 of 40 Appendix B- Salary Schedule CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 40 of 40 Appendix C Public Agency Retirement System (“P.A.R.S.”) Plan City of Palo Alto PST (Part-time, Seasonal and Temporary) Employees Retirement Plan As of the effective date of this contract, the City contracts with the Public Agency Retirement Services Alternate Retirement System (PARS ARS) to provide an alternative plan to Social Security for members of this Unit. The main components of the plan include: Enrollment in the PARS 457 retirement plan is automatic for eligible employees (excludes employees previously enrolled in CalPERS). All contributions are pre-tax and invested Employees receive an annual statement of gains and losses Employees may become eligible to receive their account balance when one of the following events occur: o Termination of employment o Retirement o Permanent or total disability o Death o Changed employment status to a position covered by another retirement system An employee may elect either: o a one-time lump sum cash payment, which may be subject to federal and/or state income tax withholding, OR o A direct rollover without tax withholding to a traditional IRA or an eligible plan that accepts rollovers [e.g. 403(b), 457(b), 401(k)] A copy of the Plan Document is on file in Human Resources and may be reviewed upon advanced request. For questions or additional information, contact PARS at 800-540-6369. SEIU Hourly Salary Schedule effective upon adoption of MOA Steps Rate Steps Rate Steps Rate Step 1 $21.38 Step 1 $21.80 Step 1 $22.24 Step 2 $22.50 Step 2 $22.95 Step 2 $23.41 Step 3 $23.68 Step 3 $24.16 Step 3 $24.64 Step 4 $24.93 Step 4 $25.43 Step 4 $25.94 Step 5 $26.24 Step 5 $26.77 Step 5 $27.31 Step 1 $25.52 Step 1 $26.03 Step 1 $26.55 Step 2 $26.86 Step 2 $27.40 Step 2 $27.95 Step 3 $28.27 Step 3 $28.84 Step 3 $29.42 Step 4 $29.76 Step 4 $30.36 Step 4 $30.97 Step 5 $31.33 Step 5 $31.96 Step 5 $32.60 Step 1 $21.38 Step 1 $21.80 Step 1 $22.24 Step 2 $22.50 Step 2 $22.95 Step 2 $23.41 Step 3 $23.68 Step 3 $24.16 Step 3 $24.64 Step 4 $24.93 Step 4 $25.43 Step 4 $25.94 Step 5 $26.24 Step 5 $26.77 Step 5 $27.31 Step 1 $19.74 Step 1 $20.13 Step 1 $20.54 Step 2 $20.78 Step 2 $21.19 Step 2 $21.62 Step 3 $21.87 Step 3 $22.31 Step 3 $22.76 Step 4 $23.02 Step 4 $23.48 Step 4 $23.96 Step 5 $24.23 Step 5 $24.72 Step 5 $25.22 Step 1 $17.31 Step 1 $17.66 Step 1 $18.01 Step 2 $18.22 Step 2 $18.59 Step 2 $18.96 Step 3 $19.18 Step 3 $19.57 Step 3 $19.96 Step 4 $20.19 Step 4 $20.60 Step 4 $21.01 Step 5 $21.25 Step 5 $21.68 Step 5 $22.12 Step 1 $13.98 Step 1 $14.27 Step 1 $14.56 Step 2 $14.72 Step 2 $15.02 Step 2 $15.33 Step 3 $15.49 Step 3 $15.81 Step 3 $16.14 Step 4 $16.31 Step 4 $16.64 Step 4 $16.99 Step 5 $17.17 Step 5 $17.52 Step 5 $17.88 Step 1 $16.36 Step 1 $16.70 Step 1 $17.03 Step 2 $17.22 Step 2 $17.58 Step 2 $17.93 Step 3 $18.13 Step 3 $18.50 Step 3 $18.87 Step 4 $19.08 Step 4 $19.47 Step 4 $19.86 Step 5 $20.08 Step 5 $20.49 Step 5 $20.90 Step 1 $16.08 Step 1 $16.41 Step 1 $16.74 Step 2 $16.93 Step 2 $17.27 Step 2 $17.62 Step 3 $17.82 Step 3 $18.18 Step 3 $18.55 Step 4 $18.76 Step 4 $19.14 Step 4 $19.53 Step 5 $19.75 Step 5 $20.15 Step 5 $20.56 Step 1 $9.69 Step 1 $9.89 Step 1 $10.10 Step 2 $10.20 Step 2 $10.41 Step 2 $10.63 Step 3 $10.74 Step 3 $10.96 Step 3 $11.19 Step 4 $11.31 Step 4 $11.54 Step 4 $11.78 Step 5 $11.91 Step 5 $12.15 Step 5 $12.40 Step 1 $20.20 Step 1 $20.62 Step 1 $21.02 Step 2 $21.26 Step 2 $21.70 Step 2 $22.13 Step 3 $22.38 Step 3 $22.84 Step 3 $23.29 Step 4 $23.56 Step 4 $24.04 Step 4 $24.52 Step 5 $24.80 Step 5 $25.30 Step 5 $25.81 Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Administrative Specialist II - H Building Service Person - H Custodial Aide - H House Manager - H Assistant Park Ranger - H Clerical Assistant - H Custodial Assistant - H Instructor Aide - H Instructor I - H9009 9007 9008 9005 9006 9000 9001 9002 9004 Salary Effective upon MOA adoptionJob Code FLSA Job Title 9003 Administrative Specialist I – H Non-exempt Non-exempt Salary Effective 07/01/2015 Salary Effective 07/01/2016 SEIU Hourly Salary Schedule effective upon adoption of MOA Step 1 $24.61 Step 1 $25.10 Step 1 $25.60 Step 2 $25.90 Step 2 $26.42 Step 2 $26.95 Step 3 $27.26 Step 3 $27.81 Step 3 $28.37 Step 4 $28.69 Step 4 $29.27 Step 4 $29.86 Step 5 $30.20 Step 5 $30.81 Step 5 $31.43 Step 1 $28.31 Step 1 $28.89 Step 1 $29.46 Step 2 $29.80 Step 2 $30.41 Step 2 $31.01 Step 3 $31.37 Step 3 $32.01 Step 3 $32.64 Step 4 $33.02 Step 4 $33.69 Step 4 $34.36 Step 5 $34.76 Step 5 $35.46 Step 5 $36.17 Step 1 $25.98 Step 1 $26.50 Step 1 $27.03 Step 2 $27.35 Step 2 $27.89 Step 2 $28.45 Step 3 $28.79 Step 3 $29.36 Step 3 $29.95 Step 4 $30.30 Step 4 $30.90 Step 4 $31.53 Step 5 $31.89 Step 5 $32.53 Step 5 $33.19 Step 1 $19.33 Step 1 $19.73 Step 1 $20.13 Step 2 $20.35 Step 2 $20.77 Step 2 $21.19 Step 3 $21.42 Step 3 $21.86 Step 3 $22.30 Step 4 $22.55 Step 4 $23.01 Step 4 $23.47 Step 5 $23.74 Step 5 $24.22 Step 5 $24.71 Step 1 $11.85 Step 1 $12.09 Step 1 $12.34 Step 2 $12.47 Step 2 $12.73 Step 2 $12.99 Step 3 $13.13 Step 3 $13.40 Step 3 $13.67 Step 4 $13.82 Step 4 $14.11 Step 4 $14.39 Step 5 $14.55 Step 5 $14.85 Step 5 $15.15 Step 1 $15.56 Step 1 $15.87 Step 1 $16.20 Step 2 $16.38 Step 2 $16.71 Step 2 $17.05 Step 3 $17.24 Step 3 $17.59 Step 3 $17.95 Step 4 $18.15 Step 4 $18.52 Step 4 $18.89 Step 5 $19.10 Step 5 $19.49 Step 5 $19.88 Step 1 $15.56 Step 1 $15.87 Step 1 $16.20 Step 2 $16.38 Step 2 $16.71 Step 2 $17.05 Step 3 $17.24 Step 3 $17.59 Step 3 $17.95 Step 4 $18.15 Step 4 $18.52 Step 4 $18.89 Step 5 $19.10 Step 5 $19.49 Step 5 $19.88 Step 1 $19.33 Step 1 $19.73 Step 1 $20.13 Step 2 $20.35 Step 2 $20.77 Step 2 $21.19 Step 3 $21.42 Step 3 $21.86 Step 3 $22.30 Step 4 $22.55 Step 4 $23.01 Step 4 $23.47 Step 5 $23.74 Step 5 $24.22 Step 5 $24.71 Step 1 $21.38 Step 1 $21.80 Step 1 $22.24 Step 2 $22.50 Step 2 $22.95 Step 2 $23.41 Step 3 $23.68 Step 3 $24.16 Step 3 $24.64 Step 4 $24.93 Step 4 $25.43 Step 4 $25.94 Step 5 $26.24 Step 5 $26.77 Step 5 $27.31 Step 1 $9.69 Step 1 $9.89 Step 1 $10.10 Step 2 $10.20 Step 2 $10.41 Step 2 $10.63 Step 3 $10.74 Step 3 $10.96 Step 3 $11.19 Step 4 $11.31 Step 4 $11.54 Step 4 $11.78 Step 5 $11.91 Step 5 $12.15 Step 5 $12.40 Step 1 $9.69 Step 1 $9.89 Step 1 $10.10 Step 2 $10.20 Step 2 $10.41 Step 2 $10.63 Step 3 $10.74 Step 3 $10.96 Step 3 $11.19 Step 4 $11.31 Step 4 $11.54 Step 4 $11.78 Step 5 $11.91 Step 5 $12.15 Step 5 $12.40 Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt 9020 Non-exempt Non-exempt Non-exempt Non-exempt Recreation Leader I - H Project Specialist - H Print Shop Assistant - H Library Clerk - H Maintenance Assistant - H Library Page - H Open Space Technician - H Recreation Aide - H Librarian - H Instructor III-H Instructor II - H 9018 9019 9016 9014 9015 9012 9013 9011 9010 SEIU Hourly Salary Schedule effective upon adoption of MOA Step 1 $13.12 Step 1 $13.39 Step 1 $13.64 Step 2 $13.81 Step 2 $14.09 Step 2 $14.36 Step 3 $14.54 Step 3 $14.83 Step 3 $15.12 Step 4 $15.30 Step 4 $15.61 Step 4 $15.92 Step 5 $16.10 Step 5 $16.43 Step 5 $16.76 Step 1 $16.32 Step 1 $16.65 Step 1 $16.99 Step 2 $17.18 Step 2 $17.53 Step 2 $17.88 Step 3 $18.08 Step 3 $18.45 Step 3 $18.82 Step 4 $19.03 Step 4 $19.42 Step 4 $19.81 Step 5 $20.03 Step 5 $20.44 Step 5 $20.85 Step 1 $15.48 Step 1 $15.79 Step 1 $16.10 Step 2 $16.29 Step 2 $16.62 Step 2 $16.95 Step 3 $17.15 Step 3 $17.49 Step 3 $17.84 Step 4 $18.05 Step 4 $18.41 Step 4 $18.78 Step 5 $19.00 Step 5 $19.38 Step 5 $19.77 Step 1 $11.06 Step 1 $11.29 Step 1 $11.50 Step 2 $11.64 Step 2 $11.88 Step 2 $12.11 Step 3 $12.25 Step 3 $12.50 Step 3 $12.75 Step 4 $12.89 Step 4 $13.16 Step 4 $13.42 Step 5 $13.57 Step 5 $13.85 Step 5 $14.13 Step 1 $17.31 Step 1 $17.66 Step 1 $18.01 Step 2 $18.22 Step 2 $18.59 Step 2 $18.96 Step 3 $19.18 Step 3 $19.57 Step 3 $19.96 Step 4 $20.19 Step 4 $20.60 Step 4 $21.01 Step 5 $21.25 Step 5 $21.68 Step 5 $22.12 Step 1 $9.47 Step 1 $9.66 Step 1 $9.86 Step 2 $9.97 Step 2 $10.17 Step 2 $10.38 Step 3 $10.49 Step 3 $10.71 Step 3 $10.93 Step 4 $11.04 Step 4 $11.27 Step 4 $11.50 Step 5 $11.62 Step 5 $11.86 Step 5 $12.10 Step 1 $20.20 Step 1 $20.62 Step 1 $21.02 Step 2 $21.26 Step 2 $21.70 Step 2 $22.13 Step 3 $22.38 Step 3 $22.84 Step 3 $23.29 Step 4 $23.56 Step 4 $24.04 Step 4 $24.52 Step 5 $24.80 Step 5 $25.30 Step 5 $25.81 Step 1 $24.61 Step 1 $25.10 Step 1 $25.60 Step 2 $25.90 Step 2 $26.42 Step 2 $26.95 Step 3 $27.26 Step 3 $27.81 Step 3 $28.37 Step 4 $28.69 Step 4 $29.27 Step 4 $29.86 Step 5 $30.20 Step 5 $30.81 Step 5 $31.43 Step 1 $28.31 Step 1 $28.89 Step 1 $29.46 Step 2 $29.80 Step 2 $30.41 Step 2 $31.01 Step 3 $31.37 Step 3 $32.01 Step 3 $32.64 Step 4 $33.02 Step 4 $33.69 Step 4 $34.36 Step 5 $34.76 Step 5 $35.46 Step 5 $36.17 Step 1 $14.35 Step 1 $14.64 Step 1 $14.92 Step 2 $15.10 Step 2 $15.41 Step 2 $15.71 Step 3 $15.89 Step 3 $16.22 Step 3 $16.54 Step 4 $16.73 Step 4 $17.07 Step 4 $17.41 Step 5 $17.61 Step 5 $17.97 Step 5 $18.33 Step 1 $21.38 Step 1 $21.80 Step 1 $22.24 Step 2 $22.50 Step 2 $22.95 Step 2 $23.41 Step 3 $23.68 Step 3 $24.16 Step 3 $24.64 Step 4 $24.93 Step 4 $25.43 Step 4 $25.94 Step 5 $26.24 Step 5 $26.77 Step 5 $27.31 9023 Arts & Science Professional III - H Arts & Science Professional II - H Arts & Science Professional I - H Arts & Science Aide - H Technical Specialist - H Swim Instructor/Life Guard - H Stock Clerk - H Recreation Leader II - H 9029 Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt 9024 9025 9022 Recreation Leader III - H Non-exempt Zoological Assistant - H Arts & Science Technician - H Non-exempt 9028 9026 9027 9030 9021 SEIU Hourly Salary Schedule effective upon adoption of MOA Min Max $10.00 TBD Min Max $26.87 TBD Min Max $10.00 TBD Inspector - H Jourey Level Laborer - H General Laborer - H Non-exempt Non-exempt Non-exempt 9033 9032 9035 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 1 of 41 City of Palo Alto Memorandum of Agreement City of Palo Alto and Service Employees International Unit (SEIU) Local 521 Hourly Employee Unit January 1, 2012 – June 30, 2017 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 2 of 41 ADD TOC MEMORANDUM OF AGREEMENT City of Palo Alto and Local 521, SEIU HOURLY UNIT PREAMBLE This Memorandum of Agreement is entered into by the City of Palo Alto (hereinafter referred to as the City) and Local 521 Service Employees International Union (hereinafter referred to as the Union). Employee, for the purposes of this Memorandum of Agreement, shall mean an employee assigned to a classification within the SEIU Hourly unit. This Memorandum of Agreement is pursuant and subject to Sections 3500 et, seq. of the Government Code of the State of California and Chapter 12 of the City of Palo Alto Merit Rules and Regulations. ARTICLE I – RECOGNITION Section 1. Pursuant to Sections 3500 et. seq. of the Government Code of the State of California and Chapter 12 of the City of Palo Alto Merit System Rules and Regulations, the City recognizes the Union as the exclusive representative of a representation unit consisting of hourly employees who are regularly scheduled and who work an average of eight (8) hours per week over eleven (11) pay periods for a minimum of four hundred sixteen (416) hours per fiscal year. This does include PERS exempt employees. This does not include on call employees without regular schedules and who are hired to work occasionally for special projects. This does not include employees employed primarily to work seasonal or recreational programs and who may work intermittently outside their recreational season. This unit shall for purposes of identification be titled the SEIU Hourly unit, and includes employees in the classifications listed in Appendix A attached. The City shall notify the Union in writing of the development of a new hourly classification and upon request will meet and confer regarding inclusion of the classification in the SEIU hourly unit. The parties agree that hourly employees are considered to be in the bargaining unit while that employee is employed by the City of Palo Alto if: (a) The employee is hired to work in a covered classification with the expectation of working an average of eight (8) hours per week over eleven (11) pay periods for a minimum of four hundred and sixteen (416) hours in a fiscal year Or CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 3 of 41 (b) The employee actually works in a covered classification for an average of eight (8) hours per week over eleven (11) pay periods for a minimum of four hundred and sixteen (416) hours in any fiscal year beginning fiscal year 2003/2004. Section 2. No Discrimination. The City and Union agree that no person employed by or applying for employment hereto shall be discriminated against because of race, religion, creed, political affiliation, color, national origin, ancestry, union activity, age, disability, sexual orientation, or gender. The City and the Union agree to protect the rights of all employees to exercise their free choice to join the Union and to abide by the express provisions of applicable State and local laws. ARTICLE II - UNION SECURITY Section 1. Notice. When a person is hired in a job covered in Article I, the City shall notify that person that the Union is the recognized bargaining representative for the employee and give the employee a current copy of the Memorandum of Agreement. When a group employee orientation is held for new employees of the bargaining unit, a Union Representative may make a presentation to such bargaining unit employees for the purpose of explaining matters of representation. The presentation shall not exceed 15 minutes. New employees shall be required to attend orientation. The Director of Human Resources may make an exception if extraordinary circumstances interfere with the employee’s ability to attend. If the Director grants an exception, the employee and Union shall be granted a maximum of fifteen (15) minutes at the employee’s report location for union orientation. Section 2. Agency Shop. (a) Every employee in the bargaining unit covered by this Memorandum of Agreement shall: (1) remain a member in good standing of the Union; or (2) pay to the Union a monthly service fee, to be set by the Union in accordance with applicable law, in an amount not to exceed the standard initiation fee, periodic dues, and general assessments of the organization; or, (3) in the case of an employee who certifies that he/she is a member of a recognized religion, body or sect which has historically held conscientious objection to joining or financially supporting public employee organizations, pay a charity fee, equal to the service fee, to a non-religious, non-labor charitable fund exempt from taxation under Section 501 (c)(3) of the Internal Revenue Code, chosen from one of the following three charitable organizations agreed to by the City and the Union (or any successor organization(s) agreed to by the City and the Union): United Way of California CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 4 of 41 Community Health Charities Environmental Federation of California Union members may declare their intention to terminate Union membership by certified letter, return receipt requested, to the Director of Human Resources and the Union. In order to be effective, the notice must be filed during the 30-day period between 60 and 90 days prior to expiration of the Memorandum of Agreement. (b) Employees who are newly hired into or who join the bargaining unit shall elect one of the above payment deduction options by completing and submitting the Employee Election form within thirty (30) calendar days of being hired into a classification covered by this MOA. (c) To qualify for deduction of the Charity Fee, the employee must certify to the Union and City that he/she is a member of a bona fide religious body or sect that has historically held conscientious objection to joining or financially supporting employee organizations. The employee is required to submit to the City and the Union a notarized letter signed by an official of the bona fide religion, body, or sect certifying that person’s membership. Upon request, the City shall provide to the Union a report of payments made by employees that qualify for the Charity Fee option in this subsection. (d) The deductions in this Section shall not apply during any period where an employee is in an unpaid status. (e) Involuntary Service Fee Deduction Process: The City shall deduct a service fee from the salary of each bargaining unit member who has not authorized a dues deduction, service fee deduction or charity fee in writing within the time stated in this Section, above. The Union certifies that it has consulted with knowledgeable legal counsel and has thereby determined that this involuntary service fee deduction process satisfies all constitutional and statutory requirements. (f) Agency shop may be rescinded only in accordance with the provision of state law. (g) Indemnification, Defense and Hold Harmless: Union agrees to indemnify and hold harmless the City and all officials, employees, and agents acting on its behalf, from any and all claims, actions, damages, costs, or expenses including all attorney’s fees and costs of defense in actions against the City, its officials, employees or agents as a result of actions taken or not taken by the City pursuant to the Agency Shop Arrangement. (h) Sign-up forms for deduction of union dues, service fees and charity fees shall be provided by the Union and approved by the City. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 5 of 41 The parties agree to work out administrative procedures when an employee is in non- pay status. Dues will not be deducted when circumstances result in a negative paycheck. Section 3. Documentation. The City shall supply the Union with the information described under subsections (a) and (b) of this Section: (a) A monthly print out of the names, membership status, addresses and classifications of all bargaining unit employees; The Union will use this contact information only for purposes relevant and necessary to fulfilling its obligation to represent unit employees. (b) A list of bargaining unit new hires, terminations and retirements which occurred during the previous month. (c) The Union shall supply the City, and as applicable, the employees, with the documentation required by Government Code Section 3502.5(f). Section 4. Payroll Deduction. The City shall deduct Union membership dues, service fees, charity fees, and any other mutually agreed upon payroll deduction, which may include voluntary COPE check-off, from the bi-weekly pay of bargaining unit employees. The dues/fees deduction must be authorized in writing by the employee on an authorization form acceptable to the City and the Union, except as provided in Section 2(e) and Section 2(h) above. City shall remit the deducted dues or fees to the Union as soon as possible after deduction. Section 5. Bulletin Boards and Departmental Mail. The Union shall have access to inter-office mail, existing bulletin boards in unit employee work areas, and the existing Union-paid telephone answering device for the purpose of posting, transmitting, or distributing notice or announcements including notices of social events, recreational events, Union membership meetings, results of elections and reports of minutes of Union meetings. Any other material must have prior approval of the Human Resources Office. Action on approval will be taken within 24 hours of submission. The Union may send email messages only for the purposes set forth above. The IT Department will maintain the SEIU list and keep it current. The Union access to email is based on the following conditions: 1) emails to the SEIU list will be copied to the Human Resource Director at distribution; 2) emails to the SEIU list will only be sent by the SEIU Chapter Chair, Vice Chair, Chief Steward(s) or Secretary, 3) a maximum of 52 emails may be sent per year and a maximum of 12 emails may be sent per year by the SEIU Chapter Secretary. Section 6. Access to Union Representatives. Representatives of the Union are authorized access to City work locations for the purpose of conducting business within the scope of representation, provided that no disruption of work is involved and the business transacted is CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 6 of 41 other than recruiting of members or collecting of dues, and the Representative must notify the Human Resources Department Office prior to entering the work location. Section 7. Meeting Places. The Union shall have the right to reserve City meeting and conference rooms for use during lunch periods or other non-working hours. Such meeting places will be made available in conformity with City's regulations and subject to the limitations of prior commitment. Section 8. Notification to the Union. The Union shall be informed in advance in writing by Management before any proposed changes not covered by this Memorandum of Agreement are made in benefits, working conditions, or other terms and conditions of employment which require meet and confer or meet and consult process. Section 9. Union Logo. All materials and documents produced on Itek and metal plates, by the City print and reproduction shop, shall carry the Union label on the inside of covers or title pages in accordance with customary printing trades practices. Section 10. City Council Materials. The City shall make available to the Union in a timely manner copies of all City Council meeting agendas, minutes and schedule of meetings. These materials may be picked up at the City Clerk's Office during business hours. Section 11. Temporary Agency Reporting. Upon request, the City shall provide to the Union reports by department on the use of agency temporaries filling representation unit vacant positions, or doing work similar to that of representation unit classifications. Section 12. Job Postings. Job postings for classifications positions covered by this Agreement shall include a statement that the position is covered by this Collective Bargaining Agreement and that union dues or agency fees may be required. Section 13. Contracting Out. The City through the labor management process will keep the Union advised of the status of the budget process, including any formal budget proposal involving the contracting out of SEIU bargaining unit work traditionally performed by bargaining unit members at least thirty (30) days prior to the release of the City Manager’s proposed budget. The City will notify the Union in writing at least ninety (90) days prior to contracting work which has been traditionally performed by bargaining unit members, where such contracting will result in layoff or permanent reduction in hours. Within the ninety (90) day period of contracting out, both parties may offer alternatives to contracting out and meet and confer on the impact of such contracting out of a bargaining unit employee work. The City will notify the Union in writing when contracting out work which has been traditionally performed by bargaining unit workers, where such contracting out is expected to replace a laid CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 7 of 41 off bargaining unit position that has been eliminated within ninety (90) days prior to the date of the planned contract work. When feasible, the City will provide such notice prior to the beginning date of the planned contract work. The City will meet with the Union upon request to discuss alternatives. This provision does not apply to the filling of temporary vacancies of twelve (12) months or less duration. The City will provide the Union with a biannual list by department of all contract workers or vendors who are contracted by the City who perform work for the City. The City will make a reasonable effort to identify the names of the vendors on the list and the nature of the work provided by each vendor. ARTICLE III. STEWARDS Section 1. Designation. The Union agrees to notify the Director of Human Resources of those individuals designated as Union officers and Stewards who receive and investigate grievances and represent employees before Management. Alternates may be designated to perform Steward functions during the absences or unavailability of the Steward. Section 2. Release Time. It is agreed that, as long as there is prior notice to the Supervisor with no disruption of work, one (1) Steward shall be allowed reasonable release time away from their work duties, without loss of pay, to act in representing a unit employee or employees on grievances or matters within the scope of representation, including: (a) A meeting of the Steward and an employee, or employees of that unit related to a grievance. (b) A meeting with Management. (c) Investigation and preparation of grievances. Grievances may be transmitted on City time. All Steward release time shall be reported on time cards using Internal Order 80005 or its successor and a short-text notation describing the nature of the release time (e.g. “Steward release time”, “bargaining release time”, “Labor-Management Committee release time”, etc.). Section 3. Advance Notification and Approval. The Union agrees that the Steward shall give advance notification to his/her supervisor and receive permission before leaving the work location, except in those cases involving emergencies where advance notice cannot be given. Management permission to leave the worksite under this section shall not be unreasonably denied. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 8 of 41 Section 4. Timecard Reporting. One Union Steward per affected Department, who is a City employee, shall be allowed a reasonable amount of release time off for purposes of meeting and conferring or meeting and consulting on matters within the scope of representation. All such time will be reported on timecards using Internal Order 80005 or its successor and a short-text notation describing the nature of the release time (e.g. “Steward release time”, “bargaining release time”, “Labor-Management Committee release time”, etc.). Section 5. Storage of Union materials. Union Stewards may utilize space in assigned desks for storage of Union materials. In the event Stewards are not assigned desks the City will provide locker or other mutually agreeable space for storage of Union materials. Section 6. Labor/Management Meetings. Two Hourly Unit employees from different divisions shall be allowed a reasonable amount of release time off to participate in monthly Labor/ Management Meetings. Such meetings may be included with the Classified Unit’s Labor/Management meetings if appropriate. Such time shall be reported using Internal Order 80005 or its successor and a short-text notation describing the nature of the release time (e.g. “Labor-Management Committee release time”, etc.). ARTICLE IV. REDUCTION IN FORCE For the purposes of this Section, length of service shall be defined as all straight time hours worked by that employee for the City of Palo Alto. Section 1. In the event of reductions in force, reductions shall be accomplished whenever possible through attrition. Section 2. Notice. When the City determines that layoffs are imminent resulting from reduction in force within the representation unit, the City will give the Union such advance notice as is reasonable under the circumstances. The notice will indicate the departments and divisions which will be affected and the circumstances requiring the layoffs. The City will furnish the Union with a current representation unit seniority list with notice of layoff. Section 3. Seniority and Service Ties. If the work force is reduced within a department, division, or office for reasons of change in duties or organization, abolition of position, shortage of work or funds, or completion of work, employees with the shortest length of service will be laid off first so long as employees retained are fully qualified, trained, and capable of performing remaining work. Length of service for the purpose of this article will be based on current service hire date of record in a regularan hourly classification with no adjustment for leaves of absence. Length of service ties will be determined by lot. Employees laid off due to the above reasons will be given written notice at least thirty (30) days prior to the reduction in force. A copy of such notice will be given to the Union. Such employees shall be offered priority employment rights to hourly positions which are requisitioned and for CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 9 of 41 which the employees are qualified for a period beginning with notification and ending sixty days following the reduction in force. Employees transferred or reclassified under this section will be assigned to the step in the new classification salary range closest to the employee's salary range at the time of reclassification. Employees laid off pursuant to this section shall receive the balance of all regular City compensation owed at termination within 72 hours of the date of termination. This does not include any amounts payable under Article V, Section 6, oras PERS contribution refunds, if any. Section 4. Bumping Rights. Employees identified for layoff who have seniority (bumping) rights to their current or previously held classification within the representation unit must declare their intention to exercise these rights within seven (7) working days after written notification of layoff, otherwise bumping rights will automatically terminate. Bumping may occur within the representation unit, only to the least senior incumbent of the current or a previously held classification. To successfully bump, the employee must be fully qualified, trained, and capable of performing all work in the position bumped. An employee who declares bumping rights may not also claim priority re-employment rights. For purposes of this section of the Agreement, the term "working days" shall mean Mondays through Fridays, exclusive of holidays. Section 5. Re-Employment List. The names of persons laid-off or who through bumping changed classification in accordance with the provisions of this Article shall be entered upon a re-employment list in seniority order. The person with the highest seniority on a division re- employment list for a particular classification when a vacancy exists in that classification in that division shall be offered the appointment. Names shall be carried on a re-employment list for a period of one (1) year from the date of separation from City services or change of classification through bumping. Upon re-employment within the one-year period, the employee's hire date of record at the time of layoff will be reinstated. Section 6. Reinstatement. Employees laid off pursuant to Section 2 who are reinstated to regular position within sixty days shall retain the sick leave balance they had at the time of layoff. Section 7. No representation unit employee will be laid off or remain on a re-employment list when intermittent hourly and seasonal hourly employees are performing substantially all the duties of the classification of the hourly employee receiving a layoff notice or on a re- employment list. ARTICLE V. PERSONNEL ACTIONS CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 10 of 41 Section 1. Probationary Period. Each new employee shall serve a probationary period of six (6) months of continuous employment calculated from the employee’s date of hire in a covered classification and excluding all periods of leave and light duty assignments. The probationary period shall be regarded as a part of the testing process and shall be utilized for closely observing the employee's work, for securing the effective adjustment of a new employee to his/her position, and for rejecting any probationary employee whose performance does not meet the acceptable standards of work. At least one written performance appraisal will be given each probationary employee on or before expiration of the probationary period. Normally, this appraisal will be given at the end of 416 hours of continuous service or six months, whichever occurs first. In the event of termination prior to successful completion of the probationary period, such terminated employee shall be given written notice of his/her termination with the reasons for the termination stated therein. The Human Resources Department shall, upon request, afford an interview in a timely fashion to the terminated employee for discussion of the reasons for termination. The employee may, upon request, be accompanied by a Union Representative. The interview shall not be deemed a hearing nor shall it obligate the City to reconsider or alter the termination action. The parties agree that probationary employees shall have all rights under this Memorandum of Agreement, including full and complete access to the grievance procedure, save and except for instances of suspension, demotion or termination. Section 2. Personnel Evaluations. Personnel evaluations will be given to employees as scheduled by Management. Personnel evaluations are not appealable subject to appeal through the grievance procedure but, in the event of disagreement over content, the employee may request a review of the evaluation with the next higher level of Management, in consultation with the Human Resources Department. For purposes of this review, the employee may be represented by the Union. Decisions regarding evaluation review shall be made in writing within ten (10) working days following the review meeting. Section 3. Personnel Files. Records of all disciplinary actions shall be kept in the central personnel file. Employees shall be entitled to sign and date all action forms in their personnel files. Employees are entitled to review their personnel files upon written request or to authorize, in writing, review by their Union Representatives. An employee or the Union shall be allowed, upon reasonable request, copies of materials in an employee's personnel file relating to a grievance. Section 4. Release of Information. The City will only release information to creditors or other persons upon prior identification of the inquirer and acceptable reasons for the inquiry. Information then given from personnel files is limited to verification of employment, length of employment and verification and disclosure of salary range information. Release of more specific information may be authorized by the employee in writing. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 11 of 41 Section 5. Full Time Opportunities. Full time job opportunities for classifications within the Hourly unit and the Classified unit will be posted for at least ten (10) working days (Monday through Friday) prior to selection. Outside recruitment may be used for full time openings and may begin at the time of posting, or any time thereafter. Section 6. Equitable Rotation. In assigning employees to regular schedules or special assignments, transfer, standby, overtime, or time off selection, ability to perform the work, length of service and/or equitable rotation shall determine the assignments. Section 7. Internal Eligibility. Non-probationary employees in the Hourly Unit are eligible to apply for any posted SEIU Classified Unit promotional employment opportunity. Such participation shall be on the same basis and on the same terms as applies to internal Classified Unit applicants, except as provided otherwise by the terms of the applicable City-SEIU Classified Unit MOA or other applicable agreement between the City and the SEIU Classified Unit. Unless otherwise provided by the City-SEIU Classified Unit MOA or other applicable agreement between the City and the SEIU Classified Unit, the seniority of an Hourly Unit applicant shall be determined by total hours worked divided by two thousand eighty (2080). The parties acknowledge that this paragraph will have effect only upon written agreement between the City and SEIU Classified Unit to permit its application and for the duration of such agreement. Section 8. Work in SEIU Classified Unit Vacancies. An employee in the Hourly bargaining unit may perform the duties of a vacant SEIU Classified bargaining Unit position for up to six months. However, if before the six month period ends the City initiates and remains engaged in an active recruitment and selection process (i.e. such steps as advertising, posting, development of an employment candidate list, and interviews) with the objective of filling the vacancy the City shall be entitled to have the employee in this unit continue to perform the duties until a regular incumbent is hired and commences work. In the absence of an active recruitment, the City’s Human Resources Director (or his or her designee) and the Union may agree in writing to extend this period for one or more three month increments. The Union agrees that it shall not unreasonably withhold agreement for reasonable extensions of reasonable duration. Members of this bargaining unit may be employed in vacant Public Safety Dispatcher positions without application of the limitations set forth in this paragraph. ARTICLE VI - PAY Section 1. Wages. Base wage rates and ranges of covered classifications are set forth in Appendix B (Salary Schedule) A of this Memorandum of Agreement and reflect the following increases:. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 12 of 41 Effective the first pay period following ratification and adoption of this agreement by the City Council, all base wage rates for the represented classifications set forth in this Agreement shall be increased by two percent (2%). Effective the pay period including July 1, 2015, base wage rates for the represented classifications set forth in this Agreement shall be increased by two percent (2%). Effective the pay period including July 1, 2016, base wage rates for the represented classifications set forth in this Agreement shall be increased by two percent (2%). Section 2. Step Increases. Hourly employees are to be given a performance review after 416 hours, or six months, whichever occurs first, from date of hire and annually thereafter; improvement, efficient and effective service will warrant a salary step increase. Subsequent salary reviews are based on performance appraisals and will depend upon demonstrated satisfactory job performance. If an employee’s performance evaluation is delayed past the employee’s review date and the reviewing manager determines that the employee’s demonstrated job performance warrants the step increase, the increase shall take effect retroactive to the employee’s scheduled review date. Section 3. Working Out of Classification. The term "working out of classification" is defined as a Management authorized assignment to a budgeted Hourly or Classified position on a temporary basis wherein all significant duties are performed by an individual holding a classification within a lower compensation range. Pay for working out of classification shall be as follows: Employees appointed to "working out of classification" basis will receive acting pay within the range of the higher classification beginning the sixth (6th) consecutive work day of the assignment. Pay for work out of class will be determined by the salary step of the higher classification which the employee would be compensated if permanently appointed to that classification. Out-of-classification provisions do not apply to work assignments performed in connection with specific predetermined apprenticeship or training programs, or declared conditions of public peril and/or disaster. Section 4. Direct Deposit. Beginning in the first pay period following union ratification and adoption of this Agreement by the City Council, the City shall directly deposit all paychecks for Unit employees in a financial institution of the employee’s choice that accepts direct deposits and does not charge the City a fee(s) for direct deposit service. In the event that the employee fails to designate a financial institution for direct deposit of his or her payroll check, the employee shall pick up the check personally in the City’s Administrative Services Department CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 13 of 41 office on the next business day following payday at a pickup time designated by Administrative Services. ARTICLE VII - HOURS OF WORK, OVERTIME Section 1. Work Week and Work Day. The workweek for hourly employees shall be no greater than forty (40) regularly scheduled hours. An employee will work the hours assigned by the employee’s supervisor. Overtime work must be approved by a supervisor prior to being performed. Section 2. Overtime Work. An employee will receive overtime at the rate of time and one-half for all hours paid after 40 hours in a workweek. Section 3. Work Shifts. Employees may be assigned to work shifts with scheduled starting and quitting times. For employees assigned to a regular work shift, should conditions necessitate a change in starting and quitting times, the Employee will be notified ten (10) working days in advance and permitted to discuss such changes with the City. The Employee may request the presence of his/her Union Representative at the meeting with the City. This however, shall not preclude the City’s right to effect schedule changes dictated by operational necessity, nor shall this provision apply to day-to-day changes needed to cover short-term unexpected absences. This section does not apply to overtime scheduling. Section 4. Lunch and Break Periods. Employees will be granted a minimum half hour (1/2 hour) unpaid meal break after five (5) hours of work, unless the entire shift is only six (6) hours, in which case the employer and employee may agree to forgo the meal break. If dictated by the operational needs of a department, and upon agreement by the City and the Union, employees may take an “on duty” lunch period which shall be counted as time worked. All employees in the bargaining unit will be granted a paid rest period limited to fifteen (15) minutes during each full four (4) hours of work. Departments may make reasonable rules concerning rest period scheduling. Section 5. Clean-Up Time. All employees whose work causes their person or clothing to become soiled shall be provided with reasonable time before lunch and at shift end for wash-up purposes. Section 6. Call-Out Pay. Employees not otherwise excluded from receiving overtime pay and who are called out to perform work shall be compensated for at least two hours pay from the time of the call-out for each occurrence at the appropriate overtime rate. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 14 of 41 ARTICLE VIII UNIFORMS The City will provide uniforms, coveralls or shop coats on a weekly basis, or as otherwise furnished, for the jobs and/or classifications that the City requires such apparel. Employees required to wear uniforms shall be provided suitable change rooms and lockers where presently provided. Employee clothing seriously damaged or destroyed in conjunction with an industrial injury will be reasonably replaced by the City. Any other claims alleging City liability may be filed with the City Attorney. The City shall reimburse employees 75 percent of the cost of job-required safety shoes upon verification of such purchase by the employee. The City will provide rainy weather protection when and where appropriate. The City and the Union will work through the Labor Management process to further develop guidelines for providing uniforms and reimbursements. ARTICLE IX HOLIDAYS Section 1. Fixed Holidays: January 1 Third Monday in January (Martin Luther King Day) Third Monday in February Last Monday in May July 4 First Monday in September Second Monday in October Veterans' Day, November 11 Thanksgiving Day Day after Thanksgiving December 25 Either December 24 or December 31 Employees who work a regular schedule shall receive holiday pay for the hours they would otherwise be scheduled to work on a Fixed City Holiday provided the employee was in a pay status or in authorized non-pay status on the Employee’s last regularly scheduled working day before and after the holiday. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 15 of 41 All employees scheduled to work on a holiday will receive time and one half for all hours worked on a holiday in addition to any regular holiday pay, if applicable. ARTICLE X SICK LEAVES Section 1. Sick Leave. The City shall provide each employee with paid sick leave, earned on the basis of 0.03 hours for each hour paid. There will be no pay out of sick leave upon the employee’s termination. Sick leave shall be allowed and used in cases of actual personal sickness or for the care of an immediate family member, including a registered domestic partner, or disability, medical or dental treatment. Effective January 1, 2015, up to ten (10) hours per year of sick leave may be used, or as authorized for personal business (e.g. bereavement). A maximum of 15 hours per year of sick leave may be used to care for family members, including a registered domestic partner. If an Hourly Unit member is hired into a permanent position in the General Employee bargaining unit, he or she will retain his or her accumulated sick leave balance. Section 2. Jury duty. Employees required to report for jury duty shall be granted a leave of absence with pay from their assigned duties for hours that they are regularly scheduled to work consistent with the requirements of the City’s Merit System rules and regulations. ARTICLE XI - VOTING TIME When the employee is unable to vote outside the employee’s work hours, time off with pay to vote in any general or direct primary election shall be granted as provided in the State of California Election Code, and notice than an employee desires such time off shall be given in accordance with the provisions of said Code. ARTICLE XII WORKERS COMPENSATION Industrial Temporary Disability. (a) While temporarily disabled, employees shall be entitled to use accrued sick leave for the first three (3) days following the date of injury and thereafter shall be paid based upon hourly salary for a period not to exceed fifty-seven (57) calendar days, unless hospitalized, in which case employees shall be paid full base salary for a period not to exceed sixty (60) days from date of injury. (b) For any temporary disability continuing beyond the time limits set forth in (a) above, employees shall be paid two-thirds (66 2/3%) of their hourly salary at the time of injury for the duration of such temporary disability in conformance with the State law. (c) In case of Subsection (a) above, the employee will continue to accrue sick leave benefits. In the case of Subsection (b), sick leave benefits shall not be accrued. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 16 of 41 ARTICLE XIII - BENEFIT PROGRAMS Medical Insurance Plan. In lieu of providing a medical plan, effective the pay period including July 1, 2010 each employee shall receivethe City provides two dollars seventyeighty-seven cents ($2.877) per hour in paid status as a medical stipend. Effective the first pay period following ratification and adoption by the City Council of this Memorandum of Agreement pay period including July 1, 2011 this stipend will increase by ten cents ($0.10) to three two dollars eighty- seven fifteen cents ($3.15$2.87) per hour worked. This stipend does not apply and will not be payable to employees who are California Public Employee Retirement System annuitants already receiving medical benefits through that system. If the State of California or federal government adopt or mandate a plan that requires the City to pay in whole or in part for medical services or coverage for employees in the bargaining unit, the stipend provided in this paragraph shall be reduced or cease to the extent of required payments toward the state or federal plan, as applicable. Before implementation the of a change, the City shall notify the Union of the amount of the offset and provide it an opportunity to meet to discuss the calculation of the amount. Such discussion shall occur within fifteen (15) working days after the City gives notice to the Union. The City’s calculation of the amount of the offset shall be based on the aggregate number of hours worked in the bargaining unit during the fiscal year preceding that in which the state or federal plan takes effect. The City and SEIU will continue to investigate the feasibility of providing Employees with access to medical insurance. Such information will be shared during negotiations for a successor Memorandum of Agreement. ARTICLE XIV - RETIREMENT Section 1. Part-time, Seasonal, Temporary (PST) Retirement Plan. Employees in the Hourly Unit shall participate in the City of Palo Alto PST Retirement Plan, except as described in section 2 below. (See Appendix B.) The plan, summarized in Appendix C, was adopted by the City on June 25, 1994 as a retirement plan alternative for part-time, seasonal and temporary employees to replace Social Security and is currently administered by Public Agency Retirement Services (“PARS”). All hourly employees are required to contribute 7.5% of their salary into the PST Retirement Plan. Section 2. California P.E.R.S. -–Public Employees’s Retirement System (“PERS”). PERS annuitants are excluded from participation in the P.S.T. Retirement Plan. Employees in the Hourly Unit who have previously participated in and remain members in the California Public Employee Retirement System (“PERS”) or are otherwise required by law to be enrolled in CalPERS shall participate in P.E.R.S. to the extent required by law, in lieu of participation in the P.S.T. Retirement Plan. For example, CalPERS currently requires enrollment of most employees CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 17 of 41 who work over 1000 hours in a fiscal year. Enrollment in CalPERS will be completed consistent with CalPERS rules and regulations. Such pParticipation in CalPERS shall be under the retirement formula in effect at the time the employee is hired into the Hourly Bargaining Unit unless otherwise required by law. Section 3. Retirement Contributions. a. PST Retirement Plan Contributions. Employees enrolled in the PST Retirement Plan shall contribute seven and one half percent (7.5%) of wages toward that Plan. b. PERS Employee Contributions. Employees enrolled in the PERS retirement system shall pay the full amount of the applicable employee contribution required by CalPERS for the PERS formula in which the employee is enrolled, as may be changed by CalPERS from time to time. Current contributions are as follows: (1) 2.7% at 55 Formula: eight percent (8%) (2) 2% at 60 Formula: seven percent (7%) (3) 2% at 62 Formula: contribution required by the Public Employees’ Pension Reform Act, calculated at fifty percent (50%) of the normal cost. ARTICLE XV PARKING Employees are covered by the City’s administrative policy for Hourly parking permits, which includes the following provisions: . The policy is attached as Exhibit B. Permits will be issued for University Avenue Parking Structures only. To be eligible for a parking permit, Han hourly employee must work at least 2.5 hours per day for a consistent period of time (this assumes the need to walk back and forth to a garage). If the employee works less than 2.5 hours, they can park, without penalty, in downtown garages given the current 3 hour parking limit. TheHourly employee must obtain a signed letter from his or her Department Head verifying the employee’sir “consistent” and greater than 2.5 hour schedule for a parking permit and submit the letter with the request for a parking permit. The parking pPermit isto be issued and tracked by Revenue Collections, and is not transferrable. Parking permit is not transferrable. The employee must return the parking Ppermit must be returned to City Revenue and Collections upon a change to less than a 2.5 hour consistent schedule or termination of employment. ARTICLE XVI PHYSICAL EXAMINATIONS CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 18 of 41 If an employee who is required to have a City-provided physical examination not related to workers' compensation programs disagrees with the findings of the City-sponsored physician, he/she may consult with his/her own physician at his/her own expense and, if his/her private physician's report conflicts with that of the City physician in terms of ability to work at his/her regular job, then he/she may request an evaluation of his/her problem through a third physician mutually agreed upon by the employee and the City. Cost for the third examination will be equally shared and the decision of this physician concerning the continuing ability of the employee to perform his/her work in his/her regular job without exposing himself/herself to further injury as a result of his/her condition shall be the basis for returning the employee to his/her regular work. ARTICLE XVII - SAFETY Section 1. Health and Safety Provisions. The City shall furnish and use safety devices and safeguards and shall adopt use practices, means, methods, operations and processes which are reasonably adequate to render such employment and place of employment safe, in conformance with applicable safety regulations under the State Labor and Administrative Code sections. The City shall not require or permit any employee to go to or be in any employment or place of employment which is not safe. Section 2. Union will cooperate with the City by encouraging all employees to perform their work in a safe manner. Section 3. Safety Committee. A Safety committee composed of Management and Union Stewards will meet no less than ten times annually to discuss safety practices, methods of reducing hazards, and to conduct safety training. This shall in no way remove the basic responsibility of safety from Management nor shall it in any way alter the responsibility of the employee to report unsafe conditions directly and immediately to his or her supervisor. Three (3) Hourly employees will participate in the ten-member Citywide Union/Management safety committee with equal Union and Management membership that will meet, upon call, to review safety and occupational health standards and practices, discuss overall City safety and health problems, and to act as an advisory group to the departmental safety committees. The committee shall review all departmental safety programs and recommend change where necessary. The three (3) Hourly participants shall report such time on timecards, using Internal Order 80005 or its successor in conjunction with a short-text entry describing the nature of the time spent (e.g. “City-wide Union-Management Safety Committee”). In cases of dispute over safe working conditions the employee will first report such unsafe conditions to his or her supervisor and every attempt will be made to rectify the problem at this CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 19 of 41 level. The employee may contact his or her Steward to assist in the resolution of the dispute. If the problem cannot be resolved the Risk Manager will be contacted and the problem will be addressed through the interpretation of the basic safety rules and regulations. Should the problem not be resolved at this step, the grievance procedure will be used. Safety grievances shall be submitted at Step III. ARTICLE XVIII - GRIEVANCE PROCEDURE Section 1. The City and the Union recognize that early settlement of grievance or appeal of disciplinary actions is essential to sound employee-employer relations. The parties seek to establish a mutually satisfactory method for the settlement of employee grievances, or appeal of disciplinary action, or Union grievances as provided for below. In presenting a grievance or appeal of disciplinary action, the aggrieved and/or his or her representative is assured freedom from restraint, interference, coercion, discrimination or reprisal. Release time for investigation and processing a grievance or appeal of disciplinary action is designated in Article IV of this Memorandum of Agreement (MOA). Section 2. Definition. A grievance is: (a) An unresolved complaint or dispute regarding the application or interpretation of rules, regulations, policies, procedures, Memorandum of Agreement or City ordinances of resolution, relating to terms or conditions of employment, wages or fringe benefits, excluding however those provisions of this MOA which specifically provide that the decision of any City official shall be final, the interpretation or application of those provisions not being subject to the grievance or appeal of disciplinary action procedure. (b) An appeal from a disciplinary action of any kind against an employee covered by this Memorandum of Agreement. Disciplinary action is defined as suspensions without pay, reductions in pay, demotion or discharge. Reprimands, transfers, reassignments, layoffs, and negative comments in performance evaluations are not considered discipline. Section 3. Conduct of Grievance Procedure. (a) An aggrieved employee may be represented by the Union or may represent himself/herself in preparing and presenting a grievance at any level of review. Grievances may also be presented by a group of employees. No grievance settlement may be made in violation of an existing merit rule or memorandum of agreement. The Union will be notified prior to the implementation of any settlement made which affects the rights or conditions of other employees represented by the Union. The Union and the Steward will be copied on all written representation unit grievance decisions. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 20 of 41 (b) An employee and the Representative Steward, if any, may use a reasonable amount of work time so long as there is no disruption of work, in conferring about and presenting a grievance. Requests for release time to prepare a grievance shall be made in accordance with the provisions of Article III, section 3. Beginning with the third step of the grievance procedure, the Chief Steward or Alternate Chief Steward may assist in presenting a grievance and may be present at all Step III, and IV grievance hearings. (c) The time limits specified in this Article may be extended by mutual agreement in writing of the aggrieved employee or the Union and the reviewer concerned. (d) Should a decision not be rendered within a stipulated time limit, the aggrieved employee may immediately appeal to the next step. (e) The grievance may be considered settled if the decision of any step is not appealed within the specified time limit. (f) If appropriate, the aggrieved employee(s) or the Union and the Department Head may mutually agree to waive Step I and/or Step II of the grievance procedure. (g) Grievances shall be made in writing and submitted on forms provided by the City or on forms which are mutually agreeable to the City and Union. The written grievance shall contain clear, factual and concise language including: (1) the name of the grievant, (2) a statement of the facts upon which the grievance is based, including relevant dates, times and places, (3) specific provisions of the Agreement or specific City rules, policies, or procedures which the party filing the grievance alleges has been violated; (4) a summary of any steps taken toward resolution, and (5) the action the grievant believes will resolve the grievance. (h) Any retroactivity on monetary grievances shall be limited to the date of occurrence, except in no case will retroactivity be granted prior to three months before the grievance was filed in writing. (i) If the grievance is filed by more than one employee in the bargaining unit, the Union may, at its option, convert it to a Union grievance after Step II of the grievance procedure. The Union may also file a grievance in those instances when, under this Memorandum of Agreement, a Union right not directly related to an individual employee becomes the subject of dispute. Union grievances shall comply with all of the foregoing provisions and procedures. (j) For purposes of time limits, “working days” are considered to be Monday through Friday, exclusive of City holidays. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 21 of 41 (k) If a mutually agreed solution is reached during any step of this grievance procedure, the agreement shall be placed in writing and signed by the City and the grievant or union. (l) Upon request of either party, meetings to discuss the grievance shall be held at any step in the grievance procedure. Section 4. Grievance Procedure. Step I. Informal Discussion. Within fifteen (15) working days after the incident or discovery of the incident on which the grievance is based the aggrieved employee shall present the grievance action to his or her immediate supervisor and attempt to resolve the grievance through informal discussions. Every attempt will be made to settle the issue at this level. Step II. If the grievance is not resolved through the informal discussion in Step 1, the employee will reduce the grievance to writing and submit copies to the Department head or his or her designee within fifteen working days of the discussion with the immediate supervisor. The Department Head or designee shall have fifteen working days from the receipt of a written grievance to review the matter and prepare a written statement. Step III. If the grievance is not resolved and/or the aggrieved employee is not satisfied with the Step II decision, the grievant or disciplined employee may appeal to the Human Resource Director or his or her designee in writing within fifteen working days of the receipt of the Department Head's response. The written appeal to the Human Resources level shall include a copy of the original grievance, the Department Head’s decision at Step II, and a clear statement of the reasons for appeal. Within fifteen working days, after receiving the written appeal, the Human Resource Director shall review the matter and prepare a written statement. If a mutually agreed solution is reached during this process the agreement shall be placed in writing and signed. Step IV. If a grievance as defined under 2(a) above is not resolved at Step III, the aggrieved employee may choose between final and binding resolution of the grievance through appeal to the City Manager or through appeal to final and binding arbitration. For the term of this Memorandum of Agreement, appeals to final and binding arbitration may be processed only with Union approval. All Step IV appeals must be filed in writing at the Human Resources Department Office within fifteen working days of receipt of the Human Resource Director’s decision at Step 3. If the grievant or appellant elects final and binding resolution by the City Manager, the City Manager will choose the methods he or she considers appropriate to review and settle the grievance or appeal of disciplinary action. The City Manager shall render a written decision to CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 22 of 41 all parties directly involved within fifteen working days after receiving the grievant/appellant’s appeal. If the grievant/appellant elects final and binding arbitration in accordance with this provision, the parties shall mutually select an arbitrator within 90 days from the date of receipt of the written request for appeal. In the event the parties cannot agree on an arbitrator, they shall mutually request a panel of five arbitrators from the California State Conciliation Service or from the American Arbitration Association if either party objects to the State Conciliation Service, and select an arbitrator by the alternate strike method. The arbitrator shall have jurisdiction and authority only to interpret, apply, or determine compliance with the provisions of this Memorandum of Agreement and such Merit System Rules, regulations, policies, procedures, City ordinances, resolutions relating to terms or conditions of employment, wages or fringe benefits, as may hereafter be in effect in the City insofar as may be necessary to the determination of grievances or appeal of disciplinary action appealed to the arbitrator. The arbitrator shall be without power to make any decision contrary to, or inconsistent with or modifying in any way, the terms of this Memorandum Of Agreement, grant wage increases or decreases, or to decide matters of interest. The arbitrator shall be without authority to require the City to delegate or relinquish any powers which by State law or City Charter the City cannot delegate or relinquish. Where either party seeks arbitration and the other party claims the matter is not subject to the arbitration provisions of this Memorandum of Agreement, the issue of arbitrability shall first be decided by the arbitrator using the standards and criteria set forth in Article XX and without regard to the merits of the grievance or appeal of disciplinary action. If the issue is held to be arbitrable, the arbitration proceedings will be recessed for up to five working days during which the parties shall attempt to resolve the grievance. If no resolution is reached, the arbitrator will resume the hearing and hear and resolve the issue on the merits. Copies of the arbitrator's decision shall be submitted to the City, the aggrieved employee and the Union. All direct costs emanating from the arbitration procedure shall be shared equally by the City and the aggrieved employee or the Union. A grievance as defined under Section 2(b) above (demotion, suspension, reduction in pay or termination) that remains unresolved after the conclusion of step III of the grievance procedure, shall be reviewed by a City Hearing Officer. Appeals to a City Hearing Officer must be filed with the Human Resources Director in writing within fifteen (15) working days of the receipt of the Step III Grievance response. Within sixty (60) working days, the City Hearing Officer shall review the matter, hold a hearing with the City and the affected worker, and prepare a written recommendation to the City Manager. The City Manager shall issue a final and binding decision within fifteen (15) working days after receipt of the City Hearing Officer's recommendation. The City Manager may accept, reject or CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 23 of 41 modify the City Hearing Officer’s recommendation. The City Manager's decision shall be final, binding and not be subject to further appeal. ARTICLE XIX - UNSATISFACTORY WORK OR CONDUCT AND DISCIPLINARY ACTION Section 1. The City has the right to discipline, demote, or discharge employees for cause. Section 2. Non-probationary employees whose work or conduct is unsatisfactory but not sufficiently deficient to warrant discipline, demotion, or discharge will be given a written notification of unsatisfactory work or conduct and an opportunity to improve. Failure to correct deficiencies and improve to meet standards may result in discipline, demotion, or discharge. Discipline is defined as suspensions without pay, reduction in pay, demotion, or discharge. Reprimands, transfers, reassignments, layoffs, and negative comments in performance evaluations are not discipline and shall not be subject to the requirements of this Article. Section 3. Preliminary Notice of Discipline. Prior to imposing disciplinary action involving a disciplinary suspension, demotion, reduction in pay, or discharge of a non-probationary employee, a supervisor shall provide an employee with preliminary written notice of the proposed disciplinary action. The notice of proposed disciplinary action must be in writing and served on the employee in person or by registered mail or Fed-Ex. The notice of disciplinary action shall include: (a) Statement of the violations upon which the disciplinary action is based; (b) Intended effective date of the action; (c) Statement of the cause thereof; (d) Statement in ordinary and concise language of the act or the omissions upon which the causes are based; (e) Copies of any documents or other written materials upon which the disciplinary action was fully or in part based. (f) Statement advising the employee of his/her right to appeal from such action, and the right to Union representation. (g) The date and/or the procedure for responding to the notice. Section 4. Skelly Meeting. The employee who receives a notice pursuant to section 3 above shall have the right to respond informally to the charges either verbally or in writing before the discipline is imposed. The employee shall have fifteen (15) days from receipt of the notice to request this pre-disciplinary administrative review. The employee may request a reasonable CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 24 of 41 extension of the time to respond for justifiable reasons. The Skelly meeting to listen to the verbal responses shall be scheduled with a City representative who is not the manager recommending the discipline (the “Skelly Officer”). The Skelly Officer shall render a final written decision (the “post-Skelly decision”) within fifteen (15) days of receiving the employee’s response, if any, and shall deliver the post-Skelly decision to the employee by personal delivery or registered mail to the employee’s last known address on file with the Human Resources Department. The Skelly Officer may sustain, modify, or overturn the recommended disciplinary action. If the Skelly Officer sustains or modifies the disciplinary action, the action may be imposed after the post-Skelly decision is delivered to the employee. ARTICLE XX – NO ABROGATION OF RIGHTS The parties acknowledge that Management rights as indicated in Section 1207D of the Merit System Rules and Regulations and all applicable State laws are neither abrogated nor made subject to negotiation by adoption of this Memorandum of Agreement. ARTICLE XXI – OUTSIDE EMPLOYMENT The provisions of Article 4.7 of the Government Code of the State of California will govern the determination of incompatible outside employment. ARTICLE XXII PROMOTIONAL/CONVERSION OPPORTUNITIES The City and Union will meet on a quarterly basis to review the possibility of converting long term ongoing temporary-hourly positions to regular status. A part of such a meeting may be a discussion regarding promotional opportunities of Hourlies to Classified positions. ARTICLE XXIII – PROVISIONS OF THE LAW Section 1. This Memorandum of Agreement is subject to all current and future applicable Federal and State laws and Federal and State regulations and the Charter of the City of Palo Alto and the Constitution of the State of California. Should any of the provisions herein contained be rendered or declared invalid by reason of any existing State or Federal legislation, such invalidation of such part or portion of this Memorandum of Agreement shall not invalidate the remaining portions hereof, and they shall remain in full force and effect, insofar as such remaining portions are severable. Section 2. The City and the Union agree by signing this Memorandum of Agreement that the wages, hours, rights and working conditions contained herein shall be continued in full force during the term of this Memorandum of Agreement except as otherwise provided for in the CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 25 of 41 Memorandum of Agreement and shall be binding on both the City and the Union upon ratification by the Council of the City of Palo Alto and upon ratification by Union membership. ARTICLE XXIV – COST REDUCTION PROGRAMS During the term of this agreement, the Union will aggressively assist Management in developing cost reduction programs. Such programs may include voluntary reduced hours/pay after this concept is studied by Management, and with such application as may be approved by Management. ARTICLE XXV - TERM Except as expressly provided otherwise by this MOA for the July 1, 2010 pay period medical stipend increase, Tthis Memorandum of Agreement shall take effect on ratification and signing by the parties, and shall expire on December 31, 2011 June 30, 2017. Either party may serve written notice upon the other party during the period between ninety and sixty days prior to its expiration date, of its desire to amend this Memorandum of Agreement. If, at the time this Memorandum of Agreement would otherwise terminate, the parties are negotiating a new Memorandum of Agreement, upon mutual agreement of the Union and the City Manager the terms and conditions of this Memorandum shall continue in effect. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 26 of 41 EXECUTED: FOR LOCAL 521, SEIU: FOR CITY OF PALO ALTO: Nick Raisch, Chief Spokesperson James Keene, SEIU Worksite Organizing Director City Manager Bunny Bornstein Kathryn Shen, Library Human Resources Director Melissa Tronquet, Chief Spokesperson Manager Employee Relations Brenna Rowe Manager Benefits Maria Patino Human Resources Representative CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 27 of 41 Appendix A Job Classifications and Salary for SEIU Hourly Unit Personnel Administrative Specialist I - H Performs administrative work that requires advanced skills or knowledge in support of a department/division or program. Step 1 Step 2 Step 3 Step 4 Step 5 $19.06 $20.17 $21.34 $22.57 $23.88 Administrative Specialist II – H Performs more complex administrative work that requires advance skills or knowledge in specialized software programs and data analysis in specialized areas in support of a department/division or program. Two years of experience equivalent to that of an Administrative Specialist I. Step 1 Step 2 Step 3 Step 4 Step 5 $22.76 $24.08 $25.48 $26.95 $28.52 Assistant Park Ranger - H Positions requiring at least 2 years of experience and specialized skills or advanced certificates for First Aid, CPR, and heavy equipment operation. Prior experience as an open space technician or park aide is essential. Step 1 Step 2 Step 3 Step 4 Step 5 $19.07 $20.18 $21.35 $22.58 $23.89 Building Serviceperson – H Under limited supervision, performs custodial duties and other related work as required to maintain City buildings and facilities in a clean and orderly condition. Members of this classification may be assigned to perform either public works duties or park duties. Two years of experience equivalent to that of a Custodial Assistant. Step 1 Step 2 Step 3 Step 4 Step 5 $17.97 $18.92 $19.91 $20.96 $22.06 Clerical Assistant - H Under supervision, performs routine and repetitive computer inputting and clerical tasks, and performs related work as required. May require cash handling. Step 1 Step 2 Step 3 Step 4 Step 5 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 28 of 41 $15.44 $16.34 $17.29 $18.29 $19.35 Custodial Aide - H Under close supervision, this entry-level position performs basic custodial duties as required to maintain City buildings and facilities, performs room set-ups and take-downs, and other related work. Step 1 Step 2 Step 3 Step 4 Step 5 $12.47 $13.20 $13.96 $14.77 $15.63 Custodial Assistant - H Under general supervision, performs custodial duties and other related work as required to maintain City buildings and facilities in a clean and orderly condition. Members of this classification may be assigned to perform either public works duties or parks duties. Step 1 Step 2 Step 3 Step 4 Step 5 $14.59 $15.44 $16.33 $17.28 $18.28 General Laborer – H Performs general manual tasks. Performs various types of manual labor as needed. Possesses knowledge of commonly-used concepts, practices, and procedures within a particular field. Performs tasks in conformance within pre-established instructions. Works under general supervision. Uses very limited independent judgment similar to that expected of an apprentice- helper level laborer, consistent with pre-established instructions. May report to a lead worker, but typically reports to a supervisor. Requires a high school diploma or its equivalent with 1 year of related experience. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. House Manager - H Facility supervisor of special events, productions, concerts, rentals – etc. Involves high public contact and customer service, including enforcement of rules and regulations. May included set-up of events. Inspector – H Provides inspections for capital and maintenance work, buildings and structures in any stage of construction, alteration or repair. Insures compliance with standard construction practices, approved plans and specifications, governing laws and City ordinances. Prepares and maintains CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 29 of 41 records of inspections, contractor’s daily activities, verification of materials and quantities used, notification to and contact with the residents in the project area, violation notices, investigations and other related data and information. Salary to be determined – Minimum step 1 base of $26.87. An hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. Instructor Aide - H Under general supervision, performs administrative work in support of Instructors in areas such as course preparation, classroom assistance and related activities. May require lifting up to 15 pounds. Step 1 Step 2 Step 3 Step 4 Step 5 $8.65 $9.15 $9.68 $10.24 $10.84 Instructor I - H Under general supervision, prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides assignments to Instructor Aides and volunteers. Requires previous teaching experience. Requires prior in-depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Step 1 Step 2 Step 3 Step 4 Step 5 $14.36 $15.19 $16.07 $17.01 $17.99 Instructor II - H Under limited supervision, prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides assignments to Instructor Aides and volunteers. Requires at least two years of experience equivalent to that of an Instructor I. May require lifting up to 15 pounds. Step 1 Step 2 Step 3 Step 4 Step 5 $21.94 $23.31 $24.56 $25.98 $27.49 Instructor III-H Independently prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences , and provides direction and mentoring for Instructor Is and IIs, Aides and volunteers. Serves in a leadership capacity within the department. Requires at least 4 years of teaching experience and in-depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Journey-Level Laborer – H CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 30 of 41 Performs various tasks involving physical labor in or on buildings, construction sites, demolition sites, streets, sidewalks, or on other construction projects. May operate hand and power tools of all types (e.g. air hammers, earth tampers, cement mixers, small mechanical hoists, surveying and measuring equipment, and various other equipment and instruments). May clean and prepare sites, dig trenches, set braces to support the sides of excavations, erect scaffolding, clean up rubble and debris, and remove hazardous waste materials; may assist other craft workers. Uses independent judgment similar to that expected of a journey level laborer, within pre-established instructions similar to and consistent with industry practices for journey level laborers. Works under general supervision. Typically reports to a lead worker or supervisor. Requires a high school diploma or its equivalent with 1-3 years of related experience. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. Librarian - H Under supervision, assists customers with reference inquiries, provides instruction in the use of library resources and equipment. Step 1 Step 2 Step 3 Step 4 Step 5 $23.17 $24.51 $25.94 $27.44 $29.03 Under supervision, assists customers with reference inquiries, provides instruction in the use of library resources and equipment; shelves materials and assists with core management or organization of materials. Distinguishing Characteristics: The Librarian classification is the professional entry level classification within the Library Division. The Librarian has the professional knowledge to identify, develop, interpret, and evaluate all policies, procedures, programs and services to ensure the best quality of service to public library users. It is a broad classification which covers a variety of work situations which require expertise in areas of primary responsibility, as well as in common areas such as materials selection, public library service and in computerized information systems. Significant portion of workday includes direct public contact. Work hours may include early mornings, evenings and weekends. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • Performs routine circulation tasks required to directly serve public, including registering and maintaining files of borrowers; interpreting customer accounts and checking in and out library materials via computerized equipment; accepting, payments for fines, bills, fees; assisting customer with inquiries regarding availability and status of items in collections, and interviewing CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 31 of 41 and assisting users regarding circulation accounts and services. Refers circulation problems to circulation staff or manager. • May conduct library programs for children and adults; conduct tours and classes. • May conduct reference interview and analyze, interpret and answer inquiries utilizing resources in Palo Alto Libraries as well as other libraries and the community, referring unusual questions to a Senior Librarian (Librarian II) or supervisor; assist customers in use of facility including catalog, indexes, reference books and technology. • Performs library programming, including planning, coordination, promotion and the conduct of programs; cooperates with other City departments, community and library groups with program co-sponsorship. • Prepares displays to market the library’s collection; may write regular newsletter articles, book reviews and program announcements for e-newsletters and publications; assists with social media. • May update library web pages; update online calendars; contribute calendar items to community organizations and data bases. • Selects and de-selects library materials in one or more subject areas based on knowledge of budget available, collection size, analysis of community past usage patterns and other criteria; processes discarded materials. • Assist with recruits, interviews, schedules, trains, initiates and coordinates, work of clerical, paraprofessional, temporary and/or volunteer staff as assigned. • May collect, maintain and report statistical records for a variety of library measures. • As directed, performs copy and original cataloging and classification efficiently utilizing online computerized cataloging system; assigns access points for materials; establishes new bibliographic computer records in accordance with recognized standards. • Maintains specific library collections and equipment including housing, physical maintenance and arrangement. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • Master’s Degree in Library and Information Science or related education preferred. KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of alphabetical and numerical filing systems. • Knowledge of the library catalog. • Ability to work varied schedule including early mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 32 of 41 • Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public, maintaining a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Library Clerk - H Under close supervision, performs technical and clerical tasks; assists customers with their accounts; shelves materials. Step 1 Step 2 Step 3 Step 4 Step 5 $17.25 $18.25 $19.31 $20.43 $21.61 Under close general supervision performs technical and clerical tasks; assists customers with their accounts; shelves materials; performs technical and clerical tasks as assigned. Distinguishing Characteristics Library Clerk is a classification found in the Library Department and is distinguished by the performance of various technical and clerical duties under general supervision. Work hours may vary and include nights and weekends. Includes direct public contact. Some previous knowledge of library operations required. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • May answer customers’ questions. • Checks in/out items; performs standard, holds, special handling and sorts; issues library cards. • Works at the Accounts Desk; handles customer accounts and fines; provides computer assistance; performs shelving. • May assist customers with library technology. • Maintains computer files for library materials; adds, deletes and updates information. • Data enters bibliographic data into the online library system. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 33 of 41 • Communicates with vendors to request approved items or to ask questions; refers further communications to the supervisor. • Accepts and unpacks deliveries and shipments of library materials; checks for accuracy; returns incorrect or damaged materials to vendors. • Receives and invoices materials into the library’s computer system. • Performs RFID tagging Performs shelf reading. • Assists in the setup of programs; performs program cleanup. • Processes LINK+ items and locates items listed on hold for the library branch or on reserve for LINK+. • Assists with special projects and programs. • May perform mail delivery. • Provides basic assistance to customers. • Performs related duties and responsibilities as required. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • High school diploma or equivalent and 6 months experience working in a library KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of library procedures and item shelving structure. • Knowledge of alphabetical and numerical filing systems. • Knowledge of a personal computer and various software applications. • Knowledge of effective customer service. • Ability to use the library catalog. • Ability to perform cash handling and use a cash register. • Ability to perform basic mathematical calculations. • Ability to work varied schedule including mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to work varied schedule including early mornings, evenings, and weekends. Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public; maintains a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 34 of 41 arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Library Page - H Under close supervision, shelves materials; performs routine clerical and support tasks. Step 1 Step 2 Step 3 Step 4 Step 5 $10.57 $11.18 $11.83 $12.52 $13.24 Under close supervision, shelves materials; performs routine clerical and support tasks as assigned. Distinguishing Characteristics: Library Page is a classification found in the Library Department and is distinguished by the performance of routine clerical duties under supervision. Work hours may vary and include nights and weekends. May include direct public contact. No previous knowledge of library operations required. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • Shifts collections; pulls or weeds items; performs sweeps. • Returns library materials to the shelves. • Performs RFID tagging • Performs shelf reading. • Assists in the setup of programs; performs program cleanup. • Processes LINK+ and locates items listed on hold for the library branch or on reserve for Link+ • Performs general cleaning and organization of the library’s areas. • Assist with open and close procedures. • May assist with special projects and programs. • Performs mail delivery. • May provide directional assistance to customers. • Works with Automated Materials Handling machine; moving and sorting bins, and sorting returned items. • Performs related duties and responsibilities as required. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • No experience necessary. CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 35 of 41 KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of alphabetical and numerical filing systems. • Knowledge of the library catalog. • Ability to work varied schedule including early mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public, maintains a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Maintenance Assistant - H Under general supervision, responsible for skilled and semiskilled tasks in one or more of the following areas: Landscape and turf maintenance of parks and golf courses, including tree maintenance and turf renovation City building and facilities City streets, sewers, and storm drains City vehicles and equipment Performs related tasks as required. Requires experience with power equipment and a valid California driver’s license. May require drug testing. Step 1 Step 2 Step 3 Step 4 Step 5 $13.88 $14.69 $15.54 $16.44 $17.39 Open Space Technician - H Under general supervision performs work assignments in Parks and Open Space areas that assist in the protection, preservation and maintenance of Palo Alto open space lands. Entry- level positions that require familiarity with power tools such as weed whips and chain saws. Step 1 Step 2 Step 3 Step 4 Step 5 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 36 of 41 $13.88 $14.69 $15.54 $16.44 $17.39 Print Shop Assistant - H Under supervision, provides assistance in the Print Shop in duplication, finishing work, mail distribution and other support function duties, often under tight deadlines. Step 1 Step 2 Step 3 Step 4 Step 5 $17.25 $18.25 $19.31 $20.43 $21.61 Project Specialist - H Support for and administrative tasks related to City programs and projects on an ongoing basis, requiring technical and administrative skills such as scheduling, research and report writing, project development and design, ongoing project implementation and administration, and budget tracking and conformance. Step 1 Step 2 Step 3 Step 4 Step 5 $19.07 $20.18 $21.35 $22.58 $23.89 Recreation Aide - H Provides general clerical and unskilled labor/support of recreational programs. Step 1 Step 2 Step 3 Step 4 Step 5 $8.65 $9.15 $9.68 $10.24 $10.84 Recreation Leader I - H Entry level positions that do not require previous experience including: Teen leaders Gymnastics Instructors Sports camp assistants Special event Assistants Summer camp counselors Coaches Step 1 Step 2 Step 3 Step 4 Step 5 $8.65 $9.15 $9.68 $10.24 $10.84 Recreation Leader II - H Positions require at least one season of experience and certifications in a related field including: Sports Camp Leaders (CPR and First Aid) Sport Officials (CPR and First Aid) Assistant Pool Manager CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 37 of 41 Senior Swim Instructor/Lifeguard Summer camp assistants Coaches Step 1 Step 2 Step 3 Step 4 Step 5 $11.70 $12.38 $13.10 $13.86 $14.66 Recreation Leader III - H Positions require at least 2 years of experience and specialized skills or advanced certifications in a related field including: Summer Camp Leaders Teen Outreach Leaders Coaches Substitute Teachers Sports Camp Leaders (CPR and First Aid) Sport Officials (CPR and First Aid) Pool Manager Gymnastic/Dance Instructors (Recreation Leader II requirements and Safety Certification and one of the following certifications: Professional Development Program II, Kinder Accreditation for Teachers or Movement Education and Learning Development.) Step 1 Step 2 Step 3 Step 4 Step 5 $14.55 $15.39 $16.29 $17.23 $18.23 Staff Specialist – H Under limited supervision, performs professional work requiring specialized knowledge or training in a specific field in support of a City program or organizational unit. The work performed is generally varied in character and similar to or equally complex to that of a career position, but is not managerial. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. Stock Clerk - H Under supervision, performs a variety of inventory maintenance functions including receiving, storing, and delivering supplies. Includes maintaining and reviewing computerized inventory records; performs other related work as required. Step 1 Step 2 Step 3 Step 4 Step 5 $13.80 $14.60 $15.45 $16.34 $17.29 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 38 of 41 Swim Instructor/Lifeguard - H Monitors pool activities to enforce regulations and prevent accidents, rescue swimmers in distress, conducts swimming lessons in accordance with American Red Cross or other national recognized aquatics programs and performs other related duties as required. Certificates in Lifeguard Training, First Aid and CPR required. Step 1 Step 2 Step 3 Step 4 Step 5 $9.86 $10.43 $11.04 $11.68 $12.35 Technical Specialist - H Under general supervision, responsible for work that requires technical skills associated with one or more of the following areas: drafting/CAD, electronics, computer systems, engineering, environmental science, or planning. Step 1 Step 2 Step 3 Step 4 Step 5 $15.44 $16.34 $17.28 $18.29 $19.35 Theatre/ArtsArts & Science Professional I - H Under general supervision, performs highly skilled jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Step 1 Step 2 Step 3 Step 4 Step 5 $18.02 $19.07 $20.17 $21.34 $22.58 Arts & Science Theatre/Arts Professional II - H Under limited supervision, performs highly specialized jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Two years of experience equivalent to that of a Theatre/Artsan Arts & Science Professional I. Step 1 Step 2 Step 3 Step 4 Step 5 $21.94 $23.21 $24.56 $25.98 $27.49 Arts & Science Professional III - H Independently performs highly specialized jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 39 of 41 sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Five years of experience equivalent to that of an Arts & Science Professional I. May require lifting up to 15 pounds Arts & Science Theatre/Arts Technician - H Under supervision, performs paraprofessional and skilled support to a specific performing or visual arts program area such as lighting, props, building, painting, stitching – etc. Step 1 Step 2 Step 3 Step 4 Step 5 $12.80 $13.54` $14.32 $15.15 $16.03 Arts & Science Theatre/ Arts Aide - H Under general supervision, performs general unskilled and some semiskilled tasks in support of theater, arts and museum programs. Step 1 Step 2 Step 3 Step 4 Step 5 $8.44 $8.93 $9.45 $10.00 $10.58 Zoological Assistant - H Under supervision, performs assignments that assist in the maintenance, control, and shelter of animals in the zoo and other City facilities. Step 1 Step 2 Step 3 Step 4 Step 5 $19.07 $20.18 $21.35 $22.58 $23.89 CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 40 of 41 Appendix B- Salary Schedule CITY OF PALO ALTO AND SEIU LOCAL 521-HOURLY UNIT January 1, 2012-June 30, 2017 Page 41 of 41 Appendix CB Public Agency Retirement System (“P.A.R.S.”) Plan City of Palo Alto PST (Part-time, Seasonal and Temporary) Employees Retirement Plan As of the effective date of this contract, the City contracts with the Public Agency Retirement Services Alternate Retirement System (PARS ARS) to provide an alternative plan to Social Security for members of this Unit. The main components of the plan include: Enrollment in the PARS 457 retirement plan is automatic for eligible employees (excludes employees previously enrolled in CalPERS). All contributions are pre-tax and invested Employees receive an annual statement of gains and losses Employees may become eligible to receive their account balance when one of the following events occur: o Termination of employment o Retirement o Permanent or total disability o Death o Changed employment status to a position covered by another retirement system An employee may elect either: o a one-time lump sum cash payment, which may be subject to federal and/or state income tax withholding, OR o A direct rollover without tax withholding to a traditional IRA or an eligible plan that accepts rollovers [e.g. 403(b), 457(b), 401(k)] A copy of the Plan Document is on file in Human Resources and may be reviewed upon advanced request. For questions or additional information, contact PARS at 800-540-6369. Compensation Plan City of Palo Alto Limited Hourly Employees Effective Pay Period Including August 11, 2014-June 30, 2017 City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 2 of 19 COMPENSATION PLAN CITY OF PALO ALTO Limited Hourly Employees SECTION I. DEFINITIONS At-Will Employment: Employee or Employer may terminate employment at any time with or without notice or cause. Limited Hourly Employee: An “At-Will” employee working full time or part time on a temporary basis (Intermittent), employees who work on an on-call basis or an employee working hours up to six consecutive months in support of a specified seasonal program such as summer camps or Internships (Seasonal). Limited Hourly Employees work less than 1000 hours per fiscal year unless otherwise authorized as provided in Section V of this Plan. PERS-Retiree: An individual that has retired from the Public Service System and returns to work on an intermittent or seasonal basis in a Limited Hourly classification not to exceed 960 hours within a fiscal year. Hiring of PERS retirees and work assignments for such employees must comply with PERS rules and regulations for such employment. Intern: An individual who has earned or completed course work toward an Associate Bachelor’s or Master’s Degree and offers his or her services for a limited and specific period of time in exchange for gaining actual work experience. Internships may be paid or unpaid depending on the assignment and budget of the requesting department. Summer internships typically consist of 6-12 week assignments between June and September. Assignments for interns working during the school year may be for the entire duration of a course or semester. PERS-Exempt Employee: An employee working full-time or part-time with no established career path or promotional ladder and the position is funded through capital improvement, one time projects or temporary accounts. Employment is expected to end at the conclusion of the project and at no time shall employment exceed five consecutive years. PERS exempt designation is subject to Human Resources Department approval. SECTION II. EMPLOYMENT REQUIREMENTS AND DOCUMENTATION All hourly appointments require preauthorization and approvals by designated Management City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 3 of 19 personnel. No limited hourly or seasonal employee shall be assigned to regular employment for the duration of the hourly assignment. Release of Information The City will only release information to creditors or other persons upon prior identification of the inquirer and acceptable reasons for the inquiry. Information given from personnel files is limited to verification of employment, length of employment and verification and disclosure of salary range information unless otherwise required by law. SECTION III. SALARY AND CLASSIFICATIONS It is the intent of the City of Palo Alto to compensate Limited Hourly Employees at a rate of pay similar to that of regular employees performing like work. Classifications Limited Hourly Employees are to be hired within the classifications framework, as presented in the Attachment A, that is closest to a corresponding regular classification in both level of work performed and rate of pay. This compensation plan applies only to Limited Hourly Employees not those included in the SEIU Hourly Unit. In the event a Limited Hourly Employee is required to assume duties significantly above or below the level of those originally required when first hired, for a period of more than one pay period, the employee is to be reclassified into a new classification and into a higher or lower pay rate that most adequately corresponds to the new duties. SECTION IV. SPECIAL COMPENSATION A. Holiday Pay Limited Hourly Employees are eligible to receive holiday pay only when they work 80 or more hours during the pay period in which the holidays fall. Number of hours of holiday pay is determined by the number of hours regularly scheduled on the day on which the holiday falls (i.e. 8, 9, 10). B. Paid Leaves Limited Hourly Employees are not eligible for any paid leaves beyond those required by law. Other Leaves Limited Hourly Employees may be granted unpaid leaves of absence in cases of personal City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 4 of 19 emergency, or when such absences would not be contrary to the best interest of the City and comply with City policies and procedures. Family leave will be granted in accordance with applicable State and Federal laws. Time off with pay to vote in any general or direct primary election shall be requested by the employee and granted by the City as provided in the State of California Elections Code. C. Overtime Pay Unless designated by the Director of Human Resources as exempt from the provisions of the Fair Labor Standards Act, all classifications of hourly employees are eligible for overtime pay at time and one-half when required to work more than 40 hours in a week (for example: 8 hours/five day week; 9 hours/four and one-half day week or other pre- determined and pre-approved work schedule) or on an official City holiday. D. Retirement 1. Part Time, Seasonal, Temporary (“PST”) Retirement Plan. All Limited Hourly Employees are required to contribute 7.5% of salary each pay period to the alternative PTS Retirement Plan (instead of contributions toward Social Security), except as described in section D(2) below. Contributions toward Medicare (1.45%) will also be deducted. Contribution and earning toward the PST Retirement Plan is not subject to Federal and State income taxes and are deferred until termination of employment with the City of Palo Alto. The PST retirement plan is currently administered by Public Agency Retirement Services (“PARS”).Contributions to the PTS Retirement Plan, in addition to any interest earned, will be refunded upon termination by request, if the request falls within the policy of the PTS Retirement Plan or may be kept in the Public Agency Retirement System (PARS) account if the Limited Hourly Employee elects this option. 2. California Public Employees’ Retirement System (“PERS”). PERS annuitants are excluded from participation in the P.S.T. Retirement Plan. Limited Hourly employees who have previously participated in and remain members in the California Public Employee Retirement System (“PERS”) or are otherwise required by law to be enrolled in CalPERS shall participate in P.E.R.S. to the extent required by law, in lieu of participation in the P.S.T. Retirement Plan. Enrollment in CalPERS will be completed consistent with CalPERS rules and regulations.Participation in CalPERS shall be under the retirement formula in effect at the time the employee is hired into the Hourly City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 5 of 19 Bargaining Unit unless otherwise required by law. Employees enrolled in the PERS retirement system shall pay the full amount of the applicable employee contribution required by CalPERS for the PERS formula in which the employee is enrolled, as may be changed by CalPERS from time to time. Current contributions are as follows: a. 2.7% at 55 Formula: eight percent (8%) b. 2% at 60 Formula: seven percent (7%) c. 2% at 62 Formula: contribution required by the Public Employees’ Pension Reform Act, calculated at fifty percent (50%) of the normal cost. SECTION V. TERM OF EMPLOYMENT A. Limited Hourly Classifications The maximum employment term for limited hourly employees shall be less than 1000 hours during any fiscal year unless otherwise approved as provided in section V(B). The maximum hours for a retired PERS employee is 960 hours in a fiscal year. Limited Hourly Employees are “At-Will “employees and may be terminated at any time without right of appeal. Limited Hourly employment will not affect the probationary period or the service hire date of regular classified employment. B. Extension of Limited Hourly Employment. The City Manager may authorize a Limited Hourly Employee to work more than 1000 hours per fiscal year; subject to all applicable rules and regulations. Such authorization, along with a statement of the anticipated duration shall be provided in writing to Human Resources in advance of the extension of limited hourly employment. The duration of the employment assignment shall be reviewed every six months to ensure appropriateness of extension and ability to fund the extension within a department's allocated hourly budget. SECTION VI. PERFORMANCE REVIEWS AND SALARY INCREASES A. Performance Reviews 1. Limited Hourly Employees that demonstrate continued development and efficient and effective service reflected in their performance appraisal may be eligible to receive a salary step increase after one year date of hire and annually thereafter. Subsequent salary reviews are based on performance appraisals and will depend upon demonstrated satisfactory job performance and will not occur more than twice annually. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 6 of 19 2. Performance Reviews are a tool to recognize and develop employees. Performance Reviews evaluate and document past performance and may provide development plans that will assist employees to realize their full potential. Performance Reviews should be completed on the Limited Hourly Employee Performance Review Form or other form designated by Human Resources. B. Salary Increases - General 1. A salary increase is based upon an appraisal of the hourly employee's job performance and such appraisal must be submitted with the salary request. A Limited Hourly Employee must receive a meets requirements rating in order to be considered for a salary increase. 2. The maximum number of salary increases a Limited Hourly Employee may receive in any one twelve-month working period is limited to two (2), regardless of total number of hours accumulated. C. Exceptional Leadership Ability and Job Performance Upon written justification and departmental and Human Resources Department approval, a Limited Hourly Employee who demonstrates EXCEPTIONAL leadership ability and job performance may be given a merit raise, if he/she displays outstanding job performance. Such exceptional leadership must be documented on a designated performance appraisal form. For those positions with salary steps, salary increases may not exceed the steps set forth in approved salary schedules. SECTION VII. WORK SCHEDULES AND UNIFORMS A. Work Week and Work Day 1. The standard workday for limited hourly employees shall be eight hours to be worked within a maximum of nine hours (five-day work week) or ten hours to be worked within a maximum of eleven (four-day work week) or nine hours to be worked within a maximum of ten for four days with a fifth day of four hours (four and one-half day work week); or, within a fourteen-day period (9/80 plan with forty-hour work weeks), or any other schedule that results in a 40-hour work week, or fits within the parameters of an FLSA 2080 Plan. The “9/80 Plan” may not be used in any application that requires entitlement to FLSA overtime for working the regular work week. With the exception of the “9/80 Plan” as described above, the standard work week shall be forty hours to be worked within five consecutive days. Work schedules shall be determined City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 7 of 19 by departments based on business requirements. B. Uniforms 1. When uniforms are required by the City of Palo Alto to be worn by the employee as a condition of employment, such uniforms will be provided by the City of Palo Alto. SECTION VIII. LIMITED HOURLY CLASSIFICATIONS Limited Hourly Classifications are reflected on Appendix A of this document. SECTION IX. MANAGEMENT RIGHTS Subject to State law and the provisions of the City of Palo Alto Employer-Employee Relations Resolution, the rights of the City through its Council and Management include, but are not limited to: the exclusive right to determine the mission of its constituent departments, commissions and boards; set standards of service; determine the procedures and standards of selection from employment and promotion; establish and enforce dress and grooming standards; direct its employees; determine the methods and means to relieve its employees from duty because of lack of work or other legitimate reasons; maintain the efficiency of governmental operations; determine the methods, means and personnel by which government operations are to be conducted; determine the content and intent of job classifications; determine methods of financing; determine style and/or types of City-issued wearing apparel, equipment or technology to be used; determine and/or change the facilities, methods, technology, means, organizational structure and size and composition of the work force and allocate and assign work by which the City operations are to be conducted; determine and change the number of locations, relocations and types of operations, processes and materials to be used in carrying out all City functions including but not limited to, the right to contract for or subcontract any work or operation of the City; to assign work to and schedule employees in accordance with requirements as determined by the City and assignments upon reasonable notice; establish and modify productivity and performance programs and standards including, but not limited to, quality, and quantity standards; and to require compliance therewith, take all necessary actions to carry out its mission in emergencies; and exercise complete control and discretion over its organization and the technology of performing its work. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 8 of 19 Appendix A Limited Hourly Employee Job Classifications Administrative Specialist I Performs administrative work that requires advanced skills or knowledge in support of a department/division or program. Administrative Specialist II Performs more complex administrative work that requires advance skills or knowledge in specialized software programs and data analysis in specialized areas in support of a department/division or program. Two years of experience equivalent to that of an Administrative Specialist I. Assistant Park Ranger Positions requiring at least 2 years of experience and specialized skills or advanced certificates for First Aid, CPR, and heavy equipment operation. Prior experience as an open space technician or park aide is essential. Building Serviceperson Under limited supervision, performs custodial duties and other related work as required to maintain City buildings and facilities in a clean and orderly condition. Members of this classification may be assigned to perform either public works duties or park duties. Two years of experience equivalent to that of a Custodial Assistant. Clerical Assistant Under supervision, performs routine and repetitive computer inputting and clerical tasks, and performs related work as required. May require cash handling. Custodial Aide Under close supervision, this entry-level position performs basic custodial duties as required to maintain City buildings and facilities, performs room set-ups and take-downs, and other related work. Custodial Assistant Under general supervision, performs custodial duties and other related work as required to maintain City buildings and facilities in a clean and orderly condition. Members of this classification may be assigned to perform either public works duties or parks duties. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 9 of 19 General Laborer – H Performs general manual tasks. Performs various types of manual labor as needed. Possesses knowledge of commonly-used concepts, practices, and procedures within a particular field. Performs tasks in conformance within pre-established instructions. Works under general supervision. Uses very limited independent judgment similar to that expected of an apprentice- helper level laborer, consistent with pre-established instructions. May report to a lead worker, but typically reports to a supervisor. Requires a high school diploma or its equivalent with 1 year of related experience. Salary to be determined – an hourly rate above $50/hour must be approved by the Director of Human Resources before the City extends an offer of employment. House Manager Facility supervisor of special events, productions, concerts, rentals – etc. Involves high public contact and customer service, including enforcement of rules and regulations. May include set- up of events. Instructor I Under general supervision, prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides assignments to Instructor Aides and volunteers. Requires previous teaching experience. Requires prior in-depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Instructor II Under limited supervision, prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides assignments to Instructor Aides and volunteers. Requires at least two years of previous teaching experience. Requires prior in- depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Instructor III Independently prepares classes, programs and camp curriculum, presents classes and field trips for schools and family audiences, and provides direction and mentoring for Instructor Is and IIs, Aides and volunteers. Serves in a leadership capacity within the department. Requires at least 4 years of teaching experience and in-depth knowledge of the disciplines to be taught. May require lifting up to 15 pounds. Instructor Aide Under general supervision, performs administrative work in support of Instructors in areas such as course preparation, classroom assistance and related activities. May require lifting up to 15 City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 10 of 19 pounds. Librarian Under supervision, assists customers with reference inquiries, provides instruction in the use of library resources and equipment; shelves materials and assists with core management or organization of materials. Distinguishing Characteristics: The Librarian classification is the professional entry level classification within the Library Division. The Librarian has the professional knowledge to identify, develop, interpret, and evaluate all policies, procedures, programs and services to ensure the best quality of service to public library users. It is a broad classification which covers a variety of work situations which require expertise in areas of primary responsibility, as well as in common areas such as materials selection, public library service and in computerized information systems. Significant portion of workday includes direct public contact. Work hours may include early mornings, evenings and weekends. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • Performs routine circulation tasks required to directly serve public, including registering and maintaining files of borrowers; interpreting customer accounts and checking in and out library materials via computerized equipment; accepting, payments for fines, bills, fees; assisting customer with inquiries regarding availability and status of items in collections, and interviewing and assisting users regarding circulation accounts and services. Refers circulation problems to circulation staff or manager. • May conduct library programs for children and adults; conduct tours and classes. • May conduct reference interview and analyze, interpret and answer inquiries utilizing resources in Palo Alto Libraries as well as other libraries and the community, referring unusual questions to a Senior Librarian (Librarian II) or supervisor; assist customers in use of facility including catalog, indexes, reference books and technology. • Performs library programming, including planning, coordination, promotion and the conduct of programs; cooperates with other City departments, community and library groups with program co-sponsorship. • Prepares displays to market the library’s collection; may write regular newsletter articles, book reviews and program announcements for e-newsletters and publications; assists with social media. • May update library web pages; update online calendars; contribute calendar items to City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 11 of 19 community organizations and data bases. • Selects and de-selects library materials in one or more subject areas based on knowledge of budget available, collection size, analysis of community past usage patterns and other criteria; processes discarded materials. • Assist with recruits, interviews, schedules, trains, initiates and coordinates, work of clerical, paraprofessional, temporary and/or volunteer staff as assigned. • May collect, maintain and report statistical records for a variety of library measures. • As directed, performs copy and original cataloging and classification efficiently utilizing online computerized cataloging system; assigns access points for materials; establishes new bibliographic computer records in accordance with recognized standards. • Maintains specific library collections and equipment including housing, physical maintenance and arrangement. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • Master’s Degree in Library and Information Science or related education preferred. KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of alphabetical and numerical filing systems. • Knowledge of the library catalog. • Ability to work varied schedule including early mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public, maintaining a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 12 of 19 Library Clerk Under close general supervision performs technical and clerical tasks; assists customers with their accounts; shelves materials; performs technical and clerical tasks as assigned. Distinguishing Characteristics Library Clerk is a classification found in the Library Department and is distinguished by the performance of various technical and clerical duties under general supervision. Work hours may vary and include nights and weekends. Includes direct public contact. Some previous knowledge of library operations required. ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • May answer customers’ questions. • Checks in/out items; performs standard, holds, special handling and sorts; issues library cards. • Works at the Accounts Desk; handles customer accounts and fines; provides computer assistance; performs shelving. • May assist customers with library technology. • Maintains computer files for library materials; adds, deletes and updates information. • Data enters bibliographic data into the online library system. • Communicates with vendors to request approved items or to ask questions; refers further communications to the supervisor. • Accepts and unpacks deliveries and shipments of library materials; checks for accuracy; returns incorrect or damaged materials to vendors. • Receives and invoices materials into the library’s computer system. • Performs RFID tagging Performs shelf reading. • Assists in the setup of programs; performs program cleanup. • Processes LINK+ items and locates items listed on hold for the library branch or on reserve for LINK+. • Assists with special projects and programs. • May perform mail delivery. • Provides basic assistance to customers. • Performs related duties and responsibilities as required. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 13 of 19 • High school diploma or equivalent and 6 months experience working in a library KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of library procedures and item shelving structure. • Knowledge of alphabetical and numerical filing systems. • Knowledge of a personal computer and various software applications. • Knowledge of effective customer service. • Ability to use the library catalog. • Ability to perform cash handling and use a cash register. • Ability to perform basic mathematical calculations. • Ability to work varied schedule including mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to work varied schedule including early mornings, evenings, and weekends. Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: Work in a library environment with the public; maintains a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Library Page Under close supervision, shelves materials; performs routine clerical and support tasks as assigned. Distinguishing Characteristics: Library Page is a classification found in the Library Department and is distinguished by the performance of routine clerical duties under supervision. Work hours may vary and include nights and weekends. May include direct public contact. No previous knowledge of library operations required. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 14 of 19 ESSENTIAL DUTIES: Essential and other important responsibilities and duties may include, but are not limited to, the following: • Shifts collections; pulls or weeds items; performs sweeps. • Returns library materials to the shelves. • Performs RFID tagging • Performs shelf reading. • Assists in the setup of programs; performs program cleanup. • Processes LINK+ and locates items listed on hold for the library branch or on reserve for Link+ • Performs general cleaning and organization of the library’s areas. • Assist with open and close procedures. • May assist with special projects and programs. • Performs mail delivery. • May provide directional assistance to customers. • Works with Automated Materials Handling machine; moving and sorting bins, and sorting returned items. • Performs related duties and responsibilities as required. MINIMUM QUALIFICATIONS: Sufficient education, training and/or work experience to demonstrate possession of the following knowledge, skills, and abilities which would typically be acquired through: • No experience necessary. KNOWLEDGE, SKILLS, AND ABILITIES: • Ability to work effectively with public and co-workers in variety of circumstances. Ability to work with wide variety of people. • Knowledge of alphabetical and numerical filing systems. • Knowledge of the library catalog. • Ability to work varied schedule including early mornings, evenings and weekends • Ability to maintain physical condition appropriate to the performance of assigned duties and responsibilities which may include sitting for extended periods of time and operating assigned library equipment. • Ability to communicate with others and to assimilate and understand information, in a manner consistent with the essential job functions. • Ability to operate assigned equipment. • Ability to make sound decisions in a manner consistent with the essential job functions. WORKING CONDITIONS / PHYSICAL REQUIREMENTS: City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 15 of 19 Work in a library environment with the public, maintains a professional appearance; sustained posture in a standing, walking or seated position for prolonged periods of time; perform bending, lifting, crouching and pushing items weighing up to 50 pounds; perform repetitive small hand and arm motions for prolonged periods of time; may travel to other library facilities; exposed to computer screens for prolonged periods of time. Maintenance Assistant Under general supervision, responsible for skilled and semiskilled tasks in one or more of the following areas: Landscape and turf maintenance of parks and golf courses, including tree maintenance and turf renovation, City building and facilities, City streets, sewers, and storm drains, City vehicles and equipment. Performs related tasks as required. Requires experience with power equipment and a valid California driver’s license. May require drug testing. Management Specialist May perform work associated or equal in complexity with responsible City managerial or staff position. Classification may be used for individuals involved in confidential areas involved with employee relations, labor relations, and other discreet/confidential projects. Compensation to be determined according to tasks assigned and qualifications required. Open Space Technician Under general supervision performs work assignments in Parks and Open Space areas that assist in the protection, preservation and maintenance of Palo Alto open space lands. Entry- level positions that require familiarity with power tools such as weed whips and chain saws. Police Reserve I Reserve officer who has received requisite level of training to operate in a solo capacity. Police Reserve II Reserve officer who must be accompanied by a regular sworn officer or a Police Reserve I in performance of duties. Print Shop Assistant Under supervision, provides assistance in the Print Shop in duplication, finishing work, mail distribution and other support function duties, often under tight deadlines. Project Construction Inspector Inspection of City construction projects to ensure conformance with plan and specifications, documentation of contractor’s daily activities, verification of materials and quantities used, and City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 16 of 19 notification to and contact with the residents in the project area. Project Specialist Support for an administrative tasks related to City programs and projects on an ongoing basis, requiring technical and administrative skills such as scheduling, research and report writing, project development and design, ongoing project implementation and administration, and budget tracking and conformance. Recreation Aide Provides general clerical and unskilled labor/support of recreational programs. Recreation Leader I Entry level positions that do not require previous experience including: Teen leaders Gymnastics Instructors Sports Camp Assistants Special Event Assistants Summer Camp Counselors Coaches Recreation Leader II Positions require at least one season of experience and certifications in a related field including: Sports Camp Leaders (CPR and First Aid) Sport Officials (CPR and First Aide) Assistant Pool Manager Senior Swim Instructor/Lifeguard (Lifeguard Training, First Aid and CPR) Summer Camp Assistants Coaches Recreation Leader III Positions require at least 2 years of experience and specialized skills or advanced certifications in a related field including: Summer Camp Leaders Teen Outreach Leaders Coaches Substitute Teachers Sports Camp Leaders (CPR and First Aid) Sport Officials (CPR and First Aid) Pool Manager City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 17 of 19 Gymnastic/Dance Instructors (Recreation Leader II requirements and Safety Certification and one of the following certifications: Professional Development Program II, Kinder Accreditation for Teachers or Movement Education and Learning Development.) Stock Clerk Under supervision, performs a variety of inventory maintenance functions including receiving, storing and delivering supplies. Includes maintaining and reviewing computerized inventory records; performs other related work as required. Swim Instructor/Lifeguard Monitors pool activities to enforce regulations and prevent accidents, rescue swimmers in distress, conducts swimming lessons in accordance with American Red Cross or other national recognized aquatics programs and performs other related duties as required. Certificates in Lifeguard Training, First Aid and CPR required. Technical Specialist Under general supervision, responsible for work that requires technical skills associated with one or more of the following areas: drafting/CAD, electronics, computer systems, engineering, environmental science, or planning. Technician I Performs less advanced technical work than that of the Technician II class. Normally requires some specialized skills such as basic life support/paramedic, drafting, electronics, building maintenance, crafts, etc. and ability to operate associated vehicles or equipment. Technician II Under general supervision, responsible for work as performed by advanced technical skills associated with one or more of the following areas: drafting/CAD, electronics computer systems, engineering, environmental science, or planning. Classification may be used for individuals involved in conducting surveys, opinion polls, and other data collection assignments where analysis of data may be required. Arts & Science Professional I Under general supervision, performs highly skilled jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 18 of 19 Arts & Science Professional II Under limited supervision, performs highly specialized jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits,theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Two years of experience equivalent to that of a Arts & Science Professional I. Arts & Science Professional III - H Independently performs highly specialized jobs in support of performing and visual arts. Examples would include exhibit design and installation, graphic design, exhibit mechanical and electrical design, exhibit problem solving, installation and maintenance, materials and parts sourcing for exhibits, managing outsourced custom fabrication of specialty parts, and working with Arts & Sciences Producers on design of exhibits, theater scenery, costume & lighting design and direction, studio supervision, development of educational programs, etc. Five years of experience equivalent to that of an Arts & Science Professional I. May require lifting up to 15 pounds. Arts & Science Technician Under supervision, performs paraprofessional and skilled support to a specific performing or visual arts program area such as lighting, props, building, painting, stitching – etc. Arts & Science Aide Under general supervision, performs general unskilled and some semiskilled tasks in support of theater, arts and museum programs. Zoological Assistant Under supervision, performs assignments that assist in the maintenance, control, and shelter of animals in the zoo and other City facilities. City of Palo Alto Limited Hourly Employee Compensation Plan 2014-2017 Page 19 of 19 Appendix B Limited Hourly Salary Schedule Limited Hourly 2014-2017 Salary Schedule effective first pay period following Council approval of Compensation Plan FLSA Steps Rate Steps Rate Steps Rate Step 1 $21.38 Step 1 $21.80 Step 1 22.24$ Step 2 $22.50 Step 2 $22.95 Step 2 23.41$ Step 3 $23.68 Step 3 $24.16 Step 3 24.64$ Step 4 $24.93 Step 4 $25.43 Step 4 25.94$ Step 5 $26.24 Step 5 $26.77 Step 5 27.31$ Step 1 $25.52 Step 1 $26.03 Step 1 26.55$ Step 2 $26.86 Step 2 $27.40 Step 2 27.95$ Step 3 $28.27 Step 3 $28.84 Step 3 29.42$ Step 4 $29.76 Step 4 $30.36 Step 4 30.97$ Step 5 $31.33 Step 5 $31.96 Step 5 32.60$ Step 1 $21.38 Step 1 $21.80 Step 1 22.24$ Step 2 $22.50 Step 2 $22.95 Step 2 23.41$ Step 3 $23.68 Step 3 $24.16 Step 3 24.64$ Step 4 $24.93 Step 4 $25.43 Step 4 25.94$ Step 5 $26.24 Step 5 $26.77 Step 5 27.31$ Step 1 $19.74 Step 1 $20.13 Step 1 20.54$ Step 2 $20.78 Step 2 $21.19 Step 2 21.62$ Step 3 $21.87 Step 3 $22.31 Step 3 22.76$ Step 4 $23.02 Step 4 $23.48 Step 4 23.96$ Step 5 $24.23 Step 5 $24.72 Step 5 25.22$ Step 1 $17.31 Step 1 $17.66 Step 1 18.01$ Step 2 $18.22 Step 2 $18.59 Step 2 18.96$ Step 3 $19.18 Step 3 $19.57 Step 3 19.96$ Step 4 $20.19 Step 4 $20.60 Step 4 21.01$ Step 5 $21.25 Step 5 $21.68 Step 5 22.12$ Step 1 $13.98 Step 1 $14.27 Step 1 14.56$ Step 2 $14.72 Step 2 $15.02 Step 2 15.33$ Step 3 $15.49 Step 3 $15.81 Step 3 16.14$ Step 4 $16.31 Step 4 $16.64 Step 4 16.99$ Step 5 $17.17 Step 5 $17.52 Step 5 17.88$ Step 1 $16.36 Step 1 $16.70 Step 1 17.03$ Step 2 $17.22 Step 2 $17.58 Step 2 17.93$ Step 3 $18.13 Step 3 $18.50 Step 3 18.87$ Step 4 $19.08 Step 4 $19.47 Step 4 19.86$ Step 5 $20.08 Step 5 $20.49 Step 5 20.90$ 910 913 915 916 917 918 919 Administrative Specialist I Administrative Specialist II Assistant Park Ranger Building Serviceperson Clerical Assistant Custodial Aide Custodial Assistant Salary Effective 07/01/2016Job Code Job Title Salary Effective 1st PP following Council Approval Salary Effective 07/01/2015 Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt FL 07/31/2014 Limited Hourly 2014-2017 Salary Schedule effective first pay period following Council approval of Compensation Plan Step 1 $16.08 Step 1 $16.41 Step 1 16.74$ Step 2 $16.93 Step 2 $17.27 Step 2 17.62$ Step 3 $17.82 Step 3 $18.18 Step 3 18.55$ Step 4 $18.76 Step 4 $19.14 Step 4 19.53$ Step 5 $19.75 Step 5 $20.15 Step 5 20.56$ Step 1 $9.69 Step 1 $9.89 Step 1 10.10$ Step 2 $10.20 Step 2 $10.41 Step 2 10.63$ Step 3 $10.74 Step 3 $10.96 Step 3 11.19$ Step 4 $11.31 Step 4 $11.54 Step 4 11.78$ Step 5 $11.91 Step 5 $12.15 Step 5 12.40$ Step 1 $20.20 Step 1 $20.62 Step 1 21.02$ Step 2 $21.26 Step 2 $21.70 Step 2 22.13$ Step 3 $22.38 Step 3 $22.84 Step 3 23.29$ Step 4 $23.56 Step 4 $24.04 Step 4 24.52$ Step 5 $24.80 Step 5 $25.30 Step 5 25.81$ Step 1 $24.61 Step 1 $25.10 Step 1 25.60$ Step 2 $25.90 Step 2 $26.42 Step 2 26.95$ Step 3 $27.26 Step 3 $27.81 Step 3 28.37$ Step 4 $28.69 Step 4 $29.27 Step 4 29.86$ Step 5 $30.20 Step 5 $30.81 Step 5 31.43$ Step 1 $28.31 Step 1 $28.89 Step 1 29.46$ Step 2 $29.80 Step 2 $30.41 Step 2 31.01$ Step 3 $31.37 Step 3 $32.01 Step 3 32.64$ Step 4 $33.02 Step 4 $33.69 Step 4 34.36$ Step 5 $34.76 Step 5 $35.46 Step 5 36.17$ Step 1 $25.98 Step 1 $26.50 Step 1 27.03$ Step 2 $27.35 Step 2 $27.89 Step 2 28.45$ Step 3 $28.79 Step 3 $29.36 Step 3 29.95$ Step 4 $30.30 Step 4 $30.90 Step 4 31.53$ Step 5 $31.89 Step 5 $32.53 Step 5 33.19$ Step 1 $19.33 Step 1 $19.73 Step 1 20.13$ Step 2 $20.35 Step 2 $20.77 Step 2 21.19$ Step 3 $21.42 Step 3 $21.86 Step 3 22.30$ Step 4 $22.55 Step 4 $23.01 Step 4 23.47$ Step 5 $23.74 Step 5 $24.22 Step 5 24.71$ Step 1 $11.85 Step 1 $12.09 Step 1 12.34$ Step 2 $12.47 Step 2 $12.73 Step 2 12.99$ Step 3 $13.13 Step 3 $13.40 Step 3 13.67$ Step 4 $13.82 Step 4 $14.11 Step 4 14.39$ Step 5 $14.55 Step 5 $14.85 Step 5 15.15$ 920 921 922 923 924 925 930 Instructor II Librarian Library Clerk Library Page Theater/Arts Professional III House Manager Instructor Aide Instructor I New position created via Tentative Agreement with SEIU521 Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt FL 07/31/2014 Limited Hourly 2014-2017 Salary Schedule effective first pay period following Council approval of Compensation Plan Step 1 $15.56 Step 1 $15.87 Step 1 16.20$ Step 2 $16.38 Step 2 $16.71 Step 2 17.05$ Step 3 $17.24 Step 3 $17.59 Step 3 17.95$ Step 4 $18.15 Step 4 $18.52 Step 4 18.89$ Step 5 $19.10 Step 5 $19.49 Step 5 19.88$ Step 1 $15.56 Step 1 $15.87 Step 1 16.20$ Step 2 $16.38 Step 2 $16.71 Step 2 17.05$ Step 3 $17.24 Step 3 $17.59 Step 3 17.95$ Step 4 $18.15 Step 4 $18.52 Step 4 18.89$ Step 5 $19.10 Step 5 $19.49 Step 5 19.88$ Step 1 $19.33 Step 1 $19.73 Step 1 20.13$ Step 2 $20.35 Step 2 $20.77 Step 2 21.19$ Step 3 $21.42 Step 3 $21.86 Step 3 22.30$ Step 4 $22.55 Step 4 $23.01 Step 4 23.47$ Step 5 $23.74 Step 5 $24.22 Step 5 24.71$ Step 1 $27.98 Step 1 $28.55 Step 1 29.12$ Step 2 $29.45 Step 2 $30.05 Step 2 30.65$ Step 3 $31.00 Step 3 $31.63 Step 3 32.26$ Step 4 $32.63 Step 4 $33.29 Step 4 33.96$ Step 5 $34.35 Step 5 $35.04 Step 5 35.75$ Step 1 $21.38 Step 1 $21.80 Step 1 22.24$ Step 2 $22.50 Step 2 $22.95 Step 2 23.41$ Step 3 $23.68 Step 3 $24.16 Step 3 24.64$ Step 4 $24.93 Step 4 $25.43 Step 4 25.94$ Step 5 $26.24 Step 5 $26.77 Step 5 27.31$ Step 1 $9.69 Step 1 $9.89 Step 1 10.10$ Step 2 $10.20 Step 2 $10.41 Step 2 10.63$ Step 3 $10.74 Step 3 $10.96 Step 3 11.19$ Step 4 $11.31 Step 4 $11.54 Step 4 11.78$ Step 5 $11.91 Step 5 $12.15 Step 5 12.40$ Step 1 $9.69 Step 1 $9.89 Step 1 10.10$ Step 2 $10.20 Step 2 $10.41 Step 2 10.63$ Step 3 $10.74 Step 3 $10.96 Step 3 11.19$ Step 4 $11.31 Step 4 $11.54 Step 4 11.78$ Step 5 $11.91 Step 5 $12.15 Step 5 12.40$ Step 1 $13.12 Step 1 $13.39 Step 1 13.64$ Step 2 $13.81 Step 2 $14.09 Step 2 14.36$ Step 3 $14.54 Step 3 $14.83 Step 3 15.12$ Step 4 $15.30 Step 4 $15.61 Step 4 15.92$ Step 5 $16.10 Step 5 $16.43 Step 5 16.76$ 936 937 938 939 940 941 942 935 Maintenance Assistant Open Space Technician Print Shop Assistant Project Construction Inspector Project Specialist Recreation Aide Recreation Leader I Recreation Leader II Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt FL 07/31/2014 Limited Hourly 2014-2017 Salary Schedule effective first pay period following Council approval of Compensation Plan Step 1 $16.32 Step 1 $16.65 Step 1 16.99$ Step 2 $17.18 Step 2 $17.53 Step 2 17.88$ Step 3 $18.08 Step 3 $18.45 Step 3 18.82$ Step 4 $19.03 Step 4 $19.42 Step 4 19.81$ Step 5 $20.03 Step 5 $20.44 Step 5 20.85$ Step 1 $15.48 Step 1 $15.79 Step 1 16.10$ Step 2 $16.29 Step 2 $16.62 Step 2 16.95$ Step 3 $17.15 Step 3 $17.49 Step 3 17.84$ Step 4 $18.05 Step 4 $18.41 Step 4 18.78$ Step 5 $19.00 Step 5 $19.38 Step 5 19.77$ Step 1 $11.06 Step 1 $11.29 Step 1 11.50$ Step 2 $11.64 Step 2 $11.88 Step 2 12.11$ Step 3 $12.25 Step 3 $12.50 Step 3 12.75$ Step 4 $12.89 Step 4 $13.16 Step 4 13.42$ Step 5 $13.57 Step 5 $13.85 Step 5 14.13$ Step 1 $17.31 Step 1 $17.66 Step 1 18.01$ Step 2 $18.22 Step 2 $18.59 Step 2 18.96$ Step 3 $19.18 Step 3 $19.57 Step 3 19.96$ Step 4 $20.19 Step 4 $20.60 Step 4 21.01$ Step 5 $21.25 Step 5 $21.68 Step 5 22.12$ Step 1 $20.20 Step 1 $20.62 Step 1 21.02$ Step 2 $21.26 Step 2 $21.70 Step 2 22.13$ Step 3 $22.38 Step 3 $22.84 Step 3 23.29$ Step 4 $23.56 Step 4 $24.04 Step 4 24.52$ Step 5 $24.80 Step 5 $25.30 Step 5 25.81$ Step 1 $24.61 Step 1 $25.10 Step 1 25.60$ Step 2 $25.90 Step 2 $26.42 Step 2 26.95$ Step 3 $27.26 Step 3 $27.81 Step 3 28.37$ Step 4 $28.69 Step 4 $29.27 Step 4 29.86$ Step 5 $30.20 Step 5 $30.81 Step 5 31.43$ Step 1 $28.31 Step 1 $28.89 Step 1 29.46$ Step 2 $29.80 Step 2 $30.41 Step 2 31.01$ Step 3 $31.37 Step 3 $32.01 Step 3 32.64$ Step 4 $33.02 Step 4 $33.69 Step 4 34.36$ Step 5 $34.76 Step 5 $35.46 Step 5 36.17$ Step 1 $14.35 Step 1 $14.64 Step 1 14.92$ Step 2 $15.10 Step 2 $15.41 Step 2 15.71$ Step 3 $15.89 Step 3 $16.22 Step 3 16.54$ Step 4 $16.73 Step 4 $17.07 Step 4 17.41$ Step 5 $17.61 Step 5 $17.97 Step 5 18.33$ 949 950 951 952 953 943 948 Swim Instructor/Lifeguard Technical Specialist Arts & Science Professional I Arts & Science Professional II New position created via Tentative Agreement with SEIU521 Arts & ScienceTechnician Recreation Leader III Stock Clerk Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Arts & Science Professional III FL 07/31/2014 Limited Hourly 2014-2017 Salary Schedule effective first pay period following Council approval of Compensation Plan Step 1 $9.47 Step 1 $9.66 Step 1 9.86$ Step 2 $9.97 Step 2 $10.17 Step 2 10.38$ Step 3 $10.49 Step 3 $10.71 Step 3 10.93$ Step 4 $11.04 Step 4 $11.27 Step 4 11.50$ Step 5 $11.62 Step 5 $11.86 Step 5 12.10$ Step 1 $21.38 Step 1 $21.80 Step 1 22.24$ Step 2 $22.50 Step 2 $22.95 Step 2 23.41$ Step 3 $23.68 Step 3 $24.16 Step 3 24.64$ Step 4 $24.93 Step 4 $25.43 Step 4 25.94$ Step 5 $26.24 Step 5 $26.77 Step 5 27.31$ Step 1 $21.56 Step 1 $21.98 Step 1 22.42$ Step 2 $22.69 Step 2 $23.14 Step 2 23.60$ Step 3 $23.88 Step 3 $24.36 Step 3 24.84$ Step 4 $25.14 Step 4 $25.64 Step 4 26.15$ Step 5 $26.46 Step 5 $26.99 Step 5 27.53$ Step 1 $17.24 Step 1 $17.59 Step 1 17.96$ Step 2 $18.15 Step 2 $18.52 Step 2 18.90$ Step 3 $19.10 Step 3 $19.49 Step 3 19.89$ Step 4 $20.11 Step 4 $20.52 Step 4 20.94$ Step 5 $21.17 Step 5 $21.60 Step 5 22.04$ Step 1 $15.56 Step 1 $15.87 Step 1 16.20$ Step 2 $16.38 Step 2 $16.71 Step 2 17.05$ Step 3 $17.24 Step 3 $17.59 Step 3 17.95$ Step 4 $18.15 Step 4 $18.52 Step 4 18.89$ Step 5 $19.10 Step 5 $19.49 Step 5 19.88$ Step 1 $21.38 Step 1 $21.80 Step 1 22.24$ Step 2 $22.50 Step 2 $22.95 Step 2 23.41$ Step 3 $23.68 Step 3 $24.16 Step 3 24.64$ Step 4 $24.93 Step 4 $25.43 Step 4 25.94$ Step 5 $26.24 Step 5 $26.77 Step 5 27.31$ Min Max $10 TBD 955 960 961 962 963 954 972 Management Specialist TBD Technician II Arts & Science Aide Zoological Assistant Police Reserve I Police Reserve II Technician I Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt Non-exempt FL 07/31/2014 City of Palo Alto (ID # 4939) City Council Staff Report Report Type: Action Items Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: Embarcadero Road Satellite Parking Project Title: Approval of Design Contract No. C14153579 with BKF Engineers in the Amount of $180,000 for the Embarcadero Road Satellite Parking Project (Continued from Consent Calendar on June 16, 2014) From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council approve a consultant agreement with BKF Engineers in the amount of $180,000 for the design and environmental review of the Embarcadero Road – Satellite Parking Lot project. Background On February 10, 2014 Council authorized staff to proceed with several parking strategies aimed at helping to improve parking supply for the University Avenue Downtown and California Avenue Business Districts (Attachment A – Staff Report ID#4374), including the following: Table 1 February 10, 2014 Approved Council Parking Supply Strategies No. Parking Supply Strategy Status 1 Solicit qualification statements for public-private partnerships to increase parking supplies on at least one existing surface parking lot in the University Avenue are and one in the California Avenue Business District. Active RFP 2 Authorize staff to begin design and environmental review of a 200-space satellite parking facility along Embarcadero Road – East of Geng Road-Faber Place and in the Baylands Athletic Center parking lot with supporting shuttle service to the University Avenue Business District. RFP Complete 3 Authorize staff to expand parking permit sales to South of Forest Avenue (SOFA) Business District Employees at the Lot CC – Civic Complete City of Palo Alto Page 2 Center and Lot CW – Cowper Street/Webster Street parking garages. 4 Authorize staff to solicit proposals for the installation of parking garage access and revenue controls aimed at collecting “real time” data on parking lot and garage occupancy, introducing flexibility for transferable permits between employees, and supporting payment options for downtown visitors who park longer than three hours. RFP Development in Progress 5 Revise priority locations for a potential public parking garage in Downtown and return to Council for direction. Underway concurrent with Public-Private RFP This staff report focuses on a portion of Item 2, the design and environmental review of the Embarcadero Road Satellite Parking Lot project and includes an update on proposed shuttle route options to support the satellite parking lot. The proposed scope includes design and analysis of satellite parking lot activities on Embarcadero Road only. The project does not propose satellite parking lot operations at the Bay Lands Athletic Center at this time. Staff released a Request for Proposals (RFP) for the satellite parking lot on March 18, 2014 and received five proposals in response. All five consultant teams were interviewed on May 13, 2014 and staff is recommending award to the BKF Engineers design team. BKF Engineers will serve as the lead for civil design and survey work, Alta Planning + Design for outreach and landscape architecture support, Hexagon Transportation Consultants for traffic impact analysis development, and DUDEK for development of environmental documents. The BKF Engineers Team demonstrated the strongest experience in roadway survey and designing for bicycle & pedestrian connections. These skill sets are critical for this project in order to support Bay Trail linkage opportunities. The team also shows strong experience in the development of traffic impact reports, which are crucial for the proposed travel lane reduction element of the project. The final ranking of consultant teams for the project is provided below. Staff recommends a design contract to the BKF Team in the amount of $180,000, which includes a 7% contingency budget. Table 2 Embarcadero Road – Satellite Parking Lot - Consultant Team Ranking Rank Consultant Team RFP Cost Proposal Expanded Scope Recommended Award 1 BKF Engineers $147,516 $168,273 $180,000 City of Palo Alto Page 3 2 Siegfried $145,540 3 Sandis Engineering $194,605 4 TY-LIN $173,016 5 VER Engineering $184,780 The expanded scope includes additional community outreach and provisions for additional landscape design work above that initially assumed by the consultant team during their proposal development. Summary of Key Issues The Embarcadero Road – Satellite Parking Lot Project is proposed as a parking supply strategy to augment the University Avenue Downtown parking options. The Embarcadero Road area is currently serviced by the Embarcadero Shuttle, which is operated and maintained by the Caltrain Commuter Shuttle Program and offers 20-minute headways during peak hour service periods. The project currently proposes to provide approximately 132 parking spaces along Embarcadero Road between Faber Place and the Palo Alto Airport Driveway (subject to design and environmental review). An additional 68 spaces in the Baylands Athletic Center parking lot could be analyzed at a later date, but this analysis is not included in the current contract, and staff would like to evaluate the success of satellite parking as a concept before undertaking the outreach and analysis that would be necessary to move forward with parking at the Athletic Center. To support the Embarcadero Road satellite parking lot, the City is exploring the option of taking over the Embarcadero Shuttle from the Caltrain Commuter Program and operating the route directly. The City has received proposals in response to an RFP solicitation for Palo Alto Shuttle Program expansion options and pricing for the operation of the Embarcadero Shuttle will be presented to Council in the fall of 2014, following a headway operations study to determine the appropriate level of service to best encourage the satellite parking use. The current phase of the project includes the design and environmental assessment of the project. The project includes the following details to be verified for feasibility as part of the design: 90-degree parking along the north side of Embarcadero Road to offer up to 132 parking spaces. Traffic Study to evaluate a lane reduction of Embarcadero Road – East of Faber Place from 4-lanes to 2-lanes to support the 90-degree parking addition. The study will also evaluate the level of service at key intersections serving this area. Retention of bicycle lanes on both sides of the street. The City anticipates offering a buffered bike lane along the north side of the street in front of the 90-degree parking. The City will explore the option of converting the south side bike lanes (eastbound City of Palo Alto Page 4 towards the Bay Lands) to a Shared Use Bicycle-Vehicle lane supplemented by Sharrow roadway markings to offer wider vehicle travel lanes and a wider buffered bicycle lane on the north side of the street. Enhanced transit stops with shelters to support shuttle ridership. The City anticipates the shuttle stops to have multiple uses including Ride Share Stations, Bicycle Service Stations, and Park ‘n Ride activities. Landscape islands to break-up the parking facility and offer tree planting/landscape opportunities with irrigation controls. Sidewalk or multi-use path along the north side of Embarcadero Road. Enhanced bicycle/pedestrian crosswalk at Faber Place to support Bay Trail linkages across Embarcadero Road Sharrow roadway marking and bicycle wayfinding signage along Faber Place, Geng Road, and the Baylands Athletic Center Parking Lot to complete the Bay Trail linkage to San Francisquito Creek. Policy Implications Council provided direction at its February 10, 2014 meeting to complete design of the Embarcadero Rd Satellite Parking Lot project as part of the University Avenue Downtown parking supply strategies. The use of satellite parking lots to support Downtown operations is supported through the following Comprehensive Plan – Transportation Element goals: Policy T-45 Provide sufficient parking in the University Avenue/Downtown and California Avenue business districts to address long-range needs. Program T-49 Implement a compehensive program of parking supply and demand management strategies for Downtown Palo Alto. Resource Impact The design phase of the Embarcadero Road Satellite Parking Lot project will cost $180,000, which includes a 7% contigency. The project will be funded through the existing Capital Improvement Program (CIP), PL-12000, Parking & Transportation Improvements. Upon completion of the design phase, staff will return to Council with an update and cost estimate prior to the release of construction bid documents. Timeline The Embarcadero Road Satellite Parking Lot project proposes the following schedule. RFP Process: Complete Design: Fall 2014 Environmental: Fall 2014 Construction Start: January 2015 – Pending Funding Construction End: April 2015 City of Palo Alto Page 5 Environmental Review The project includes environmental review including a compehensive traffic analysis and an initial study. A final CEQA document will be presented to the Council upon the completion of the design phase and prior to funding of capital improvements. Attachments: Attachment A: Contract C14153579 with BKF (PDF) Attachment B: Correspondence (PDF) Carnahan, David From: Sent: To: Subject: Dear City Council, John Baum <baumjwb@jps.net> Thursday, July 31, 2014 11:24 PM Council, City Embarcadero Remote Parking CITY OF PALO ALTO.CA CITY Cl fBK'S Aff!CE 14 AUG -4 AM t: 22 Before you authorize spending money to create remote parking along Embarcadero Road between East Bayshore and the Baylands please ask the City Manager to deputize a city employee to spend some morning commute hours observing how the currently available parking on the 'south' side of Embarcadero is filled each morning. That part of Embarcadero is served regularly by a Stanford Marguerite. It is parked full all day long. If you want to successfully create remote parking to relieve neighborhood parking near downtown perhaps you might consider a permit process to control parking in this area as well. The permits could be issued at cost to cover whichever costs you decide should be borne by the commuter parking there, i.e., registration and transportation.) The key to obtaining a permit would be clear evidence of employment in downtown Palo Alto. Those without permits would be restricted no more than 2-4 hours at a time. This would remove this parking area from 'free use' by Stanford. Thinking further ahead, you could consider using all or some of the Palo Alto Airport land for remote parking. All indications are that the taxpayers of Palo Alto will be supporting another cost center for the primary benefit of non-residents. Thank you for considering my suggestions. John Baum 922 El Cajon Way (since 1971) 10 ~ This email is free from viruses and malware because avast! Antivirus protection is active. City of Palo Alto (ID # 4902) City Council Staff Report Report Type: Action Items Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: Approve Contract with AIA California Council to Manage Design Competition for the 101 Bike Bridge Title: Approval of Contract No. C15155728 in the not to Exceed Amount of $146,440 with American Institute of Architects California Council to Manage the Design Competition for the Pedestrian & Bicycle Overpass at Highway 101 CIP Project PE-11011 From: City Manager Lead Department: Public Works Recommendation Staff recommends that the City Council approve and authorize the City Manager or his designee to execute Contract No. C15155728 with the American Institute of Architects California Council, AIACC, (Attachment A) in the not-to-exceed amount of $146,440 to manage the design competition for the Pedestrian & Bicycle Overpass at Highway 101, CIP Project PE-11011, including $133,730 for basic services and $12,710 for additional services. Executive Summary This report provides an overview of and recommends proceeding with an invited bridge design competition that could lead to a landmark and iconic bridge representing the identity of Palo Alto. Connecting southern Palo Alto to the Bay trail system with an overcrossing at Adobe Creek, the bridge will be designed for pedestrians and bicyclists. This is a unique opportunity to showcase the City’s commitment to innovation, aesthetics and forward thinking through the use of a design competition to solicit visionary ideas for a new bridge. Below are three design principles that will be used to help orient design competitors in the creation of concepts: City of Palo Alto Page 2 Originality – inspire and engage the community with a design incorporating creativity, innovation and education Versatility – balance between engineering and art, efficiency and beauty Sustainability –respect the Baylands environment; recognize the integration with nature, connection to the bay trails and importance to walkers/bikers/commuters AIACC’s role is to manage and facilitate a five-month competition process to select a wining bridge design concept. In coordination with the City, the process includes advertising and marketing to design firms, recruiting a jury and ranking of three design concepts by a jury with community input. Background Council directed staff to proceed with an invited design competition process for the overcrossing at Adobe Creek in June 2013. Council approved a contract amendment with Alta + Planning (Alta) in June 2014 (staff report #4585) that included a project update, preparation of design guidelines and studies needed to complete the environmental assessment in 2015. Staff received Architectural Review Board (ARB) comments during study sessions in July and August 2014. The ARB suggests that the project emphasize connection with the Baylands and Palo Alto’s leadership and innovative spirit in Silicon Valley, as reflected in the three guiding design principles provided above. In addition, the symbolism of a “bridge” is inherent in the design challenge and opportunity. Discussion Staff recommends entering into a contract with AIACC to manage a five-month competition process starting this summer. The competition will include selection of a jury with invitations sent out to qualified and reputable Architectural/Engineering (A/E) design firms having bridge design and construction experience. AIACC has managed numerous design awards and competitions that include City of Palo Alto Page 3 international, national and local participation. Staff is also finalizing the guiding design principles included in the executive summary for competitors to refer to in developing concepts. The competition process steps are summarized below. Design Competition Process Overview AIACC’s services include, but are not limited to, establishing competition guidelines and reviewing design criteria, inviting designers to submit proposals, selecting a jury and technical advisory panel, and assisting with the jury’s short- listing of three qualified design firms. These firms will be given a stipend to develop conceptual designs for the bridge. The jury’s ranking of the designs and selection of a competition winner will be forwarded to the community, Architectural Review Board (ARB), and City Council. Step 1: Develop competition work plan, design criteria, outreach and invitations AIACC and the City will develop a work plan that includes steps to complete a five -month design competition. Attachment B contains a flowchart of the process for the bridge competition. The first step includes developing marketing and promotional materials, engineering and design criteria, and public outreach materials. The design criteria will include design goals and objectives, guiding principles, and other factors consistent with the environmental assessment. The guidelines (Attachment C) will include a construction budget of $8 million and a total project budget of $10 million. AIACC will develop invitations asking firms to submit their qualifications. This invitation will solicit international, national and local qualified design firms to create design concepts for a landmark bridge. AIACC will solicit a minimum of 20 A/E firms. Qualifications will include experience showing completion of design and construction of two bridges over a 10 year period. Qualifications provide more assurance that the design firm can develop a bridge concept into final design and construction while meeting the budget, schedule, and site constraints. Public outreach during this initial step will include advertising the competition through AIACC, Bay Area AIA chapters and City websites, use of social media and press releases. City of Palo Alto Page 4 Step 2: Jury and Technical Advisory Panel The jury will be comprised of local or regional architects selected by AIACC that are recognized in the industry with reputations having the potential to attract design firms to submit proposals. The Technical Advisory Panel (TAP) comprised of City staff, local bridge engineers, architects, and local agency representatives will be selected by staff and the AIACC to provide a third party evaluation of the design concepts. Step 3: Jury review of proposals, request for conceptual designs AIACC and the City will receive proposals from interested firms and will provide these to the jury for their review and consideration. The receipt of proposals will be managed by AIACC in coordination with the City. Based on the review of the proposals, the jury will select three firms. AIACC will issue a stipend of $20,000 to each selected firm to develop a total of three conceptual designs. Step 4: Design concepts and public outreach Three concepts will be submitted to AIACC and the City and posted on YouTube, AIACC, and City websites. Using social media will allow for public feedback prior to the design presentations by the firms. The TAP will provide commentary on how the design complies with the design criteria including how the design relates to the planning level construction costs and constructability given the site constraints. This commentary for each design along with public comments will be provided to the jury, board members and commissioners prior to the design firm presentations before the joint jury, board/commission at a public meeting. Step 5: Jury’s selection of winning design The design firms will present their vision and concepts in a joint jury, board/commission public meeting. Presentations to the joint jury, board members and commissioners will be followed with a question and answer period of the participants only. The public will be allowed to comment after all the presentations are made. The jury will then deliberate in private and provide a public announcement of their ranking of the designs and the winner of the design competition. The jury’s determination will be followed with media, press releases and display of the bridge concepts shown at libraries and other community locations. This will end the competition process. Step 6: Council selection of concept City of Palo Alto Page 5 The winning design concept and design team may or may not be approved by the Council depending on cost and/or other factors as determined during the outreach, design review and contract negotiation process. Staff will seek public comments and guidance from the ARB on the architectural designs submitted. Staff will provide the jury’s rationale for the ranking and present this to the ARB. Staff will request a recommendation from the ARB on a preferred design and possible ranking of designs. The goal of the Council will be to select a design consistent with the site constraints, visual context and budget with community support. Although the preferred outcome would be for the Council to agree with the jury’s determination of the design competition winner, Council will have the option of selecting any of the three designers, or of deciding that the City should move forward with a solicitation for design services independent of the design competition results. Step 7: Award and design of preferred concept The preferred concept design will be developed further in accordance with the environmental assessment conditions and other constraints as determined in this preliminary design phase of the project. The design documents will comply with the Santa Clara Valley Water District and Caltrans requirements and the City’s Site and Design Review process. As a requirement of the design competition, the design team shall follow the City’s template design form. This initiates the step to complete the design and construction documents for the project. Resource Impact The budget for the competition process, including stipends to design firms to develop bridge concepts, is $146,440 and is funded through Capital Improvement Program project PE-11011. Policy Implications Staff recommends proceeding with an invited design competition utilizing AIACC to assist staff in managing the steps of the competition process noted below contracting through an Exemption from Competitive Solicitation procedure. The City has applied an exemption (PAMC 2.30.360(b)(2)) that addresses situations where soliciting would be impractical due to circumstances that would result in a substantial economic loss to the City or result in the interference with a required City operation. City of Palo Alto Page 6 Environmental Review The bridge project is subject to the requirements of the California Environmental Quality Act (CEQA) and the National Environmental Policy Act (NEPA). Alignment 1 has been informally vetted with the regulatory agencies and the community and will be the focus for the competition to simplify design submissions. A draft environmental assessment is planned to be in circulation next spring and the final Environmental Impact Report (EIR) and Environmental Assessment (EA) is anticipated to be certified in winter 2015 comparing various alignments. Next Steps Following the initiation and completion of the design competition, the next step will be Council selection of the design team that best meets the project schedule, budget, site constraints and other goals established. Upon Council approval, the selected A/E firm will then enter into a design services agreement with the City to begin design of the concept starting early next year. Tentative Project Timeline: ARB guidance on design guidelines & guiding principles (July/August 2014) Council to approve AIACC scope of work (August 2014) Begin design competition/invitations to design firms (September 2014) Joint jury, board and commission public meeting (November 2014) Jury decision/end competition (December 2014) ARB meeting (December 2014) Complete design competition process (Late 2014) Enter into design contract (Early 2015) Public Circulation of Draft EIR /EA (Spring 2015) Environmental assessment and PTC review (Summer 2015) Circulation of Final EIR/EA/Complete Public Review (End of 2015) Completion of 35% preliminary design, estimates and environmental assessment (End of 2015) Completion of 100% design and construction bid documents (Fall 2016) Begin Construction (Early 2017) Complete Construction (Summer 2018) Attachments: A - AIACC Contract C15155728 signed (PDF) B- Design Competition Flowchart (PDF) C - Draft Excerpts of Design Guidelines (DOC) CITY OF PALO ALTO CONTRACT NO. C15155728 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND THE AMERICAN INSTITUTE OF ARCHITECTS, CALIFORNIA COUNCIL (AIACC) FOR PROFESSIONAL SERVICES This Agreement is entered into on this 11TH day of August, 2014, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and THE AMERICAN INSTITUTE OF ARCHITECTS, CALIFORNIA COUNCIL (AIACC), a not for profit organization, located at 1303 J Street, Suite 200, Sacramento, CA 95841 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to build a bicycle and pedestrian bridge over Highway 101 (“Project”) and desires to engage a consultant to assist and manage the design competition in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. Optional On-Call Provision (This provision only applies if checked and only applies to on- call agreements.) Services will be authorized by the City, as needed, with a Task Order assigned and approved by the City’s Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-1. Each Task Order shall designate a City Project Manager and shall contain a specific scope of work, a specific schedule of performance and a specific compensation amount. The total price of all Task Orders issued under this Agreement shall not exceed the amount of Compensation set forth in Section 4 of this Agreement. CONSULTANT shall only be compensated for work performed under an authorized Task Order and the City may elect, but is not required, to authorize work up to the maximum compensation amount set forth in Section 4. SECTION 2. TERM. DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF The term of this Agreement shall be from the date of its full execution through completion of the services in accordance with the Schedule of Performance attached as Exhibit “B” unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed One Hundred Thirty Three Thousand Seven Hundred Thirty Dollars ($133,730). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed One hundred Forty Six Thousand Four Hundred Forty Dollars ($146,440). The applicable rates and schedule of payment are set out in Exhibit “C”, entitled “BUDGET SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C-1”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (set forth in Exhibit “C”). The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or designee. Option B: Subcontracts Authorized: Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: - Project Manager - Margie O’Driscoll - Website designer (TBD) - Architects to serve on the jury (TBD) - Professionals to serve on the Technical Advisory Committee (TAP) (TBD) - A/E teams (competition finalists - TBD) CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Nicki Dennis Stephens as the AIACC Senior Director to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is Elizabeth Ames, Public Works Department, Engineering Division, 250 Hamilton Ave., Palo Alto, CA 94303, Telephone:650-329-2502. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. CITY will indemnify and hold CONSULTANT harmless from future use or misuse of work product. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify and hold CITY harmless from and against damages, liabilities, losses, costs and expenses, including the reimbursement of reasonable attorneys' fees, on account of damages to property or persons, including injuries or death, to the extent caused by CONSULTANT's negligent acts, errors or omissions arising out of or in connection with CONSULTANT's services under this Agreement. CONSULTANT shall not have a duty to provide CITY with an upfront defense against unproven allegations or claims arising out of the subject matter of this or any other indemnification clause. [Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, but not defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, reasonable experts fees, court costs and disbursements (“Claims to the extent determined to have been caused by court of competent jurisdiction for any negligent or willful DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF and wrongful performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its subconsultants if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all subconsultants of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. As related to this agreement, CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements: All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post- consumer material and printed with vegetable based inks. Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office. Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.4. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.6. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.7 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.8 All unchecked boxes do not apply to this agreement. / / / / / / / / / / / / / / DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF / / 25.9 The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. 25.10 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: Senior Asst. City Attorney AIA California Council ___________________________ Name: Paul W. Welch Jr. Title: Executive Vice President Attachments: EXHIBIT “A”: SCOPE OF WORK EXHIBIT “B”: SCHEDULE OF PERFORMANCE EXHIBIT “C”: COMPENSATION EXHIBIT “C1”: COST BREAKDOWN EXHIBIT “D”: INSURANCE REQUIREMENT DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF EXHIBIT A SCOPE OF SERVICES DESCRIPTION OF PROJECT The City of Palo Alto (City), in cooperation with the California Department of Transportation (Caltrans) District 4, is actively planning to construct a bicycle and pedestrian overcrossing (POC) of U.S. Highway 101, in the City of Palo Alto. The proposed project (“the Project”) is located between the Oregon Expressway and San Antonio Road overpasses of Highway 101, in close proximity to Adobe Creek, and will replace the existing seasonal Benjamin Lefkowitz underpass. The City is expecting the design competition will provide a wider range of bridge options that could lead to design and construction of a “landmark” bridge for Palo Alto. The Consultant, American Institute of Architects California Council (AIACC), shall conduct an invited design competition, marketing firms at the local, national and international level. Development of a unique bridge design shall meet or exceed all applicable policies and standards, and adhere to the identified project environmental footprint, in order to facilitate a smooth approval and permitting process should the City agree to enter into a design contract with one of the chosen firms. OBJECTIVE AIACC shall conduct an invited design competition on behalf of the City for the design of a new pedestrian/bicycle bridge. AIACC shall develop a competition work plan, marketing and promotion materials and website advertising the project with all bay area AIA chapters. AIACC shall invite up to 20 Architectural/Engineering (A/E) firms to provide proposals for the project. The Consultant shall post all qualified proposals to the AIACC, local AIA chapters and the City website. Public comments received from these websites shall be made available to the jury and the City. AIACC shall work with the City to identify and recruit jurors and the Technical Advisory Panel (TAP). The jury shall review all qualified proposals and narrow down the list to three firms. AIACC shall provide a $20,000 stipend to each of the three selected A/E firms on behalf of the City to develop design concepts. The TAP shall review the three concepts and provide commentary for each proposal. The City shall host a public meeting to review three concepts through presentations by the three finalists. The jury shall rank the three design concepts after the meeting and provide their analysis and rationale for these rankings. The City’s 2010 planning cost estimate for design and construction ranges from $6 to $10M. The competition process shall yield three concepts that meet the project vision, guidelines, and estimates. Consultant shall establish a work plan to complete the process in approximately four months. Consultant shall: • Provide technical and administrative expertise to manage an invited design competition • Work with City staff to develop design criteria addressing qualifications, budget, program, site constraints, design type and vision DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF • Recommend and recruit potential jurists • Issue invitations to a select group of twenty A/E design firms, recognized as having the necessary experience to purse this type of project • Outreach to local architectural and engineering firms professionals to participate in the competition process • Conduct jury meetings to review proposals from all qualified firms and develop a short list up to three firms which will create more detailed design concepts for further consideration by the jury • Work with City to provide opportunities for public comment • Recruit a technical advisory panel consisting of City and local agency staff, local architects and engineers with specific experience to provide commentary on the viability, cost and constructability of the three concepts and issue recommendations to the jury • Provide the City Council and Architectural Review Board (ARB) with final jury recommendations • Develop and distribute media release Consultant scope of services shall consist of the following tasks: Task 1 – Project Initiation and Competition Development The Consultant shall work with City staff to: • Develop and organize a competition work plan • Work with City staff to develop design guidelines and firm qualifications • Identify 15-20 teams to invite to competition • Collect proposals from other firms not invited but that may be qualified • Provide a competition brief to the Project Manager • Attend one City Council meeting to outline competition process Task 2 – Marketing and Promotion The Consultant shall work with City staff to: • Develop public outreach, media and marketing plan • Design invitation and website graphics • Draft text for AIACC, all bay area AIA chapters, and City websites • Create webpage on aiacc.org and post information on website including submittal criteria • Attend one meeting with City staff to present the marketing plan and promotion Task 3 – Invitations to Architectural/Engineering Firms The Consultant shall: • Develop list of firms • Coordinate printing and mailing invitations • Solicit firms to submit qualifications DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF • Answering any questions from potential design teams • Provide updates to the Project Manager Task 4 – Selection of Jurors and Technical Advisory Panel (TAP) The Consultant shall: • Work with City to identify and recruit jurors and panelists • Provide project materials and answering questions to prospect jurors and panelists • Provide a honorarium for jury and TAP Task 5 – Submittal Development The Consultant shall: • Accept statements of interest by design teams • Notify teams to submit proposals • Work with design teams to finalize projects • Review proposals • Convene jurors and panelists to review design teams submittals and select three finalists • Contract with design firms to develop concepts and provide stipends • Provide updates to the Project Manager Task 6 – Design Concepts Review and Select The Consultant shall: • Gather design concepts for City website • Post design concepts on AIACC websites • Attend one Community meeting to present design concepts and gather inputs from the Community in this meeting • Coordinate with TAP to provide commentary for each of the three finalists • Convene a public meeting with Jury and the City’s Architectural Review Board for presentations by three finalists • Convene a private meeting with Jury to deliberate and formulate recommendations to the ARB and City Council • Present jury findings and ranking of finalists to ARB and City Council • Develop press release • Distribute press release to the City and other media • Prepare final report to the City Reimbursable The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. City shall reimburse Consultant for the following reimbursable expenses at cost. Expenses for which Consultant shall be reimbursed are: DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF • Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees • Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup information • Jury and Technical Advisory Panel meeting expenses, including meals, refreshments, travel and lodging • Printing and distribution of competition invitations • Any expense anticipated to be more than $500 shall be approved in advance by the CITY’s project manager Additional Services The Consultant shall provide additional services only by advanced, written authorization from the Project Manager. The Consultant, at the City's Project Manager's request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and Consultant's proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the City’s Project Manager and Consultant prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. Project Timeline Consultant shall establish a work plan to complete the process in approximately four months from the date of the Notice of Proceed is issued. Information Provided by the City The Public Works Department, Engineering Division has the following reference documents available upon request: 1) Vicinity map 2) Bridge Alignment and Adobe Creek Reach Trail 15% design 3) Draft Design Guidelines 4) Baylands Master Plan 5) Palo Alto Comprehensive Plan 6) Soil reports in the vicinity 7) Utility information 8) Draft Value Engineering report 9) Planning level estimates DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF EXHIBIT B PROJECT SCHEDULE No.Task Name Duration Start Finish 1 Project Initiation and Competition Development 7 days Mon 8/11/14 Tue 8/19/14 2 Council Approves AIACC Contract/Outline competition process 0 days Mon 8/11/14 Mon 8/11/14 3 City issues Notice to Proceed 1 day Mon 8/11/14 Mon 8/11/14 4 Develop and organize a competition work plan 6 days Tue 8/12/14 Tue 8/19/14 5 Develop design criteria and firm qualifications 6 days Tue 8/12/14 Tue 8/19/14 6 Marketing and Promotion 15 days Tue 8/12/14 Mon 9/1/14 7 Develop materials, graphics and website 15 days Tue 8/12/14 Mon 9/1/14 8 Meeting with City staff to present materials 0 days Mon 9/1/14 Mon 9/1/14 9 Invitations to Architectural/Engineering Firms 9 days Wed 8/20/14 Mon 9/1/14 10 Develop list of firms 4 days Wed 8/20/14 Mon 8/25/14 11 Solicits firms to submit qualifications 5 days Tue 8/26/14 Mon 9/1/14 12 Selection of Jurors and Technical Advisory Panel (TAP)16 days Tue 8/12/14 Tue 9/2/14 13 Identify prospects Jurors and TAP 5 days Tue 8/12/14 Mon 8/18/14 14 Recruit Jurors and TAP 11 days Tue 8/19/14 Tue 9/2/14 15 Submittal Development 20 days Tue 9/2/14 Mon 9/29/14 16 Accepts statement of interest from design teams 1 day Mon 9/22/14 Mon 9/22/14 17 Proposals due 20 days Tue 9/2/14 Mon 9/29/14 18 Jurors review and select three proposals 1 day Tue 9/30/14 Tue 9/30/14 19 Contract design firms to develop concepts 5 days Wed 10/1/14 Tue 10/7/14 20 Design firms develop concepts 23 days Wed 10/8/14 Fri 11/7/14 21 Post Design concepts on websites and newspaper 11 days Mon 11/10/14 Mon 11/24/14 22 Road show starts 11 days Mon 11/10/14 Mon 11/24/14 23 Jury interviews and ranks design concepts 1 day Tue 11/25/14 Tue 11/25/14 24 ARB Meeting 1 day Thu 12/4/14 Thu 12/4/14 25 City Council meeting to present findings and rankings 1 day Mon 1/5/15 Mon 1/5/15 26 Prepare press release 6 days Mon 12/29/14 Mon 1/5/1527Distribute press release to media 0 days Mon 1/5/15 Mon 1/5/15 8/1/2014 1of1 EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $133,730. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $146,440. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services including Additional Services does not exceed $146,440. DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF EXHIBIT C Highway 101 Overpass Project Design Competition Budget Schedule AIACC BASIC SERVICES - PROJECT MANAGEMENT Task 1 -Project Inititation and Competition Development $0 Task 2 - Marketing and Promotion $0 Task 3 - Invitiations to Architectural/Engineering Firms $0 Task 4 - Selection of Jurors and Technical Advisory Panel (TAP)$0 Task 5 - Submittal Development $0 Task 6 - Design Concepts Review and Select $0 Task 7 - Project Management $25,500 Total Project Management $25,500 BASIC SERVICES - SUB-CONTRACTORS Task 1 -Project Inititation and Competition Development $10,800 Task 2 - Marketing and Promotion $0 Task 3 - Invitiations to Architectural/Engineering Firms $5,600 Task 4 - Selection of Jurors and Technical Advisory Panel (TAP)$11,600 Task 5 - Submittal Development $64,200 Task 6 - Design Concepts Review and Select $9,400 Task 7 - Project Management $0 Total Sub-Contractors $101,600 EXHIBIT C REIMBURSABLE EXPENSES Competition Development $200 Jury Development $0 Marketing/Promotion $380 Jury Meeting #1 $2,900 Submittal Development $0 Public Comment Process $0 Technical Advisory Panel $750 Jury Meeting #2 $2,300 Final Recommendations to City Council $100 Total Reimbursable Expenses $6,630 CONTINGENCY Total Contingency (10%)$12,710 Total Basic Services, Reimbursable Expenses and Contingency $146,440 Consultants and other reimbursable costs shall be billed at 100% actual cost and include mileage, postage, shipping, and conference calls. Mileage will be reimbursed at the IRS standard mileage rate. Professional Services Rev Feb. 2014 18 EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. DocuSign Envelope ID: FA347ACA-0F79-46DB-88D4-BA0AEB650EDF Professional Services Rev Feb. 2014 19 C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON- PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. 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ATTACHMENT C Highway 101 Pedestrian/Bicycle Overcrossing at Adobe Creek Page 1 PALO ALTO HIGHWAY 101 BICYCLE AND PEDESTRIAN OVERCROSSING PROJECT EXCERPTS OF THE DESIGN GUIDELINES (DRAFT JULY 2014) City of Palo Alto – Draft Design Guidelines Page 2 Project Description The City of Palo Alto (City), in cooperation with the California Department of Transportation (Caltrans) District 4, is actively planning to construct a bicycle and pedestrian overcrossing (POC) at U.S. Highway 101, in the City of Palo Alto. The proposed project (“the Project”) is located between the Oregon Expressway and San Antonio Road overpasses of Highway 101, in close proximity to Adobe Creek, and will replace the existing seasonal Benjamin Lefkowitz underpass. The grade-separated crossing will provide year-round connectivity from residential and commercial areas to the Palo Alto Baylands Nature Preserve, East Bayshore Road business park area, and the regional San Francisco Bay Trail (Bay Trail) network of multi-use trails. The project construction program includes a new bridge over Highway 101 and West and East Bayshore Roads, a .13 mile trail connection along Adobe Creek to E Meadow Drive, sidewalk improvements along West Bayshore Road, and significant landscape restoration within the Palo Alto Baylands and along the Adobe Creek adjacent to riparian area (Figure 1). The project lies primarily within City and Caltrans right-of-way, although the western project area includes Santa Clara Valley Water District and private property (a portion of 3600 West Bayshore Road, a Google-owned property). In 2010, an initial Feasibility Study project phase examined twelve separate potential Highway 101 bicycle and pedestrian over/undercrossing concept locations. Alternatives were generally located between the Highway 101 overpasses of Oregon Expressway and San Antonio Road, and included variations in both length and configuration. Selection of a preferred project alternative (an overcrossing at Adobe Creek) was identified and evaluated through a participation process involving the general public, a technical advisory committee, stakeholder groups, and City and technical consulting staff. Project Purpose and Need The purpose of the Palo Alto Highway 101 Bicycle and Pedestrian Overcrossing Project is to build a year-round overcrossing to replace the existing Benjamin Lefkowitz seasonal underpass, which is prone to repeated and spontaneous weather-related closures and does not meet minimum Class I trail standards. The overcrossing will improve connectivity to the Palo Alto Baylands Nature Preserve, East and West Bayshore Road businesses, and regional San Francisco Bay Trail (Bay Trail) network from residential neighborhoods and employment districts in south Palo Alto. The project would further improve accessibility and safety of local access by constructing a Class I multi-use trail along Adobe Creek, and improving pedestrian connectivity from West Bayshore Road. The combined overcrossing and access improvements would support regional bicycle commuting and encourage greater recreational activity and use of the Baylands and trail system. ATTACHMENT C Highway 101 Pedestrian/Bicycle Overcrossing at Adobe Creek Page 3 Existing Lefkowitz Seasonal Underpass at West Bayshore Road Current year-round bicycle and pedestrian access over Highway 101 to/from southern Palo Alto and the Baylands Nature Preserve/Bay Trail requires significant out-of-direction travel south to the San Antonio Road overpass, which lacks sufficient non-motorized access facilities, and north to the existing Oregon Expressway Overpass, which is more than 1.25 miles away. The existing Oregon Expressway Overpass also does not meet current Americans with Disabilities Act (ADA) standards. The need for a new year- round pedestrian/bicycle crossing of Highway 101 in south Palo Alto is identified in the City of Palo Alto Comprehensive Plan (2007) and the Palo Alto Bicycle and Pedestrian Transportation Plan (BPTP). The BPTP was adopted in June 2012 and identifies the Overcrossing project as the highest priority Across Barrier Connection (ABC) project in the City. The Highway 101 Overcrossing at Adobe Creek is also identified as a high priority project in the Bicycle Transportation Plan (2003) and draft East Meadow Circle/Fabian Way Sub-Area Concept Plan, which will be folded into the update to the City’s Comprehensive Plan. City of Palo Alto – Draft Design Guidelines Page 4 Palo Alto Baylands at Adobe Creek, with Byxbee Park visible in the background Project Context & Setting The City of Palo Alto is a dynamic, mixed-use community that is both the heart of Silicon Valley’s technology-based employment boom and a coveted assortment of quiet, tree-lined residential neighborhoods served by a top notch public school system. A leader in environmental sustainability, Palo Alto’s quality of life is heavily supported by investments in and close proximity to recreational open space areas (both near the San Francisco Bay and in the foothills to the west) as well as some of the highest rates of walking and bicycling in the country. Approximately 8% of workers in Palo Alto commute by bicycle and another 6% travel on foot, while nearly 60% of all school children travel to school using an active transportation mode. Continuing to grow the share of trips that take place on foot and bicycle is critical to maintaining Palo Alto’s quality of life. This is especially so for the East Meadow Circle sub-area to the west/southwest of the Project, where recently proposed zoning changes (awaiting adoption into the City’s General Plan) and significant land purchases by Google indicate strong potential for office/R&D development in the near ATTACHMENT C Highway 101 Pedestrian/Bicycle Overcrossing at Adobe Creek Page 5 term.1 Coupled with existing businesses and anticipated growth nearby in Mountain View’s North Bayshore Priority Development Area (PDA), active transportation investments such as the US 101 POC at Adobe Creek will be necessary to help manage transportation demands on an already-congested and physically-constrained state highway and local arterial roadway system. The existing built environment in the Project area is characterized by low (one- to three-story tall) office/research park and light industrial land uses to the east, south, and west. A multi-unit residential development also sits to the southwest across from Adobe Creek, but is somewhat buffered from the project area by a PG&E electrical sub-station2. The Project is expected to cross US Highway 101 approximately 1,500 feet northwest of San Antonio Road, directly north of where Adobe Creek passes under the highway. Highway 101 in this location is a ten-lane, 160-ft wide highway (recently widened from eight lanes), and there are two-lane frontage roads with bikes lanes on either side. The eastern/ northern portion of the project site includes the San Francisco Bay Trail, which runs parallel to Adobe Creek from Mountain View and turns sharply north across the creek (via a steel truss bridge) to follow the edge of the Palo Alto Baylands Nature Preserve at East Bayshore Road. Visible to the north within the Baylands sits Hawk Pond and delineated wetlands in the immediate foreground, with Byxbee Park (a former landfill site undergoing transformation into a passive recreational area) in the distance providing one of the few interruptions of the predominantly horizontal Baylands views. Directly east of East Bayshore Road, the creek changes character from a concrete-lined flood channel to a riparian corridor vegetated predominantly with non-native plants, including a large stand of Eucalyptus trees. The western portion of the Project is dominated by the confluence of the channelized Barron and Adobe Creeks, which drain urbanized areas of Palo Alto from the west and include maintenance roads owned and operated by the Santa Clara Valley Water District (SCVWD, or “the Water District”). The existing seasonal undercrossing rises up to meet with West Bayshore Road approximately 100 feet north of the main entrance for the Water District maintenance road access to the confluence area (and proposed Adobe Creek Reach Trail). 1 See http://www.mercurynews.com/ci_23672621/google-buys-nearly-15-acres-palo-alto 2 The multi-unit residential development does lie directly opposite the Adobe Creek maintenance road and proposed Reach Trail, although significant impacts and concerns are not anticipated due to the limited scope of improvements in this area. City of Palo Alto – Draft Design Guidelines Page 6 Figure 1. Flood Basin and Historic Creek/Tideline Map (source unknown). o <. ~ • ~lWf:'h,nd vcm~1 pool SyJ\tIn • ? .J ; ,. . !g'" [ : Palo Alto :p~lapdS i'jature .,. ; reserve = r J····· ATTACHMENT C Highway 101 Pedestrian/Bicycle Overcrossing at Adobe Creek Page 7 From an historical context, most of the current Project site features represent relatively recent additions to a landscape that has undergone a series of dramatic changes in the last century and more. These changes include the Adobe and Barron Creek channels themselves, which have been relocated and modified from their historic alignments since the late 1800’s; as well as the Highway 101 corridor itself, which sits to the east (outboard) from the historic extents of the tidal marsh (Figure 2). Prior to the 1950’s, when mechanical gates were installed to control tidal flooding, the Project area consisted of little more than farmland on either side of the four-lane Bayfront Freeway, which was built in the 1930’s . Construction of the wider, access-controlled highway occurred in the 1960’s. Figure 2. 1948 Aerial Photograph of Project Area (from Google Earth) ATTACHMENT C Highway 101 Pedestrian/Bicycle Overcrossing at Adobe Creek Page 9 Design Guidelines Design Goals and Objectives The following project objectives were derived from public, stakeholder and decision-maker input during meetings regarding the project: 1. Provide an overcrossing that is safe and functional for a wide range of non-motorized users; commuting and recreational bicyclists, including casual or inexperienced riders; and pedestrians, including people with disabilities and families with children. 2. Meet or exceed applicable policies and standards, and adhere to the identified project environmental footprint, in order to facilitate a smooth approval and permitting process. 3. Protect and enhance environmental qualities and functions of the Baylands and Adobe Creek, incorporating compatible native plant and habitat restoration to the maximum extent feasible. 4. Provide a seamless and enjoyable experience for users across Highway 101, ideally creating a bridge that extends the Baylands experience into the urbanized area more than it intrudes into the Baylands. 5. Avoid or minimize disruptions and impacts to traffic on U.S. 101, local roads, and the Bay Trail; and to utilities and SCVWD maintenance facilities both during construction and resulting from the completed facility. 6. Provide an aesthetic/visual resource that respects and is compatible with the character of the Baylands and yet offers new iconographic or gateway elements appropriate to the context. 7. Incorporate references to the Baylands and the site’s history, with opportunities to view, learn about and appreciate the adjacent Baylands Nature Preserve and Adobe Creek/Barron Creek riparian area. 8. Design a cost-effective project that efficiently solves technical challenges/constraints and concerns of ongoing maintenance costs. City of Palo Alto Highway 101 Bicycle and 1-10 ESA / 210225 Pedestrian Overcrossing Project EIR/EA Preliminary Subject to Revision Design Criteria Checklist Maximum pathway profile grade (without landings but with 5’long level area for at least every 400’ interval) 5% (use 4.5% as target) Maximum pathway profile grade (with level landings for every 30” of elevation rise) 8.33% (use 8% as target) Minimum vertical clearance from top of Highway 101 to underneath of pedestrian overcrossing 18 feet 6 inches Minimum vertical clearance from top frontage road to underside of pedestrian overcrossing 17 feet Maximum overcrossing structure width, excluding railings/fence 18 feet Pathway width Minimum 10’ paved trail, preferred overall width 16’ where practical including shoulders Minimum fence (missile barrier) height (over Highway 101 and the frontage roads) 8 feet Minimum fence (missile barrier) opening ( Highway 101) 1” x 1” Minimum railing fence height (on bridge with vertical drop greater than 24”) 42 inches Caltrans Target Standard Bicycle design speed (may not be feasible to meet) 25 MPH Minimum bicycle design speed 12 mph (west ramp), 15 mph (east ramp) Load bearing requirements H20 (16,000 lbs dual axle) Bridge piers/columns: All alternatives would include bridge columns with pile depths of up to 120 feet or more, including not more than one column in the center of the Caltrans ROW Abutments Lighting on bridge: Lighting for trail use at night, with guidelines to avoid glare on highway, local roadways, Baylands, and other adjacent areas. Dark Sky compliance encouraged, but not required. Signage and striping: Trail striping and signage consistent with a two-way, shared use pathway as identified by the California Manual on Uniform Traffic Control Devices (CAMUTCD), including warning and regulatory signage on the overcrossing and along East and West Bayshore Road. Wayfinding: All alignments should include improved bicycle and Baylands wayfinding signage consistent with City standards Landscaping: Native, drought-tolerant planting as specified in the Baylands Master Plan or Water District Design Guidelines would be used throughout the project, including to replace and/or restore disturbed areas within the nature preserve and along the Bay Trail and Adobe Creek riparian zones. Additional landscaping of the west side of West Bayshore Road would be included. Public Art Trail and Water District maintenance road fencing Lefkowitz Tunnel: All alternatives would require the partial removal and permanent closure of the existing seasonal highway underpass 1. Proposed Project City of Palo Alto Highway 101 Bicycle and 1-11 ESA / 210225 Pedestrian Overcrossing Project EIR/EA Preliminary Subject to Revision The following Caltrans standards for Highway 101 during bridge construction activities must also be considered: Minimum median width of Highway 101 for constructing center column 22 feet Minimum falsework traffic opening width over Highway 101 72 feet Minimum vertical falsework clearance over Highway 101 15 feet Common Bridge Feature Description Main Bridge Span Maximum span of 240 ft, with 17 ft minimum vertical clearance over frontage roads, 18.5 ft over Highway 101. Assumed structure width: 18 ft from outside edges. Bridge Ramps & Slope Target slope of between 4-5% (equates to ramp length of 400’-500’ from edge of the frontage road); maximum 8% grade for potential steeper segments. Trail Surface and Width Minimum 10-ft paved trail, total trail width of 16’ including shoulders anticipated. Railings Min 42 in. where necessary, 8 ft “standard height” fencing required over highway and frontage roads Alternative Bridge Access For all alternatives, a secondary stairway access point near 3600 West Bayshore Road would be considered to improve pedestrian accessibility for users headed to and coming from the north along West Bayshore Road. A secondary stairway access point for the eastern bridge ramp may also be considered in conjunction with potential landscape program Lighting Lighting is strongly recommended for use at night/during winter commute hours, but would be limited to the highway overcrossing structure and approach ramps only Signage and Striping Trail striping and signage consistent with a two-way, shared use pathway as identified by the California Manual on Uniform Traffic Control Devices (CAMUTCD); additional warning and regulatory signage may be included along E And W Bayshore Rd. Wayfinding All alternatives would include improved bicycle and Baylands wayfinding signage consistent with City standards. Interpretive Signage Interpretive/educational signage of the natural and cultural history of the Palo Alto Baylands and Adobe/Barron Creek systems will be included with all alternatives. Columns All alternatives would include bridge columns with pile depths of 120 feet or more including not more than one column in the center of the Caltrans ROW. Number and spacing of columns outside the Caltrans ROW to be determined with subsequent design. Landscaping /Trees All alternatives would remove up to 12 trees along West Bayshore Road, including 3 London Plane street trees and a tall Canary Pine tree at 3600 West Bayshore Road. Additional removal of up to 36 Eucalyptus trees and replacement of vegetation in Baylands is possible for Alignments 1 and 2. Removed trees would be replaced on or off site in accordance with the Palo Alto Tree Technical Manual and in consultation with the City arborist. Due to the invasive character and location of the Eucalyptus trees in the Baylands, on site 1. Proposed Project City of Palo Alto Highway 101 Bicycle and 1-12 ESA / 210225 Pedestrian Overcrossing Project EIR/EA Preliminary Subject to Revision Common Bridge Feature Description replacement of these trees is not anticipated. New landscaping on the west side of West Bayshore Road and within the Baylands would be included. Seating/rest areas, soft-surface jogging paths, and public art are also potential elements consistent across design alternatives. References Alta Planning and Design, 2011, City of Palo Alto Highway 101 Over/Undercrossing Feasibility Study. City of Palo Alto, 2012, Palo Alto Bicycle Transportation Plan. City of Palo Alto, 2007, Palo Alto Comprehensive Plan. City of Palo Alto (ID # 4988) City Council Staff Report Report Type: Action Items Meeting Date: 8/11/2014 City of Palo Alto Page 1 Summary Title: 2180 El Camino Real Title: Approval of the Proposed Grocery Store Tenant (J&A Family Market) Within PC 5069 (College Terrace Centre) Based on the Finding that the Proposed Grocery Tenant Would Likely be Comparable in Quality of Products and Services as JJ&F as it Existed and Operated on December 7, 2009 at 2180 El Camino Real From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council approve the proposed grocery store tenant (J&A Family Market) pursuant to Planned Community (PC) Zoning Ordinance No. 5069 (College Terrace Centre), adopted January 11, 2010, based on the finding that the proposed grocery tenant would likely be comparable in quality of products and services as the former JJ&F market as it existed and operated on December 7, 2009. Executive Summary As a key element of the community benefit package for the Planned Community (PC) zoning ordinance approving a new mixed-use development at 2180 El Camino Real in early 2010, the City Council required that the project include a neighborhood serving grocery store. The ordinance made the grocery tenant subject to City approval, stating specifically: “The grocery tenant, if it is a party other than John Garcia (DBA JJ&F), shall be subject to the prior approval of the City of Palo Alto,” and further stating that the City’s approval: “shall not be withheld unless the City reasonably finds that such proposed grocery tenant is not likely to be comparable in qualify of products and service as JJ&F as it existed and operated on December 7, 2009.” The project applicant is proposing a grocery tenant, J&A Family Market, which is owned by City of Palo Alto Page 2 James Smailey, a member of the development team. The applicant and the tenant have provided information regarding the proposed grocery, including its products and service, but excluding certain confidential information, including the names of experienced grocery store professionals who will assist with business operations. To evaluate whether the products and service would be comparable to the old JJ&F market as it existed in December 2009, the City contracted with Sutti Associates, a firm that is in the business of designing and building independent grocery stores, including many successful stores in Northern California. Sutti Associates also has firsthand knowledge of the JJ&F Market, and was given access to all of the information provided to the City, as well as additional information that J&A did not provide to the City due to confidentiality concerns. Sutti Associates’s analysis lauded the proposed store layout, marketing strategy, management team and advisors, and concluded that the market “will be comparable, if not superior, in quality of products and services to JJ&F.” On the concern that the new market might be short lived, Sutti Associates stated that they “cannot guarantee long term success,” but that the proposed tenant “has the retail team and strategy to be successful from its opening day and into the future.” Background On January 11, 2010 the City Council approved PC Ordinance 5069 for a new mixed use development at 2180 El Camino Real. The approved Planned Community development consisted of 57,900 square feet of floor area to be developed within three new buildings over a two level below grade parking structure. The approval included 8,000 square feet for a grocery store, 5,580 square feet of other ground floor retail space, and 38,980 square feet of office space. Eight below-market-rate residential apartment units were also approved. The provision of a neighborhood grocery store on the property was one of the primary public benefits of the project. At the time of the original project approval, it was understood that the grocery store that operated on the property at that time, JJ&F, would continue its operation in the new project once it was built. While the developer requested JJ&F to return, John Garcia, the individual that represented JJ&F, has declined to return as the grocery operator at this site. This has placed the applicant in the position to find an alternate grocery tenant that is comparable in quality of products and services as JJ&F as it existed and operated on December 7, 2009. The PC Ordinance contains a series of Council created safeguards to ensure that a viable grocery store is incorporated into the project and continues operating during the project’s useful life. Pursuant to item #3 of the Special Limitations on Land Uses from the PC ordinance, on January 2, 2014 the applicant provided staff with a lease agreement for a new grocery tenant. The City Attorney signed off on the form of the lease agreement, but staff requested more information on the grocery store tenant. The proposed tenant, J&A Family Market, is owned by James Smailey, a member of the project’s development team. The proposed grocery City of Palo Alto Page 3 tenant does not appear to have prior experience running a grocery store. For this reason, staff requested that the grocery tenant provide the City with a business plan to assist the City in making the determination that the new store would satisfy the conditions of the PC ordinance. The proposed grocery tenant provided the requested information, but declined to specify the names of personnel and other business-related information that was deemed to be proprietary or that would put the market at a competitive disadvantage. Staff responded with additional questions, which elicited additional responses, including a floor plan of the proposed grocery. (Correspondence and the floor plan are attached to this staff report.) City staff also met with the project applicant and the proposed grocery tenant, hoping to learn how the applicant could ensure the longevity of the grocery tenant, since the City and the neighbors have expressed concerns as to whether the proposed grocer -- as the son of the project owner -- is a real business with a track record of successfully operating a grocery store and what mechanism/s the City have to enforce an operation ..."comparable in qualify of products and service as JJ&F” should such a new operation not prove to be such. Ordinance No. 5069 requires establishment of a grocery store of the specified quality prior to issuance of a building permit for construction and requires continuous operation. The ordinance however is silent about what would happen if the grocery store goes out of business or diminishes in quality sometime after the project is constructed. Such an unfortunate event would constitute a violation of the City’s PC ordinance, but the ordinance itself does not specify a particular remedy or fine. In this situation the City would fall back on the traditional code enforcement remedies (fines and administrative penalties). The applicant has indicated that loss of the grocery tenant at some point in the future could also have negative consequences in terms of financing (if loan conditions are violated), or leasing (if the lease with a major office tenant contains a condition that is violated). None of the specific financing or lease terms were made available to the City. Discussion Based on the information submitted by the proposed grocery tenant, staff believes the tenant is proposing a store with products and service comparable to JJ&F, and that the only outstanding issue is whether the grocery will be a financial success and remain in operation, unlike other small grocery stores in the area that have failed. This is a particular concern because the tenant has not been willing to share information about the personnel with grocery experience who would be engaged to help operate the business. As reported in the Executive Summary, to resolve this concern, staff retained the services of Sutti Associates to peer review the proposed tenant’s business plan, including the management team names and resumes. Sutti Associates has firsthand knowledge of JJ&F Market, and has been involved with the design and construction of many successful markets throughout Northern California. City of Palo Alto Page 4 The peer review concluded that the proposed tenant would offer comparable products and service, and states “As with all business ventures, there is no guarantee of success. But the building blocks to success are based on the fundamentals of the business category” and that the proposed tenant has fundamentals related to location, product relevance, parking, financial management, marketing reach, and management team. (See Sutti Associates’ report item 4(d).) The applicant has also informed staff that the transaction documentation contain terms that further ensure the continued operation of the grocery store, though applicant was unwilling to provide such documentation directly to the City. While there are no guarantees that any particular grocery store will be financially viable, staff believes that the applicant has met the showing required by PC Ordinance 5069 and that the applicant has taken steps to ensure the continued viability of the grocery store Timeline The project applicant is seeking City approval of a building permit to commence construction. The City’s approval of a grocery tenant is a prerequisite of building permit issuance. Policy Implications The College Terrace Center project was approved by PC Ordinance 5069 in January of 2010. Environmental Review The College Terrace Center project was reviewed pursuant to the California Environmental Quality Act (CEQA) prior to its approval. The current decision regarding a specific grocery tenant would not alter the project as originally approved or analyzed, and no further review is needed. Attachments: Attachment A: PC Ordinance 5069 (PDF) Attachment B: Grocery Tenant Lease Agreement (PDF) Attachment C: Grocery Tenant Business Plan (PDF) Attachment D: Grocery Tenant Floor Plan (PDF) Attachment E: Staff Questions and Responses from Grocery tenant (PDF) Attachment F: Demographic Data (PDF) Attachment G: Sutti Associates Peer Review (PDF) Attachment A Attachment B Attachment C CARRASCO & ASSOCIATES ARCHITECTS PLANNERS A PROFESSIONAL CORPORATION 1685 El CAMINO REAL PALO Al TO, CA. 94306 650-322-2288 COLLEGE TERRACE CENTRE 2100 EL CAMINO REAL PALO ALTO, CA GROCERY STORE LAYOUT DATE : 06-26-2014 Attachment D Attachment E Attachment F Attachment G City of Palo Alto (ID # 4723) City Council Staff Report Report Type: Action Items Meeting Date: 8/11/2014 City of Palo Alto Page 1 Council Priority: Land Use and Transportation Planning Summary Title: Palo Alto Airport (PAO) Transfer from County of Santa Clara to City of Palo Alto Title: Transfer of the Operation of Palo Alto Airport to the City Requiring Adoption of: (1) Resolution Approving Four Contracts - the Termination Assignment and Assumption Agreement, the Federal Obligations Assignment and Assumption Agreement, the Federal Aviation Administration Supplemental Lease Agreement, and the State Lands Commission Lease No. PRC ___; (2) Resolution Approving FY 2015 Palo Alto Airport Fees and Charges; (3) Resolution Approving Application of the County Airport Rules and Regulations and General Aviation Aircraft License Agreement to the Palo Alto Airport During FY 2015; and (4) Ordinance Amending Palo Alto Municipal Code Sections 12.04.020, 12.04.030, 12.04.040 and 12.20.010, to add “General Aviation Airport” to Existing Definitions and Permit the Adoption of Airport Fees and Charges by Resolution From: City Manager Lead Department: Public Works Recommendation Staff recommends the Council adopt: (1) a resolution, approving four agreements that facilitate the transfer of the Palo Alto Airport from the County of Santa Clara to the City of Palo Alto; (2) an ordinance, approving the adoption of Palo Alto Airport fees and charges by resolution and adding new definitions; (3) a resolution, approving the FY 2015 Palo Alto Airport fees and charges; and (4) a resolution, approving the application of both the County’s Airport Rules and Regulations, and the License Agreement for General Aviation Aircraft to the Palo Alto Airport for FY 2015. City of Palo Alto Page 2 1. Adopt a Resolution, incorporating the Council’s explicit approval of: (A) the Termination Assignment and Assumption Agreement between the City and the County, regarding the transfer of sponsorship, management and control of the Palo Alto Airport to the City; (B) the Federal Obligations Assignment and Assumption Agreement among the City, County and the Federal Aviation Administration, regarding the City’s assumption of the County’s outstanding federal grant agreement assurances and obligations pertaining to the Palo Alto Airport; (C) the Supplemental Lease Agreement between the City and the FAA, regarding the Palo Alto Airport Air Traffic Control Tower lease and Operating Agreement; and (D) a new lease (State Lands Commission Lease No. PRC ___) between the State Lands Commission and the City for the lease of the real property underlying Palo Alto Airport. 2. Adopt an Ordinance, amending Palo Alto Municipal Code sections 12.20.020, 12.04.030, and 12.040, to include “general aviation airport” in the definition of “public works” and “public utilities,” and section 12.20.010, to permit the adoption of Palo Alto Airport fees and charges by resolution. 3. Adopt a Resolution, approving the FY 2015 Palo Alto Airport fees and charges that will apply to tenants, licensees, permit holders and other users of premises at the Palo Alto Airport after August 11, 2014. 4. Adopt a Resolution, regarding the City’s adoption of both the County’s Airport Rules and Regulations and the General Aviation Aircraft License Agreement that will be applicable to tenants, licensees, permit holders and other users of the Palo Alto Airport after August 11, 2014 during FY 2015 until the City develops its own Palo Alto Airport Rules and Regulations and Master License Agreement. Executive Summary Staff has been working with the County of Santa Clara (“County”) since the Council directed that City staff work toward an early termination of the 50-year Lease Agreement (“1967 Lease”) in November 2007 (CMR:418:07). The 1967 Lease is a ground lease between the City and the County, which provides that the County will manage and operate the Palo Alto Airport (Federal Aviation City of Palo Alto Page 3 Administration identifier – “PAO”). Staff is now recommending the Council’s approval of a complex set of documents, which will transfer operations and control of PAO from the County to the City; these include an ordinance and three resolutions. Staff members of the City Attorney’s Office, the City Manager’s Office, and the Administrative Services Department, Office of Management & Budget and Real Estate divisions have collaborated with the Director of the Public Works Department and Airport Manager to secure the transfer of the sponsorship, operation and management of PAO from the County to the City. The package of documents provided to the Council represents the result of complex and detailed negotiations with federal, state and local agencies spanning the past seven years. The City must complete the transfer of sponsorship, operation and management of PAO by mid-August in order to qualify to receive federal funding for an urgently needed runway improvement project. If the FAA does not approve the City as the PAO sponsor by mid-August, the City may lose a portion of the $610,000 in federal grant funding, for which it would be eligible for the current federal fiscal year, ending September 30, 2014. If this deadline is missed, the City would lose fiscal year 2014 funding, and the runway repairs would be delayed by at least one year. Most of the documents presented to the Council are also subject to the approval (in various forms) by the FAA and the approval (in various forms) of the State Lands Commission (“SLC”). While the documents are intended to be presented to the Council in final form, it is possible that the FAA will require minor and/or insubstantial changes to one or more documents. Therefore, staff proposes that the Council approve, and authorize the execution of, the appropriate documents in substantially the form attached to this staff report, subject to minor and/or insubstantial changes mandated by the FAA and/or the SLC. Background Today’s proposed action is the culmination of seven years of effort by City staff to regain control over PAO, which the County has operated, on land leased from the City, since 1967. The 1967 Lease has been amended four times. During its tenure, the County has entered into a number of agreements with airport tenants, licensees, permit holders and users, the FAA, and the SLC. City of Palo Alto Page 4 Both the County and the City desire to terminate the 1967 Lease before it expires in 2017. Because of state and federal legal requirements concerning airports and because of the involvement of the FAA, the SLC, and many airport tenants, licensees and users, the process of transferring control over PAO has proved to be far more complex than merely terminating the 1967 Lease. A short history of the City and the County’s roles in operating PAO puts today’s action into context. As the operator of PAO, the County has entered into various contracts with administrative agencies of the federal government, the State of California and the Santa Clara Valley Water District (“District”) directly relating to the operation and maintenance of PAO and its surrounding levees: In order to address an ambiguity regarding the title to the real property on which PAO is located, and in order to ensure compliance with the FAA Grant Assurances mandated by federal law, the County entered into a lease with the SLC in 1971 for the same real property which was leased by the City to the County under the 1967 Lease. The lease between the County and the SLC (“County/SLC Ground Lease”) will expire on October 1, 2017. The County has also entered into a range of agreements with private parties for access to, and the use of, PAO. For example, the County has entered into lease agreements with two fixed-base operators (“FBOs”) that expire in 2017. The County has also entered into license agreements for the use of over 200 aircraft parking slots at PAO. The term of the standard form license agreement is thirty (30) days, and is automatically renewable unless it is terminated pursuant to the terms of the license. Finally, the County has entered into a number of agreements with the FAA. For example, on June 21, 2011, the County entered into an agreement with the FAA for the lease of a small parcel for use as an air traffic control tower. The County has also entered into eight grant agreements with the FAA for federal funding of capital improvement projects at PAO. All of the County’s rights and obligations under the 1967 Lease and all subsequent agreements related to PAO must be either terminated or transferred to the City as part of the transfer of PAO. City of Palo Alto Page 5 Upon the transfer of PAO to the City, the City must immediately address the deteriorating runway, and soon thereafter, the impending expiration of the FBO leases and the need to re-develop the FBO facilities. The City would use FAA grant funds to prepare an Airport Master Plan (“Master Plan”) to address long-term facility needs. The Master Plan will require extensive outreach efforts and will address the future of PAO and its compatibility with the City’s Baylands Master Plan. The transfer of PAO and the implications for the City are discussed in greater detail below. Discussion The transfer of sponsorship, operation and management of PAO to the City will directly affect the rights and obligations of the City, airport tenants, licensees, permit holders, other users, the FAA, and the SLC. To complete the transfer, City staff recommends that the City adopt three resolutions and one ordinance. The first resolution, attached at Attachment A, authorizes the City to enter into, or accept the assignment of, four agreements, attached at Attachments B – E, completing the transfer of PAO from the County. The second, attached at Attachments G and G-1, authorizes the City to adopt the FY 2015 PAO fees and charges by resolution. The third, attached at Attachments H – H-2, authorizes the City to adopt as its own, the existing County Airport Rules and Regulations and the General Aviation Aircraft License Agreement after August 11, 2014 for the remainder of FY 2015; these will apply to any tenant, licensee, permit holder or other user of premises at PAO, until the City has adopted its own set of PAO rules and regulations and a standard form license agreement. The ordinance, attached at Attachment F, adds new definitions that would include a general aviation airport (e.g., PAO) as a “public utility” and permits PAO fees and charges to be adopted by resolution. 1. Resolution Relating to Contracts to be Approved Staff recommends that the Council expressly approve, and adopt the Resolution, approving, and authorizing the City to enter into, or accept assignment of, the following agreements. The key provisions of each, and their impact on the City, are discussed below. City of Palo Alto Page 6 a. Termination, Assignment, and Assumption Agreement The Termination, Assignment, and Assumption Agreement (“Transfer Agreement”), attached at Attachment B, terminates the 1967 Lease between the City, as landlord, and the County, as tenant, for the real property underlying PAO and returns the sponsorship of PAO to the City. Upon the transfer of PAO, the City will obtain the services of experienced airport operations personnel. These personnel will be paid on an hourly basis. The Transfer Agreement contains several key terms and conditions, with the following administrative, financial and legal implications: i. The Transfer Agreement terminates the ground lease between the City and the County. Upon termination, the City will assume the County’s rights under the agreements, licenses, and permits that are attached as exhibits to the Transfer Agreement. The two FBO tenants each will provide an Estoppel Certificate to the City, indicating that it does not have any outstanding claims against the County that could affect the transfer. ii. All County and tenant improvements, and all County-owned equipment used exclusively at PAO will be transferred to the City. iii. The City agrees to perform the executory portions of all contracts assigned by the County to the City. These agreements are, as follows: A. FBO Lease Agreements with Roy-Aero LLC and Airport Management Group, Inc. B. FBO fuel flowage permits. C. License agreements for general aviation aircraft. D. Airport commercial operations permits. E. Civil Air Patrol license agreement. City of Palo Alto Page 7 F. Bay Area Air Quality Management District permit. iv. The County will make several payments to the City totaling $111,000, in connection with the Transfer Agreement. The payment is comprised of two components: (a) approximately $50,000 to cover one-half of the cost of an environmental insurance policy in the amount of $3 million for a term of six (6) years, with a $100,000 deductible for liability coverage, to be obtained by the City; and (b) approximately $61,000, for the planned runway capital improvement project costs. That payment represents the “local share” of the cost of this project, as the FAA has indicated it is willing to provide grant funding for 90 percent of the project’s cost and the County’s payment represents the remaining 10 percent. v. The City and the County agree to release each other from any claims arising out of the existence of Hazardous Materials at PAO to the extent the other party has received reimbursement or defense pursuant to the environmental insurance policy described above. In addition, the City and County have agreed to release each other for all other claims not related to Hazardous Materials, except those brought against either party by an unrelated third party. Upon the expiration of the FBO leases (and all subleases issued under those leases) in June 2017, the City will have the opportunity to enter into one or more new leases with either or both current FBOs or new FBOs at increased annual rentals. New leases will be the result of a RFP selection process. Negotiations with the successful bidders, whether they are current FBOs or new FBOs, may result in the construction of new capital improvements. To the extent that any construction work related to the capital improvements uncovers environmental contamination, which condition predates the effective date of the Transfer Agreement (August 11, 2014), it is anticipated that the $3 million insurance policy will defray all or substantially all of the anticipated remediation costs. b. Federal Obligations Assignment and Assumption Agreement The Federal Obligations Assignment and Assumption Agreement, attached at Attachment C, is the agreement by which the County’s outstanding obligations to the federal government are assigned to the City. These obligations include all City of Palo Alto Page 8 obligations arising under all Airport Improvement Program (“AIP”) Grant Agreements. Each of these Grant Agreements contains a lengthy series of commitments to the federal government, known as Grant Assurances. Grant Assurances are contractual commitments made by an airport sponsor at the time it receives any federal airport improvement grant and are binding for a period of twenty (20) years from the date of the grant. While all of the Grant Assurances are important, there are several which deserve particular attention. Among other obligations, the Grant Assurances obligate the airport sponsor to: i. Maintain the airport at all times in a safe and serviceable condition; ii. Make the airport available as an airport for public use on reasonable terms and without unjust discrimination to all types, kinds and classes of aeronautical activities, including commercial aeronautical activities offering services to the public; iii. Not take or permit any action which would deprive it of any of the rights and powers necessary to perform any or all of the Grant Assurances without FAA approval; iv. Take appropriate action, to the extent reasonable, including the adoption of zoning laws, to restrict the use of land in the immediate vicinity of the airport to activities and purposes compatible with normal airport operations; v. Not sell, lease, encumber, or otherwise transfer or dispose of any part of its title or other interests in the airport property without FAA approval; vi. Permit no exclusive right for the use of the airport by any person providing, or intending to provide, aeronautical services to the public; and vii. Use all revenue generated by the airport exclusively for the capital and operating costs of the airport. Under (vii), the City may not make transfers from the Airport Enterprise Fund to the General Fund. City of Palo Alto Page 9 The FAA must agree to the assignment of the County’s outstanding obligations. Staff expects that the agency will do so upon approval of the transfer of sponsorship. c. Supplemental Lease Agreement between City and FAA The FAA currently subleases from the County the property needed for the air traffic control tower (“ATCT”). The ATCT lease, attached at Attachment D, will expire on December 31, 2017. The City and the FAA have agreed to enter into a supplemental lease agreement, which assigns the County’s right and obligations under the remainder of the ATCT lease term to the City. Before December 31, 2017, the City and the FAA will enter into negotiations for a long-term agreement. The FAA operates the ATCT at no cost to the City and pays no rent for the underlying property. d. State Lease Agreement Due to eleventh hour negotiations among the FAA, the SLC and the City at the time this report was written, the SLC has informed the City that SLC staff will present to the State Lands Commission for its approval on August 15, 2014 a new 25-year lease between the SLC and the City, entitled State of California State Lands Commission Lease No. PRC ___, attached at Attachment E. That lease will confirm to the extent the SLC Lease’s general provisions conflict with the FAA grant agreement assurances assumed by the City, the conflict will be resolved in favor of the FAA assurances. The City must obtain an agreement with the SLC because of an ambiguity in title to the real property, on which PAO is located, that arises from a long-recognized conflict between the records of the SLC and those of the City. While any title ambiguity is problematic, in this instance it is especially thorny because FAA Grant Assurance 4 obligates an airport sponsor to “hold[] good title . . . to the landing area of the airport or site thereof” or to provide satisfactory assurance that “good title will be acquired.” Grant Assurance 5 requires that the airport sponsor may not “…sell, lease, encumber, or otherwise transfer or dispose of any part of its title . . . .” In light of both the complexity and importance of this issue, some considerable detail is provided below. City of Palo Alto Page 10 i. Overview PAO is located on a low lying area adjacent to San Francisco Bay, with the Mayfield Slough lying southeast of PAO, and San Francisquito Creek located just to the northwest of PAO. According to an article appearing in a legal periodical in 1986, the State of California obtained title to much of this land in 1850. The various mechanisms through which the State acquired – and subsequently transferred – title to marsh lands are complex, and land acquired by way of these mechanisms continues to generate title controversy throughout California. By way of background, upon entering the United States as a new State, California received fee title to “tidelands” and “submerged lands” by virtue of its sovereignty. It also received fee title to “swamp and overflowed lands” by virtue of the Swamp Lands Act of 1850 (43 U.S.C. §§ 981 et seq.)(“1850 Act”), which purported to grant all unsold swamp and overflowed lands to the states. The 1850 Act established a dual process involving: (1) an initial title grant from the federal government to the State, which lacked any descriptive conveyance or instrument, and therefore did not actually define the lands to be granted; and (2) a subsequent identification and patent issuance by the Secretary of the Interior. This bifurcated title and patent process created significant disarray, including instances wherein both the State and federal government sold the same parcels of land to different private purchasers. To address the confusion, Congress enacted the 1866 Act to Quiet Land Titles in California, which provided that the State, in concert with the federal identification and patent process, could also “identify lands” granted to it in the 1850 Act (i.e., the State itself could perform the second step of the title transfer, in lieu of needing the Secretary of the Interior to complete the process). In response, the State enacted its own series of acts and statutes designed to authorize the sale of state land, including tidelands and submerged lands, as well as swamp and overflow lands, into private ownership. Incorrect designations as to the exact nature of the land conveyed occurred regularly, and the name on the state patent is not necessarily determinative of whether the land is swamp, tideland, or overflow land. Given the particular legal and historical background in reference to lands that could arguably be designated as either swampland, overflow land, submerged land, or tideland, ongoing controversy exists with respect to title issues and boundaries of these lands. Adding yet more confusion, according to an City of Palo Alto Page 11 article in a 1977 legal periodical, the descriptive designations (e.g., “tideland” and “overflow land”) are legal expressions whose topographical correlation is determined by the courts, rather than surveyors, resulting in confusion over which land designation correctly corresponds with any given land parcel. As a result of this history, it can be difficult and time-consuming to accurately trace title to parcels of land that may fall within the purview of state ownership. ii. The City’s Claim The City claims fee title to the entire airport property. The City’s claim rests upon the acquisition of the deeds to the parcels upon which PAO is located. The City obtained title to the property through a variety of deeds which make no reference to, and do not reserve, any interest in the property to the State. In support of the City’s claim to ownership of PAO, the City has recently acquired a policy of title insurance. The title insurance policy does not appear to contain any exceptions showing any interest in the property retained by the SLC. iii. SLC’s Claim Since some of the low lying areas within the boundaries of PAO might be (or might have been) “swamp and overflowed lands,” the SLC believes that some of the land on which PAO is located are in fact still owned by the SLC and/or were never properly devised to the private parties who subsequently transferred the property to the City. The SLC has never conducted a survey to verify its claims. iv. Status The result of the uncertain title to the property on which PAO is located is that neither the SLC nor the City currently understands with certainty the extent of the City’s fee title in the PAO property. To the best of the City’s knowledge, no complete survey has ever been completed to compare the City’s title to the SLC’s title. v. Existing Arrangement between the County and SLC Regarding Title Issues City of Palo Alto Page 12 In 1967, the City leased PAO to the County for a term of 50 years. Subsequently in 1971, in recognition of the ongoing uncertainty and the difficulty of resolving any title issues, the County and the SLC entered into the County/SLC Ground Lease. That lease gave the County the rights to the PAO property – whether through the City lease or the SLC lease. In adopting this strategy, the SLC reasoned that: Neither the City of Palo Alto, nor the County of Santa Clara, nor the State of California has the time available to research the title problem to such an extent that an agreement and exchange could be completed within the limits set in the development contracts. Although a permanent settlement of this problem would be desirable, it is felt that this interim agreement is necessary to avoid litigation involving not only the State, the City of Palo Alto, and the County of Santa Clara, but also those private parties involved in the airport development project. See 1971 SLC Memorandum re: the County/SLC Ground Lease. The County/SLC Ground Lease provided a convenient – and inexpensive – way to ensure that the County could comply with FAA Grant Assurances 4 and 5. This arrangement has existed for 43 years. Even if it ultimately were found that the City did not have clear title to the PAO property which it had leased to the County, the County/SLC Ground Lease provided the County, as operator of PAO with sufficient title to fulfill its federal grant assurance obligations. vi. Resolution of the Title Ambiguity Between the SLC and the City Neither the City nor the SLC is certain who has fee title to the airport property, even though the City has actual title records and a title insurance policy. Timely resolution of the ownership question is important for the transfer and is essential for the City to qualify for federal grant funds for PAO. Before it can be eligible for federal grant funding for the urgently needed repairs to the PAO runway, the City must demonstrate that it is in compliance with the FAA Grant Assurances. Specifically, FAA Grant Assurance 4 obligates the City to “hold[] good title . . . “or to provide satisfactory assurance that “good title will be City of Palo Alto Page 13 acquired.” The City must demonstrate not only that it is today in compliance with that requirement but must also show that it will remain in compliance for at least 20 years following receipt of a federal grant. Despite the fact that the FAA has allowed the County to operate PAO with only three years remaining on its lease from the SLC, on August 5, 2014, the FAA informed the City that a mere assignment of the remaining SLC lease (i.e., through 2017) will not be legally sufficient. Before the City can receive any federal grants, FAA has opined that the City (1) must obtain a lease from the SLC that is at least 20 years in duration and (2) that lease must contain a clause subordinating the provisions of the lease to the FAA grant assurances. FAA’s requirements would mean that the City would need to enter into a new lease with the SLC for twenty years or more period. The proposed new lease is attached at Attachment E. The County would then quitclaim its remaining interest in its 1971 lease with the SLC. The new City-SLC lease would contain a clause subordinating the new lease’s general provisions to the FAA grant assurances obligations. Even though we have just learned of FAA’s requirements, SLC staff members have been enormously cooperative in attempting to meet the City’s tight schedule. SLC staff has placed this new lease on the August 15 SLC agenda, and is still working to secure the approval of language acceptable to FAA. If a new lease is approved at the August 15, 2014 SLC meeting, the City will have resolved the title uncertainty to the satisfaction of the FAA, and will thereby become eligible for FAA grants. This would allow the City to apply for federal funding in the amount of $610,000 that will be used for an urgently needed rehabilitation of the PAO runway. The City will still need to resolve the title ambiguities once-and-for-all but it will have at least a year to do so. At the time of drafting this staff report, it is not certain that all of the parties will be able to finalize this arrangement in time to meet the FAA’s deadline for qualification for federal grants for fiscal year 2014. If this deadline cannot be met, the best practical alternative is for the County to assign its remaining interest in its 1971 lease to the City. The City would then work with SLC to execute a new lease as quickly as possible. The most serious downside to this approach is that it City of Palo Alto Page 14 would mean loss of federal grant funds for fiscal year 2014. The exact amount of the lost funds is not certain but is most likely to be approximately $150,000. It is important to note that the City and the SLC are committed to resolving the uncertainty over title and have agreed to hire a surveyor to determine conclusively the ownership of the real property underlying PAO. Staff expects that the survey and related documentation will be completed within 12 - 18 months, at which time the City and the SLC will enter into new agreements (if necessary) based upon new, accurate, information. 2. Ordinance Relating to Adoption of PAO Fees and Charges by resolution; Resolution Relating to FY 2015 PAO Fees and Charges Staff recommends that the Council adopt the Ordinance Amending Sections 12.04.020, 12.04.030, 12.04.040 and 12.20.010 of the Palo Alto Municipal Code to amend certain definitions and permit the adoption of PAO fees and charges by resolution. Staff also recommends the Council adopt the Resolution relating to the PAO Fees and Charges for FY 2015. Under federal law (49 U.S.C. § 47133), the revenues generated at federally funded airports such as PAO may not be used for purposes other than the capital or operating costs of the airport. To provide a clear accounting of the disposition of airport revenue, this ordinance would require the City to deposit all PAO-derived revenues into an enterprise fund established by the City. Under the Ordinance, attached at Attachment F, some sections of chapters 12.04 and 12.20 of the Palo Alto Municipal Code will be amended to define a “public work” and a “public utility” to include a general aviation airport. As a public utility, an airport in Palo Alto would be authorized to adopt fees and charges by resolution in the same manner as the Utilities Department’s rates, fees and charges are adopted by resolution. By this action, PAO fees and charges will be effective in FY 2015. All fees and charges will be deposited in a separate “Airport Enterprise Fund.” Under the Resolution, the PAO fees and charges for FY 2015, attached at Attachment G-1, will be adopted and will be deemed effective upon the Council’s adoption of the above. City of Palo Alto Page 15 3. Resolution Relating to the City’s Adoption of both the County’s Airport Rules and Regulations and the General Aviation Aircraft License Agreement as its own rules and regulations and license agreement Staff recommends the Council adopt the Resolution, which will permit the City to adopt and apply as its own during the remainder of FY 2015: (1) the County of Santa Clara Airport Rules and Regulations; and (2) the License Agreement for General Aviation Aircraft. The City intends to adopt these for an interim period, and anticipates presenting to the Council for its approval at a later date the City- specific airport rules and regulations and a license agreement for general aviation aircraft. It is important that users of PAO be subject to well-defined rules and regulations. Preparing such rules and regulations is a lengthy public process but staff believes that it is important that there be at least some such rules in effect upon the transfer of PAO to the City. Therefore, staff is proposing that the City adopt in their entirety (on an interim basis) the County’s existing Airport Rules and Regulations in compliance with FAA, attached at Attachment H-1, so that they will remain in effect as of the transfer date. Just as staff is proposing, on an interim basis, that the County’s Airport Rules and Regulations continue to apply, staff is proposing that the City adopt, on an interim basis, the County’s License Agreement for General Aviation Aircraft (the “License Agreement”), attached at Attachment H-2. The License Agreement is a month-to- month agreement, whereby licensees obtain authorization to store aircraft at either a PAO hangar or a tie-down space. Staff will present to the Council for its approval, a City-specific master license agreement or other contract or permit at a later date. 4. Other Items Staff is also taking a number of other actions to complete the transfer of PAO from the County to the City. Though staff does not need the Council’s approval of these actions, a summary of each is provided below: a. Agreement for Baylands Levees City of Palo Alto Page 16 No action is required by the City other than to assume the duties undertaken by the County under the Levees Agreement. Under this 1978 contract, the County assumed the principal duty for maintaining the levee immediately to the east of the PAO runway. Since that date, the levee has required extensive ongoing maintenance due primarily to a ground squirrel infestation. In 2005, the District and the County entered into a separate agreement, which expired by its terms in 2006, when the District required the County to complete specific maintenance tasks by a time certain. The County’s maintenance duty consists, in part, of filling in the holes with bentonite. When the County transfers PAO, levee maintenance duties will be transferred to the City, which must undertake this task at its sole cost and expense for as long as the ground squirrels continue to take up residence at the levees. The Levees Agreement permits any party to give thirty days’ notice of termination, therefore, no formal action by the City or the District is needed. The City anticipates the County will provide a letter, giving notice of termination of its participation in the agreement, to the District and the City on or about the transfer date. The City understands that it will assume the primary responsibility for maintenance and repair of the levees. The District and the City have not yet determined whether a new contract will be required. b. Airport Layout Plan Federal regulations require that an airport sponsor maintain a current and accurate “Airport Layout Plan” (“ALP”). The ALP depicts the boundaries of an airport, structures on the airport, and various technical aeronautical information that are required by FAA. The ALP is a legal document which depicts in map form the areas, structures and aeronautical surfaces which are subject to FAA regulation. The County has not complied with the federal requirement and the latest County ALP is not up-to-date. Therefore, the City engaged the firm of Mead & Hunt to prepare a revised ALP that is currently under review by the FAA, and the City expects to receive approval shortly. c. Caltrans Permit City of Palo Alto Page 17 The City will ask the State of California, Department of Transportation, Division of Aeronautics, to transfer the PAO Airport Permit from the County to the City. This permit will allow the City to continue to operate PAO as a public use airport. d. Airport Counsel Certification In order to complete the transfer of the federal grant obligations from the County to the City, the FAA requires that the City Attorney provide a written certification regarding the authority of the City to undertake the various actions necessary to complete the transfer of PAO and the authority of the City to operate the airport on a continuing basis. This form of opinion of counsel, attached at Attachment I, covers the key certifications that FAA requires must be made in connection with any transfer of sponsorship. Resource Impact While the FY 2014 Operating budget included funds for airport-related capital expenses, the FY 2015 Adopted Budget did not. As part of the FY 2014 re- appropriations process, it is anticipated that a recommendation will be brought forward to carry a portion of these funds forward to FY 2015. Because the legal costs associated with the transfer have increased, the re-appropriation of funds from FY 2014 may not be sufficient. As a result, a request to increase available funding, as well as the General Fund transfer that was approved as part of the FY 2015 Adopted Budget to support Airport operating expenses, may be recommended at a later date. It should be noted that the legal expenses are expected to increase even further if the PAO transfer is delayed. In addition, staff is anticipating returning to the Council to establish a Capital Improvement Program project and to request additional appropriations for the rehabilitation of the runway and taxiways subject to the FAA approving the grant application and the County’s 10 percent grant match. It is anticipated that the appropriation and grant fund reimbursement would occur in the same fiscal year. Timeline The County Board of Supervisors approved the documentation for the transfer of PAO at its meeting on August 5, 2014. Staff is now bringing this action item to the Council for consideration on August 11, 2014. If the Council approves the documentation, and the SLC approves the new lease or the assignment of the SLC/County ground lease (as explained above), it is expected that all City of Palo Alto Page 18 documentation will be signed within a few days of the Council and the SLC’s taking action. Policy Implications Actions recommended in this staff report are consistent with previous Council guidance and discussions. Comprehensive Plan: Section 3-Transportation, Goal T- 10: A Local Airport with Minimal off-site Impacts - The Palo Alto Airport…is a general aviation facility with a strategic location close to major regional employment centers. PAO provides a much-needed business and recreational facility for northern Santa Clara County, handling 250,000 landings and take-offs a year. Policy T-57: Support the continued vitality and effectiveness of the Palo Alto Airport without significantly increasing its intensity or intruding into open space areas. PAO should remain limited to a single runway and two fixed base operators. (Refer to pages T28-T-29 of the Comprehensive Plan). Environmental Impact The transfer of the sponsorship, operation and management of PAO from the County to the City (by adoption of the ordinance or the resolutions or the approval of the contracts) is an administrative transfer, consequently, it is categorically exempt from environmental review requirements of federal law (the National Environmental Policy Act of 1970 (“NEPA”)), federal regulations (40 CFR 1500-1508), and FAA Orders 5050.4B and 1050.1E. Under the California Environmental Quality Act (“CEQA”) pursuant to California Public Resources Code Section 21065 and Sections 15378((b)(4) and (b)(5) of the CEQA Guidelines, the administrative transfer is not considered a “project,” therefore, no environmental impact assessment is necessary under California law. Attachments: Attachment A_00710440 Reso Airport with attachments B C D Approving Contracts and Exhibits Relating to Transfer of Palo Alto Airport (PDF) Attachment B _00710438 AGMT final Transfer Agreement City and County (PDF) Attachment B1 A - F_00710438 Exhibits a through f airport (PDF) Attachment B2 G - K_00710438 Exhibit G through K Airport agreement (PDF) Attachment B3 L - M_00710438 Exhibits L through M revised (PDF) Attachment C_Federal Obligations Assignment and Assumption Agreement (PDF) Attachment D_SLC Assignment Agreement (PDF) Attachment E_SLC Form Lease (PDF) Attachment F_PAO_ORDN_Rates and Charges (PDF) Attachment G1_County Rules and Regulations (PDF) Attachment G2_Form of License Agreement for GA Aircraft (PDF) City of Palo Alto Page 19 Attachment H_00710423 RESO Palo Alto Airport Fees and Charges FY 2014-15 (PDF) Attachment I_00710441 ltr Airport Opinion Letter (PDF) Attachment G_00710437 RESO Adopoting County Airport Rules and Regulations and GA Aircraft License Agreement (PDF) *****NOT YET APPROVED***** RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALO ALTO APPROVING THE TERMINATION ASSIGNMENT AND ASSUMPTION AGREEMENT AND EXHIBITS, FEDERAL OBLIGATIONS ASSIGNMENT AND ASSUMPTION AGREEMENT AND EXHIBITS, FAA SUPPLEMENTAL LEASE AGREEMENT, AND STATE LANDS COMMISSION LEASE NO. PRC ____, WHICH FACILITATE THE TRANSFER OF SPONSORSHIP, OPERATION AND MANAGEMENT OF THE PALO ALTO AIRPORT TO THE CITY A. In 1967, the City of Palo Alto (the “City”) entered into a ground lease of land (the “1967 Lease”), on which the Palo Alto Airport (“PAO”) is located, with the County of Santa Clara (the “County”). The City and the County intend to terminate the 1967 Lease before its fifty-year term expires in July 2017 by executing the Termination Assignment and Assumption Agreement and exhibits (the “Transfer Agreement”), attached at Exhibit A. Under the Transfer Agreement, the City will accept the County’s assignment of all rights and obligations arising under several contracts, lease, licenses, permits and other documents, attached as exhibits to the Transfer Agreement, entered into by the County as tenant under the 1967 Lease. B. In 1971, the County entered into a lease (“Lease No. PRC 4598.9”) with the State Lands Commission (“SLC”) for the property claimed by the SLC, on which PAO is located. The City anticipates that the SLC and the County will cancel Lease No. PRC 4598.9 once the Transfer Agreement has been approved by the City and the County; the SLC and the City thereafter will enter into a new lease of those portions of the PAO premises claimed by the SLC, State Lands Commission Lease PRC No. ___ (“Lease PRC No. ___”), attached at Exhibit B, while they collaborate to conduct a land survey to ascertain which of the parties holds fee title to all or any part of the property on which PAO is located. C. Since 1971, as the PAO sponsor under the 1967 Lease and Lease No. PRC 4598.9, the County has executed several grant funding agreements with the Federal Aviation Administration (“FAA”) for the funding of airport capital improvement projects. The grant funding agreements contain grant assurances, each of which has a term of twenty (20) years. The City will accept the County’s assignment of the County’s remaining right and obligations under these grant funding agreements. The City and the County will enter into the Federal Obligations Assignment and Assumption Agreement and exhibits, attached at Exhibit C, to facilitate the assignment of the County’s rights and obligations to the City. D. The County and the FAA entered into a lease and lease extensions relating to the premises, on which the PAO air traffic control tower (“ATCT”) is located. The City and the FAA will enter into the FAA Supplemental Lease Agreement, attached 140805 sdl 00710440 Page 1 *****NOT YET APPROVED***** at Exhibit D, to permit the FAA and County lease to be assigned to the City, until the City and the FAA can enter into a long-term lease for the ATCT facility at a later time. E. The City acknowledges that the Transfer Agreement and the Lease PRC No. ___ may be subject to current and future FAA requirements, including the requirement that, to the extent the provisions of either or both contracts are in conflict with the FAA grant assurances, the City’s obligations set forth in the FAA grant assurances shall prevail. The City also acknowledges that the FAA is currently reviewing the Transfer Agreement, the Federal Obligation Assignment and Assumption Agreement, and the Lease PRC No. ___, and the FAA may require the City to ensure appropriate amendments are made to those contracts to comply with federal law. NOW, THEREFORE, the Council of the City of Palo Alto does hereby RESOLVE, as follows: SECTION 1. The Council of the City of Palo Alto hereby approves, subject to the FAA’s final review and approval and subject to any amendments thereto requested by the FAA to comply with federal law, and authorizes the Mayor to execute the Transfer Agreement, and the Federal Obligations Assignment and Assumption Agreement. The Council hereby approves, and authorizes the City Manager to execute, the Lease PRC No. ___ in final form between the City and the State Lands Commission and the FAA Supplemental Lease Agreement between the City and the FAA. The Council also authorizes the City Manager or his designee to accept and record the Quitclaim Deed to be executed by the County of Santa Clara in favor of the City and the four contracts, which are the subject of this resolution, as well as any other contracts, leases, and other similar documents that the City desires to be recorded, and take any and all other necessary actions to facilitate the transfer of the sponsorship, operation and management of the Palo Alto Airport to the City. // // // 140805 sdl 00710440 Page 2 *****NOT YET APPROVED***** SECTION 2. The Council finds that the adoption of this resolution does not constitute a ‘project’ under Section 21065 of the California Public Resources Code and Sections 15378(b)(4) and(b)(5) of the California Environmental Quality Act (CEQA) and the CEQA Guidelines, and therefore, no environmental assessment is required. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ____________________________ Senior Assistant City Attorney City Manager ____________________________ Director of Administrative Services ____________________________ Director of Public Works Exhibit A - Termination Assignment and Assumption Agreement and exhibits Exhibit B - State Lands Commission Lease No. PRC ____ Exhibit C - Federal Obligations Assignment and Assumption Agreement and exhibits Exhibit D - FAA Supplemental Lease Agreement 140805 sdl 00710440 Page 3 RECORDED AT THE REQUEST OF AND WHEN RECORDED MAIL TO: STATE OF CALIFORNIA California State Lands Commission Attn: Title Unit 100 Howe Avenue, Suite 100-South Sacramento, CA 95825-8202 STATE OF CALIFORNIA OFFICIAL BUSINESS Document entitled to free recordation pursuant to Government Code Section 27383 SPACE ABOVE THIS LINE FOR RECORDER'S USE County: Santa Clara County LEASE NO. PRC This Lease consists of this summary and the following attached and incorporated parts: Section 1 Basic Provisions Section 2 Special Provisions Amending or Supplementing Section 1 or 3 Section 3 General Provisions Exhibit A Land Description Exhibit B Site and Location Map SECTION 1 BASIC PROVISIONS THE STATE OF CALIFORNIA, hereinafter referred to as Lessor acting by and through the CALIFORNIA STATE LANDS COMMISSION (100 Howe Avenue, Suite 100-South, Sacramento, California 95825-8202), pursuant to Division 6 of the Public Resources Code and Title 2, Division 3 of the California Code of Regulations, and for consideration specified in this Lease, does hereby lease, demise, and let to the City of Palo Alto, hereinafter referred to as Lessee, those certain lands described in Exhibit A hereinafter referred to as Lease Premises, subject to the reservations, terms, covenants, and conditions of this Lease. Exhibit B - 1 MAILING ADDRESS: City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94303 LEASE TYPE: General Lease – Public Agency Use LAND TYPE: Sovereign LOCATION: Palo Alto Airport, City of Palo Alto, as described in Exhibit A attached and by this reference made a part hereof. LAND USE OR PURPOSE: Continued use and maintenance of an existing airport, storm water pump station and 60-inch diameter steel outfall pipeline, pier and boat dock, Ranger cottage and marshlands and open space. TERM: 45 years; beginning June 19, 2014; ending June 18, 2059, unless sooner terminated as provided under this Lease. CONSIDERATION: The public use and benefit, with the State reserving the right at any time to set a monetary rent if the Commission finds such action to be in the State’s best interest. Subject to modification by Lessor as specified in Paragraph 2(b) of Section 3 - General Provisions. AUTHORIZED IMPROVEMENTS: Palo Alto Airport, storm water pump back station, 60-inch diameter steel outfall pipeline, pier and boat dock, Ranger cottage, marshlands and open space. X EXISTING: Palo Alto Airport, storm water pump back station, 60-inch diameter steel outfall pipeline, pier and boat dock, Ranger cottage, marshlands and open space. X TO BE CONSTRUCTED; N/A CONSTRUCTION MUST BEGIN BY: N/A AND BE COMPLETED BY: N/A LIABILITY INSURANCE: N/A SURETY BOND OR OTHER SECURITY: N/A SECTION 2 SPECIAL PROVISIONS BEFORE THE EXECUTION OF THIS LEASE, ITS PROVISIONS ARE AMENDED, REVISED, OR SUPPLEMENTED AS FOLLOWS: 1. The public shall be allowed access to the pier and boat dock and shall be permitted to use the pier and boat dock; however, such access and use shall be subject to such reasonable rules and regulations of the City of Palo Alto. Exhibit B - 2 2. The issuance of this will become effective upon Lessor’s receipt of the Lease Quitclaim Deed executed by the County of Santa Clara for Lease No. PRC 4598.9. Exhibit B - 3 SECTION 3 GENERAL PROVISIONS 1. GENERAL In the case of any conflict between these General Provisions and Special Provisions found in Section 2, the Special Provisions control. 2. DEFINITIONS For the purposes of this Lease, the following terms shall be defined as stated below: “Additions” shall be defined as any use or Improvements other than those expressly authorized in this Lease. “Alterations” shall be defined as any material change in the size, scope, density, type, nature, or intensity of Improvements on the Lease Premises from what is authorized in this Lease. Alterations shall also include any modifications, alterations, or renovations of the land or waterways on the Lease Premises other than those authorized by this Lease. “Breach” shall be defined as a party's unjustified or unexcused nonperformance of a contractual duty the party is required to immediately perform. “Damages” shall include all liabilities, demands, claims, actions or causes of action whether regulatory, legislative or judicial in nature; all assessments, levies, losses, fines, penalties, damages, costs and expenses, including, without limitation: (i) reasonable attorneys’, accountants’, investigators’, and experts’ fees and expenses sustained or incurred in connection with the defense or investigation of any such liability, and (ii) costs and expenses incurred to bring the Lease Premises into compliance with Environmental Laws, a court order, or applicable provisions of a Regulatory Agency. The term “Damages” also includes, expressly, those Damages that arise as a result of strict liability, whether arising under Environmental Laws or otherwise. “Default” shall be defined as a material Breach of magnitude sufficient to justify termination of the Lease. “Environmental Law” shall be defined as and include all federal, state, and local environmental, health, and safety laws, statutes, ordinances, regulations, rules, judgments, orders, and notice requirements, which were in effect as of the date of execution of this Lease or are subsequently enacted and lawfully applied hereto, which regulate or relate to (a) the protection or clean-up of the environment; (b) the use, treatment, storage, transportation, handling or disposal of hazardous, toxic or otherwise dangerous substances, wastes or materials; (c) the quality of the air and the discharge of airborne wastes, gases, particles, or other emissions; (d) the preservation or protection of waterways, groundwater, or drinking water; (e) the health and safety of persons or property; or (f) impose liability with respect to any of the foregoing, including without limitation, the California Environmental Quality Act (CEQA) [PRC §§ 21000 et seq.]; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) [42 USCS §§ 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 (RCRA) [42 USCS §§ 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act (FWPCA) [33 USCS §§ 1251 et seq.]; the Toxic Substances Control Act (TSCA) [15 USCS §§ 2601 et seq.]; the Hazardous Materials Transportation Act (HMTA) [49 USCS §§ 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USCS §§ 136 et seq.]; the Superfund Amendments and Reauthorization Act [42 USCS §§ 6901 et seq.]; the Clean Air Act [42 USCS §§ 7401 et seq.]; the Safe Drinking Water Act [42 USCS §§ 300f et seq.]; the Solid Waste Disposal Act [42 USCS §§ 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USCS §§ 1201 et seq.]; the Emergency Planning and Community Right to Know Act [42 USCS §§ 11001 et seq.]; the Occupational Safety and Health Act [29 USCS §§ 655 and 657]; the California Underground Storage of Hazardous Substances Act [H & S C §§ 25280 et seq.]; the California Hazardous Substances Account Act [H & S C §§ 25300 et seq.]; the California Hazardous Waste Control Act [H & S C §§ 25100 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [H & S C §§ 24249.5 et seq.]; the Porter-Cologne Water Quality Act [Water C §§ 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above. “Hazardous Material” shall be defined as and include any substance which falls within the definition of hazardous substance, hazardous waste, hazardous material, toxic substance, solid waste, pollutant, or contaminant, under any Environmental Law. “Improvements” shall be defined as any modification, alteration, addition, or removal of any material, and any other action which serves to change the condition of the Lease Premises from the natural state whether situated above, on, or under the Lease Premises. Improvements include, but are not limited to buildings, structures, facilities, decks, docks, wharves, piers, walks, curbs, bridges, buoys, landscaping, roadways, shoreline protective structures of all types, foundations, pilings or similar support structures whether above or below the water line, fences, utilities, pipelines, and any other construction of any type situated on the Lease Premises. “Lease” shall be defined as this lease contract together with all amendments and exhibits. “Lease Premises” shall be defined as the area of land, together with any improvements located thereon, the use and occupancy of which is authorized by this Lease. Exhibit B - 4 “Lessor” shall be defined as the state of California, acting by and through the California State Lands Commission, including the Commissioners, their alternates and designates, the Executive Officer, and the staff of the California State Lands Commission. “Regulatory Agency” shall include any Federal, State, County, Municipal, or Local agency having jurisdiction over the Lease Premises. “Repairs” shall be defined as all work of any kind made to maintain, change, restore, strengthen, replace, alter, or otherwise affect any Improvement on the Lease Premises. “Residence” shall be defined as any Improvement, whether permanent, movable, or temporary, or a portion thereof, which is for the time being a home or place of lodging. A Residence includes any Improvement affixed to the land such as trailers or cabins, built on a raised foundation such as stilts or pilings, and floating residences such as boats, barges, arks, and houseboats, and any combination of such Improvements which provide residential accommodations to the Lessee or others. “Residence” shall not include transitory, intermittent, recreational use of facilities such as campgrounds. “Residential Use” shall be defined as Improvements such as, but not limited to, sundecks, and sunrooms which are extensions of, or additions to, the upland property and are not water-dependent uses. Although the various uses or Improvements which may fall under this definition may vary by geographic area, lease type, or other factors, it is the intention of the parties to include in this definition all uses and Improvements which are not water-dependent but residential in nature, or those uses and Improvements which are not consistent with common law public trust principles and values. 3. CONSIDERATION (a) Absolute Triple Net Lease This Lease is an absolute triple net lease, pursuant to which Lessor has no obligation with respect to the payment of taxes, insurance, the cost of maintenance, utilities and repairs or other costs or obligations associated with the Leased Premises, except as expressly stated herein. (b) Rent Lessee agrees to pay Lessor rent as stated in this Lease, in annual installments, for the use and occupancy of the Lease Premises. The first installment shall be due on or before the beginning date of this Lease and all subsequent installments shall be due on or before each anniversary of its beginning date during each year of the Lease term, or as otherwise provided in this Lease. Said sums shall be paid in lawful money of the United States of America. Lessee shall send said rent to the mailing address of Lessor. Timeliness of receipt of remittances sent by mail shall be governed by the postmark date as stated in Government Code Section 11002. Invoices for rent due may be provided by Lessor as a courtesy. Lessor’s failure to, or delinquency in, providing invoices shall neither excuse Lessee from paying rent, nor extend the time for paying rent. (c) Modification Lessor may modify the method, amount, or rate of consideration effective on each fifth anniversary of the beginning date of this Lease. Should Lessor fail to exercise such right effective on any fifth anniversary it may do so effective on any one (1) of the next four (4) anniversaries following such fifth anniversary, without prejudice to its right to effect such modification on the next or any succeeding fifth anniversary of the beginning date. No such modification shall become effective unless Lessee is given at least thirty (30) days’ notice prior to the date of the Commission meeting wherein the rent modification is considered, or thirty (30) days’ notice prior to the effective date of the increase, whichever provides a greater notice period. If the consideration for this Lease is based on a percentage of income, royalties, profits, or any similar business performance indicators, Lessee shall provide Lessor with financial statements and all other documents necessary to determine the relevant basis for income. (d) Penalty and Interest Any installments of rent accruing under this Lease not paid when due shall be subject to a delinquency charge equal to five percent (5%) of the principal sum due. Annual payments shall bear interest as specified in Public Resources Code Section 6224 and the Lessor's then existing administrative regulations governing penalty and interest. (e) Non-Monetary Consideration If the consideration to Lessor for this Lease is the public use, benefit, health, or safety, Lessor shall have the right to review such consideration at any time and set a monetary rental if the Lessor, at its sole discretion, determines that such action is in the best interest of the State. Lessee’s assignment or transfer of this Lease pursuant to Section 3 Paragraph 11 below to any third party which results in royalties, profits, or any form of compensation, whether monetary or otherwise, shall give Lessor the right to reevaluate the requirements of this Lease as stated in Section 3 Paragraph 11. Lessee shall be given at least thirty (30) days’ notice prior to the date of the Commission meeting wherein the rent modification is considered, or thirty (30) days’ notice prior to the effective date that this Lease is converted to a monetary rental, whichever provides more notice. (f) Place for Payment of Rent Exhibit B - 5 All rent that becomes due and payable under this Lease shall be paid to Lessor in person or by United States mail at the Sacramento Offices of the California State Lands Commission, currently at 100 Howe Avenue, Suite 100-South, Sacramento, CA 95825-8202, or at any other place or places that Lessor may designate by written notice to Lessee. Alternately, Lessee may contact Lessor’s accounting department for Lessor’s current practices for payment by credit card or electronic fund transfer. 4. BOUNDARIES This Lease is not intended to establish the State's boundaries and is made without prejudice to either party regarding any boundary or title claims which may be asserted presently or in the future. 5. LAND USE (a) General (1) Lessee shall use the Lease Premises only for the purpose or purposes stated in this Lease and only for the operation and maintenance of the Improvements expressly authorized in this Lease. Lessee shall commence use of the Lease Premises within ninety (90) days of the beginning date of this Lease or within ninety (90) days of the date set for construction to commence as set forth in this Lease, whichever is later. (2) All demolition, construction, remodeling, reconstruction, maintenance, repairs, removal, or remediation performed on the Lease Premises at any time by Lessee shall first be authorized by all appropriate Regulatory Agencies. Lessee is solely responsible for determining what approvals, authorizations, or certifications are required, and shall be solely responsible for all costs incurred thereby. In addition, Lessee shall obtain and comply with preventative or remedial measures required by any environmental reports, assessments, or inspections, including, but not limited to those required by the California Environmental Quality Act and/or the National Environmental Policy Act, or as otherwise required by law or reasonably requested by Lessor. Nothing in this Lease shall be interpreted as a pre-approval of any permit, certification, or any other precondition required for the use of the Lease Premises. (b) Continuous Use Lessee's use of the Lease Premises shall be continuous from commencement of the Lease until its expiration. Lessee's discontinuance of such use for a period of ninety (90) days shall be presumed to be an abandonment unless Lessee demonstrates to Lessor’s satisfaction that Lessee’s use of the Lease Premises is consistent with similarly situated properties. In the event of an abandonment, Lessor may elect to terminate the Lease as provided in Paragraph 12(a)(3). Abandonment of the Lease Premises shall not relieve Lessee of any obligations under this Lease. (c) Repairs and Maintenance (1) Lessor shall not be required to make any Repairs in, on, or about all or part of the Lease Premises. Lessee shall, at all times during the term of this Lease and without any cost or expense to Lessor, keep and maintain the Lease Premises, including all Improvements, in good order and repair and in a clean, safe, sanitary, and orderly condition. (2) Lessee shall make, or cause to be made, any Repairs which may be required by any Regulatory Agency. Lessee shall observe and comply with, any law, statute, ordinance, plan, regulation, resolution, or policy applicable to the Lease Premises in making such Repairs. All work shall be performed with reasonable diligence, completed within a reasonable time, and performed at the sole cost and expense of Lessee. (3) Lessee expressly accepts the Lease Premises “as is” and expressly acknowledges that: (i) Lessor has made no representations or warranties as to the suitability of the Lease Premises for any Improvements. Lessee shall conduct all tests necessary to determine the suitability of the Lease Premises for any proposed use or Improvements authorized; and (ii) Lessor has made no representations or warranties as to the quality or value of any Improvements found on the Lease Premises, or of their conformity to any applicable building codes, zoning ordinances, or other regulations. Lessee agrees to inspect any preexisting Improvements at its own cost to determine whether such Improvements are safe and suitable for the Lessee’s intended use; and (iii) Lessee shall neither be entitled to any reduction in rent, nor any extension of the terms of this Lease because of damage to or destruction of any Improvements on the Lease Premises. (iv) Lessee and Lessor agree that any Improvements on the Lease Premises constitute the personal property of Lessee and that fixture law does not apply. (4) In the event that the Lease Premises is partly, or in whole, comprised of tidal, submerged, or waterfront property, Lessee expressly accepts the hazards involved in using or improving such lands. Lessor is not responsible for, and Lessee shall not be reimbursed for nor receive any offset of rent for, any damages or reduced use of the Lease Premises caused by: local or Exhibit B - 6 invasive flora or fauna, flooding, erosion, sea level rise, storms, freezing, inclement weather of any kind, acts of god, maintenance or failure of protective structures, and any other such hazards. (d) Additions, Alterations, and Removal No Improvements other than those expressly authorized in this Lease shall be constructed by the Lessee on the Lease Premises without the prior written consent of Lessor. Any Additions or Alterations are expressly prohibited. Lessee is also prohibited from any Additions or Alterations which cause a material change to the environmental impact on or around the Lease Premises. (e) Enjoyment This Lease is non-exclusive, and is subject to the provisions of Section 3, Paragraph 6 below. Lessee shall have the right to exclude persons from the Lease Premises only when their presence or activity constitutes a material interference with Lessee's use and enjoyment of the Lease Premises. (f) Discrimination Lessee, in its use of the Lease Premises, shall not discriminate against any person or class of persons on any basis protected by federal, state, or local law, including: race, color, creed, religion, national origin, sex, sexual orientation, gender identity, age, marital/parental status, veteran status, or disability. (g) Residential Use Unless otherwise provided for in this Lease, no portion of the Lease Premises shall be used as a location for a Residence, for the purpose of mooring or maintaining a structure which is used as a Residence, or for Residential Uses. (h) Commercial Use Unless otherwise provided for in this Lease, the Lease Premises is to be used by Lessee and Lessee’s invitees or guests only. Use of the Lease Premises for commercial purposes; conducting a business, whether for profit or otherwise; and any subleasing, rental, or any transaction whereby Lessee directly or indirectly receives compensation from a third party in exchange for use of the Lease Premises shall constitute an immediate Default of this lease with no cure period. 6. RESERVATIONS, ENCUMBRANCES, AND RIGHTS-OF-WAY (a) Reservations (1) Lessor expressly reserves all natural resources in or on the Lease Premises, including but not limited to timber, minerals, and geothermal resources as defined under Public Resources Code sections 6401, 6407, and 6903, respectively; the right to grant and transfer the same; as well as the right to grant leases in and over the Lease Premises which may be necessary or convenient for the extraction of such natural resources. Such leasing shall be neither inconsistent nor incompatible with the rights or privileges of Lessee under this Lease. (2) Lessor expressly reserves a right to go on the Lease Premises and all Improvements for any purposes associated with this Lease or for carrying out any function required by law, or the rules, regulations, or management policies of the State Lands Commission. Lessor shall have a right of reasonable access to the Lease Premises across Lessee owned or occupied lands adjacent to the Lease Premises for any purpose associated with this Lease. (3) Lessor expressly reserves to the public an easement for convenient access across the Lease Premises to other State-owned lands located near or adjacent to the Lease Premises and a right of reasonable passage across and along any right-of-way granted by this Lease; however, such easement or right-of-way shall be neither inconsistent nor incompatible with the rights or privileges of Lessee under this Lease. (4) Lessor expressly reserves the right to lease, convey, or encumber the Lease Premises, in whole or in part, during the Lease term for any purpose not inconsistent or incompatible with the rights or privileges of Lessee under this Lease. (b) Encumbrances The Lease Premises may be subject to pre-existing contracts, leases, licenses, easements, encumbrances, and claims and is made without warranty by Lessor of title, condition, or fitness of the land for the stated or intended purpose. 7. RULES, REGULATIONS, AND TAXES (a) Lessee shall comply with and be bound by all presently existing or subsequently enacted rules, regulations, statutes or ordinances of the State Lands Commission or any Regulatory Agency. Occupancy or use of the Lease Premises provides no exemption from applicable regulations including, but not limited to, federal, state, county and local regulations, regulations promoting public health, safety, or welfare, building codes, zoning ordinances, and sanitation regulations. Lessee expressly acknowledges that Regulatory Agencies have jurisdiction over the Lease Premises unless such laws are in direct conflict with state law or public trust principles. (b) Lessee understands and agrees that a necessary condition for the granting and continued existence of this Lease is that Lessee Exhibit B - 7 obtains and maintains all permits or other entitlements. Lessee expressly acknowledges that issuance of this Lease does not substitute for, or provide preference in obtaining authorizations from other Regulatory Agencies. (c) Taxes (1) In addition to the rent due under this Lease, Lessee accepts responsibility for and shall pay any and all real and personal property taxes, including possessory interest taxes, assessments, special assessments, user fees, service charges, and other charges of any description levied, imposed on, assessed, or associated with the leasehold interest, Improvements on the Lease Premises, any business or activity occurring on the Lease Premises, the Lease Premises itself, or any portion thereof, levied by any governmental agency or entity. Such payment shall not reduce rent due Lessor under this Lease and Lessor shall have no liability for such payment. (2) In the event that this Lease commences, terminates or expires during a tax year, Lessee shall pay the taxes for the period of such year during which this Lease was in effect. (3) Any and all taxes and assessments and installments of taxes and assessments required to be paid by Lessee under this Lease shall be paid when due and the official and original receipt for the payment of such tax, assessment, or installment shall be delivered to Lessor upon request. (4) Lessee shall indemnify and hold Lessor, the Lease Premises, and any Improvements now or hereafter located thereon, free and harmless from any liability, loss, or Damages resulting from any taxes, assessments, or other charges required by this Lease to be paid by Lessee and from all interest, penalties, and other sums imposed thereon and from any sales or other proceedings to enforce collection of any such taxes, assessments, or other charges. 8. INDEMNITY (a) Lessee’s use of the Lease Premises and any Improvements thereon is at Lessee’s sole and exclusive risk. (b) In addition to any other obligation to indemnify Lessor as otherwise provided in this Lease, except to the extent caused by the sole negligence and/or willful misconduct of the Lessor, Lessee shall indemnify, hold harmless, and, at the option of Lessor, defend Lessor, its officers, agents, and employees from any and all Damages resulting from Lessee’s occupation and use of the Lease Premises. Lessee shall reimburse Lessor in full for all reasonable costs and attorneys’ fees, specifically including, without limitation, any Damages arising by reason of: (1) The issuance, enjoyment, interpretation, Breach, or Default of this Lease; (2) The challenge to or defense of any environmental review upon which the issuance of this Lease is based; (3) The death or injury of any person, or damage to or destruction of any property from any cause whatever in any way connected with the Lease Premises, or with any of the Improvements or personal property on the Lease Premises; (4) The condition of the Lease Premises, or Improvements on the Lease Premises; (5) An act or omission on the Lease Premises by Lessee or any person in, on, or about the Lease Premises; (6) Any work performed on the Lease Premises or material furnished to the Lease Premises; (7) Lessee’s failure to comply with any material legal or other requirement validly imposed on Lessee or the Lease Premises by a Regulatory Agency. (c) The reimbursement provisions of this Paragraph 8 shall not apply to any claims, litigation, or other actions which may be brought by either Lessee or Lessor against each other. (d) Nothing in this paragraph shall be construed as requiring that Lessor defend itself against all or any aspect of any challenge to this Lease or any associated environmental review. However, Lessee may take whatever legal action is available to it to defend this Lease or any associated environmental review against any challenge by a third party, whether or not Lessor chooses to raise a defense against such a challenge. (e) Lessee shall notify Lessor immediately in case of any accident, injury, or casualty on the Lease Premises. 9. INSURANCE (a) Lessee shall obtain and maintain in full force and effect during the term of this Lease comprehensive general liability insurance and property damage insurance, with such coverage and limits as may be reasonably requested by Lessor from time to time, but in no event for less than the sum(s) specified against any and all claims or liability arising out of the ownership, use, occupancy, condition, or maintenance of the Lease Premises and all Improvements. (b) The insurance policy shall identify the Lease by its assigned number. The specific Improvements shall also be generally identified, as well as their location on state owned property. The coverage provided shall be primary and non-contributing. Lessee shall keep such policy current. Lessor shall be named as a “certificate holder” and/or an “additional interest” on the policy. Lessee shall provide Lessor with a current certificate of insurance at all times. At Lessor’s request, Lessee shall provide a full copy of the current insurance policy, along with any and all endorsements or other such documents affecting the coverage. Lessor will not be responsible for any premiums or other assessments on the policy. (c) The insurance coverage specified in this Lease shall be in effect at all times during the Lease term and subsequently until Lessor Exhibit B - 8 has either accepted all of the Lease Premises as improved or restored by Lessee as provided elsewhere in this Lease. Lessee shall notify Lessor within five (5) business days if the insurance is canceled for any reason. 10. SURETY BOND (a) When required by Section 1 of this Lease, Lessee shall provide a surety bond or other security device acceptable to Lessor, for the specified amount, and naming the State of California, California State Lands Commission as the assured, to guarantee to Lessor the faithful observance and performance by Lessee of all of the terms, covenants, and conditions of this Lease. (b) Lessor may require an increase in the amount of the surety bond or other security device to cover any additionally authorized Improvements, any modification of consideration, or to provide for inflation or other increased need for security. The surety bond or other security device may be increased on each fifth anniversary of the beginning date of this Lease. Should Lessor fail to exercise such right effective on any fifth anniversary, it may do so effective on any one (1) of the next four (4) anniversaries following such fifth anniversary without prejudice to its right to effect such modification on the next or any succeeding fifth anniversary. No such modification shall become effective unless Lessee is given at least thirty (30) days’ notice prior to the date of the Commission meeting wherein the modification of the bond or security is considered, or thirty (30) days’ notice prior to the effective date of the increase, whichever provides more notice. (c) The surety bond or other security device shall be maintained in full force and effect at all times during the Lease term and subsequently until Lessor has either accepted all of the Lease Premises as improved or restored by Lessee as provided elsewhere in this Lease. Lessee must first seek approval of Lessor before changing the type of security device used, or the bond holder. 11. ASSIGNMENT, ENCUMBRANCING OR SUBLETTING (a) Lessee shall not either voluntarily or by operation of law, assign, transfer, mortgage, pledge, hypothecate or encumber this Lease and shall not sublet the Lease Premises, in whole or in part, or allow any person other than the Lessee's employees, agents, servants and invitees to occupy or use all or any portion of the Lease Premises without the prior written consent of Lessor, which consent shall not be unreasonably withheld. (1) Notwithstanding the foregoing prohibition against transfer and assignment, the Lease may be transferred by Lessee if the transfer is caused by the death of a spouse and the full interest of the deceased spouse is transferred to a surviving spouse; or the transfer is caused by the dissolution of the marriage of Lessee and the full interest of one of the spouses is transferred to the other spouse. In the event of such a transfer, Lessor shall be notified in writing within 30 days of the transfer. (2) Notice to Lessor of Successor Trustee(s): In the event this Lease is held in trust, and the Lessee is a trustee thereof, the substitution or succession of a new trustee shall not be an assignment or transfer for the purposes of this Paragraph. Lessee (and by operation of law, any successor trustee) agrees to provide prompt notice to Lessor of any succession or substitution of trustee in accordance with Paragraph 16(c) of General Provisions, no later than sixty (60) days after the named trustee as appears on the face of this Lease becomes unable or ceases to serve as trustee for any reason. (b) The following shall be deemed to be an assignment or transfer within the meaning of this Lease: (1) If Lessee is a business entity, any dissolution, merger, consolidation or other reorganization of Lessee, or the sale or other transfer of substantially all the assets of Lessee. If Lessee is a publicly traded entity, transfers of interests in Lessee shall not constitute an assignment requiring the consent of Lessor. (2) If Lessee is a partnership, a transfer of any interest of a general partner, a withdrawal of any general partner from the partnership, or the dissolution of the partnership. (c) If this Lease is for sovereign lands appurtenant to adjoining littoral or riparian land, Lessee shall not transfer or assign its ownership interest or use rights in such adjoining lands separately from the leasehold rights granted herein without the prior written consent of Lessor. (d) If Lessee desires to assign, sublet, encumber or otherwise transfer all or any portion of the Lease Premises, Lessee shall do all of the following: (1) Give not less than 90 days’ prior written notice to Lessor; (2) Provide the name, complete business organization, operational structure, and formation documents of the proposed assignee, sublessee, secured third party, or other transferee; and the nature of the use of and interest in the Lease Premises proposed by the assignee, sublessee, secured third party or other transferee. (3) Provide the terms and conditions of the proposed assignment, sublease, or encumbrance or other transfer; (4) Provide audited financial statements for the two most recently completed fiscal years of the proposed assignee, sublessee, secured party or other transferee; and provide pro forma financial statements showing the projected income, expense and Exhibit B - 9 financial condition resulting from use of the Lease Premises; and (5) Provide such additional or supplemental information as Lessor may reasonably request concerning the proposed assignee, sublessee, secured party or other transferee. (6) Lessor will evaluate proposed assignees, sublessees, secured third parties and other transferees and grant approval or disapproval according to standards of commercial reasonableness considering the following factors within the context of the proposed use: the proposed party's financial strength and reliability, their business experience and expertise, their personal and business reputation, their managerial and operational skills, their proposed use and projected rental, as well as other relevant factors. (e) Lessor shall have a reasonable period of time from the receipt of all documents and other information required under this provision to grant or deny its approval of the proposed party. Lessor may reevaluate the rent, insurance and/or bond provisions of this Lease, and may condition its approval of the proposed assignment, sublease, hypothecation, mortgage, or other transfer on the party’s acceptance of the new terms. Lessee’s rights stated in this paragraph shall apply regardless of whether the proposed transfer coincides with a regular rent review period as stated in Section 3 Paragraph 3(c) above. (f) Lessee's mortgage or hypothecation of this Lease, if approved by Lessor, shall be subject to terms and conditions imposed by a separately negotiated encumbrancing agreement. (g) Upon the express written assumption of all obligations and duties under this Lease by an assignee approved by Lessor, the Lessee may be released from all liability under this Lease arising after the effective date of assignment and not associated with Lessee's use, possession or occupation of or activities on the Lease Premises; except as to any hazardous wastes, substances or materials as defined under federal, state or local law, regulation, or ordinance manufactured, generated, used, placed, disposed, stored or transported on the Lease Premises during Lessee’s tenancy. (h) If the Lessee files a petition or an order for relief is entered against Lessee, under Chapters 7, 9, 11 or 13 of the Bankruptcy Code (11 USC Sect. 101, et seq.) then the trustee or debtor-in-possession must elect to assume or reject this Lease within sixty (60) days after filing of the petition or appointment of the trustee, or the Lease shall be deemed to have been rejected, and Lessor shall be entitled to immediate possession of the Lease Premises. No assumption or assignment of this Lease shall be effective unless it is in writing and unless the trustee or debtor-in-possession has cured all Defaults under this Lease (monetary and non-monetary) or has provided Lessor with adequate assurances (1) that within ten (10) days from the date of such assumption or assignment, all monetary Defaults under this Lease will be cured; and (2) that within thirty (30) days from the date of such assumption, all non-monetary Defaults under this Lease will be cured; and (3) that all provisions of this Lease will be satisfactorily performed in the future. (i) In the event of any transfer or assignment, under this Paragraph 11 or by any other means authorized by this Lease, the Lease terms shall be for the remaining years existing on the Lease prior to the transfer or assignment. A transfer or assignment shall not extend the term of this Lease. 12. DEFAULT AND REMEDIES (a) Default The occurrence of any one or more of the following events shall immediately and without further notice constitute a Default of this Lease: (1) Lessee's failure to make any payment of rent, royalty, or other consideration as required under this Lease; or (2) Lessee's failure to obtain or maintain liability insurance or a surety bond or other security device as required under this Lease; or (3) Lessee's abandonment of the Lease Premises (including the covenant for continuous use as provided for in Paragraph 5(b)) during the Lease term; or (4) Lessee's failure to obtain and maintain all necessary governmental permits or other entitlements; or (5) The maintenance of the Lease Premises in violation of, or failure to comply with, any applicable provisions of any Regulatory Agency, Environmental Law, or maintenance of the Lease Premises in a condition constituting nuisance; or (6) Lessee’s Failure to commence to construct and to complete construction of the Improvements authorized by this Lease within the time limits specified in this Lease. Exhibit B - 10 (7) Lessee is found to sublet or otherwise surrender daily management and control of the Lease Premises to a third party without the knowledge, expressed written consent or authorization of the Lessor. (b) Lessee's failure to observe or perform any other term, covenant, or condition of this Lease when such failure shall continue for a period of thirty (30) days after Lessor's giving written notice shall constitute a Default of this lease. However, if the nature of Lessee's Default under this paragraph is such that more than thirty (30) days are reasonably required for its cure, then Lessee shall not be deemed to be in Default if Lessee commences such cure within such thirty (30) day period and diligently proceeds with such cure to completion. (c) Should Lessee Breach any term, covenant, or condition of this Lease under Paragraph 12(b) above three (3) times in any three hundred and sixty-five (365) day period, the third Breach will be a Default under this Lease and Lessor will be entitled to immediately terminate this Lease, and take other appropriate action. Lessor will provide written notice of each Breach as provided above, and provide written notice that future Breaches will constitute immediate Default with no cure period. (d) Remedies In the event of a Default by Lessee and Lessee's failure to cure such Default if such a cure period is applicable, Lessor may at any time and with or without notice do any one or more of the following in addition to any rights or remedies permitted by law: (1) Re-enter the Lease Premises, remove all persons and property, and repossess and enjoy such premises; or (2) Terminate this Lease and Lessee's right of possession of the Lease Premises by any lawful means. The termination shall not relieve Lessee of any obligation, monetary or otherwise, which has accrued prior to the date of termination. Such termination shall be effective upon Lessor's giving written notice and upon Lessee’s receipt of such notice. Lessee shall immediately surrender possession of the Lease Premises to Lessor. Lessor shall be entitled to recover from Lessee all amounts to which Lessor is entitled pursuant to Section 1951.2 of the California Civil Code, or any other provision of law, including any necessary Repair, renovation, alteration, remediation, or removal of Improvements; or (3) Maintain this Lease in full force and effect and recover any rent, royalty, or other consideration as it becomes due without terminating Lessee's right of possession regardless of whether Lessee shall have abandoned the Lease Premises, subject to the conditions imposed by Cal. Civil Code § 1951.2; or (4) Exercise any other right or remedy which Lessor may have at law or equity. (e) Determination of Rental Value If rent under this Lease is calculated as a percentage of Lessee’s income attributable to the Lease Premises and Lessee abandons the Lease Premises during some or all of the applicable period, then the reasonable rental value shall be the percentage of proceeds Lessor would have received had Lessee operated the Lease Premises in the usual and customary manner. (f) Waiver of Rights The failure or delay of either party to exercise any right or remedy shall not be construed as a waiver of such right or remedy or any Breach by the other party. Lessor’s acceptance of any rent shall not be considered a waiver of any preexisting Breach by Lessee other than the failure to pay the particular rent accepted regardless of Lessor’s knowledge of the preexisting Breach at the time rent is accepted. 13. RESTORATION OF LEASE PREMISES AND ENVIRONMENTAL MATTERS (a) Restoration of Lease Premises (1) Upon expiration or sooner termination of this Lease, Lessee must immediately surrender possession of the Lease Premises to Lessor. Prior to the time of surrender, Lessee must remove all or any Improvements together with the debris and all parts of any such Improvements at its sole expense and risk, regardless of whether Lessee actually constructed or placed the Improvements on the Lease Premises; or Lessor, at its sole and absolute discretion, may itself remove or have removed all or any portion of such Improvements at Lessee's sole expense. Lessor may waive all or any part of this obligation in its sole discretion if doing so is in the best interests of the State. (2) As a separate and related obligation, Lessee shall restore the Lease Premises as nearly as possible to the conditions existing prior to the installation or construction of any Improvements. For purposes of this Lease, restoration includes removal of any landscaping; removal of any Hazardous Materials; and to the extent possible, undoing any grading, fill, excavation, or similar alterations of the natural features of the Lease Premises. Lessor may waive all or any part of this obligation in its sole and absolute discretion. Exhibit B - 11 (3) Unless otherwise provided for in this Lease, Lessee shall submit to Lessor no later than two (2) years prior to the expiration of this Lease either: (a) an application and minimum expense deposit for a new lease for the continued use of the Lease Premises, or (b) a plan for the restoration of the Lease Premises to be completed prior to the expiration of the lease term together with a timeline for obtaining all necessary permits and conducting the work prior to the expiration of this Lease. (4) In removing any or all Improvements, or conducting any restoration work, Lessee shall be required to obtain any permits or other governmental approvals as may then be required by any Regulatory Agency, including, without limitation, any Environmental Law. (5) Lessor may, upon written notice, in its sole and absolute discretion, accept title to any or all Improvements at the termination of this Lease. Lessor shall notify Lessee that Lessor intends to take title to any or all Improvements within six (6) months of Lessee submitting a plan for restoration under Paragraph 13(a)(3)(b) above. If Lessor elects to take title to any such Improvements, Lessee shall deliver to Lessor such documentation as may be necessary to convey title to such Improvements to Lessor free and clear of any liens, mortgages, loans, or any other encumbrances. Lessor shall not pay, and Lessee shall not be entitled to compensation for Lessor’s taking title to such property. (b) Environmental Matters (1) Lessee’s Obligations: (i) Lessee will not use, occupy, or permit any portion of the Lease Premises to be used or occupied in violation of any Environmental Law. Lessee shall not manufacture or generate or store Hazardous Material on the Lease Premises unless specifically authorized under other terms of this Lease. (ii) Lessee shall practice conservation of water, energy, and other natural resources. (iii) Lessee shall notify Lessor and the appropriate governmental emergency response agency, or agencies immediately in the event of any release or threatened release of any Hazardous Material. (2) Lessor may at any time during the Lease term require Lessee to conduct at its own expense and by a contractor approved by Lessor an independent environmental site assessment or inspection for the presence or suspected presence of Hazardous Material generated, used, placed, disposed, stored, or transported on the Lease Premises during the term of the Lease. Lessee shall provide the results of the assessment or inspection to Lessor and the appropriate governmental response agency or agencies and shall further be responsible for removing or taking other appropriate remedial action regarding such Hazardous Material in accordance with applicable Environmental Law. (3) Environmental Indemnity. Lessee shall indemnify, defend, and hold Lessor and Lessor’s, officer, appointees, volunteers, employees, agents, successors and assigns free and harmless from and against all Damages that may at any time be imposed upon, incurred by, or asserted or awarded against Lessor in connection with or arising from any Breach of Lessee’s obligations hereunder; or out of any violation by Lessee of any Environmental Law; or resulting in the imposition of any lien or claim for the recovery of any costs for environmental cleanup or other response costs relating to the release or threatened release of Hazardous Materials on the Lease Premises during the Lessee’s tenancy. This obligation shall include any prior leases between Lessor and Lessee and will continue through any periods Lessee is in holdover, unlawful detainer, or any subsequent month-to-month tenancies created by operation of law. Lessee’s obligations hereunder will survive the expiration or sooner termination of this Lease. (4) Violation of this section shall constitute grounds for termination of the Lease. Lessor, shall notify Lessee when, in Lessor’s opinion, Lessee has violated the provisions of this section. Lessee shall immediately discontinue the conduct and respond within five (5) business days. Lessee shall take all measures necessary to remedy the condition. 14. QUITCLAIM Lessee shall, upon the early termination of this Lease and at Lessor’s request, execute and deliver to Lessor in a form provided by Lessor a good and sufficient release of all rights under this Lease. Should Lessee fail or refuse to deliver such a release, Lessor may record a written notice reciting such failure or refusal. This written notice shall, from the date of its recordation, be conclusive evidence against Lessee of the termination of this Lease and all other claimants. 15. HOLDING-OVER (a) This Lease shall terminate without further notice upon the expiration of the term of this Lease. Lessee shall have removed any Improvements and completed any restoration as required by Lessor prior to the expiration of this Lease, and shall surrender possession of the Lease Premises. Any failure by the Lessee to remove Improvements, restore the Lease Premises, and/or surrender possession of the Lease Premises at the expiration or sooner termination of this Lease shall not constitute a renewal or extension and shall not give Lessee any rights in or to the Lease Premises or any part thereof except as expressly provided in this Lease. Lessee shall be deemed in unlawful detainer of the Lease Premises and Lessor shall be entitled to all resulting legal Exhibit B - 12 remedies. (b) Lessor may, in its sole discretion, choose to accept Rent for the Lease Premises instead of immediately taking legal action to recover possession of the Lease Premises. Any tenancy created by operation of law on Lessor’s acceptance of rent shall be deemed a month-to-month tenancy regardless of what sum or sums Lessee delivers to Lessor. Except as set forth below, any subsequent tenancy created in this manner shall be on the same terms, covenants, and conditions set forth in this Lease insofar as such terms, covenants, and conditions can be applicable to a month-to-month tenancy (c) In recognition of the increased accounting, land management, and supervisory staff time required for month-to-month tenancies, the rent for each month or any portion thereof during such holdover period shall be an amount equal to one hundred fifty percent (150%) of one-twelfth (1/12) of the total compensation for the most recent year paid. In the event this Lease does not require monetary compensation, Lessor shall have the right to establish rent based on the fair market value of the Lease Premises. The month-to-month tenancy may be terminated by Lessee or Lessor upon thirty (30) calendar days’ prior written notice to the other. 16. ADDITIONAL PROVISIONS (a) Waiver (1) No term, covenant, or condition of this Lease and no omission, neglect, Default or Breach of any such term, covenant or condition shall be deemed to have been waived by Lessor's acceptance of a late or nonconforming performance or otherwise, unless such a waiver is expressly acknowledged by Lessor in writing. No delay or omission of Lessor to exercise any right or power arising from any omission, neglect, Default or Breach of term, covenant, or condition of this Lease shall be construed as a waiver or any acquiescence therein. (2) Any such waiver shall not be deemed to be a waiver of any other term, covenant or condition; of any successive Breaches of the same term, covenant, or condition; or of any other Default or Breach of any term, covenant or condition of this Lease. (b) Time Time is of the essence for this Lease and each and all of its terms, covenants or conditions in which performance is a factor. (c) Notice All notices required to be given under this Lease shall be given in writing, sent by U.S. Mail with postage prepaid, to Lessor at the offices of the State Lands Commission and the Lessee at the address specified in this Lease. Lessee shall give Lessor notice of any change in its name or address. (d) Consent Where Lessor's consent is required under this Lease its consent for one transaction or event shall not be deemed to be a consent to any subsequent occurrence of the same or any other transaction or event. (e) Changes This Lease may be terminated and its term, covenants, and conditions amended, revised, or supplemented only by mutual written agreement of the parties. (f) Successors The terms, covenants, and conditions of this Lease shall extend to and be binding upon and inure to the benefit of the heirs, successors, and assigns of the respective parties. (g) Joint and Several Obligation If more than one Lessee is a party to this Lease, the obligations of the Lessees shall be joint and several. (h) Captions The section and paragraph captions used in this Lease are for the convenience of the parties. The captions are not controlling and shall have no effect upon the construction or interpretation of this Lease. (i) Severability If any term, covenant or condition of this Lease is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease shall not be affected thereby, and each term and provision of this Lease shall remain valid and enforceable to the fullest extent permitted by law. (j) Representations Lessee agrees that no representations have been made by Lessor or by any person or agent acting for Lessor. Lessor and Lessee agree and acknowledge that this document contains the entire agreement of the parties, that there are no verbal agreements, representations, warranties or other understandings affecting this Lease, and Lessor and Lessee, as a material part of the consideration of this Lease, waive all claims against the other for rescission, damages, or otherwise by reason of any alleged Exhibit B - 13 covenant, agreement or understanding not contained in this Lease. (k) Gender and Plurality In this Lease, the masculine gender includes both the feminine and neuter, and the singular number includes the plural whenever the context so requires. (l) Survival of Certain Covenants All covenants pertaining to bond, insurance, indemnification, restoration obligations, Breach, Default, and remedies shall survive the expiration or earlier termination of this Lease until Lessee has fulfilled all obligations to restore the Lease Premises as required by this Lease. (m) Counterparts This agreement may be executed in any number of counterparts and by different parties in separate counterparts. Each counterpart when so executed shall be deemed to be an original and all of which together shall constitute one and the same agreement. (n) Delegation of Authority Lessor and Lessee acknowledge Lessor as defined herein includes the Commission Members, their alternates or designees, and the staff of the Commission. The ability of staff of the Commission to give consent, or take other discretionary actions described herein will be as described in the then-current delegation of authority to Commission staff. All other powers are reserved to the Commission. Exhibit B - 14 STATE OF CALIFORNIA - STATE LANDS COMMISSION LEASE NO. PRC 3979.1 This Lease shall become effective only when approved by and executed on behalf of the State Lands Commission of the State of California and a duly executed copy has been delivered to Lessee. The submission of this Lease by Lessor, its agent or representative for examination by Lessee does not constitute an option or offer to lease the Lease Premises upon the terms and conditions contained herein, or a reservation of the Lease Premises in favor of Lessee. Lessee's submission of an executed copy of this Lease to Lessor shall constitute an offer to Lessor to lease the Lease Premises on the terms and conditions set forth herein. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the date hereafter affixed. LESSEE: SOUTH BAY YACHT CLUB By: ____________________________ Title: ____________________________ Date: ____________________________ ACKNOWLEDGEMENT LESSOR: STATE OF CALIFORNIA STATE LANDS COMMISSION By: ____________________________ Title: ____________________________ Date: ____________________________ This Lease was authorized by the California State Lands Commission on _______________________________ (Month Day Year) Exhibit B - 15 Page 1 of 6 Recorded at no charge in accordance ) With Government Code § 6103 at the ) Request of and, when recorded, mail ) To: ) ) City of Palo Alto ) Office of City Attorney ) 250 Hamilton Avenue ) Palo Alto, CA 94301 ) ) Space above for Recorder’s use only PAO FEDERAL OBLIGATIONS ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is made and entered into, effective as of _________ (the “Effective Date”), by and among the County of Santa Clara, a California political subdivision (the “County”), the City of Palo Alto, a California chartered municipal corporation (“Palo Alto”), and the Federal Aviation Administration, a federal agency acting for and on behalf of the United States of America (the “FAA”). RECITALS WHEREAS, Palo Alto Airport [FAA identifier “PAO”] is a federally-assisted general aviation reliever airport located in and owned by Palo Alto and operated by the County pursuant to the Lease Agreement, by and between Palo Alto and the County, dated April 5, 1967, as modified by Amendment Number One, dated October 28, 1968; Amendment Number Two, dated December 23, 1969; Amendment Number Three, dated May 20, 1980; and Amendment Number Four, dated October 12, 1983 (collectively, the “Lease”); and WHEREAS, the County and Palo Alto have entered into that certain Termination Assignment, and Assumption Agreement, dated August __, 2014 (the “Transfer Agreement”) whereby the County and Palo Alto propose to terminate the Lease and transfer the control and operation of PAO to Palo Alto (the “Airport Transfer”); and WHEREAS, in connection with the Airport Transfer, the County desires to assign, and Palo Alto desires to assume, all federal obligations related to PAO, subject to the consent of the FAA. NOW, THEREFORE, in consideration of the covenants, agreement and other terms and conditions contained herein and other good and valuable consideration, the parties agree as follows: Exhibit C - 1 Page 2 of 6 AGREEMENT 1. Incorporation of Recitals. The foregoing recitals are incorporated herein and by this reference made a part hereof. 2. Assignment and Assumption of Federal Obligations. a. The County hereby grants, conveys, transfers, and assigns to Palo Alto all of the County's obligations to the federal government as airport sponsor for PAO (collectively, “Federal Obligations”), including, but not limited to, all rights, title, interests, and obligations in, to, and under the Airport Improvement Program Grant Agreements, including the Grant Assurances set forth in such instruments (collectively, the “Grant Agreements”). A list of grants at PAO since 1988 is attached hereto as Exhibit A and incorporated herein by reference. b. Palo Alto hereby accepts and assumes all of the obligations as airport sponsor for PAO and further assumes, covenants, acknowledges, and agrees to be bound by and to perform, observe and be subject to all of the obligations, terms, covenants, and conditions of the Federal Obligations, including in particular the Grant Agreements. 3. FAA Consent and Conditional Release. a. The FAA hereby consents to the assignment and assumption of the Federal Obligations pursuant to this Agreement and to the consummation of the Airport Transfer. Concurrent with the execution and exercise of this Agreement, the FAA is approving Palo Alto as an eligible airport sponsor for federal funds and other assistance. The executed version of FAA approval will appear in Exhibit B to this agreement and will be incorporated herein by reference upon receipt of a copy from FAA. The executed version will be substituted for the form agreement upon receipt of a copy executed by FAA. b. The FAA shall relieve and release the County from the Federal Obligations, including the obligations, terms, covenants, and conditions arising from the Grant Agreements and any previous grants or other federal obligation instruments executed before the Effective Date upon the County's performance of the material obligations necessary for the Airport Transfer set forth in sections 1.1, 1.2, 2.1, 2.4, and 3.1(B) of the Transfer Agreement. The County acknowledges that this release will not affect the County's responsibility for compliance with the Grant Assurance 25 prior to or as part of the Airport Transfer, subject to the limitations of 49 U.S.C. § 47107(n)(7). 4. General Provisions. a. The parties shall execute and deliver all documents and do all other reasonable acts that may be reasonably necessary to carry out and effectuate the intent and purpose of this Agreement. b. This Agreement is binding upon, and inures to the benefit of, the parties and their respective successors and assigns. This Agreement does not and is not intended to confer any rights or remedies upon any person other than the parties hereto. Exhibit C - 2 Page 3 of 6 c. This Agreement constitutes the entire understanding and agreement of the parties with respect to the assignment and assumption of the Federal Obligations and actions contemplated hereby and supersedes any prior agreements or understanding whether written or verbal with respect to the subject matter hereof. d. The parties may not amend or waive this Agreement, except pursuant to a writing executed by the party or parties against whom any amendment or waiver is sought to be enforced. e. If any provision of this Agreement is held invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions of this Agreement are not affected or impaired in any way. f. This Agreement shall be governed and construed in accordance with California law. g. This Agreement may be executed in one or more counterparts, each of which will be considered an original, but all of which together will constitute one and the same instrument. Exhibit C - 3 IN WITNESS WHEREOF, the parties have executed this Agreement upon the Effective Date. CITY OF PALO ALTO ________________________________ [Name] Mayor ATTEST: ________________________________ City Clerk APPROVED AS TO FORM: __________________________ Senior Asst. City Attorney APPROVED: __________________________ City Manager __________________________ Director of Public Works __________________________ Director of Administrative Services COUNTY OF SANTA CLARA ________________________________ [Name] Chair, Board of Supervisors ATTEST: ________________________________ Clerk, Board of Supervisors APPROVED AS TO FORM AND SUBSTANCE: __________________________ Deputy County Counsel APPROVED: __________________________ County Executive __________________________ Director of Roads and Airport __________________________ Director of Public Works FEDERAL AVIATION ADMINISTRATION By:____________________________________ Name: Title: Exhibit C - 4 EXHIBIT A LIST OF GRANTS APPLICABLE TO PAO Exhibit C - 5 Exhibit C - 6 EXHIBIT B FORM OF FAA APPROVAL OF CITY AS SPONSOR FOR PAO Exhibit C - 7 Exhibit D - 1 Exhibit D - 2 140804 sdl 00710438 - 1 - Recorded at no charge in accordance ) With Government Code § 6103 at the ) Request of and, when recorded, mail ) To: ) ) City of Palo Alto ) Office of City Attorney ) 250 Hamilton Avenue ) Palo Alto, CA 94301 ) ) Space above for Recorder’s use only TERMINATION, ASSIGNMENT AND ASSUMPTION AGREEMENT THIS TERMINATION, ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Transfer Agreement”), is made and entered into effective as of the date of the last Party’s signature hereon (the “Effective Date”), by and between the City of Palo Alto, a California chartered municipal corporation (the “City”), and the County of Santa Clara, a California political subdivision (the “County”). The City and the County are collectively referred to herein as the “Parties” and individually a “Party.” R E C I T A L S: A. The City claims ownership in fee of that certain real property commonly known as the Palo Alto Airport (the “Airport”). On April 5, 1967, the City and the County entered into that certain Lease Agreement, for the lease, construction, maintenance, and operation of the Airport for a term of fifty (50) years, expiring June 11, 2017, as amended by Amendment Number One, dated October 28, 1968; Amendment Number Two, dated December 23, 1969; Amendment Number Three, dated May 20, 1980; and Amendment Number Four, dated October 12, 1983, as attached hereto as Exhibit A (collectively, the “Airport Lease”). B. As the California State Lands Commission (the “SLC”) also claimed ownership of all or part of the land underlying the Airport, the SLC and the County entered into Lease PRC 4598.9, dated June 2, 1971, attached hereto as Exhibit B (the “SLC Lease”), for a term of forty-six (46) years and four (4) months, expiring October 1, 2017. The SLC Lease enabled the County to develop and operate the Airport pursuant to the Airport Lease pending resolution of any dispute between the City and the SLC regarding title to the Airport real property. C. The Parties deem it in their best interests to transfer the possession and operation, management and control of the Airport from the County to the City (the “Transfer”) prior to the expiration of the Airport Lease. As contemplated, the Transfer requires that the Parties (i) terminate the Airport Lease and (ii) transfer certain federal and non-federal Airport 140804 sdl 00710438 - 2 - assets and obligations, and (iii) obtain consent of the Federal Aviation Administration (“FAA”) to the Transfer. D. On or around the Effective Date, the County intends to assign to the City certain federal rights and obligations for the operation and sponsorship of the Airport, including those arising under the federal Airport Improvement Program (“AIP”) Grant Agreements and obtain the FAA’s consent to the Transfer and the transactions contemplated thereby. E. On or around the Effective Date, the County and the SLC intend to assign the SLC Lease to the City to enable the City to operate the Airport pending resolution of any dispute between the City and the SLC regarding title to the Airport real property. F. This Transfer Agreement provides for the termination of the Airport Lease and settlement of matters thereto, the transfer of certain non-federal Airport assets and obligations, and the Parties’ understanding regarding the implementation of the Transfer. AGREEMENT: NOW THEREFORE, in consideration of the following agreements, covenants, terms and conditions hereof, and for other valuable consideration, the Parties agree: SECTION 1. TERMINATION OF AIRPORT LEASE; TRANSFER OF AIRPORT OPERATIONS 1.1 As of the Effective Date, the Airport Lease shall be terminated and the County shall surrender possession of the Airport, including any tenant improvements constructed by the County during the County's tenancy under the Airport Lease. Except as provided in this Transfer Agreement, the Parties thereafter shall not have any further outstanding rights or obligations under the Airport Lease. The County shall surrender its interest in the Airport Lease together with all tenant improvements, fixtures, betterments, buildings, structures, installments, and additions situated on the Airport by quitclaim deed in substantially the recordable form, attached hereto as Exhibit C (the “Quitclaim Deed”). 1.2 As of the Effective Date, the City shall accept the Quitclaim Deed and accept and assume all of the obligations for the operation, management, and control of the Airport. In connection with the operation of the Airport, the County shall provide copies of the regulatory permits and authorizations identified on Schedule 1.2 and attached as Exhibit D. SECTION 2. ASSIGNMENT AND ASSUMPTION OF AIRPORT ASSETS AND OBLIGATIONS 2.1 Airport Contracts. A. As of the Effective Date, the County grants, conveys, transfers and assigns to the City all of the County’s rights, title, interests, and obligations, arising under each of the Airport Contracts, and the City accepts the assignment of the Airport Contracts, and assumes and covenants to keep, perform, and fulfill, the executory portion of the terms, covenants, 140804 sdl 00710438 - 3 - conditions, and obligations of each of the Airport Contracts required to be kept, performed, and fulfilled by the County under the Airport Contracts from and after the Effective Date. “Airport Contracts” shall mean each of the following agreements, contracts, licenses, permits, and other documents, including any and all amendments thereto, entered into by or on behalf of the County in connection with its operation and management of the Airport under the Airport Lease as identified on Schedule 2.1(A). B. The County shall attach copies of the Airport Contracts as Exhibit E. This Section 2.1 shall not apply to any agreement or other obligation that is not identified on Schedule 2.1(A). C. By the Effective Date, the County shall use reasonable efforts to obtain estoppel certificates, in substantially the form attached hereto as Exhibit F, for each FBO Lease; provided, however, the County’s inability to obtain such estoppel certificates following the County’s reasonable efforts shall not constitute a breach of this Transfer Agreement. 2.2 Personal Property. As of the Effective Date, the County agrees to transfer, and the City agrees to accept, title to the personal property (the “Personal Property”) owned by the County and used for the operation of the Airport identified in the Equipment List, attached hereto as Exhibit G. Items of personal property not listed in Exhibit G shall not be transferred to the City. The County shall transfer to the City the Personal Property no later than thirty (30) calendar days after the Effective Date. The County transfers, and the City accepts, the Personal Property in its “as is” and present condition with no warranty as to the condition of the Personal Property or any express or implied warranty of fitness for a particular purpose. The City expressly acknowledges that it has been provided with an opportunity to inspect the Personal Property for all purposes and that the City is satisfied as to the condition of the Personal Property in all respects. 2.3 SLC Lease. As of the Effective Date, the County agrees to assign, to the extent assignable or transferrable by the County, and the City agrees to assume, the SLC Lease by execution of a State Lease Assignment, Acceptance, and Approval in a form acceptable to the County and the SLC. Once executed, the State Lease Assignment, Acceptance, and Approval shall become part of this Agreement and shall be incorporated herein and attached hereto as Exhibit H. 2.4 Federal Obligations. As of the Effective Date, the County agrees to assign, and the City agrees to assume, the County’s rights and obligations to the federal government, including those arising from the AIP Grant Agreements by execution of a Federal Obligations Assignment and Assumption Agreement in a form acceptable to the Parties and the FAA. Once executed, the Federal Obligations Assignment and Assumption Agreement shall become part of this Agreement and shall be incorporated herein and attached hereto as Exhibit I. 140804 sdl 00710438 - 4 - SECTION 3. ADDITIONAL COVENANTS 3.1 Airport Financial Matters. A. Closing Financials. Prior to the Effective Date, the County has provided the City with annual Statements of Revenue and Expenses from Fiscal Years 2009-2010 to 2013- 14 inclusive. As soon as practicable following the Effective Date, the County shall provide a Statement of Revenues and Expenses relating to the operations of the Airport from the beginning of fiscal year 2014-2015 through the Effective Date. B. Revenue and Expense Reconciliation. All accounts receivable and accounts payable generated by the operation of the Airport prior to the Effective Date shall be allocated to the County Airport Enterprise Fund, without any deductions or off-sets of any kind or for any reason. All accounts receivable and accounts payable generated by the operation of the Airport on or after the Effective Date shall be allocated to the City’s Airport Enterprise Fund. Following the Effective Date, the Parties shall account for accounts receivable and accounts payable pursuant to the procedures set forth in Exhibit J. 3.2 Airport Pavement Project. Within fifteen (15) calendar days of (a) the Effective Date, or (b) the date on which the City delivers to the County the FAA’s letter awarding FAA grant funds to the City for airport capital improvements, whichever date occurs later, the County shall pay to the City an amount equal to the lesser of (i) $61,000 or (ii) ten percent (10%) of the actual contract awarded by the City for maintenance and repair work to the Airport taxiways and aprons pavements set forth in the City’s federal fiscal year 2014 federal AIP grant application, attached hereto as Exhibit K. The Parties agree that the County’s full payment of this amount shall represent the full satisfaction of any and all of the County’s outstanding obligations under the Airport Lease to maintain, repair, or improve the Airport, including, without limitation, the County’s obligation to perform maintenance and repair work to the Airport taxiways and aprons pavements. 3.3 Agreement Relative to Baylands Levees. The Parties acknowledge and agree that the County has completed the levee maintenance work described in the Agreement Relative to Baylands Levees, dated August 22, 1979, attached hereto at Exhibit L, by and among the City, the County, and the Santa Clara Valley Water District concerning the responsibilities of the parties thereto for maintenance of the San Francisco baylands levees. SECTION 4. ENVIRONMENTAL MATTERS. 4.1 Due Diligence. Each Party has received various environmental studies and reports conducted by independent contractors and various records concerning, relating to, and affecting the Airport related to the release or potential release of Hazardous Materials, as listed on Exhibit M (collectively the “Reports”). Each Party acknowledges receipt of the Reports. The Parties acknowledge and agree that neither Party is relying on any representation, assertion, or statement regarding the environmental condition of the Airport, but is instead relying on the Reports. 140804 sdl 00710438 - 5 - 4.2 Environmental Policy. The Parties authorize their respective risk managers to collaborate to identify an environmental insurance policy (the “Environmental Policy”) to be purchased by the City as expeditiously as practicable, but no later than thirty (30) calendar days from the Effective Date or such other date as the Parties may agree. A. The Environmental Policy shall have limits of not less than three million dollars ($3,000,000.00) with a term of not less than five (5) calendar years after the Effective Date. B. The Environmental Policy, once obtained, shall become part of this Agreement and shall, upon purchase, be incorporated herein and attached hereto as Exhibit N. C. To the extent commercially available, the Environmental Policy shall at a minimum: (a) Cover clean-up costs and claims for damages and injuries to persons and property associated with or arising out of Hazardous Materials occurring at, in, on, beneath or migrating from the Airport or the release or discharge of any Hazardous Materials from the Airport occurring prior to the Effective Date, including but not limited to the time periods (A) during which the City owned and operated the Airport prior to the County’s possession of the Airport pursuant to the Airport Lease, and (B) during the term of the Airport Lease; (b) Not exclude coverage for known releases of Hazardous Materials (as defined below) addressed by the “no further action” letter, issued by the County’s Department of Environmental Health, dated January 31, 2014, to the County’s Roads and Airports Department, SCCo Case No. 05S2W31H02s; (c) Have a deductible or self-insured retention of not more than one hundred thousand dollars ($100,000.00); and (d) Name the City as the insured party, and the County as an “additional named insured” with equal coverage under the Environmental Policy. D. Within ten (10) days from the effective date of the Environmental Policy, the County shall pay to the City an amount equal to one-half of the premium cost of the Environmental Policy. Recognizing that the Environmental Policy has not yet been purchased, the Parties agree that the County’s responsibility to pay an amount equal to one-half of the premium shall in no event exceed fifty thousand dollars ($50,000.00). 140804 sdl 00710438 - 6 - 4.3 Environmental Matters Definitions A. “Hazardous Materials” shall mean all chemicals, pollutants, contaminants, wastes, toxic substances, petroleum and petroleum products, or any other chemical, material or substance that: (a) because of its quantity, concentration or physical or chemical characteristics, exposure to the same is limited or regulated for environmental or health and safety reasons by any governmental authority; (b) poses a significant present or potential hazard to human health and safety or to the environment if released into the workplace or the environment; or (c) is otherwise defined as a hazardous substance, material or waste under Environmental Laws. B. “Environmental Laws” shall mean all present and future federal, state or local laws, ordinances, codes, statutes, regulations, administrative rules, policies and orders, and other authorities, which relate to the environment and/or which classify, regulate, impose liability, obligations, and/or list or define hazardous substances, materials, wastes, contaminants, pollutants and/or the Hazardous Materials, including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. § 9601, et seq., as now or hereafter amended; the Resources Conservation and Recovery Act, 42 U.S.C. § 6901, et seq., as now or hereafter amended; the Hazardous Materials Transportation Act, 49 U.S.C. § 1801, et seq., as now or hereafter amended; the Clean Water Act, 33 U.S.C. § 1251, et seq., as now or hereafter amended; the Clean Air Act, 42 U.S.C. § 7901, et seq., as now or hereafter amended; the Toxic Substance Control Act, 15 U.S.C. §§ 2601 – 2629, as now or hereafter amended; the Public Health Service Act, 42 U.S.C. §§ 300f – 300j, as now or hereafter amended; the Safe Drinking Water Act, 42 U.S.C. §§ 300f – 300j, as now or hereafter amended; the Occupational Safety and Health Act, 29 U.S.C. § 651, et seq., as now or hereafter amended; the Oil Pollution Act, 33 U.S.C. § 2701, et seq., as now or hereafter amended; the Emergency Planning and Community Right-to-Know Act, 42 U.S.C. § 11001, et seq., the California Aboveground Petroleum Storage Act, California Health and Safety Code, §§ 25270 – 25270.13, as now or hereafter amended, California Underground Storage Tank Program, California Health and Safety Code, §§ 25280 – 25299, as now or hereafter amended; and any similar federal, state or local laws and ordinances and the regulations now or hereafter adopted, published and/or promulgated pursuant thereto, and other state and federal laws relating to industrial hygiene, environmental protection or the use, analysis, generation, manufacture, storage, disposal or transportation of any Hazardous Materials. 4.4 All of the obligations in this Section 4 shall be independent of, and shall survive the termination of, the Airport Lease. SECTION 5. MUTUAL RELEASE 5.1 Release of Liability. In consideration of the Parties’ commitments in this Transfer Agreement and except for the obligations, duties, and rights of the Parties under this Transfer Agreement, as of the Effective Date: 140804 sdl 00710438 - 7 - A. Release of Lease Obligations. Except for Environmental Claims, each Party agrees to release and discharge the other Party from any and all damages, claims, losses, liabilities, penalties, fines, liens, judgments, costs, or expenses whatsoever, whether direct or indirect, known or unknown, foreseen or unforeseen, that such Party now has, owns or holds, or may in the future have, against the other Party, that in any way relate to or arise out of the Airport Lease or the performance of any obligation thereunder, including, but not limited to, the payment of rent or the recovery of outstanding capital expenditures, the condition of tenant improvements or for the condition or replacement of any items, equipment, or fixtures on the Airport, or for any additional repair, restoration, maintenance, or cleaning of the Airport; provided, this Section 5.1(A) shall not apply to a Party’s rights against the other Party with respect to third-party claims. B. Limited Environmental Release. Each Party agrees to release and discharge the other Party from any and all damages, claims, losses, liabilities, penalties, fines, liens, judgments, costs, or expenses whatsoever, including but not limited to any cleanup costs, remediation costs, response costs, and all expenses of any kind whatsoever, including claims arising out of loss of life, injury to persons, property, or business or damage to natural resources whether direct or indirect, known or unknown, foreseen or unforeseen, that such Party now has, owns or holds, or may in the future have, against the other Party, arising out of the Hazardous Materials occurring at, in, on, beneath or migrating from the Airport or the release of any Hazardous Materials at, in, on, beneath or from the Airport, however they came to be emplaced (collectively, the “Environmental Claims”) to the extent such Party has received reimbursement or defense for such Environmental Claims pursuant to the Environmental Policy described in Section 4.2 of this Transfer Agreement. 5.2 In connection with Section 5.1(A) and (B) of this Transfer Agreement, by signing this Transfer Agreement, each Party acknowledges that it has read and understands, and it intends expressly to release and waive, any and all rights and benefits that it has, may have, or may accrue with respect to foregoing released matters under California Civil Code Section 1542, which reads: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." SECTION 6. MISCELLANEOUS PROVISIONS 6.1 Waiver. The waiver by either the City or the County of a breach or a default of any provision of this Transfer Agreement will not be effective, unless it is stated in writing. That waiver will not be construed as a waiver of any subsequent breach of or default under the same or any other provision of this Transfer Agreement, nor will any delay or omission on the part of either the City or the County to exercise or avail itself of any right or remedy that it has or may have against the County or the City hereunder operate as a waiver of any right or remedy. 140804 sdl 00710438 - 8 - 6.2 Successors and Assigns. All agreements, covenants, terms, conditions, rights and obligations of this Transfer Agreement shall be legally binding upon and inure to the benefit of the Parties and their successors and assigns. 6.3 Governing Law and Venue. This Transfer Agreement shall be governed by and construed in accordance with the laws of the State of California and federal law, as applicable. In the event that an action is brought to enforce any provision of this Transfer Agreement, the Parties agree that trial of such action will be vested exclusively in the state courts of California or in the United States District Court for the Northern District of California in the County of Santa Clara, California. 6.4 Attorney Fees. The prevailing party in any action brought to enforce any provision of this Transfer Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. 6.5 Severability. If a court, tribunal or regulatory body determines that any provision of this Transfer Agreement, the Exhibits, or any amendment thereto is or are invalid, illegal, void or unenforceable, then the validity, legality and enforceability of the provision(s) as applied to any other particular facts or circumstances, and the other provisions of this Transfer Agreement, the Exhibits, or any amendment thereto will not in any way be affected or impaired, will remain in full force and effect, and otherwise will be enforced to the maximum extent possible so as to effect the intent of the Parties. 6.6 Construction. The section captions and headings of this Transfer Agreement are inserted for convenience only, do not form a substantive part hereof, and will not be used in any way to construe or interpret this Transfer Agreement. The Parties agree that the normal rule of construction to the effect that any ambiguity is to be resolved against the drafting party will not be employed in the interpretation of this Transfer Agreement, any Exhibit hereof, or any amendment thereto. 6.7 Integration. This Transfer Agreement, all attached exhibits, and all related documents referred to in this Transfer Agreement, constitute the entire agreement between the Parties. Except as expressly stated herein or in the Exhibits that are incorporated herein by reference, this Transfer Agreement supersedes any and all prior negotiations, representations, agreements or understandings, whether written or verbal, with respect to the subject matter hereof. 6.8 Cooperation. The Parties agree to cooperate in facilitating the execution of all documents and agreements necessary and appropriate to the fulfillment of the terms, conditions, and obligations contemplated by this Transfer Agreement, including, without limitation, the execution of the State Lease Assignment, Acceptance, and Approval, the Quitclaim Deed, and the Federal Obligations Assignment and Assumption Agreement. 6.9 Incorporation of Exhibits. The Exhibits referred to in this Transfer Agreement and any addenda, appendices, attachments, and schedules that, from time to time, may be 140804 sdl 00710438 - 9 - referred to in any duly executed amendment hereto are by such reference incorporated in this Transfer Agreement and will be deemed to be a part hereof. In the event of a conflict between this Transfer Agreement and any, some or all of its Exhibits, the document imposing the more specific duty or obligation will prevail. References made to “this Transfer Agreement” are intended to be made to both the Transfer Agreement and its Exhibits, except as otherwise provided. 6.10 Counterparts. This Transfer Agreement may be executed in any number of counterparts, each of which will be an original, but all of which together will constitute one and the same instrument. 6.11 Amendment. This Transfer Agreement may be amended only by a written instrument that is signed by the Parties. [Signature Page Follows] 140804 sdl 00710438 - 10 - IN WITNESS WHEREOF, the Parties by their duly appointed representatives have signed this Transfer Agreement as of the Effective Date. CITY OF PALO ALTO ________________________________ Nancy Shepherd Mayor ATTEST: ________________________________ Donna Grider City Clerk APPROVED AS TO FORM: __________________________ Grant Kolling Senior Asst. City Attorney APPROVED: __________________________ James Keene City Manager _________________________ J. Michael Sartor Director of Public Works __________________________ Lalo Perez Director of Administrative Services COUNTY OF SANTA CLARA ________________________________ Mike Wasserman President, Board of Supervisors Signed and certified that a copy of this document has been delivered by electronic or other means to the President, Board of Supervisors. ATTEST: ________________________________ Lynn Regadanz Clerk of the Board of Supervisors APPROVED AS TO FORM AND LEGALITY: ________________________________ E. Ray Ruiz Deputy County Counsel 140804 sdl 00710438 - 11 - LIST OF SCHEDULES Schedule 1.2 Regulatory Permits and Authorizations Schedule 2.1(A) Airport Contracts LIST OF EXHIBITS Exhibit A – Airport Lease and Amendments Exhibit B – SLC Lease Exhibit C – Quitclaim Deed Exhibit D – Regulatory Permits and Authorizations Exhibit E – Airport Contracts Exhibit F – Estoppel Certificate Exhibit G – Equipment List Exhibit H– Executed State Lease Assignment, Acceptance, and Approval [to be attached] Exhibit I – Executed Federal Obligations Assignment and Assumption Agreement [to be attached] Exhibit J – Airport Revenue and Expense Reconciliation Procedures Exhibit K – City Federal Fiscal Year 2014 AIP Grant Application Exhibit L - Agreement Relative to Baylands Levees Exhibit M – Reports Related to Hazardous Materials Exhibit N – Issued Environmental Policy 140804 sdl 00710438 - 1 - SCHEDULE 1.2 AIRPORT REGULATORY PERMITS AND AUTHORIZATIONS 1. State of California Airport Permit for Public-Use Airport, dated December 13, 2011, issued to the City of Palo Alto and the County of Santa Clara. 2. State of California State Water Resources Control Board Permits, dated April 1, 2014, issued to the County of Santa Clara. 140804 sdl 00710438 - 1 - SCHEDULE 2.1(A) AIRPORT CONTRACTS Fixed Base Operator Agreements 1. Agreement for Lease of Santa Clara County Palo Alto Airport Property (Fixed Base Operator), date December 23, 1969, between County of Santa Clara and Roy-Aero Enterprises, L.P. 2. Agreement for Lease of Santa Clara County Palo Alto Airport Property (Fixed Base Operator), date December 4, 1973, between County of Santa Clara and Airport Management Group, Inc. 3. Permit for Sale of Fuel and Lubricants for Fixed Base Operator at Palo Alto Airport, dated January 27, 1970, issued to Roy-Aero Enterprises, L.P. 4. Permit for Sale of Fuel and Lubricants for Fixed Base Operator at Palo Alto Airport, dated April 10, 1974, issued to Airport Management Group, Inc. Airport Commercial and Non-Commercial Use Agreements 1. License to Operate Air Patrol Facilities at Palo Alto Airport, dated October 26, 1988, issued to Civil Air Patrol, Inc. 2. License Agreement, dated December 30, 2011, between the County of Santa Clara and the Bay Area Quality Management District. 3. Part 135 Charter Service Permit, dated July 1, 2014, issued to Centurion Flight Services, Inc. 4. Part 135 Charter Service Permit, dated June 23, 2014, issued to McLean Aviation Services, Inc. 5. Land Lease On-Airport, dated June 1, 2011, between the County of Santa Clara and the Federal Aviation Administration. 6. Operation Agreement for Airport Traffic Control Tower [Exhibit to Land Lease On- Airport], dated June 1, 2011, between the County of Santa Clara and the Federal Aviation Administration. 7. Limited Non-Commercial Permit to Fuel Aircraft Owned or Leased by Permittee at Palo Alto/Reid-Hillview/South County Airports, dated August 29, 1980. 8. Airport Commercial Operations Permit, dated March 7, 2003, issued to West Valley Flying Club. Airplane Tie-Down Licenses as of July 1, 2014 [List to be provided as of August 1, 2014] 140804 sdl 00710438 - 1 - Exhibit A - 1 Exhibit A - 2 Exhibit A - 3 Exhibit A - 4 Exhibit A - 5 Exhibit A - 6 Exhibit A - 7 Exhibit A - 8 Exhibit A - 9 Exhibit A - 10 Exhibit A - 11 Exhibit A - 12 Exhibit A - 13 Exhibit A - 14 Exhibit A - 15 Exhibit A - 16 Exhibit A - 17 Exhibit A - 18 Exhibit A - 19 Exhibit A - 20 Exhibit A - 21 Exhibit A - 22 Exhibit A - 23 Exhibit A - 24 Exhibit A - 25 Exhibit A - 26 Exhibit A - 27 Exhibit A - 28 Exhibit B - 1 Exhibit B - 2 Exhibit B - 3 Exhibit B - 4 Exhibit B - 5 Exhibit B - 6 Exhibit B - 7 Exhibit B - 8 Exhibit B - 9 Exhibit B - 10 Exhibit B - 11 Exhibit B - 12 Exhibit B - 13 SPACE ABOVE THIS LINE FOR RECORDER’S USE A.P.N. N/A County: Santa Clara QUITCLAIM DEED THE CITY OF PALO ALTO, a California chartered municipal corporation (the “City”) and the COUNTY OF SANTA CLARA, a California political subdivision (the “County”), entered into that certain Lease Agreement, dated April 5, 1967 (as amended to date, the “Lease”) affecting that certain real property located in the City of Palo Alto, County of Santa Clara, State of California, described and designated as Parcel “A” on Exhibit A attached hereto and incorporated herein by reference (the “Property”); The City and the County recorded that certain Abstract of Lease on January 19, 1972 in Book 9672, Page 449 of the Official Records of Santa Clara County (the “Memorandum”) memorializing the existence of the Lease. The City and County have terminated the Lease effective on or around August 11, 2014, and desire this Quitclaim Deed to be executed and recorded in order to terminate the Memorandum and to evidence the termination of the Lease and County’s surrender of all rights of possession of the Property. FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, County hereby does remise, release and forever quitclaim to City the Property together with all tenant improvements, fixtures, betterments, buildings, structures, installments, and additions situated thereon. LESSEE: COUNTY OF SANTA CLARA ____________________________ Signed and certified that a copy of the document Mike Wasserman, President has been delivered by electronic or other means Board of Supervisors to the President, Board of Supervisors. ATTEST: __________________________________ Lynn Regadanz, Clerk of the Board of Supervisors RECORDED AT THE REQUEST OF AND WHEN RECORDED MAIL TO: City of Palo Alto Office of City Attorney 250 Hamilton Avenue Palo Alto, CA 94301 Document entitled to free recordation Pursuant to Government Code Section 27383 Exhibit C - 1 ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) COUNTY SANTA CLARA ) On _______________ before me, _________________________________, personally appeared___________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name is subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ________________________________ (seal) Exhibit C - 2 Attachment A to Exhibit C Exhibit D -1 Exhibit E - 1 Exhibit E - 2 Exhibit E - 3 Exhibit E - 4 Exhibit E - 5 Exhibit E - 6 Exhibit E - 7 Exhibit E - 8 Exhibit E - 9 Exhibit E - 11 Exhibit E - 12 Exhibit E - 13 Exhibit E - 14 Exhibit E - 15 Exhibit E - 16 Exhibit E - 17 Exhibit E - 18 Exhibit E - 19 Exhibit E - 20 Exhibit E - 21 Exhibit E - 22 Exhibit E - 23 Exhibit E - 24 Exhibit E - 25 Exhibit E - 26 1~/26/1999 11:13 468-266-6685 '- ROY PROPERTIES PAGE 65 for ~odily inju.y ~o o.dl~th 0:any pe.9c~or persons,a~j ~ot les8 than $250,000 for prope:ty damage 11ab1li~y insurance. Permitt~e ehell a~all tiees during the tere of this agreec~~.,at 1ts expe~sE,cause said i~3urance to be k~pt in full force a~d effect.5ai~pollcy or policies shall nace the County,its officers and em,loyees as the additio~~l naced inaur!de and shall insure ag~lnst all clal=s or deQands of any a~d all persons :or damage l~nd injuries,includlns death,sustained by any person or • persons occurrin~fro~the nagligence 0:the fault or oc~sEion of Permitt~e,his 0~ficet3,a&8cts acd 8cployees,or res~lting !'OQ 1ts nor.complla~ce ~ith any law,ordinance,oraer,or re&ulat~on respecting the condition,use,oocupatio~or safety of the pr.QiS8S hereunder or any pn~t .hereof,or resultlnS troe Permittee's or ~1s agents'or em~loyees'failure to do B~yt~ing reQui.ed bl this .greemen~or res~ltlng ~rom or a.isins out 0:the'P8r~i.tee'B Qa~nten~nce of 5ai~pre~i5e9 or the usa and occupancy ~y Percittee ot eai~~re~lses. (c)Said policy O~policies 8hnl~contain a ~rOvi!1on tA&t 'he in8~ra~~e attorded t~e~ebl :0 the County,its o~tlcers and e~plcye.s s'~a~l te pri=~:J insu~ence ~o ~h9 !~ll limits o~~iabil- itr o~the pol~cy O~po~~cies,anc it tne Countj o~its c!t~cers, agents Dr ecployees hav~other insurance a&a~ns~a loss covered by said pellcy or policies,~o~~6uch o~her lnsure~ce e~~ll be excess insurance o~:y. (d)Per~ittee shall,withi~ten (lOi 4e~s ot t~e date ot exeeutlo~of t~:s a~r88~8nt,provide County ~i~~,and tile ~it~ County's ~lerk ot the ~oard ot Sapervisors,a c.~t~:icata o~~nl~r anee of all pOl~cies rlquire~to ~e calntair.~d ~y this ag:ee~.nt, 1SBusd by the :nsUf8r or i~~&~thori~8d a&e~t o~for~~app~~veJ ;y Cour.~j,w~ich Shall provicc eViG~nC6 of the in!~r~nce c~v~r~se or cancell&t1on o~s~id po11cies 3~~ll be ef~~ctiv~~~~ESS AT ~2~S~ :~IR~Y (30)DAYS'WRIT~E~NOTIC~I~A~VA~~E O?:HE D~~!~E~R;:F SHALL BE GIVE[~c COU~:!. Exhibit E - 30 AJrPORTCOMMERC~LOPERAnONSPE~/T West Valley Flying Club Palo Alto Airport d)Permittee shall not inhibit the ingress and egress of any aircraft between assigned parking spaces. e)Permittee shall not allow discharge or washing water to enter the airport storm drain system.Waste water discharges other than single pass cooling water,air conditioning condensation and storm run-off water are not permitted into the airport storm drain. 5.Compliance with Laws and Regulations:Permittee shall comply with all applicable federal,state and local laws and regulations in the conduct of the commercial activities authorized by this Permit. 6.Airport Commercial Permit Fee:This Permit is subject to a non-refundable administrative fee of one hundred and twenty dollars ($120.00)which shall accompany this Permit when submitted to the County for final execution. 7.Commercial Operations Fee:Permittee desires a waiver from the requirement for airport tenants to wash aircraft on the approved wash rack.As this document serves only as a waiver for the purpose of allowing West Valley Flying Club to wash their own aircraft,no monthly fee will be charged. 8.INDEMNIFICATION AND INSURANCE: Indemnity Tenant shall indemnify,reimburse,defend,and hold harmless the County of Santa Clara ("County"),from any and all liability,damages,loss,costs,and obligations, including,but not limited to,court costs and reasonable attorney's fees arising out of any claim,suit,judgment,loss or expense occasioned by,but not limited to,injury or death of any person or persons,or loss or damage to any property,arising from the act or omission of TenantlLessee,or those of its officers,agents,contractors,employees, and invitees. Insurance Without limiting the TenantlLessee's indemnification of the County,TenantlLessee, shall at its own expense,provide and maintain the following insurance coverage in full force and effect throughout the term of this lease: A.Evidence of Coverage Prior to commencement of this Agreement,the Tenant shall provide a Certificate of Insurance certifying that coverage as required herein has been obtained.In addition,a certified copy ofthe policy or policies shall be provided by the Tenant upon request.This verification ofcoverage shall be sent to the requesting County department,unless otherwise directed. B.Qualifying Insurers All coverage,shall be issued by companies which hold a current policy holder's Page 2 of6 C:\TEMPV.Noles Dalalsample plane wasilperm#01-31-2003.doc Exhibit E - 33 AlfpORTCOMMERC~LOPERAnONSPE~/T West Valley Flying Club Palo Alto Airport alphabetic and financial size category rating of not less the A V,according to the current Best's Key Rating Guide or a company of equal financial stability that is approved by the County's InsurancelRisk Manager. C.Insurance Required: 1.COMMERCIAL GENERAL LIABILITY INSURANCE -for bodily injury (including death)and property damage which provides limits as follows: a.Each occurrence -$1,000,000.00 b.General aggregate -$2,000,000.00 c.Products/Completed Operations aggregate -$2,000,000.00 d.Personal Injury -$1,000,000.00 A minimum of 50%of each of the aggregate limits must remain available at all times unless coverage is project specific II.GENERAL LIABILITY coverage shall include: a.Premises and Operations b.Products/Completed c.Contractual liability,expressly including liability assumed under this Agreement. d.Personal injury liability e.Owners and Contractors Protective liability f.Severability of interest m.GENERAL LIABILITY coverage shall include the following endorsements, copies of which shall be provided to the County. a.Additional insured endorsement.--Insurance afforded by this policy shall also apply to the County of Santa Clara,and members of the Board of Supervisors of the County of Santa Clara,and the officers,agents,and employees of the County of Santa Clara,individually and collectively,as additional insured.Such insurance shall also apply to any municipality in which the work occurs and they shall be named on the policy as additional insured (if applicable). b.Notice of cancellation or change ofcoverage endorsement.--Insurance afforded by this policy shall not be canceled or changed so as to no longer meet the specified County insurance requirements without 30 days prior written notice of such cancellation or change being delivered to the County of Santa Clara. IV.AUTOMOBILE LIABILITY INSURANCE.For bodily injury (including death)and property damage which provides total limits of not less than one million dollars ($1,000,000,00)combined single limit per occurrence applicable to all owned,non-owned and hired vehicles. Page 3 of6 C:ITEMP¥.Noles Datalsample plane wash permff01-31-2003 doc Exhibit E - 34 A7!rPORT COMMERCIAL OPERATlONS PE~/T West Valley Flying Club Palo Alto Airport V.AIRCRAFTIWATERCRAFT LIABILITY INSURANCE (Required if Contractor or any of its agents or subcontractors will operate aircraft or watercraft in the scope of the Agreement)For bodily injury (including death) which provides total limits of not less than one million dollars ($1,000,000.00) combined single limit per occurrence applicable to all owned,non-owned and hired aircraft. VI.WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE. a.Statutory California Workers'Compensation coverage including broad form all-states coverage. b.Employer's Liability coverage for not less than one million dollars ($1,000,000.00)per occurrence. c.Coverage under the United States Longshoremen's and Harbor Workers' Act shall be provided when applicable. VIT.PROPERTY INSURANCE -TenantJLessee shall maintain not less than fifty thousand dollars ($50,000)Fire Legal Liability on all real property being leased,including improvements and betterment's owned by County,and shall name County as a loss payee.TenantJLessee shall also provide fire insurance on all personal property contained within or on the leased premises.The policy shall be written on a standard "all risk"contract,excluding earthquake and flood.The contract shall insure for not less than ninety (90)percent of the actual cash value of the personal property,and TenantJLessee shall name County as an additional insured. VIII.WAIVER OF SUBROGATION -Except as may be specifically provided for elsewhere in this lease,County and the TenantJLessee hereby each mutually waive any and all rights of recovery from the other in the event of damage to the premises 9r property ofeither caused by acts of God,perils of fire,lightning,and all other all-risk perils as defined in insurance policies and forms approved for use in the state of California.Each party shall obtain any special endorsements,if required by their insurer,to evidence compliance with the aforementioned waiver. 8.Possessory Interest Tax:Permittee recognizes and understands that this Permit may create a real property possessory interest that may be taxed.Such tax shall be Permittee's sole responsibility and shall not reduce any fees owing to County under this Permit. 9.Permittee not an Agent of County:By virtue of this Permit,Permittee shall not be considered an agent,contractor,licensee,or employee of County. Page 4 of6 C:ITEMPV.Noles.Dalalsampieplanewash permff Ot-31·2003.doc Exhibit E - 35 A)rPORTCOMMERC~LOPERAnONSPE~/T West Valley Flying Club Palo Alto Airport 10.Assignment:This Permit is not transferable or assignable by action of law or otherwise. 11.Notices:All written notices given in connection with this Permit shall be effective upon personal service or by deposit in the mails,postage prepaid,to the applicable addresses: County of Santa Clara: Roads &Airports Dept. Airports Division Director,County Airports 2500 Cunningham Avenue San Jose,CA 95148 (408)929-1 060 or to such other place as County may designate by written notice. Permittee:Joshua Smith,Chief Pilot West Valley Flying Club 1901 Embarcadero Rd,Suite 100 Palo Alto,CA 94303 (650)856-2030 12.Headings,Reference,Law and Joint and Several Liability:The titles and headings of the various sections of the Permit are intended solely for convenience of reference and are not intended to explain,modify or place any construction on any of the provisions of the Permit.Masculine and feminine,or neutral gender and the singular and the plural number shall each be considered to include the other whenever the context so requires.This Permit shall be governed and construed in accordance with the law of the state of California.If either party consists of more than one person,each such person shall be jointly and severally liable. 13.No Waiver:No waiver by a party of any provision of this Permit shall be considered a waiver of any other provision or any subsequent breach of the same or any other provision,including the time for performance of any such provision. The exercise by a party of any remedy provided in this Permit or at law shall not prevent the exercise by that party of any other remedy provided in this Permit or at law. 14.Attorney's Fees:In any dispute between the County and Tenant,the prevailing party shall be entitled to recover from the other party all reasonable costs, including without limitation,reasonable attorney's fees."Prevailing party"shall include without limitation,a party who dismisses an action for specific performance or for damages in exchange for sums allegedly due,performance for covenants allegedly breached or consideration substantially equal to the relief sought in the action,or which receives from the other party,in connection with any dispute, performance sUbstantially equivalent to any of these. Page 5 of6 C:\TEMPIj.NotesDaralsampleplane wash permff Ol·31·2003.doc Exhibit E - 36 FERì,ir.1. |O?. S.iL-E 0¡ i'ÙEi, Afill FO_N iJIXID BÄSE O9Ì]IIAT PALO ALTC AIB,PCRT LU 3Jì I CÊ.\i'i'S OR AT This is a perrnit j-ssileC by the County of Sar,ta Cla¡a, hereirrafter' :.eie¡'red to as rtCountyrr 'Lo F, â M. Aviation Center', a lr'-nited pertne4- shi-ùr hereinef ier referred to as trLessee" ' 'JIIEREAS, Lessee desires to engage in the storage, sale oi' oi-her' ;jisir'ibution of fuel and lubnicants at the Pa1o ê'1 to Airpont under al-I t::e tez'ms and con<litions of the fj-xed, brase operator lease agresment beii¡een Lessee anC Coun-fY' ' I? IS AGRËED bet',,/een the parties as fol-iows : xclr:sive Perni.t Couniy hereby gnants a nol'l-exclusive pez'mit -to Lessee authorj-zing Lessee to engage in the storaqe' sal-e or orher distributicn for use cf fuel- anC ]ubricants at the Pa]o Alto Air'port, subject to the conditions he:re-i nêfter set forth. Nothing herein shall Þe cor¡etnued as granting or" autho::izing the granting of an exclu- sìve right for storage, oistri-outicn or sale of fuel and l-ubricants at the ainport within the rneaning of Section 308 of the lederal Aviation Act. 2. Method of Operaticn. Saie or' ciistr"ibu-iion fon use of fuel- ¿¡{ lrlbri-cants by Lessee sha1l be confined solely to Lesseers l-eased p:remises at the airpor-l: as those pr.emì ses are descrlbed in the f ixed base <luerator l-ease. Lessee Shå]I be oernitted to fuel air'craft on ihe non-exclusive public areas of the airport only uPon call by Lesseers customers, and the dispensing and delivery of fuel into a;rcraft shal-1 be condueted in accordancç with rules and ne-gulations gc'.'e::ning delivery of fuel- into aincraft' LeSsee shall- not be peln;Lt:ed -co usê fuel trucks cr en:'./ oiher trehicles to ll.eei or' <jetain ei¡e:'a::ì- io:' tîe F-urpose cf soiiciting sale of i,esseels products- l,essee ...¡.i11- ciraz'ge Íai::, :'eascnabi e and nOn-iiScri lnii.adcl}r ¡1"1 6sg 1a-:, each u¡-j,'t: c::1 sal,e O: Service pz.ovided by Lerrsec. Le*cso¡ ¡(:-<cl'î:s -r,.i -,. ight io reviei¡ and ^:'¡i'ct'e such clta:lges ' L. None Exhibit E - 38 3. Eou:i.Pnr:;lt ¿,t¡l iac' l- r:ti'rs (.r) s!o:.r¡e 'ia:il'rs, di'.;p:rsi;rg r'.aci'i.itiss, fuel t'ueks o¡. otire:'' i:ecil-ities const¿'ucÌed on use,l in conneciio¡. l.;ith the conduct of Lrrrirl-f ts sal-e of r'uer and r-ub.icants sha11 ¡:ieei the nininun recuire- nen:s as established bv county or other contz.ol'ring pubJ_ie author:ity- Pe:'=:nently constructed facirities sharl- be.as provicled fo¡ under the ter,¡.s of Lesseets 1ease with County. (b) Lessee sharl provide fuer purnping eguipnent, whether fixed cn r,robi1e, rneeting a1ì- apþricabLe safety reo_u;rrements. in.luding rel-iab1e rneteríng devices. All eguiprnent shalr be subject to ind.apen_ dent inspection and shalr. have a pumping effic.iency eapable of filling the largest aircnaft likely to be senved b-v Lessee çlithin reasonabLe periods of time; '-- ' (c) Lessee shar.l be 'equined to ernploy an adequar" n*"o of unifor.neci peisonnel on a fulL time. basis duríag iuch hours as mal/, f'on time tc tíme, be estabr.ished by county for operation of fuer.ing facil-itíes to provide adeguate se:rvices to the- public. . 4. .T"t--. This permÍt shaL] co^mence on date of execution by Couniy and end on the'd.ate of expÍration of trr" afo:rementíoned fíxed. base opez.ator lease between County and LesFee. 5. B."tg. ' (a) Less'ee shaLl pa¡r Lessor an annua] :rent of $rÌS.00. The a.¡nuai ::ent sha1l be iaid in advance and shall be on a calendar yearr basis. rf . Èhis J.ease commences o:r terminates duning the calend.ár yealî, the ¡'ent shail be prorated. (b) Lessee shair. also pay an annuai f,rowage fee based.'on the fol-l-or.ring rates for sale on distri buticn fc:r use of fue3_ cturing an¡z calendaz'r7ear) cr r¡raction theneof , of th- ter¡a of thì.s ràase: ô cents pe. gallon fo:' the f ìnst, 150,00c gal.r-ons of fuelsold or rii.st::ibuted for use_ 5 cent-s pe. qaJ-r-o¡-r for th.e ner<t rsorccn.qar-1cns of fuelsoLd or" distributed _io¡ use. ! cents ee:" ga!_lcn in e;<cess of 3 C0, 0û1 ga.r lons cr- iu¡l_sol_d or distri.butet:l for use. ? Exhibit E - 39 The to:';:t "sale o:: <1 ist-z'ibut:cit.'cí'use" as used in this ¡,a:eagr"agh 5 ( ì') :;i.elf i.¡c,l-uie a1 ì r'uel- sof cl or .distrÍbuted to an)/ DersoÞ'cr agêncy c:' io:.' use b';.' Lessee, gayTneits of rent baseci on sale cr" distribution of fue'ì shail- be ).r,.3riÐ nonth.ly nct late:. than ten days =fter the end or'each rnonth during tl'r= tei.rrr. of this J-ease. ir'this lease expires or is terrninated duiing a c;l:lend,er yeår) payment of rent under this'paragnåph sha]I Þ nrade wil:hin ten days after date of exPiration or termination. At the tine of the payr:tent of rent, Lessor mav reguire Lessee to furnish all eopies of invoices, deliverlr tic.kets and other records shc*ri.ng the amount of fueì funchased during the peniod .for' ç¡hích the rental pa¡rnent is made. (c) Lessor shall have the :right to audit the books, records ënC åccounts of Lessee as saicl r,ecor.ds and accounts perrtain to stonage, sale on other dÍstributíon of'fuel at the airgort' at any time upon Tequest fnom LesSOr, provided that Lessorts request ,shal} not be rnade èt such ti.ae as shalL un-reasonably interefere with tesseers business. (d) The.rates stated ín Paragragh 5(b) above are estab]ished by Couirty Ordínance Code. (e) The annual ¡ent stated in pa::agraph 5(a) above shatL be aCjusted in accórdance with the terns of paregraph 3 of the aior'e- ¡irentíorred Lease between Couniy and Lessee. $.onation of Le eement. The terms and conditions of the aforementioned fåse Þetween County and Lessee alle her:eby incor- porated by refenence.. Leased Premíses as defi¡red in that lease, as hereby a¡rreflded to include that ce¡tain area defined in Exhibit A attached hereto and rnade a Þa¡t her"eof. In the event of any incon- sistency tetween the te:.rns and conditìons o.f tlis oerrnit anC those ccnt¿ined in the Lease, the l-etter sha-rl. .orevail- 7. ConstÌ"uction anC Inst:-1 laiicr, of Ir¡orcvenentÉ Lessee shaI], at L.rasee tS oça ccst anci expeiìSe, construct and instal-lr- Upcn the prenlses cÌ.:'::-.ed i-n Ïxhibit A i;norcvcr-.cnts consisting or' f,-re1 teilks, l''-Dinãt ,, r j.,,es, inspeatec irete:ing services, пved or r'ãcke.ì g:'ound cover ¡nC 3 Exhibit E - 40 -; åriscêp-.ng. the woi:k of instaliar-{01 sharl_ be conpietec w:-tl:i:: s.x iloi,:hs frcn ciate Lessee is nolj.-'ieú rhê-û lhe p:renises are evaiìabie. I; is u:ìcerstoôd r-hat no cìrect eccess wlli be penniited,-lo¡ìì rhê a^¡ea cesc¡ibed Í;l Exhibit A to -ihe ai::craít parking ï.a]:ìp exceÐt ë.: si:ci:. l-ocatjo¡:s whe¡e nor.nêrl- vehicular tnaffic i-s pe='ni.tted access to said aipcnaft pa:rki.'rg ¡anp. leranr sha'll prcv'iie County wiih :he necessanJ¡ endorse¡nants to the insurance poli-eies nequi::ed under the aforesa-:d. ie¿se ag::eereent cover'ing the c¡e:.ation by Lessee of tl"le.busi¡iess autho¡ized befo:re this pe-z-'nit shalL beco¡ne effec-Uive. Il$ hrITi\':SS Id]{ER=CF, the Da¡:ties hereto have caused the exec-.¡t-;oa o¿= ¡his perillit on 5 l9T1 8 Insu¡ance Aoril I c. tsi4 nlNz COU¡ITY OF 3{ffi*la unar_l?nan, tsoarc o!' suPervÍsors Àr?is?:DONâLD M. RAINS, Clenktsoard of Supe'nvisors fb*ø z'8; M AViATION CËN a Cai lfornia Li*iiec AS ners Fn/y County Counsel U f'a STÀ;E OF CALIFORÑ]A ) )ss CC'JN7Y CF SANTA CLARA ) 0n ,r.prìl 10, 914, before rne, -ihe unCersîgned, a Noiary Pubiic ìr ani '¡cr-said Coun'iy anci S-l-oie persona | !y apoearec MILTON F. .l CHNS0N, SREf it4c00Y anC i,(CK B. ¡¡URRAY, knovrn To me +o be f he parlne¡^s of ihe pari.nei^si ipfhat execuieo' Íhe w i lh i n i nsirumeni ano acknow ¡ edged lo me Íhei sucnpâr^inersh ip executed the sarne. Q,-(. r., o elY tr )i ¿nc S ia't e u c n an or ouil Exhibit E - 41 County of Santa Clara LICENSE AGREEMENT FOR GENERAL AVIATION AIRCRAFT AT COUNTY AIRPORTS Approved and adopted by Santa Clara County Board of Supervisors on March 27th, 2001. rev. 120406 Exhibit E - 42 Approved and adopted by Santa Clara County Board of Supervisors on March 27th, 2001. rev. 120406 Exhibit E - 43 Eff. 3/27/01 Page 1 of 13 COUNTY OF SANTA CLARA LICENSE AGREEMENT FOR GENERAL AVIATION AIRCRAFT AT COUNTY AIRPORTS Whereas, General Aviation has been the purpose of the three County of Santa Clara Airports (AIRPORTS) since their inception; and Whereas, the County of Santa Clara (COUNTY) has available for use by the owners and operators of General Aviation aircraft certain tie-down, shelter, and hangar spaces at its AIRPORTS; and Whereas, pursuant to Division A13 of the County Ordinance Code and other authority vested in the Director, Roads & Airports Department (DIRECTOR) or his/her designee, DIRECTOR, on behalf of the County is authorized to enter into this License Agreement for General Aviation aircraft (LICENSE) at the AIRPORTS; Therefore, this LICENSE is made and entered into between the COUNTY by its DIRECTOR and (LICENSEE), subject to the following terms, conditions, and provisions: SECTION 1. LICENSE The COUNTY hereby grants to LICENSEE a revocable license to store an aircraft in a COUNTY hangar, shelter, or tie- down space. The hangar, shelter or tie-down space assigned to LICENSEE pursuant to this License shall be referred to as the Assigned Space. SECTION 2. TERM This LICENSE shall commence on the Effective Date set forth in the Agreement Summary attached hereto, marked Exhibit A and incorporated herein by this reference. The LICENSE shall continue for a period of thirty (30) days and shall automatically be renewed for successive thirty day periods, unless terminated pursuant to the provisions of this LICENSE. SECTION 3. IDENTIFICATION OF AIRCRAFT A. LICENSEE shall designate on page two of the attached Agreement Summary an aircraft as the “primary aircraft” to occupy the Assigned Space. LICENSEE shall own the primary aircraft in whole or in part. COUNTY at its sole discretion may waive the ownership requirement in the case of leased aircraft. LICENSEE may change the designated primary aircraft on the attached Agreement Summary at any time. If LICENSEE ceases to be a registered owner or part owner of the designated primary aircraft and does not designate another aircraft as the primary aircraft within 30 calendar days of such change in ownership, this LICENSE may be terminated by DIRECTOR. B. LICENSEE shall provide DIRECTOR with the original Certificate of Registration issued by the Federal Aviation Administration (FAA) for the primary aircraft and any other aircraft occupying the hangar as may be authorized under any provision of this LICENSE. DIRECTOR shall copy the original Certificate of Registration and return it to LICENSEE. If an Application for Registration has been made to the FAA for any aforementioned aircraft but the Certificate of Registration has not yet been issued by the FAA for said aircraft, LICENSEE shall provide to DIRECTOR, under penalty of perjury, a copy of the Application for Registration and Bill of Sale in lieu of the Certificate of Registration until such time as the New Certificate of Registration is issued by the FAA and the new Certificate of Registration provided to DIRECTOR. LICENSEE shall be named as owner or part owner on the primary aircraft’s Certificate of Registration or Application for Registration. Exhibit E - 44 COUNTY OF SANTA CLARA Page 2 of 13 Eff. 3/27//01 rev 120406 SECTION 4. IDENTIFICATION OF LICENSEE The term ΑLICENSEE≅ as used in this LICENSE shall mean each person jointly and severally who executes this LICENSE. Any notice or report to, or signature of, any one or more of them, with respect to this LICENSE, shall be binding upon each and all of the persons executing this LICENSE. If more than one person executes this LICENSE, each of them are jointly and severally liable for the performance and adherence to all of the terms, covenants, conditions and provisions contained in this LICENSE. Each person executing this LICENSE herein represents and warrants to COUNTY that he/she has full authority to execute and deliver this LICENSE to COUNTY. A. LICENSEE as Individual(s) Only the individual(s) listed on the hangar, shelter or tie-down Waiting List Application may enter into this LICENSE Agreement as LICENSEE. If more than one person will be entering into a LICENSE with the COUNTY for the same Assigned Space, all such persons must be identified together on the Waiting List Application. B. LICENSEE as Corporation Only the corporation listed on the hangar, shelter or tie-down Waiting List Application may enter into this LICENSE Agreement as LICENSEE. Said corporation must provide appropriate documentation that the persons entering into this LICENSE Agreement are duly authorized to do so on its behalf. C. LICENSEE as Partnership or Joint Venture Only the partnership or joint venture listed on the hangar, shelter or tie-down Waiting List Application may enter into this LICENSE Agreement as LICENSEE. LICENSEE shall provide a copy of the partnership agreement or joint venture agreement to the COUNTY and all partners or parties to the joint venture required to sign contracts binding the partnership or joint venture shall sign this LICENSE Agreement. Nothing in this LICENSE Agreement shall be deemed to constitute COUNTY or AIRPORTS and LICENSEE as partners or participants in a joint venture. SECTION 5. ASSIGNMENTS OR TRANSFERS A. This LICENSE is not assignable or transferable. B. LICENSEE shall not transfer or assign any part of the Assigned Space to another party. If the Assigned Space is a hangar large enough to accommodate two or more aircraft, LICENSEE may allow storage of additional aircraft in the portion of the hangar not intended for the primary aircraft. LICENSEE shall be responsible for compliance with all terms of this LICENSE for additional aircraft occupying the hangar. C. LICENSEE shall not allow use of the portion of the hangar intended for the primary aircraft by other than the primary aircraft except on a temporary basis as authorized in advance of such use in writing by DIRECTOR. For designated primary aircraft that are not completely assembled, the aforementioned Αportion of the hangar intended for the primary aircraft” shall be construed to mean the area of the hangar that would be occupied by the primary aircraft in its completed state. SECTION 6. INSURANCE LICENSEE, at its sole cost and expense, for the term of this LICENSE or any renewal thereof, shall obtain and maintain the minimum insurance coverages set forth in the General Aviation Insurance Requirements at COUNTY Airports attached hereto as Exhibit ΑB≅ and incorporated herein by this reference. Said coverages must be in place prior to the commencement of the Term of this LICENSE and prior to LICENSEE commencing any occupancy or activities under this LICENSE. LICENSEE shall provide to the DIRECTOR a copy of the Certificate of Insurance for the primary aircraft and any other aircraft occupying the Assigned Space. LICENSEE shall be identified on the primary aircraft’s Certificate of Insurance. Exhibit E - 45 Eff. 3/27/01 rev 120406 Page 3 of 13 SECTION 7. AUTHORIZED ACTIVITIES LICENSEE may conduct the following authorized activities at AIRPORTS under the authority of this LICENSE: A. Aircraft parking and storage at the Assigned Space as specifically described in the Agreement Summary (Exhibit A). B. Parking of LICENSEE’s and LICENSEE’s guest’s motor vehicle(s) in compliance with Airport Rules and Regulations and security requirements. C. Storage of aircraft support equipment directly related to LICENSEE’s aircraft in accordance with Airport Rules and Regulations and fire safety requirements. D. Aircraft maintenance as specified in Federal Aviation Regulations except as prohibited by the requirements set forth in Section 8 of this LICENSE entitled ΑRestrictions and Conditions on Use of Assigned Space.” E. Construction or assembly of aircraft owned by LICENSEE and the storage of ancillary equipment, tools and supplies. SECTION 8. RESTRICTIONS AND CONDITIONS ON USE OF ASSIGNED SPACE The following restrictions and conditions shall apply to the activities authorized by this LICENSE: A. LICENSEE=S activities shall not impede parking, ingress or egress for aircraft, vehicles, or pedestrians at AIRPORTS. B. LICENSEE shall be solely responsible for properly securing all aircraft in Assigned Space when such aircraft is not in use. C. Upon thirty (30) days advance written notice to LICENSEE, DIRECTOR may change the designated location of the Assigned Space for the safety of any person or property or for the reasonable convenience of COUNTY. LICENSEE shall move all aircraft in Assigned Space to the new location within thirty (30) days of receipt of written notice from DIRECTOR. In the event of an immediate threat to the public health, safety, welfare, or emergency, requiring the removal of such aircraft, DIRECTOR may change the designated location of the Assigned Space, and shall notify LICENSEE in writing within twenty-four (24) hours of the change in location. In the event DIRECTOR changes the location of the Assigned Space for a LICENSEE, all LICENSEES so displaced shall be given priority on COUNTY’s waiting list for comparable Assigned Space in the chronological order so displaced. D. If the Assigned Space is a hangar, LICENSEE agrees to lock the hangar with a padlock supplied by COUNTY, or with a padlock or combination lock approved by COUNTY and provide to the DIRECTOR a spare key or combination code as appropriate. E. LICENSEE shall keep the Assigned Space clean and free of debris. Refuse or waste products must be removed and deposited in containers specifically provided for that purpose. F. LICENSEE shall promptly report to DIRECTOR any condition in the Assigned Space that may require maintenance by COUNTY. G. To promote proper use of the Assigned Space for the parking and storage of aircraft, any period of non-utilization of the Assigned Space by LICENSEE for greater than one hundred and eighty (180) consecutive days shall indicate LICENSEE’s intent to vacate the Assigned Space and terminate this LICENSE. Notice of termination of this LICENSE by COUNTY shall be given as required herein. Extensions to such 180-day time period may be approved at DIRECTOR’s discretion upon written request submitted by LICENSEE. H. LICENSEE shall notify DIRECTOR within thirty days (30) of any change in registered ownership of the designated primary aircraft or any change of designation of the primary aircraft and shall provide written documentation verifying such change(s). Exhibit E - 46 COUNTY OF SANTA CLARA Page 4 of 13 Eff. 3/27//01 rev 120406 I. LICENSEE shall not conduct any commercial activity at or in Assigned Space, unless such activities are pursuant to a separate written agreement with the COUNTY by its DIRECTOR. The conduct of any commercial activity from the Assigned Space such as (but not limited to) aircraft charter, rental, repair, or instructional service is prohibited. The DIRECTOR shall be the sole judge of whether or not an activity is deemed to be a prohibited commercial activity. This exclusion shall not prohibit the incidental use of the aircraft in providing transportation in the course of LICENSEE=S business, profession or other commercial activity. J. LICENSEE shall not: 1. use any electrical equipment which exceeds the amperage available in the Assigned Space or modify existing wiring in any way; 2. attach any hoisting or holding mechanism to any part of the Assigned Space or pass any such mechanism over the struts or braces in such space except as approved by DIRECTOR; 3. paint, remove, deface, bend, drill, cut or otherwise modify or alter any part of the Assigned Space. K. Storage of property or equipment not normally used or required for aircraft support and flight operations or related aviation activities is prohibited except for storage of: 1. One boat, or one recreational vehicle, or one motorcycle or one automobile owned by the LICENSEE in addition to the primary aircraft in a hangar. 2. A reasonable quantity of comfort items such as a table and seating. L. Spray painting, open flame torch work, arc welding, sand blasting, and paint stripping are prohibited in the Assigned Space unless conducted in accordance with Federal, State, and Local laws, rules, and regulations. M. Hazardous Materials Β Applicable Laws and Definition: 1. As used in this clause, the term “Hazardous Materials” means any chemical, compound, material, substance or other matter that: a) Is a flammable, explosive, asbestos, radioactive nuclear medicine, vaccine, bacteria, virus, hazardous waste, toxic, overtly injurious or potentially injurious material, whether injurious or potentially injurious by itself or in combination with other materials; b) Is controlled, referred to, designated in or governed by any Hazardous Materials Laws; c) Gives rise to any reporting, notice or publication requirements under any Hazardous Materials Laws; or d) Is any other material or substance giving rise to any liability, responsibility or duty upon the COUNTY or LICENSEE with respect to any third person under any Hazardous Materials Law. e) The term “Hazardous Materials” shall also mean any substance or material which has been determined to be capable of posing risk of injury to health, safety and property, including petroleum and petroleum products, and including all of those materials and substances designated as hazardous or toxic, presently or in the future, by the U.S. Environmental Protection Agency, the California Water Quality Control Board, the U.S. Department of Labor, the California Department of Industrial Relations, the California Department of Health Services, the California Health and Welfare Agency in connection with the Safe Water and Toxic Enforcement Act of 1986, the U.S. Department of Transportation, the U.S. Department of Agriculture, the U.S. Consumer Product Safety Commission, the U.S. Department of Health, Education and Welfare, the U.S. Food and Drug Administration, and any other governmental agency authorized to regulate materials and substances in the environment including any other applicable state or local laws or ordinances, rules, decrees, orders, regulations or court decisions. f) Without limiting the foregoing, the term “Hazardous Materials” shall include all of those materials and substances defined as “Toxic Materials” in Section 66680 through Section 66685 of Title 22 of the California Code of Regulation, Division 4, Chapter 30, as the same may be amended from time to time. 2. LICENSEE=S Obligations: LICENSEE covenants that during the Term, or any extension thereof, or for such longer period as may be specified herein, LICENSEE shall comply with the following provisions of this Section unless otherwise specifically approved in writing by DIRECTOR: Exhibit E - 47 Eff. 3/27/01 Page 5 of 13 a) LICENSEE shall not cause or permit any Hazardous Materials to be brought, kept or used in or about the Assigned Space by LICENSEE, its agents, employees, contractors or invitees, except as required by LICENSEE’S permitted use of the Assigned Space, as described in Section 8 herein. b) Any handling, transportation, storage, treatment or usage by LICENSEE of Hazardous Materials that occurs on the Assigned Space following the Effective Date shall be in compliance with all applicable Hazardous Materials Laws; c) Any leaks, spills, release, discharge, emission or disposal of Hazardous Materials which may be caused by LICENSEE, its agents, employees, contractors or invitees, at Assigned Space following the Effective Date, shall be promptly and thoroughly cleaned and removed from the Assigned Space and the LICENSEE at its sole expense, and any such discharge shall be promptly reported in writing to COUNTY, and to any other appropriate governmental regulatory authorities; d) No friable asbestos shall be constructed, placed on, deposited, stored, disposed of, or located by LICENSEE at the Assigned Space; and e) No underground improvements, including but not limited to treatment or storage tanks, or water, gas or oil wells shall be located by LICENSEE at the Assigned Space without County’s prior written consent. f) LICENSEE shall be solely and fully responsible and liable in the event LICENSEE’s Hazardous Materials storage or usage or activities under this LICENSE causes or permits Hazardous Materials to be released at AIRPORTS or the Assigned Space. If any release of Hazardous Materials occurs at the Assigned Space or AIRPORTS as a result of LICENSEE’s Hazardous Materials storage or usage, LICENSEE, at LICENSEE’s sole cost and expense, shall immediately remove such Hazardous Materials release in accordance with all applicable local, state and federal laws and regulations. In addition to all other rights and remedies of COUNTY, if LICENSEE does not immediately clean up and remove any such Hazardous Materials release, COUNTY may pay to have same cleaned up and removed and LICENSEE shall reimburse COUNTY all costs incurred by COUNTY, together with interest at the maximum rate allowed by law. 3. Indemnification by LICENSEE: a) LICENSEE (and, if applicable, each of its general partners) and its successors, and assigns, if any, jointly and severally agree to protect, indemnify, defend (with counsel selected by COUNTY) reimburse and hold COUNTY and its officers, employees and agents harmless from any claims, judgments, damages, penalties, fines, costs or expenses (known or unknown, contingent or otherwise), liabilities (including sums paid in settlement of claims), personal injury (including wrongful death), property damage (real or personal) or loss, including attorneys fees, consultants’ fees, and experts’ fees (consultants and experts to be selected by COUNTY) which arise during or after the term of this LICENSE from or in connection with the presence or suspected presence of Hazardous Materials released or discharged by LICENSEE, its employees or agents anywhere in the Assigned Space during the Term, including the soil or groundwater on or under the Assigned Space, unless the Hazardous Materials were present prior to commencement of the term, or are present due solely as a result of the gross negligence or willful misconduct of COUNTY, its officers, employees or agents. Without limiting the generality of the foregoing, the indemnification provided by this clause shall specifically cover costs incurred in connection with investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Hazardous Materials Laws due to the presence of Hazardous Materials in the soil or groundwater on or under the Assigned Space, which were released or discharged by LICENSEE during the course of LICENSEE=S alteration of improvement of the Assigned Space, unless the Hazardous Materials were present prior to commencement of the Term, or are present due solely as a result of the gross negligence or willful misconduct of COUNTY, its officers, employees or agents. b) The provisions of this Section 3, Indemnification by LICENSEE, shall be in addition to any and all rights, obligations and liabilities of the parties which may exist under this LICENSE at common law. The remedies and the environmental indemnities provided for in this clause shall survive the expiration or termination of this LICENSE and/or any transfer of all or any portion of the Assigned Space or of any interest in this LICENSE; provided, however, that, notwithstanding anything in this clause to the contrary; if LICENSEE assigns this LICENSE with the consent of COUNTY, LICENSEE shall continue to be obligated to COUNTY under this clause with respect to any release or discharge of Hazardous Materials occurring prior to the effective date of such assignment, but shall have no obligations to COUNTY under this clause to the extent that any such release or discharge occurs after the effective date of such assignment. c) LICENSEE’s obligations for clean up and removal of Hazardous Materials releases attributable to LICENSEE’s storage, usage, or activities on AIRPORT, shall survive the expiration or termination of this LICENSE. Exhibit E - 48 COUNTY OF SANTA CLARA Page 6 of 13 Eff. 3/27//01 rev 120406 SECTION 9. RIGHT TO ENTER AND INSPECT The DIRECTOR and/or the DIRECTOR=S designee shall have the authority to enter and inspect the Assigned Space in the following manner: A. LICENSEE herein permits COUNTY, or its authorized representatives, to enter the Assigned Space at all times during usual business hours to inspect the same, and to perform any work thereon (a) that may be necessary to comply with any laws, ordinances, rules or regulations of any public authority, and (b) that the COUNTY may deem necessary in connection with the expansion, reduction, remodeling, protection or renovation of any COUNTY- constructed or owned facilities at the Airport provided however except in an emergency related to injury to persons or damage to property where entry is permitted at any time and without notice. COUNTY shall provide LICENSEE reasonable advance notice, but not less than 24-hours, of its intent to enter the premises for the purposes provided herein. Nothing contained in this Section shall imply any duty on the part of COUNTY to do any such work which, under any provision of this LICENSE, LICENSEE may be required to do, nor shall COUNTY=S performance or any repairs on behalf of LICENSEE constitute a waiver of LICENSEE=S default in failing to do the same. No exercise by COUNTY of any rights reserved to it by this Section shall entitle LICENSEE to any compensation, damages or abatement of rent or fees from COUNTY for any injury or inconvenience occasioned thereby; provided however, any damage to LICENSEE=S Assigned Space or Hangar or other personal property occasioned by COUNTY=S exercise of its rights under this paragraph shall be promptly repaired by COUNTY. B. In addition to COUNTY=S right to enter pursuant to Section 9A above, LICENSEE acknowledges and accepts COUNTY=S right and intent to conduct periodic LICENSE compliance inspections for compliance with this LICENSE, Airport Rules and Regulations, and all applicable laws. Said inspections shall be conducted following written notice by COUNTY of its intent to conduct an inspection. Notice of such inspection shall be provided in writing by DIRECTOR and mailed to the last known address provided to COUNTY for LICENSEE at least seven (7) days prior to such entry and inspection. Verbal notice of such inspection may be provided by DIRECTOR to LICENSEE no less than 48-hours prior to entry and inspection. Said inspection will focus on, but not be limited to, the condition of all improvements for proper maintenance and building code compliance, compliance with laws, a verification of aircraft locations, and a verification that the Assigned Space is not being used for any unauthorized purpose. LICENSEE agrees to cooperate with COUNTY, or its authorized representative, during the inspection process and provide access to all areas of the Assigned Space, both interior and exterior. C. It shall be LICENSEE=S obligation to provide COUNTY with a valid, current mailing address and telephone number for receipt of notice herein. SECTION 10. FEES, CHARGES AND DEPOSITS LICENSEE shall pay, in accordance with the provisions of this LICENSE, the following fees, charges, and deposits: A. Payment 1. LICENSEE shall pay to COUNTY the monthly fee set forth in the Schedule of Fees and Charges adopted, by the Board of Supervisors for each month or part thereof, that this LICENSE is in effect, computed as set forth in the Schedule of Fees and Charges. 2. The monthly fee shall be due and payable, in advance, on or before the first day of each month, except that the first month’s fee shall be tendered upon execution of this LICENSE. 3. Payments shall be made to the COUNTY of Santa Clara, Roads & Airports Department, 101 Skyport Drive, San Jose, CA 95110, or other place as COUNTY may designate, and are due without demand and without notice, counterclaim, deduction or setoff. Payments shall be deemed delinquent (and a “delinquency” shall have occurred) if not received by COUNTY by the tenth (10th) day of the month in which fees are due. LICENSEE acknowledges that the late payment of this fee may cause COUNTY to incur costs not contemplated by this LICENSE. The sum specified in the Schedule of Fees and Charges shall be assessed for any fees not received by the tenth (10th) day of the month for which they are due. A processing fee shall be assessed for any checks returned by LICENSEE’s financial institution for reason of insufficient funds. The assessment of a late fee shall be in addition to any other remedies the COUNTY may have under this LICENSE, or at law or in equity. Exhibit E - 49 Eff. 3/27/01 rev 120406 Page 7 of 13 B. Adjustment of Fees and Charges Fees and Charges for Assigned Spaces are established in a Schedule of Fees and Charges adopted by the Board of Supervisors of the COUNTY and may be revised from time to time. In addition, the Schedule of Fees and Charges shall be adjusted annually according to the Consumer Price Index (CPI). LICENSEE shall be required to pay, and LICENSEE hereby agrees to pay, the changed or revised Fees and Charges on the effective date thereof. Thirty days notice of any such change in Fees and Charges shall be provided in writing to LICENSEE by COUNTY. C. Hangar Security Deposit In addition to, and at the time of the first fee payment, LICENSEE desiring a hangar space shall deposit with the COUNTY, a sum equal to one month’s parking fees as a security deposit against which COUNTY may deduct any delinquent fees, costs, charges (including but not limited to any late payment of fees) resulting from the use of the Assigned Space at Airports. In no event shall a security deposit be less than the monthly fee, rounded to the nearest fifty (50) cents, for the hangar space being occupied. D. Maintenance LICENSEE shall maintain the Assigned Space in good condition. Upon expiration or termination of this LICENSE, LICENSEE shall return the Assigned Space to its original condition, less reasonable wear and tear. LICENSEE shall reimburse COUNTY for any damage done to the Assigned Space caused by LICENSEE’s occupation or tenancy other than that due to normal use. In the event LICENSEE shall leave or allow to remain on the AIRPORT any garbage or other refuse or debris, said rubbish or garbage will be caused to be removed by COUNTY and the cost of said removal shall be paid by LICENSEE. Any portion of the security deposit remaining after termination of this LICENSE shall be returned to LICENSEE without interest. SECTION 11. COMPLIANCE WITH LAWS AND AIRPORT RULES AND REGULATIONS A. LICENSEE shall, at LICENSEE’s sole cost and expense throughout the term of this LICENSE and any renewals thereof, abide by, and act in full compliance with this LICENSE and all present and future applicable statutes, laws, ordinances and codes of all governmental authorities as may have jurisdiction, as well as Airport Rules and Regulations and security measures duly promulgated by COUNTY from time to time. B. By execution of this LICENSE, LICENSEE acknowledges receipt of a current copy of the Airport Rules and Regulations, and agrees to abide by such Airport Rules and Regulations as may be modified from time to time. COUNTY agrees to furnish LICENSEE with an updated copy of the Airport Rules and Regulations whenever modified. Exhibit E - 50 COUNTY OF SANTA CLARA Page 8 of 13 Eff. 3/27//01 rev 120406 SECTION 12. INDEMNITY By accepting this LICENSE, LICENSEE hereby agrees to the fullest extent permitted by law, to defend, indemnify, protect, and hold harmless COUNTY, its officers, agents and employees from and against any and all claims, demands, damages, obligations, suits, judgments, penalties, proceedings, causes of action, losses, liabilities, or costs (including but not limited to fines) at any time received, incurred, or accrued by the COUNTY, its officers, agents or employees, as a result of, or arising out of, in whole or in part, directly or indirectly, the existence of or exercise of the rights or obligations of LICENSEE under this LICENSE, including, but not limited to, LICENSEE’s use of the Assigned Space or AIRPORT, or the conduct of its business, or from any activity, work, or things done, permitted or suffered by LICENSEE, its agents, contractors, employees or invitees in or about the Assigned Space or elsewhere, except as may arise from the willful misconduct or active negligence of COUNTY, its officers, agents or employees. LICENSEE hereby agrees to further indemnify and hold harmless COUNTY against and from any and all claims arising from any breach or default in the performance of any obligation on LICENSEE’s part to be performed under the terms of this LICENSE, or arising from any act, neglect, fault or omission of LICENSEE, or of its agents, employees or invitees. SECTION 13. WAIVER OF CLAIMS As a material part of the consideration to be rendered to COUNTY of this LICENSE, LICENSEE hereby waives any and all claims or causes of action against COUNTY, its officers, agents, or employees which it may now or hereafter have for damages or theft of LICENSEE’s aircraft or other property in, about, or on AIRPORT, and for injuries or death to persons in, about, or on AIRPORT, from any cause or causes arising at any time out of the use or parking of LICENSEE’s aircraft or other property at AIRPORT, except as may arise from the active negligence or willful misconduct of COUNTY, its officers, agents or employees, or from a known dangerous condition of public property as specified in Government Code Section 835 et seq. SECTION 14. BAILEE DISCLAIMER LICENSEE acknowledges and agrees that COUNTY has granted its permission for use of the Assigned Space only for the purposes and in accordance with the provisions of this LICENSE. By entering into this LICENSE, COUNTY is not agreeing in any manner to accept obligations or responsibility for the safekeeping of the aircraft or other property of LICENSEE or of LICENSEE’s agents, contractors, officers, employees or invitees. This LICENSE is not a contract for bailment and COUNTY in no manner whatsoever purports to be a bailee. SECTION 15. TAXES AND ASSESSMENTS A. LICENSEE shall pay before delinquency any and all taxes, assessments, licenses, fees and other public charges, which may be levied, assessed or imposed upon LICENSEE. Payment of any taxes, assessments, licensee, fees, or other public charges shall not in any manner reduce the fees and charges owed by LICENSEE to COUNTY pursuant to this LICENSE. B. LICENSEE acknowledges and agrees that this LICENSE may create a real property possessory interest that may be subject to real property or other taxation, and that LICENSEE shall be subject to, and liable for, the payment of any taxes levied on such interest. No such possessory interest tax, or any other tax, shall reduce or constitute a substitute for the fees or charges required to be paid, as a condition of this LICENSE or as otherwise required by COUNTY. LICENSEE agrees to pay all such taxes when due. C. LICENSEE shall defend, protect, indemnify and hold COUNTY free and harmless from any and all liability, loss, or damage resulting from any taxes, assessments, or other charges required by, or relating to, this LICENSE to be paid by LICENSEE, and from all interests, penalties, and other sums imposed thereon, and from any proceedings to enforce collection of any such taxes, assessments, or other charges. Exhibit E - 51 Eff. 3/27/01 Page 9 of 13 SECTION 16. LICENSEE NOT AN AGENT OF COUNTY Neither issuance of this LICENSE, nor any acts of LICENSEE under this LICENSE, shall in any way constitute LICENSEE as an agent, contractor, partner, or employee of COUNTY for any purpose. SECTION 17. DEFAULT The occurrence of any one of the following events shall constitute Default thereunder by LICENSEE: A. Failure to timely pay any fees, charges, or deposits required to be paid to COUNTY as specified in Section 10 of this LICENSE entitled “Fees, Charges and Deposits.” B. Repeated late payments of any “Fees, Charges and Deposit” as specified in Section 10 herein. “Repeated late payment” is defined herein as three (3) delinquent payments (per Section 10.A) within a twelve (12) month period. C. Failure to maintain in full force and effect the minimum insurance coverages specified in Section 6 of this LICENSE entitled “Insurance.” D. Failure to maintain an ownership interest in the designated primary aircraft. E. Failure to conform to, or the violation of, any of the material terms, conditions or provisions contained in this LICENSE. SECTION 18. TERMINATION OF LICENSE This LICENSE may be terminated in accordance with the following: A. In the event of any Default by LICENSEE as set forth in Sections 17. B, C, D, or E above, in addition to any other remedies available at law or in equity, DIRECTOR may (on behalf of COUNTY), issue a Thirty (30) Day Notice of Termination of this LICENSE. In the event of default as set forth in Section 17. A above, DIRECTOR may issue a Three (3) Day Notice to Pay or Quit. B. This LICENSE is revocable, and COUNTY may terminate this LICENSE as provided by law. C. LICENSEE may, at any time upon thirty (30) days advance written notice to COUNTY, terminate this LICENSE. Upon termination LICENSEE is required to promptly remove all personal property from the Assigned Space within the time set forth in the written Notice of Termination. If LICENSEE fails to remove said personal property, the COUNTY will take necessary action to remove or dispose of the hangar, aircraft, other property which may be located therein, at the expense of LICENSEE, as permitted by law. LICENSEE shall pay COUNTY all fees and charges owed as of the date of removal or termination, whichever is later, computed at the daily rate currently in effect. SECTION 19. WAIVER No waiver of default by either party of any of the terms, conditions, and provisions of this LICENSE shall be construed as, or operate as, a waiver of any subsequent default of any of the terms, conditions, and provisions contained herein, to be kept and observed by the other party. The consent or approval by one party to the act of the other party shall not be deemed to waive or render unnecessary the need for consent or approval of any subsequent, similar act. SECTION 20. CONSENT/NOTICES A. Whenever in this LICENSE the approval or consent of a party is required, such approval or consent shall be in advance, in writing, and shall be executed by a person having the express authority to grant such approval or consent. B. Except as provided in Section 9 above, all written notices given in accordance with this LICENSE shall be effective when personally delivered or after five (5) working days upon deposit in the U.S. mail, certified or registered, postage prepaid, to the address of record as set forth in the Agreement Summary or to such other address as either party shall designate in writing. Exhibit E - 52 COUNTY OF SANTA CLARA Page 10 of 13 Eff. 3/27//01 rev 120406 SECTION 21. SEVERABILITY Any provisions of this LICENSE which shall prove to be invalid, void or illegal, shall in no way affect, impair or invalidate any other provision hereof and such other provisions shall remain in full force and effect. SECTION 22. EXHIBITS Any Exhibits attached to this LICENSE are incorporated herein by this reference as though fully set forth herein. --------------------------------------------------------------------------------------------------------------------------------------------------- Witness the execution of this LICENSE as of the dates set forth below: COUNTY: By: Title: Date: ACCEPTANCE The undersigned as LICENSEE hereby agrees, in consideration of this LICENSE, to perform and abide by the terms, conditions, restrictions, and obligations of this LICENSE. Date of Acceptance: Account Number: Account Name: Print Name Signature Date Title Print Name Signature Date Title Print Name Signature Date Title Print Name Signature Date Title Print Name Signature Date Title Exhibit E - 53 Eff. 3/27/01 rev 120406 Page 11 of 13 EXHIBIT A AGREEMENT SUMMARY (page 1) LICENSEE(s) Name(s): Account Number: Space Number: HOME ADDRESS (Primary Address if more than one. May NOT be a PO Box or Suite) Street Address: City, State, Zip: Phone 1: Phone 2: Email 1: Email 2: BILLING ADDRESS (Complete only if different from Home Address) Attention: Street Address: City, State, Zip: Phone 1: Phone 2: PERSONAL INFORMATION (For All Applicants - Attach Additional Sheets if Necessary) Name as it appears on Drivers License: Issuing State: DL Number: Expiration Name as it appears on Drivers License: Issuing State: DL Number: Expiration Name as it appears on Drivers License: Issuing State: DL Number: Expiration For Airport Operations Use Only Moved In Date: Position on Waiting List (if applicable): Receipt #: $: Deposit Amount $: Exhibit E - 54 Page 12 of 13 Eff. 3/27/01 EXHIBIT A AGREEMENT SUMMARY (page 2) PRIMARY AIRCRAFT INFORMATION: N Number: Make: Model: Color: Year: Gross Weight: ADDITIONAL AIRCRAFT INFORMATION: N Number: Manufacture: Model: Color: Year: Gross Weight: Owners Name: Address: City, State, Zip Phone 1: Phone 2 Email: Approved by County Airports Director Date N Number: Manufacture: Model: Color: Year: Gross Weight: Owners Name: Address: City, State, Zip Phone 1: Phone 2 Email: Approved by County Airports Director Date Attach Additional Sheets if Necessary Exhibit E - 55 Page 13 of 13 Eff. 3/27/01 EXHIBIT B GENERAL AVIATION INSURANCE REQUIREMENTS AT COUNTY AIRPORTS A LICENSEE shall procure and maintain for the duration of the LICENSE, insurance against claims for injuries to persons, or damages to property, which may arise from or in connection with LICENSEE’s operation or use of the Assigned Space or AIRPORT. The cost of such insurance shall be borne by LICENSEE. A. MINIMUM INSURANCE COVERAGE AND LIMITS Aircraft Liability Insurance providing coverage for bodily injury and property damage with a combined single limit of not less than $1,000,000 per occurrence, including not less than $100,000 per passenger limit. B. DEDUCTIBLE AND SELF-INSURED RETENTION Any deductible or self-insured retention greater than $25,000 must be declared to and approved by AIRPORT AUTHORITY and the COUNTY Insurance Manager. C. OTHER INSURANCE PROVISIONS The aircraft liability policy is to contain, or be endorsed to contain, the following provisions: The COUNTY Airports and the COUNTY, their officials, employees, agents, contractors, and volunteers are added as additional insured parties with respect to operation of the named insured at, or from, the COUNTY Airport or the Assigned Space occupied and used by the named insured pursuant to the LICENSE issued by the COUNTY. The named insured’s insurance coverage shall be primary insurance as respects the COUNTY, its officials, employees, agents, contractors and volunteers for liability arising out of the named insured’s operations. Any insurance or self-insurance maintained by the COUNTY, its officials, employees, agents, contractors or volunteers shall be excess of the named insured’s insurance and shall not contribute with it. Coverage shall state that the LICENSEE’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. This insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice by mail has been given to COUNTY. Cancellation of coverage for a non-payment of premium will require thirty-(30) days written notice to the COUNTY Aviation Division. The thirty (30) day written notice is not required if the LICENSE is terminated and the aircraft is immediately removed from the Airport, or if the aircraft is sold and immediately removed from the Airport. D. ACCEPTABILITY OF INSURERS All insurance required by this LICENSE shall be placed with a carrier with an AM Best rating of AV or better. E. VERIFICATION OF COVERAGE LICENSEE shall furnish AIRPORT AUTHORITY with certificates of insurance necessary to satisfy DIRECTOR that the insurance requirements of this LICENSE have been met. Proof of or changes in insurance shall be mailed or faxed to: County Airports Administration 2500 Cunningham Avenue San Jose CA 95148-1001 Phone 408-929-1060 Fax 408-929-8617 F. CANCELLATION Failure to maintain required insurance coverage shall result in termination of this LICENSE. Exhibit E - 56 LEASE ESTOPPEL CERTIFICATE The undersigned, Airport Management Group, Inc. operates a fixed base operation at Palo Alto Airport (“PAO”) as a tenant (the “Tenant”) on a portion of the real property described in the Airport Management Group, Inc. FBO lease documents (the “Premises”), and hereby certifies to the City of Palo Alto (the “City”) and its successors and assigns the following: 1. There is presently in full force and effect a lease dated December 4, 1973, for the lease of the Premises (the “Lease”). The Lease has been amended as follows: 2. The Tenant has not assigned the Lease or any rights under the Lease. The Tenant has not sublet or granted to any other person or entity any right to use or occupy the Premises. 3. The term of the Lease commenced on December 4, 1973 and terminates on _________. 4. The Tenant has no option to renew or extend the term of the Lease except (a blank means “none”): . 5. The Tenant has no option, right of first refusal, right of first offer, or other right to lease or occupy any portion of PAO other than the Premises except (a blank means “none”): . 6. The Tenant has no option, right of first refusal, right of first offer, or other right to purchase PAO or any portion of PAO or interest in PAO except (a blank means “none”): ____________ . 7. The Tenant has maintained the Premises and all buildings, facilities and improvements thereon, and all portions thereof, in good, safe and sanitary order, condition and repair. 8. The present base rent or minimum monthly rent payable by Tenant under the Lease is _________. 9. No rent or other payment under the Lease has been made by the Tenant in advance for more than the current month, except (a blank means “none”): ___________. 10. The address for notices to Tenant under the Lease is: a. 560 Center Drive, Palo Alto, CA 94301 PALO ALTO, CA 94301 11. The security deposit held by the County of Santa Clara (the “Landlord”) under the terms of the Lease is $________, and the Landlord holds no other monies of the Tenant for security or otherwise. Exhibit F - 1 12. The Tenant has no right or claim of deduction, charge, lien, or offset against the Landlord or otherwise against the rents or other charges due or to become due under the Lease. 13. The Tenant has not given the Landlord any notice of default under the Lease and, to the best of the Tenant’s knowledge, the Landlord is not in default under the Lease, nor does any condition exist that, with the passage of time or the giving of notice or both, would cause the Landlord to be in default under the Lease. 14. The Tenant has not received any notice of default under the Lease and, to the best of the Tenant’s knowledge, the Tenant is not in default under the Lease, nor does any condition exist that, with the passage of time or the giving of notice or both, would cause the Tenant to be in default under the Lease. DATED: , 20 . TENANT: , a By: Name: Title: Exhibit F - 2 LEASE ESTOPPEL CERTIFICATE The undersigned, Roy Aero Enterprises operates a fixed base operation at Palo Alto Airport (“PAO”) as a tenant (the “Tenant”) on a portion of the real property described in Roy –Aero, LLC Lease Documents (the “Premises”), and hereby certifies to the City of Palo Alto (the “City”) and its successors and assigns the following: 1. There is presently in full force and effect a lease dated December 23, 1969, for the lease of the Premises. The Lease has been amended as follows: 2. The Tenant has not assigned the Lease or any rights under the Lease. The Tenant has not sublet or granted to any other person or entity any right to use or occupy the Premises. [Note: Premises is not defined] 3. The term of the Lease commenced on December 23, 1969 and terminates on _______. 4. The Tenant has no option to renew or extend the term of the Lease except (a blank means “none”): . 5. The Tenant has no option, right of first refusal, right of first offer, or other right to lease or occupy any portion of PAO other than the Premises except (a blank means “none”): . 6. The Tenant has no option, right of first refusal, right of first offer, or other right to purchase PAO or any portion of PAO or interest in PAO except (a blank means “none”): ____________ . 7. The Tenant has maintained the Premises and all buildings, facilities and improvements thereon, and all portions thereof, in good, safe and sanitary order, condition and repair. 8. The present base rent or minimum monthly rent payable by Tenant under the Lease is _________. 9. No rent or other payment under the Lease has been made by the Tenant in advance for more than the current month, except (a blank means “none”): . 10. The address for notices to Tenant under the Lease is: a. 1901 EMBARCADERO ROAD #101 PALO ALTO, CA 94303 11. The security deposit held by the County of Santa Clara (the “Landlord”) under the terms of the Lease is $__________, and the Landlord holds no other monies of the Tenant for security or otherwise. Exhibit F - 3 12. The Tenant has no right or claim of deduction, charge, lien, or offset against the Landlord or otherwise against the rents or other charges due or to become due under the Lease. 13. The Tenant has not given the Landlord any notice of default under the Lease and, to the best of the Tenant’s knowledge, the Landlord is not in default under the Lease, nor does any condition exist that, with the passage of time or the giving of notice or both, would cause the Landlord to be in default under the Lease. 14. The Tenant has not received any notice of default under the Lease and, to the best of the Tenant’s knowledge, the Tenant is not in default under the Lease, nor does any condition exist that, with the passage of time or the giving of notice or both, would cause the Tenant to be in default under the Lease. DATED: , 20 . TENANT: , a By: Name: Title: ____________________________ Exhibit F - 4 Palo Alto AirportProperty Item Description AssetNumber LOGItion Condition ~ord 5600 Tractor JV9N59·or58212 Corp.yard Fair Take with u~ 6'Tiger Flail NA COl1l,Yard Fair Do weleave it? All Power 3S00W 6.sHP Generator NA SileO ttl Good Structurc~.not ~ojl1~;.mywllert? Honda GCl90Pressure Washer NA Shed #Good SSQ Pro 4 BurnerGrill NA Shed #l Good Wacker-Neuson WP 1550Tamper NA Shed #1 Good 2001 Dodge Ram 1500Truck 21STI'Corp.Yard Used ("I Dell 19"Monilors NA Terminal uaod (1)HP 19"Monitor NA Terminal ,ll«I Dell O~sktop Computer BPMXVH1 Te,mlnal Gnod Dell O,-,sktap Compute'CG1J2Hl ermlnal GooO Dell Desktop (mnput",r NA Termlflal Goo HP CM2320hi l.a~er P,inter NA Termln,1 Glll>rl (2)HP KeyboalrJs and Mouse NA TennlOal Good (1)O,,!1 Keyboard and Mouse Nr,Termini'll GoOd DLi Logger System NA Termi",,1 Good Novaehem Water Treat-nentSystem NA ~hl\~e~Good 4'Stepladder NA Wash llilck Good (2)Pyrotechnic Pistols Nt.Almrl~TUJ.ck Good (2)Jobeom Radios NA Tenl'llnal Farr :3)Ritron Radio Call Boxe$NA Termln I,Vehlde Gates Good (2)Patriot Oe,ktop Radios A Terminal G\Xld (4)Motorola CP100 Radios t.Terminal Fai, (2)Itom IC-AL2 VHF Radios '0 A.Terminal FiliI' orathe'?T·1300 Label Make"NA Termlno Good ORE Communications Co.DRE-lOOO Headset IA Terminal Fall' Hand Truck N Corp.Yard Fillr 6'Utili",Trailer Nt.Coop,yare Gr»d 6'Storage Cabinet NA Shed"l!1 Good (2)5'Bookshelves NA Shed ~~Good HAZ-MetShed NA A ,seentCorp.Yard Good (3J 55 Gallon Drums NA HAZ tShed Good !larkerOutdoorVacuum NA Shed 111 GoOd (27)Bags Blacktop Patch NA Shed III Nc" (5)3.3 Gallon Cans Henry's Roof Patch NA Shed 112 New (2)6'Stepladders NA Shed 112 8<Terminal Good 1S'Extension Ladder NA Shed /12 Good (13)5 Gallon Buckets A Shed 1:2 &AlrllortTnlck Good Renegade TG-400HSTC PaintSprayer NA ShedJI2 Fair (29)5 Gallon Buckets ofPaint NA Shcd./J2 Good Office ChaIr NA Sheclll2 Good Chrlstm"s Decorations 'A Shed 112 Fall' (2)PropaneTorches N Shed 112 Good (2)Aircraft Recovery Doilies NA Corp.YMd Good (616'AiwrnaMAT Plastic Planks f\Corp.Yilrd Good 6"5eneh Grinder NA Shed1:3 G.oad \,IVheQlbtJrrow NA Corp.Yilrd Poor DeWRlt Emglo Compressor NA Shed ij::Geod (2)ShapVacs ~"Shed{t?Fair Exhibit G - 1 H\Jsqvarna 35/illJ Leaf Bt~weT (2rSh'rrdaiwa Model 62905 Weed Wb3~ Shind.Twa ffT2510 Hedge Trimmer 100'Extension cord Bench-Mounted Vise Grip Milkita 62270 Drm (2l 6Ton Craftsman Jack stands Stanley Socket Wrenches (20)30WTa>tiway Ught bulbs (15)4SW RjJnw.v Ug~tbulbs (4)REll FJdshtubes StlMI Chalnsaw (12)Cans Flat Black Spray Paint (12)Cans Flat Black Spray Paint (7)T.xi-way Edge light lenses (4)Runway Edge UflhtLenses DR Whacker6.75 HI'Estilte Mower Craftsman 6,75 HI'Estdte Mower (2)Post-Hole Diggers (3)Coarse Brooms (5)Shovels (6)Garden Rakes (3)Garden Hoes BoltCutter ti)6'HAZ-MatC:abioets (5)5 GallonDiesel Cans (11 5 Gallon Gasoline Can (2)2 Gallon Gasoiine (<lns (3)Paper Towel DisPensers (3)Hand SOa'p Dispens~ WaterFountain (3)Fuel DumpStations Cash Drawer (2)PtiilHps AEDs (3)First Aid Kits (13)Tras'h Cans (2S)FIre ExtinguishNs (5)Park !lenehes '(2)Picnic Tables Airplane Shaped'PicnicTable (2)ADA PortableToilets (1)Standard PortdbfeToilet (3)Cisco 7960 II'Phones Casio Cell Phone 24"Safe Fujitsu Pi-SHOC Scanner Desk Deskwith HUICh (2)4 Dr~wer File Cabinet;with Hutch (2)2 Drawer File C"binets 5'Boolc;helf ~A ,N~ #4 tfA :t1WJ; t"A NA NIi ,N.\ /'fA NA Nfl: Nil NP. NA J\IA NA NA NA .iliA NA NA NA NA 'Nli '~A N:~ N'A. ,~ «~ WI NA ~~ ,1M NA NA J:iliii N'tl NA NA NA N'A NA NA F$5'i0i~~5 NA NA A Nil Shed #3 Shed 1i3 Shed #3- Shed113 Slled#3 Shed/H SIledll3 Shed#3 ShedF3 Shed1i3 Shedi!3 Shl!d #4 Soedl/4 Shed;14 Shedn4 Shed'14 Shed #f, Sh~d ~4 Shed 114 Shell 114 Shed 1/4 Shed /14- Shed 1/4 Sh -d 1/4 Shed /fJl Shed 1/4 Shed 1:4 Sited 114- Terminal Te mlnal Terminal Ramp Terminal Terminal Alrpor Truck TermInal &.AirponTwd:- Ramp EntlreAirport Te/mlnal !t~lf@l T~iiJ,.~~.. ~rnr·'r~t Terll\loaf t~it"r,\atTeflj{!~~f Temnrn.)~l11l~al Teril;lfl8l 'eTtTiio~1 :ierl,li~ '~AAt Fair Good ,Good .Good ~afi. <;Ol)d '~_. .~ :N~, ;Poi\r NtW,< ,~. ~. (;~, ~~, ~~: '~~Qij~«:ew ~. ',~ Good ,Good Good FaIr F<Jir Fair ,Goal! ~' 'F*'~04 .'~/Jd~'&W:~~i.~GOild:'~~tid'G~d t4~ ?OOQ' '~00d:~d .~ ;,G'lfQQ ~~d i~ (;Ot;d~~d Gli,Cid .~~, ~ Exhibit G - 2 (8j I/Jooaen,Padcled Chairs NA Terminal Good (101 Plaotic Chilirs NA Terminal Good (3)Office Chairs NA Terminal Good (21 Mop Handles NA Terminal Good (S)Mop Heads NA Terminal New (:.)Mop BlICk{~:.',NA Terminal Good rk:.~,,~I!q:WOII f)C'('j)C.1c~\lI'Cl NA Terminal Inop r-:ubIH:-rlll(!id C?Jrpet Swc12per NA Terminal Good (4)24"DiJmeter Round Tables NA T"rminal Good (6)Employee Pel'so,nlS;oraee Lockers NA Terminal Good 10 Gallon \Nat!=r Heatc:-NA Terminal Good HP LaserJet 4050N riA Terminal InOP Oyson 00,1 Vacuum Cleane,riA Terminal Filir Aircraft Recov2ry Tow I3JrjDol:y riA Corp.Yard Good Aircraft Recovery TO'.'.'B~r NA Corp.Yard Good Sony Handycam DCR-DVD505 NA Termina[Good Sony lV1<JviGl MVC-FI)92 N,\Terminal Good (:1):;·quiprnent Stor;'lf3('Shc:ds NA Shl!d #1,2.3,4 Good Oi'lelnJI 5rcrt:i~cShed N~;l(hlel F~1rm NA Nedr Fuel Farm Fair ';hc;c!N(\.~r RunwdV JJ Hllfl-Up Nt..Runway 31 Run-lip Good L~"rt;ridill'(Sf1rl~jJIk'r NA Fuel F"rmShl!d Like New (~i(iJ 8dil\(~.1l0!S NA Fuel F<Jnn Shed Good ())I.;:HI:r:Prop,-Hic;;m;'~:)NA Corp.Yard Good Ul SrnCili PrOpL\li~T~nb N.A Corp.Yi.lrd Good Exhibit G - 3 STATE OF CALIFORNIA STATE LANDS COMMISSION STATE LEASE ASSIGNMENT, ACCEPTANCE, AND APPROVAL The undersigned ASSIGNOR, County of Santa Clara, whose address is ________, hereby assigns to the City of Palo Alto all its right, title and interest under State Lease PRC 4598.9, which lease was issued by the State for a period of 46 years and 4 month commencing on the 2nd day of June, 1971. ___________________________________ ______________________________________ County of Santa Clara ___________________________________ ______________________________________ Date The undersigned, ASSIGNEE, City of Palo Alto whose address is 250 Hamilton Avenue, Palo Alto, hereby accepts the assignment of State Lease PRC 4598.9, and agrees to perform the conditions, covenants and agreements therein contained on the part of the Lessee to be kept and performed and in the manner therein provided, and further agrees to be bound by the terms of said lease to the same extent as if such ASSIGNEE were the original Lessee, any conditions in any assignment agreement to the contrary notwithstanding. ___________________________________ __________________________________ City of Palo Alto ___________________________________ __________________________________ Date EXHIBIT H - 1 KNOW ALL MEN BY THESE PRESENTS: That the undersigned State Lands Commission of the State of California, acting by and through Brian Bugsch, its Chief, Land Management Division, hereby consents and approves the herein assignment by and between and of State Lease PRC . This consent shall be effective only upon counter-signature by ASSIGNEE. Such consent is made upon the express condition that ASSIGNEE shall be bound by the terms of said lease to the same extent as if such ASSIGNEE were the original Lessee, any conditions in any assignment agreement to the contrary notwithstanding. STATE OF CALIFORNIA STATE LANDS COMMISSION This assignment was authorized by the By: __________________________________ California State Lands Commission Dated: __________________________________ (Month Day Year) Acknowledgement EXHIBIT H - 2 Page 1 of 6 Recorded at no charge in accordance ) With Government Code § 6103 at the ) Request of and, when recorded, mail ) To: ) ) City of Palo Alto ) Office of City Attorney ) 250 Hamilton Avenue ) Palo Alto, CA 94301 ) ) Space above for Recorder’s use only PAO FEDERAL OBLIGATIONS ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is made and entered into, effective as of _________ (the “Effective Date”), by and among the County of Santa Clara, a California political subdivision (the “County”), the City of Palo Alto, a California chartered municipal corporation (“Palo Alto”), and the Federal Aviation Administration, a federal agency acting for and on behalf of the United States of America (the “FAA”). RECITALS WHEREAS, Palo Alto Airport [FAA identifier “PAO”] is a federally-assisted general aviation reliever airport located in and owned by Palo Alto and operated by the County pursuant to the Lease Agreement, by and between Palo Alto and the County, dated April 5, 1967, as modified by Amendment Number One, dated October 28, 1968; Amendment Number Two, dated December 23, 1969; Amendment Number Three, dated May 20, 1980; and Amendment Number Four (collectively, the “Lease”); and WHEREAS, the County and Palo Alto have entered into that certain Termination Assignment, and Assumption Agreement, dated August __, 2014 (the “Transfer Agreement”) whereby the County and Palo Alto propose to terminate the Lease and transfer the control and operation of PAO to Palo Alto (the “Airport Transfer”); and WHEREAS, in connection with the Airport Transfer, the County desires to assign, and Palo Alto desires to assume, all federal obligations related to PAO, subject to the consent of the FAA. NOW, THEREFORE, in consideration of the covenants, agreement and other terms and conditions contained herein and other good and valuable consideration, the parties agree as follows: Exhibit I - 1 Page 2 of 6 AGREEMENT 1. Incorporation of Recitals. The foregoing recitals are incorporated herein and by this reference made a part hereof. 2. Assignment and Assumption of Federal Obligations. a. The County hereby grants, conveys, transfers, and assigns to Palo Alto all of the County's obligations to the federal government as airport sponsor for PAO (collectively, “Federal Obligations”), including, but not limited to, all rights, title, interests, and obligations in, to, and under the Airport Improvement Program Grant Agreements, including the Grant Assurances set forth in such instruments (collectively, the “Grant Agreements”). A list of grants at PAO since 1988 is attached hereto as Exhibit A and incorporated herein by reference. b. Palo Alto hereby accepts and assumes all of the obligations as airport sponsor for PAO and further assumes, covenants, acknowledges, and agrees to be bound by and to perform, observe and be subject to all of the obligations, terms, covenants, and conditions of the Federal Obligations, including in particular the Grant Agreements. 3. FAA Consent and Conditional Release. a. The FAA hereby consents to the assignment and assumption of the Federal Obligations pursuant to this Agreement and to the consummation of the Airport Transfer. Concurrent with the execution and exercise of this Agreement, the FAA is approving Palo Alto as an eligible airport sponsor for federal funds and other assistance. The executed version of FAA approval will appear in Exhibit B to this agreement and will be incorporated herein by reference upon receipt of a copy from FAA. The executed version will be substituted for the form agreement upon receipt of a copy executed by FAA. b. The FAA shall relieve and release the County from the Federal Obligations, including the obligations, terms, covenants, and conditions arising from the Grant Agreements and any previous grants or other federal obligation instruments executed before the Effective Date upon the County's performance of its material obligations necessary for the Airport Transfer set forth in the Transfer Agreement. The County acknowledges that this release will not affect the County's responsibility for compliance with the Grant Assurance 25 prior to or as part of the Airport Transfer, subject to the limitations of 49 U.S.C. § 47107(n)(7). 4. General Provisions. a. The parties shall execute and deliver all documents and do all other reasonable acts that may be reasonably necessary to carry out and effectuate the intent and purpose of this Agreement. b. This Agreement is binding upon, and inures to the benefit of, the parties and their respective successors and assigns. This Agreement does not and is not intended to confer any rights or remedies upon any person other than the parties hereto. c. This Agreement constitutes the entire understanding and agreement of the parties with respect to the assignment and assumption of the Federal Obligations and actions Exhibit I - 2 Page 3 of 6 contemplated hereby and supersedes any prior agreements or understanding whether written or verbal with respect to the subject matter hereof. d. The parties may not amend or waive this Agreement, except pursuant to a writing executed by the party or parties against whom any amendment or waiver is sought to be enforced. e. If any provision of this Agreement is held invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions of this Agreement are not affected or impaired in any way. f. This Agreement shall be governed and construed in accordance with California law. g. This Agreement may be executed in one or more counterparts, each of which will be considered an original, but all of which together will constitute one and the same instrument. Exhibit I - 3 Page 4 of 6 IN WITNESS WHEREOF, the parties have executed this Agreement upon the Effective Date. CITY OF PALO ALTO ________________________________ [Name] Mayor ATTEST: ________________________________ City Clerk APPROVED AS TO FORM: __________________________ Senior Asst. City Attorney APPROVED: __________________________ City Manager __________________________ Director of Public Works __________________________ Director of Administrative Services COUNTY OF SANTA CLARA ________________________________ [Name] Chair, Board of Supervisors ATTEST: ________________________________ Clerk, Board of Supervisors APPROVED AS TO FORM AND SUBSTANCE: __________________________ Deputy County Counsel APPROVED: __________________________ County Executive __________________________ Director of Roads and Airport __________________________ Director of Public Works FEDERAL AVIATION ADMINISTRATION By:____________________________________ Name: Title: Exhibit I - 4 Page 5 of 6 EXHIBIT A LIST OF GRANTS APPLICABLE TO PAO Exhibit I - 5 Exhibit I - 6 Page 6 of 6 EXHIBIT B FORM OF FAA APPROVAL OF CITY AS SPONSOR FOR PAO Exhibit I - 7 Page 23 of 28 EXHIBIT J AIRPORT REVENUE AND EXPENSE RECONCILIATION PROCEDURES 1. Airport-based Revenues Reconciliation a. For Airport-based accounts receivable arising for July 2014 and prior month(s)/year(s), the accounts receivable shall be allocated to the County to the extent the Party in receipt of the accounts receivable can identify and assign the accounts receivable for the month(s)/year(s) in question. b. For Airport-based accounts receivable arising for September 2014 and following month(s)/year(s), the accounts receivable shall be allocated to the City to the extent the Party in receipt of the accounts receivable can identify and assign the accounts receivable for the month(s)/year(s) in question. c. For Airport-based accounts receivable arising for August 2014, the accounts receivable will be allocated in the ratio of 11/31 to the County and 20/31 to the City, and the Party in receipt of the accounts receivable for this month shall make this accounting. d. For all other Airport-based accounts receivable relating to the Airport that are received by the County and are not expressly covered in (a) through (c) above, the County shall make and provide to the City an accounting of those accounts receivable, including providing a written explanation of how the County made the allocations of accounts receivable. e. For all other Airport-based accounts receivable relating to the Airport that are received by the City and are not expressly covered in (a) through (c), the City shall make and provide to the County an accounting of those accounts receivable, including providing a written explanation of how the City made the allocations of accounts receivable. f. For the allocations made in (a) through (e) by a Party, that Party shall provide to the other Party a written report of any and all accounts receivable received by a Party after August 11, 2014 for the period commencing as of the Effective Date and ending as of February 28, 2015. The statements of accounting shall be provided, as follows: for the reporting period August 11 – September 30, 2014, the statement shall be provided by October 31, 2014; for the reporting period October 1 – December 31, 2014, the statement shall be provided by January 31, 2015; and for the reporting period January 1 – February 28, 2015, the statement shall be provided by March 31, 2015. Exhibit J - 1 Page 24 of 28 2. Airport-based Expenses Reconciliation. a. For Airport-based accounts payable arising for July 2014 and prior month(s)/year(s), the accounts payable shall be allocated to the County to the extent the Party in receipt of the accounts payable can identify and assign the accounts payable for the month(s)/year(s) in question. b. For Airport-based accounts payable arising for September 2014 and following month(s)/year(s), the accounts payable shall be allocated to the City to the extent the Party in receipt of the accounts payable can identify and assign the accounts payable for the month(s)/year(s) in question. c. For Airport-based accounts payable arising for August 2014, the accounts payable will be allocated in the ratio of 11/31 to the County and 20/31 to the City, and the Party in receipt of the accounts payable for this month shall make this accounting. d. For all other Airport-based accounts payable relating to the Airport that are received by the County and are not expressly covered in (a) through (c) above, the County shall make and provide to the City an accounting of those accounts payable, including providing a written explanation of how the County made the allocations of accounts payable. e. For all other Airport-based accounts payable relating to the Airport that are received by the City and are not expressly covered in (a) through (c), the City shall make and provide to the County an accounting of those accounts payable, including providing a written explanation of how the City made the allocations of accounts payable. f. For the allocations made in (a) through (e) by a Party, that Party shall provide to the other Party a written report of any and all accounts payable received by a Party after August 11, 2014 for the period commencing as of the Effective Date and ending as of February 28, 2015. The statements of accounting shall be provided, as follows: for the reporting period August 11 – September 30, 2014, the statement shall be provided by October 31, 2014; for the reporting period October 1 – December 31, 2014, the statement shall be provided by January 31, 2015; and for the reporting period January 1 – February 28, 2015, the statement shall be provided by March 31, 2015. 3. Audits. Each Party agrees to permit the other Party’s authorized representatives to audit, not more than once a year upon notice at any reasonable day and time during the period of three (3) years after the Effective Date, that Party’s records and reports pertaining to any statement of accounting in regard to accounts payable and accounts receivable that are required to be provided hereunder. Each Party agrees to maintain accurate books and records and file statements of accounting and any reports in accordance with generally accepted accounting principles applicable to government agencies. Exhibit J - 2 OMB Number: 4040-0004 E xciration Date: 08/31/2016 ~pplication for Federal Assistance SF-424 '" 1. Type of Submission . '" 2. Type of Application , '" If Revision,select appropriate letter(s): IQ] Preapplication Ii:j] New -Select One - ~ Application [g Continuation '" Other (Specify) IQ] Changed/Corrected Application [g Revision '" 3. Date Received: 4. Application Identifier: PAO Sa. Federal Entity Identifier: '" 5b. Federal Award Identifier: AlP No. 3-06-0182 State Use Only: 6. Date Received by State: 7. State Application Identifier: 8. APPLICANT INFORMATION: '" a. Legal Name: City of Palo Alto '" b. EmployerlTaxpayer Identification Number (EINITIN): "'c. Organizational DUNS: 94-6000389 959938929 d. Address: '" Street1: 250 Hamilton Avenue Street 2: '" City: Palo Alto County: Santa Clara '" State: CA Province: Country: USA "'Zip/ Postal Code: 94301 e. organizational umt: Department Name: DIvIsion Name: Public Works Dept. Palo Alto Airport f. Name and contact information of person to be contacted on matters involving this application: Prefix: Mr. t-Irst Name: Andrew Middle Name: '" Last Name: Swanson Suffix: Title: Airport Manager Organizational Affiliation: '" Telephone Number: (650) 329-2688 Fax Number: '" Email: andrew.swanson@cityofpaloalto.org OMB Number: 4040-0004 Expiration Date: 08/31/2016 Application for Federal Assistance SF-424 * 1. Type of Submission * 2. Type of Application , * If Revision, select appropriate letter(s): [g P reapplication ~ -Select One -New ~ Application [Q] Continuation * Other (Specify) [g Changed/Corrected Application [g] Revision * 3. Date Received: 4. Application Identifier: PAO Sa. Federal Entity Identifier: * 5b. Federal Award Identifier: AlP No. 3-06-0182 State Use Only: 6. Date Received by State: 7. State Application Identifier: 8. APPLICANT INFORMATION: * a. Legal Name: City of Palo Alto * b. Employer/Taxpayer Identification Number (EINITIN): *c. Organizational DUNS: 94-6000389 959938929 d. Address: * Streett 250 Hamilton Avenue Street 2: * City: Palo Alto County: Santa Clara * State: CA Province: Country: USA *Zip/ Postal Code: 94301 e. orgamzatlonal umt: Department Name: Division Name: Public Works Dept. Palo Alto Airport f. Name and contact mformatlon of person to be contacted on matters mvolvmg this application: Prefix: Mr. rlrst Name: Andrew Middle Name: * Last Name: Swanson Suffix: I me: Airport Manager Organizational Affiliation: * Telephone Number: (650) 329-2688 Fax Number: * Email: andrew.swanson@cityofpaloalto.org OMB Number: 4040-0004 Expiration Date: 08/31/2016 Application for Federal Assistance SF-424 * 1. Type of Submission * 2. Type of Application , * If Revision, select appropriate letter(s): [g P reapplication ~ -Select One -New ~ Application [Q] Continuation * Other (Specify) [g Changed/Corrected Application [g] Revision * 3. Date Received: 4. Application Identifier: PAO Sa. Federal Entity Identifier: * 5b. Federal Award Identifier: AlP No. 3-06-0182 State Use Only: 6. Date Received by State: 7. State Application Identifier: 8. APPLICANT INFORMATION: * a. Legal Name: City of Palo Alto * b. Employer/Taxpayer Identification Number (EINITIN): *c. Organizational DUNS: 94-6000389 959938929 d. Address: * Streett 250 Hamilton Avenue Street 2: * City: Palo Alto County: Santa Clara * State: CA Province: Country: USA *Zip/ Postal Code: 94301 e. orgamzatlonal umt: Department Name: Division Name: Public Works Dept. Palo Alto Airport f. Name and contact mformatlon of person to be contacted on matters mvolvmg this application: Prefix: Mr. rlrst Name: Andrew Middle Name: * Last Name: Swanson Suffix: I me: Airport Manager Organizational Affiliation: * Telephone Number: (650) 329-2688 Fax Number: * Email: andrew.swanson@cityofpaloalto.org Exhibit K - 1 ~pplication for Federal Assistance SF-424 *9. Type of Applicant 1: Select Applicant Type: C. City or Township Government Type of Applicant 2: Select Applicant Type: -Select One - Type of Applicant 3: Select Applicant Type: -Select One - * Other (specify): * 10. Name of Federal Agency: Federal Aviation Administration 11. Catalog of Federal Domestic Assistance Number: 20.106 CFDA Title: Airport Improvement Program *12. Funding Opportunity Number: N/A Title: 13. Competition Identification Number: N/A Title~ 14. Areas Affected by Project (Cities, Counties, States, etc.): City of Palo Alto, County of Santa Clara, California * 15. Descriptive Title of Applicant's Project: 1. Runway 13-31 and Taxiways Rehabilitation construction; and construction administration services 2. Airport Pavement Management System 3. City Administration Attach supporting documents as specified in agency instructions. OMS Number: 4040-0004 EX[)iration Date: 08/31/2016 Application for Federal Assistance SF-424 "9. Type of Applicant 1: Select Applicant Type: C. City or Township Government Type of Applicant 2: Select Applicant Type: -Select One - Type of Applicant 3: Select Applicant Type: -Select One - .. Other (specify): .. 10. Name of Federal Agency: Federal Aviation Administration 11. Catalog of Federal Domestic Assistance Number: 20.106 CFDA Title: Airport Improvement Program "12. Funding Opportunity Number: N/A Title: 13. Competition Identification Number: N/A Title: 14. Areas Affected by Project (Cities, Counties, States, etc.): City of Palo Alto, County of Santa Clara, California .. 15. Descriptive Title of Applicant's Project: 1. Runway 13-31 and Taxiways Rehabilitation construction; and construction administration services 2. Airport Pavement Management System 3. City Administration Attach supporting documents as specified in agency instructions. OMB Number: 4040-0004 EXl:liration Date: 08/31/2016 Application for Federal Assistance SF-424 "9. Type of Applicant 1: Select Applicant Type: C. City or Township Government Type of Applicant 2: Select Applicant Type: -Select One - Type of Applicant 3: Select Applicant Type: -Select One - .. Other (specify): .. 10. Name of Federal Agency: Federal Aviation Administration 11. Catalog of Federal Domestic Assistance Number: 20.106 CFDA Title: Airport Improvement Program "12. Funding Opportunity Number: N/A Title: 13. Competition Identification Number: N/A Title: 14. Areas Affected by Project (Cities, Counties, States, etc.): City of Palo Alto, County of Santa Clara, California .. 15. Descriptive Title of Applicant's Project: 1. Runway 13-31 and Taxiways Rehabilitation construction; and construction administration services 2. Airport Pavement Management System 3. City Administration Attach supporting documents as specified in agency instructions. OMB Number: 4040-0004 EXl:liration Date: 08/31/2016 Exhibit K - 2 . Application for Federal Assistance SF-424 16. Congressional Districts Of: *s. Applicant: CA-018 *b: Program/Project: CA-018 Attach an additional list of Program/Project Congressional Districts if needed. 17. Proposed Project: *s. Start Date: 08/01/2014 wb. End Date: 10/10/2014 18. Estimated Funding ($): *a. Federal 549,000.00 *b. Applicant 61,000.00 *c. State *d. Local We. Other *t. Program Income *g. TOTAL 610,000.00 *19. Is Application Subjectto Review By State Under Executive Order 12372 Process? OMS Number: 4040-0004 Expiration Date· 08/31/2016 0 a. This application was made available to the State under the Executive Order 12372 Process for review on 0 b. Program is subject to E.O. 12372 but has not been selected by the State for review. 0 c. Program is not covered by E.O. 12372 *20. Is the Applicant Delinquent On Any Federal Debt? (If "Yes", provide explanation on next page.) DYes o No 21. *By signing this application, I certify (1) to the statements contained in the list of certifications** and (2) that the statements herein are true, complete and accurate to the best of my knowledge. I also provide the required assurances" and agree to COm ply with any resulting terms if I accept an award. I am aware that any false, fictitious, or fraudulent statements or claims may subject me to criminal, civil, or administrative penalties. (U.S. Code, TItle 21 S, Section 1001) [2] *" I AGREE ** The list of certifications and assurances, or an internet site where you may obtain this list, is contained in the announcement or agency specific instructions. Authorized Representative: Prefix: Mr, *First Name: James Middle Name: *Last Name: Keene SuffIX: *Title: City Manager *Telephone Number: (650) 329-2563 I Fax Number: • Email: james.keene@cityofpaloalto.org "Signature of Authorized Representative: ,::,\ -Jt: / L -/5(Z "Date Signed: ~~ '."Y f;;~If/PI . I ." I ~,,- Exhibit K - 3 Application for Federal Assistance SF-424 *Applicant Federal Debt Delinquency Explanation OMB Number: 4040-0004 Expiration Date: 08/31/2016 The following field should contain an explanation if the Applicant organizatibn ·is delinquent on any Federal Debt. Maximum numberof characters that can be entered is 4,000. Try and avoid extra spaces and carriage returnsto maximize the availability of space. N/A Application for Federal Assistance SF-424 *Applicant Federal Debt Delinquency Explanation OMB Number: 4040-0004 Expiration Date: 08/31/2016 The following field should contain an explanation if the Applicant organizatibnis delinquent on any Federal Debt. Maximum number of characters that can be entered is 4,000. Try and avoid extra spaces and carriage returns to maximize the availability of space. NJA Application for Federal Assistance SF-424 *Applicant Federal Debt Delinquency Explanation OMB Number: 4040-0004 Expiration Date: 08/31/2016 The following field should contain an explanation if the Applicant organizatibnis delinquent on any Federal Debt. Maximum number of characters that can be entered is 4,000. Try and avoid extra spaces and carriage returns to maximize the availability of space. NJA Exhibit K - 4 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMB NO. 2120-0569 11/3012007 PART II PROJECT APPROVAL INFORMATION SECTION A Item 1. Does this assistance request require State, local, regional, or other priority rating? DYes IKI No . Item 2. Does this assistance request require State, local advisory, educational or health clearances? DYes IKI No Item 3. Does this assistance request require clearinghouse review in accordance with OMB Circular A-95? Item 4. Does this assistance request require State, local, regional, or other planning approval? Item 5. DYes IKI No DYes.l&l No Is the proposed project covered by an approved comprehensive plan? ~YesD No Item 6. Will the assistance requested serve a . Federal installation? . DYes IKI No Item 7. Will the assistance requested be on Federal land or installation? Item 8. Will the assistance requested have an impact or effect on the environment? Item 9. DYes IKI No DYes IKI No Will the assistance requested cause the displacement of individuals, families, businesses, or farms? DYes~ No Name of Governing Body Priority Name of Agency or Board (Attach Documentation) (Attach Comments) Name of Approving Agency Date / / Check One: State D Local K] Regional D Location of plan PAO, Palo Alto Airport, Palo Alto, CA Name of Federal Installation Federal Population benefiting from Project Name of Federal Installation Location of Federal Land Percent of Project See instructions for additional information to be provided. Number of: Individuals Families Businesses Farms Item 10. See instructions for additional information to be provided. Is there other related Federal assistance on this project previous, pending, or anticipated? DYes~ No FAA Form 5100-100 (6-73) SUPERSEDES FAA FORM 5100-100 (9-03) Page 2 PaloAlto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 11/30/2007 PART \I PROJECT APPROVAL INFORMATION SECTION A Item 1. Does this assistance request require State, local, regional, or other priority rating? DVes ~ No Item 2. Does this assistance request require State, local advisory, educational or health clearances? DVes ~ No Item 3. Does this assistance request require clearinghouse review in accordance with OMB Circular A-95? Item 4. Does this assistance request require State, local, regional, or other planning approval? Item 5. DVes ~ No DVes!&1 No Is the proposed project covered by an approved comprehensive plan? Item 6. Will the assistance requested serve a Federal installation? Item 7. ~VesD No DVes~ No Will the assistance requested be on Federal land or installation? Item 8. Will the assistance requested have an impact or effect on the environment? Item 9. DVes ~ No DVes~ No Will the assistance requested cause the displacement of individuals, families, businesses, or farms? DVes~ No Name of Governing Body Priority Name of Agency or Board (Attach Documentation) (Attach Comments) Name of Approving Agency Date I I Check One: State D Local Kl Regional D Location of plan PAO, Palo Alto Airport, Palo Alto, CA Name of Federal Installation Federal Population benefiting from Project Name of Federal Installation Location of Federal Land Percent of Project See instructions for additional information to be provided. Number of: Individuals Families Businesses Farms Item 10. See instructions for additional information to be provided. Is there other related Federal assistance on this project previous, pending, or anticipated? DVes~ No FAA Form 5100-100 (6-73) SUPERSEDES FAA FORM 5100-100 (9-03) Page 2 PaloAlto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 11/30/2007 PART \I PROJECT APPROVAL INFORMATION SECTION A Item 1. Does this assistance request require State, local, regional, or other priority rating? DVes ~ No Item 2. Does this assistance request require State, local advisory, educational or health clearances? DVes ~ No Item 3. Does this assistance request require clearinghouse review in accordance with OMB Circular A-95? Item 4. Does this assistance request require State, local, regional, or other planning approval? Item 5. DVes ~ No DVes!&1 No Is the proposed project covered by an approved comprehensive plan? Item 6. Will the assistance requested serve a Federal installation? Item 7. ~VesD No DVes~ No Will the assistance requested be on Federal land or installation? Item 8. Will the assistance requested have an impact or effect on the environment? Item 9. DVes ~ No DVes~ No Will the assistance requested cause the displacement of individuals, families, businesses, or farms? DVes~ No Name of Governing Body Priority Name of Agency or Board (Attach Documentation) (Attach Comments) Name of Approving Agency Date I I Check One: State D Local Kl Regional D Location of plan PAO, Palo Alto Airport, Palo Alto, CA Name of Federal Installation Federal Population benefiting from Project Name of Federal Installation Location of Federal Land Percent of Project See instructions for additional information to be provided. Number of: Individuals Families Businesses Farms Item 10. See instructions for additional information to be provided. Is there other related Federal assistance on this project previous, pending, or anticipated? DVes~ No FAA Form 5100-100 (6-73) SUPERSEDES FAA FORM 5100-100 (9-03) Page 2 Exhibit K - 5 palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMB NO. 2120-0569 PART 11-SECTION C The Sponsor hereby represents and certifies as follows: 1. Compatible Land Use. -The Sponsor has taken the following actions to assure compatible usage of land adjacent to or in the vicinity of the airport: The County of Santa Clara has an approved comprehensive airport land use plan to ensure compatible usage of land adjacenUo or in the near vicinity of Palo Alto Airport. 2. Defaults. -The Sponsor is not in default on any obligation to the United States or any agency of the United States Government relative to the development, operation, or maintenance of any airport, except as stated herewith: None. 3. Possible Disabilities. -There are no facts or circumstances (including the existence of effective or proposed leases,· use agreements or other legal instruments affecting use of the Airport or the existence of pending litigation or other legal proceedings) which in reasonable probability might make it impossible for the Sponsor to carry out and complete the Project or carry out the provisions of Part V of this Application, either by limiting its legal or financial ability or otherwise, except as follows: None. 4. ConSistency with Local Plans. -The project is reasonably consistent with plans (existing at the time of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. N/A 5. Consideration of Local Interest. -It has given fair consideration to the interest of communities in or near where the project may be located. Yes. 6. Consultation with Users. In making a decision to undertake any airport development project under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed. Yes 7. Public Hearings. -In projects involving the location of an airport, an airport runway or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary. Further, for such projects, it has on its management board either voting representation from the communities where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project. N/A 8. Air and Water Quality Standards. -In projects involving airport location, a major runway extension, or runway location it will provide for the Governor of the state in which the project is located to certify in writing to the Secretary that the project will be located, deSigned, constructed, and operated so as to comply with applicable and air and water quality standards. In any case where such standards .have not been approved and where applicable air and water quality standards have been promulgated by the Administrator of the Environmental Protection Agency, certification shall be obtained from such Administrator. Notice of certification or refusal to certify shall be provided within sixty days after the project application has been received by the Secretary. N/A FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) Page3a PaloAito Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 PART 11-SECTION C The Sponsor hereby represents and certifies as follows: 1. Compatible Land Use. -The Sponsor has taken the following actions to assure compatible usage of land adjacent to or in the vicinity of the airport: The County of Santa Clara has an approved comprehensive airport land use plan to ensure compatible usage of land adjacent to or in the near vicinity of Palo Alto Airport. 2. Defaults. -The Sponsor is not in default on any obligation to the United States or any agency of the United States Government relative to the development, operation, or maintenance of any airport, except as stated herewith: None. 3. Possible Disabilities. -There are no facts or circumstances (including the existence of effective or proposed leases, use agreements or other legal instruments affecting use of the Airport or the existence of pending litigation or other legal proceedings) which in reasonable probability might make it impossible for the Sponsor to carry out and complete the Project or carry out the provisions of Part V of this Application, either by limiting its legal or financial ability or otherwise, except as follows: None. 4. Consistency with Local Plans. -The project is reasonably consistent with plans (existing at thetime of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. N/A 5. Consideration of Local Interest. -It has given fair consideration to the interest of communities in or near where the project may be located. Yes. 6. Consultation with Users. In making a decision to undertake any airport development project under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed. Yes 7. Public Hearings. -In projects involving the location of an airport, an airport runway or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary. Further, for such projects, it has on its management board either voting representation from the communities where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project. N/A 8. Air and Water Quality Standards. -In projects involving airport location, a major runway extension, or runway location it will provide for the Governor of the state in which the project is located to certify in writing to the Secretary that the project will be located, designed, constructed, and operated so as to comply with applicable and air and water quality standards. In any case where such standards have not been approved and where applicable air and water quality standards have been promulgated by the Administrator of the Environmental Protection Agency, certification shall be obtained from such Administrator. Notice of certification or refusal to certify shall be provided within sixty days after the project application has been received by the Secretary. N/A FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) Page 3a PaloAito Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 PART 11-SECTION C The Sponsor hereby represents and certifies as follows: 1. Compatible Land Use. -The Sponsor has taken the following actions to assure compatible usage of land adjacent to or in the vicinity of the airport: The County of Santa Clara has an approved comprehensive airport land use plan to ensure compatible usage of land adjacent to or in the near vicinity of Palo Alto Airport. 2. Defaults. -The Sponsor is not in default on any obligation to the United States or any agency of the United States Government relative to the development, operation, or maintenance of any airport, except as stated herewith: None. 3. Possible Disabilities. -There are no facts or circumstances (including the existence of effective or proposed leases, use agreements or other legal instruments affecting use of the Airport or the existence of pending litigation or other legal proceedings) which in reasonable probability might make it impossible for the Sponsor to carry out and complete the Project or carry out the provisions of Part V of this Application, either by limiting its legal or financial ability or otherwise, except as follows: None. 4. Consistency with Local Plans. -The project is reasonably consistent with plans (existing at thetime of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. N/A 5. Consideration of Local Interest. -It has given fair consideration to the interest of communities in or near where the project may be located. Yes. 6. Consultation with Users. In making a decision to undertake any airport development project under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed. Yes 7. Public Hearings. -In projects involving the location of an airport, an airport runway or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary. Further, for such projects, it has on its management board either voting representation from the communities where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project. N/A 8. Air and Water Quality Standards. -In projects involving airport location, a major runway extension, or runway location it will provide for the Governor of the state in which the project is located to certify in writing to the Secretary that the project will be located, designed, constructed, and operated so as to comply with applicable and air and water quality standards. In any case where such standards have not been approved and where applicable air and water quality standards have been promulgated by the Administrator of the Environmental Protection Agency, certification shall be obtained from such Administrator. Notice of certification or refusal to certify shall be provided within sixty days after the project application has been received by the Secretary. N/A FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) Page 3a Exhibit K - 6 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 PART 11-SECTION C (CONTINUED) 9. Exclusive Rights. -There is no grant of an exclusive right for the conduct of any aeronautical activity at any airport owned or controlled by the Sponsor except as follows: None. 10. Land. -(a) The sponsor holds the following property interest in the following areas of land* which are to be developed or used as part of or in connection with the Airport subject to the following exceptions, encumbrances, and adverse interests, all of which areas are identified on the aforementioned property map designated as Exhibit "A": City of Palo Alto owns property in Fee Simple. No change in property interest since last Grant Application. The Sponsor further certifies that the above is based on a title examination by a qualified attorney or title company and that such attorney or title company has determined that the Sponsor holds the above property interests. (b) The Sponsor will acquire within a reasonable time, but in any event prior to the start of any construction work under the Project, the following property interest in the. following areas of land* on which such construction work is to be performed, all of which areas are identified on the aforementioned property map designated as Exhibit "An: N/A (c) The Sponsor will acquire within a reasonable time, and if feasible prior to the completion of all construction work under the Project, the following property interest in the following areas of land* which are to be developed or used as part of or in connection with the Airport as it will be upon completion of the Project, all of which areas are identified on the aforementioned property map designated as Exhibit "An: N/A *State character of property interest in each area and list arid identify for each all exceptions, encumbrances, and adverse interests of every kind and nature, including liens, easements, leases, etc. The separate areas of land need only be identified here by the area numbers shown on the property map. FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100(4-76) Page 3b Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-D569 PART 11-SECTION C (CONTINUED) 9. Exclusive Rights. -There is no grant of an exclusive right for the conduct of any aeronautical activity at any airport owned or controlled by the Sponsor except as follows: None. 10. Land. -(a) The sponsor holds the following property interest in the following areas of land* which are to be developed or used as part of or in connection with the Airport subject to the following exceptions, encumbrances, and adverse interests, all of which areas are identified on the aforementioned property map designated as Exhibit "Au: City of Palo Alto owns property in Fee Simple. No change in property interest since last Grant Application. The Sponsor further certifies that the above is based on a title examination by a qualified attorney or title company and that such attorney or title company has determined that the Sponsor holds the above property interests. (b) The Sponsor will acquire within a reasonable time, but in any event prior to the start of any construction work under the Project, the following property interest in the following areas of land* on which such construction work is to be performed, all of which areas are identified on the aforementioned property map designated as Exhibit "Au: NIA (c) The Sponsor will acquire within a reasonable time, and if feasible prior to the completion of all construction work under the Project, the following property interest in the following areas of land* which are to be developed or used as part of or in connection with the Airport as it will be upon completion of the Project, all of which areas are identified on the aforementioned property map deSignated as Exhibit "Au: NIA *State character of property interest in each area and list arid identify for each all exceptions, encumbrances, and adverse interests of every kind and nature, including liens, easements, leases, etc. The separate areas of land need only be identified here by the area numbers shown on the property map. FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100(4-76) Page 3b Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-D569 PART 11-SECTION C (CONTINUED) 9. Exclusive Rights. -There is no grant of an exclusive right for the conduct of any aeronautical activity at any airport owned or controlled by the Sponsor except as follows: None. 10. Land. -(a) The sponsor holds the following property interest in the following areas of land* which are to be developed or used as part of or in connection with the Airport subject to the following exceptions, encumbrances, and adverse interests, all of which areas are identified on the aforementioned property map designated as Exhibit "Au: City of Palo Alto owns property in Fee Simple. No change in property interest since last Grant Application. The Sponsor further certifies that the above is based on a title examination by a qualified attorney or title company and that such attorney or title company has determined that the Sponsor holds the above property interests. (b) The Sponsor will acquire within a reasonable time, but in any event prior to the start of any construction work under the Project, the following property interest in the following areas of land* on which such construction work is to be performed, all of which areas are identified on the aforementioned property map designated as Exhibit "Au: NIA (c) The Sponsor will acquire within a reasonable time, and if feasible prior to the completion of all construction work under the Project, the following property interest in the following areas of land* which are to be developed or used as part of or in connection with the Airport as it will be upon completion of the Project, all of which areas are identified on the aforementioned property map deSignated as Exhibit "Au: NIA *State character of property interest in each area and list arid identify for each all exceptions, encumbrances, and adverse interests of every kind and nature, including liens, easements, leases, etc. The separate areas of land need only be identified here by the area numbers shown on the property map. FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100(4-76) Page 3b Exhibit K - 7 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMB 1110. 2120-0569 PART 111-BUDGET INFORMATION -CONSTRUCTION SECTION A -GENERAL 1. Federal Domestic Assistance Catalog No. 20.106 2. Functional or Other Breakout SEE EXHIBIT C COST BREAKDOWN SECTION B -CALCULATION OF FEDERAL GRANT Use only for revisions Total Amount COST CLASSIFICATION Latest Approved Adjustment + or Required amount (-) 1. Administration expense $ $ $40,000.00 2. Preliminary expense 3. Land, structures, right-of-way 4. Architectural engineering basic fees 5. Other architectural engineering fees IAPMS 25,000.00 6. Project inspection fees 45,000.00 7. Land development , 8. Relocation expenses 9. Relocation payments to individuals and businesses 10. Demolition and removal 11. Construction and project improvement 500,000.00 12. Equipment 13. Miscellaneous 14. Total (Lines 1 through 13) 610,000.00 15. Estimated Income (if applicable) 16. Net Project Amount (Line 14 minus 15) 610,000.00 17. Less: Ineligible Exclusions 18. Add: Contingencies 19. Total Project Amt. (Excluding Rehabilitation Grants) 610,000.00 20. Federal Share requested of Line 19 549,000.00 21. Add Rehabilitation Grants Requested (100 percent) 22. Total Federal grant requested (Lines 20 & 21) 549,000.00 23. Grantee share 61,000.00 24. Other shares 25. Total project (Lines 22, 23, & 24) $ $ $610,000.00 FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100..100 (6-73) Page 4 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMB NO. 2120-D569 PART 111-BUDGET INFORMATION -CONSTRUCTION SECTION A -GENERAL 1. Federal Domestic Assistance Catalog No. 20.106 2. Functional or Other Breakout SEE EXHIBIT C COST BREAKDOWN SECTION B -CALCULATION OF FEDERAL GRANT Use only for revisions Total Amount COST CLASSIFICATION Latest Approved Adjustment + or Required amount (-) 1. Administration expense $ $ $40,000.00 2. Preliminary expense 3. Land, structures, right-of-way 4. Architectural engineering basic fees 5. Other architectural engineering fees IAPMS 25,000.00 6. Project inspection fees 45,000.00 7. Land development , 8. Relocation expenses 9. Relocation payments to individuals and businesses 10. Demolition and removal 11. Construction and project improvement 500,000.00 12. Equipment 13. Miscellaneous 14. Total (Lines 1 through 13) 610,000.00 15. Estimated Income (if applicable) 16. Net Project Amount (Line 14 minus 15) 610,000.00 17. Less: Ineligible Exclusions 18. Add: Contingencies 19. Total Project Amt. (Excluding Rehabilitation Grants) 610,000.00 20. Federal Share requested of Line 19 549,000.00 21. Add Rehabilitation Grants Requested (100 percent) 22. Total Federal grant requested (Lines 20 & 21) 549,000.00 23. Grantee share 61,000.00 24. Other shares 25. Total project (Lines 22, 23, & 24) $ $ $610,000.00 FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) Page 4 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMB NO. 2120-D569 PART 111-BUDGET INFORMATION -CONSTRUCTION SECTION A -GENERAL 1. Federal Domestic Assistance Catalog No. 20.106 2. Functional or Other Breakout SEE EXHIBIT C COST BREAKDOWN SECTION B -CALCULATION OF FEDERAL GRANT Use only for revisions Total Amount COST CLASSIFICATION Latest Approved Adjustment + or Required amount (-) 1. Administration expense $ $ $40,000.00 2. Preliminary expense 3. Land, structures, right-of-way 4. Architectural engineering basic fees 5. Other architectural engineering fees IAPMS 25,000.00 6. Project inspection fees 45,000.00 7. Land development , 8. Relocation expenses 9. Relocation payments to individuals and businesses 10. Demolition and removal 11. Construction and project improvement 500,000.00 12. Equipment 13. Miscellaneous 14. Total (Lines 1 through 13) 610,000.00 15. Estimated Income (if applicable) 16. Net Project Amount (Line 14 minus 15) 610,000.00 17. Less: Ineligible Exclusions 18. Add: Contingencies 19. Total Project Amt. (Excluding Rehabilitation Grants) 610,000.00 20. Federal Share requested of Line 19 549,000.00 21. Add Rehabilitation Grants Requested (100 percent) 22. Total Federal grant requested (Lines 20 & 21) 549,000.00 23. Grantee share 61,000.00 24. Other shares 25. Total project (Lines 22, 23, & 24) $ $ $610,000.00 FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) Page 4 Exhibit K - 8 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMB NO. 2120-0569 SECTION C -EXCLUSIONS Ineligible for Excluded from Participation Contingency Provision 26. Classification (1) (2) a. ~ $ b. c. d. e. f. g. Totals ~ $ SECTION D -PROPOSED METHOD OF FINANCING NON-FEDERAL SHARE 27. Grantee Share $61,000.00 a. Securities b. Mortgages c. Appropriations (By Applicant) d. Bonds e. Tax Levies f. Non Cash g. Other (Explain) h. Total-Grantee Share 61,000.00 28. Other Shares a. State b. Other c. Total Other Shares 29. TOTAL ~ 61,000.00 SECTION E -REMARKS Exhibit A Property Map: Last updated 2013 (not included with this submittal) Exhibit B Sketch of Project, attached Exhibit C Cost Breakdown, attached Exhibit D Sponsor Assurances, attached (2014) Exhibit E Drug-free Workplace Certification, attached Exhibit F Standard DOT Title VI Assurances Last ALP dated: 2009 PART IV -PROGRAM NARRATIVE (ATTACH-SEEINSTRUCTIONS) FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) PAGE 5 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 SECTION C -EXCLUSIONS Ineligible for Excluded from Participation Contingency Provision 26. Classification (1 ) (2) a. ~ $ b. c. d. e. f. g. Totals ~ $ SECTION D -PROPOSED METHOD OF FINANCING NON-FEDERAL SHARE 27. Grantee Share $ 61,000.00 a. Securities b. Mortgages c. Appropriations (By Applicant) d. Bonds e. Tax Levies f. Non Cash g. Other (Explain) h. Total-Grantee Share 61,000.00 28. Other Shares a. State b. Other c. Total Other Shares 29. TOTAL $ 61,000.00 SECTION E -REMARKS Exhibit A Property Map: Last updated 2013 (not included with this submittal) Exhibit B Sketch of Project, attached Exhibit C Cost Breakdown, attached Exhibit D Sponsor Assurances, attached (2014) Exhibit E Drug-free Workplace Certification, attached Exhibit F Standard DOT Title VI Assurances Last ALP dated: 2009 PART IV -PROGRAM NARRATIVE (ATTACH-SEE INSTRUCTIONS) FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) PAGE 5 Palo Alto Airport Rwy & Txy Rehab DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION OMS NO. 2120-0569 SECTION C -EXCLUSIONS Ineligible for Excluded from Participation Contingency Provision 26. Classification (1 ) (2) a. ~ $ b. c. d. e. f. g. Totals ~ $ SECTION D -PROPOSED METHOD OF FINANCING NON-FEDERAL SHARE 27. Grantee Share $ 61,000.00 a. Securities b. Mortgages c. Appropriations (By Applicant) d. Bonds e. Tax Levies f. Non Cash g. Other (Explain) h. Total-Grantee Share 61,000.00 28. Other Shares a. State b. Other c. Total Other Shares 29. TOTAL $ 61,000.00 SECTION E -REMARKS Exhibit A Property Map: Last updated 2013 (not included with this submittal) Exhibit B Sketch of Project, attached Exhibit C Cost Breakdown, attached Exhibit D Sponsor Assurances, attached (2014) Exhibit E Drug-free Workplace Certification, attached Exhibit F Standard DOT Title VI Assurances Last ALP dated: 2009 PART IV -PROGRAM NARRATIVE (ATTACH-SEE INSTRUCTIONS) FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) PAGE 5 Exhibit K - 9 Palo Alto Airport Rwy & Txy Rehab PART IV PROGRAM NARRATIVE (Suggested Format) DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION PROJECT: Rehabilitation of Runway 13-31 and Taxiways AIRPORT: Palo Alto Airport 1. Objective: OMB NO. 2120-0569 Construction of the previosuly designed airfield pavement rehabiliation project. The project consists of the rehabiliation of Runway 13-31, Taxiways A, S, C, E, and Z, which shall include surface prepartion (cleaning, rubber removal, marking removal), crack sealing, microsurfacing, and pavement markings. The project also includes the repair of surface depressions on the runway and failed pavement areas on the taxiways. Removal of tie-downs within the taxiway object free area of Taxiway Z wil also be included. The project al.soincludes prepartion of an Airfield Pavement management System to evaluate airfield pavments. 2. Benefits Anticipated: A Improve aircraft and airfield safety. B. Extend pavement life. C. Evaluate airfield pavement condition to allow to program upcoming projects. 3. Approach: (See approved Scope of Work in final Application) Project anticipated to go out for bid early summer of 2014 to be constructed in fall of 2014. APMS to begin in summer of 2014 for completion in fall of 2014 4. Geographic Location: Palo Alto Airport, Palo Alto, California 5. If Applicable, Provide Additional Information: N/A 6: Sponsor's Representative: (incl. address & tel. no.) Mr. James Keene City of Palo Alto, City Manager 250 Hamilton Avenue . Palo Alto, CA 94301 650-329-2563 Email: james.keene@cityofpaloalto.org FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) PAGE 6 Palo Alto Airport RI/'J'f & Txy Rehab PART IV PROGRAM NARRATIVE (Suggested Format) DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION PROJECT: Rehabilitation of Runway 13-31 and Taxiways AIRPORT: Palo Alto Airport 1. Objective: OMS NO. 2120-0569 Construction of the previosuly designed airfield pavement rehabiliation project. The project consists of the rehabiliation of Runway 13-31, Taxiways A, 8, C, E, and Z, which shall include surface prepartion (cleaning, rubber removal, marking removal), crack sealing, microsurfacing, and pavement markings. The project also includes the repair of surface depressions on the runway and failed pavement areas on the taxiways. Removal of tie-downs within the taxiway object free area of Taxiway Z wil also be included. The project also includes prepartion of an Airfield Pavement management System to evaluate airfield pavments. 2. Benefits Anticipated: A Improve aircraft and airfield safety. B. Extend pavement life. C. Evaluate airfield pavement condition to allow to program upcoming projects. 3. Approach: (See approved Scope of Walk in final Application) Project anticipated to go out for bid early summer of 2014 to be constructed in fall of 2014. APMS to begin in summer of 2014 for completion in fall of 2014 4. Geographic Location: Palo Alto Airport, Palo Alto, California 5. If Applicable, Provide Additional Information: N(A 6: Sponsor's Representative: (incl. address & tel. no.) Mr. James Keene City of Palo Alto, City Manager 250 Hamilton Avenue . Palo Alto, CA 94301 650-329-2563 Email: james.keene@cityofpaloalto.org FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) PAGE 6 Palo Alto Airport RI/'J'f & Txy Rehab PART IV PROGRAM NARRATIVE (Suggested Format) DEPARTMENT OF TRANSPORTATION -FEDERAL AVIATION ADMINISTRATION PROJECT: Rehabilitation of Runway 13-31 and Taxiways AIRPORT: Palo Alto Airport 1. Objective: OMS NO. 2120-0569 Construction of the previosuly designed airfield pavement rehabiliation project. The project consists of the rehabiliation of Runway 13-31, Taxiways A, 8, C, E, and Z, which shall include surface prepartion (cleaning, rubber removal, marking removal), crack sealing, microsurfacing, and pavement markings. The project also includes the repair of surface depressions on the runway and failed pavement areas on the taxiways. Removal of tie-downs within the taxiway object free area of Taxiway Z wil also be included. The project also includes prepartion of an Airfield Pavement management System to evaluate airfield pavments. 2. Benefits Anticipated: A Improve aircraft and airfield safety. B. Extend pavement life. C. Evaluate airfield pavement condition to allow to program upcoming projects. 3. Approach: (See approved Scope of Walk in final Application) Project anticipated to go out for bid early summer of 2014 to be constructed in fall of 2014. APMS to begin in summer of 2014 for completion in fall of 2014 4. Geographic Location: Palo Alto Airport, Palo Alto, California 5. If Applicable, Provide Additional Information: N(A 6: Sponsor's Representative: (incl. address & tel. no.) Mr. James Keene City of Palo Alto, City Manager 250 Hamilton Avenue . Palo Alto, CA 94301 650-329-2563 Email: james.keene@cityofpaloalto.org FAA Form 5100-100 (9-03) SUPERSEDES FAA FORM 5100-100 (6-73) PAGE 6 Exhibit K - 10 palo Alto Airport Rwy & Txy Rehab Exhibit A Property Map (Previously submitted) Palo Alto Airport Rwy & Txy Rehab Exhibit A Property Map (Previously submitted) Palo Alto Airport Rwy & Txy Rehab Exhibit A Property Map (Previously submitted) Exhibit K - 11 palo Alto Airport Rwy & Txy Rehab Exhibit B Project Sketch Palo Alto Airport Rwy & Txy Rehab Exhibit B Project Sketch Palo Alto Airport Rwy & Txy Rehab Exhibit B Project Sketch Exhibit K - 12 000 PALO ALTO MUNICIPAL CONTRUCTION OF THE FOLLOWING: CD-RUNWAY AND TAXIWAYS REHABILITATION GOLF COURSE AIR TRAFFIC CONTROL TOWER ®_ REMOVAL OF TIEDOWNS AND REMARKING OF PAVEMENT ADJACENT TO TAXIWYSZ&G w o 500' GRANT 201 2014 -10:43am 1000' Mead MEAD & HUNT, INC. 133 Aviation Blvd.,Suite 100 Santa Rosa, CA 95403 lunt 707.526.5010 fax: 707.526.9721 www.meadhunt.com Date: 03/14/14 PALO ALTO AIRPORT Design: SANTA CLARA COUNTY Drawn: TDB 2014 GRANT APPLICATION Scale: 1"=500' Sheet: 1 OF 1 PROJECT LOCATION MAP Palo Alto Rehab PALO ALTO MUNICIPAL CONTRUCTION OF THE FOLLOWING: <D-RUNWAY AND TAXIWAYS REHABILITATION GOLF COURSE AIR TRAFFIC CONTROL TOWER ®_ REMOVAL OF TIEDOWNS AND REMARKING OF PAVEMENT ADJACENT TO TAXIWYSZ&G X:\4058100\REF\Grant GRANT o ! 2014 -10:43am 500' ; 1000' I Mead lunt Date: 03/14/14 Design: Drawn: TDB Scale: 1"=500' Sheet: 1 OF 1 ;;;r TREATMENT PLANT If ! ~r\ ;~ MEAD & HUNT, INC. 133 Aviation Blvd.,Suite 100 Santa Rosa, CA 95403 707.526.5010 fax: 707.526.9721 www.meadhunt.com PALO AL TO AIRPORT SANTA CLARA COUNTY 2014 GRANT APPLICATION PROJECT LOCATION MAP Palo Alto Rehab PALO ALTO MUNICIPAL CONTRUCTION OF THE FOLLOWING: <D-RUNWAY AND TAXIWAYS REHABILITATION GOLF COURSE AIR TRAFFIC CONTROL TOWER ®_ REMOVAL OF TIEDOWNS AND REMARKING OF PAVEMENT ADJACENT TO TAXIWYSZ&G X:\4058100\REF\Grant GRANT o ! 2014 -10:43am 500' ; 1000' I Mead lunt Date: 03/14/14 Design: Drawn: TDB Scale: 1"=500' Sheet: 1 OF 1 ;;;r TREATMENT PLANT If ! ~r\ ;~ MEAD & HUNT, INC. 133 Aviation Blvd.,Suite 100 Santa Rosa, CA 95403 707.526.5010 fax: 707.526.9721 www.meadhunt.com PALO AL TO AIRPORT SANTA CLARA COUNTY 2014 GRANT APPLICATION PROJECT LOCATION MAP Exhibit K - 13 Palo Alto Airport Rwy & Txy Rehab Exhibit C Cost Breakdown Palo Alto Airport Rwy & Txy Rehab Exhibit C Cost Breakdown Palo Alto Airport Rwy & Txy Rehab Exhibit C Cost Breakdown Exhibit K - 14 EXHIBITC COST BREAKDOWN Palo Alto Airport, Santa Clara County Rehabilitation of Runway 13-31 and Taxiways & APMS Construction Cost Additional Costs Total Additional Costs C:IUsersl1135dmelDocumentslMy Received FileslPAO Airfield Rehab.Grant App Cost 8reakdown.xlsx EXHIBITC COST BREAKDOWN Palo Alto Airport, Santa Clara County Rehabilitation of Runway 13-31 and Taxiways & APMS Construction Cost Total Additional Costs C:\Users\1135dme\Documents\My Received Files\PAO Airfield Rehab.Grant App Cost Breakdown.xlsx EXHIBITC COST BREAKDOWN Palo Alto Airport, Santa Clara County Rehabilitation of Runway 13-31 and Taxiways & APMS Construction Cost Total Additional Costs C:\Users\1135dme\Documents\My Received Files\PAO Airfield Rehab.Grant App Cost Breakdown.xlsx Exhibit K - 15 Palo Alto Airport Rwy & Txy Rehab Exhibit D Sponsor Assurances Palo Alto Airport Rwy & Txy Rehab Exhibit D Sponsor Assurances Palo Alto Airport Rwy & Txy Rehab Exhibit D Sponsor Assurances Exhibit K - 16 A. General. FAA Airports ASSURANCES Airport Sponsors 1. These assurances shall be complied with in the performance of grant agreements for airport development, airport planning, and noise compatibility program grants for airport sponsors. 2. These assurances are required to be submitted as part of the project application by sponsors requesting funds under the provisions of Title 49, U.S.C., subtitle VII, as amended. As used herein, the term "public agency sponsor" means a public agency with control of a public-use airport; the term "private sponsor" means a private owner of a public-use airport; and the term "sponsor" includes both public agency sponsors and private sponsors. 3. Upon acceptance of this grant offer by the sponsor, these assurances are incorporated in and become part of this grant agreement. B. Duration and Applicability. 1. Airport development or Noise Compatibility Program Projects Undertaken by a Public Agency Sponsor. The terms, conditions and assurances of this grant agreement shall remain in full force and effect throughout the useful life of the facilities developed or equipment. acquired for an airport development or noise compatibility program project, or throughout the useful life of the project items installed within a facility under a noise compatibility program project, but in any event not to exceed twenty (20) years from the date of acceptance of a grant offer of Federal funds for the project. However, there shall be no limit on the duration of the assurances regarding Exclusive Rights and Airport Revenue so long as the airport is used as an airport. There shall be no limit on the duration of the terms, conditions, and assurances with respect to real property acquired with federal funds. Furthermore, the duration of the Civil Rights assurance shall be specified in the assurances. 2. Airport Development or Noise Compatibility Projects Undertaken bya Private Sponsor. The preceding paragraph 1 also applies to a private sponsor except that the useful life of project items installed within a facility or the useful life of the faqilities developed or equipment acquired under an airport development or noise compatibility program project shall be no less than ten (10) years from the date of acceptance of Federal aid for the project. Airport Sponsor Assurances 3/2014 Page 1 of20 FAA it'I"=iOiOnOiiii=i'tt* Airports A. General. ASSURANCES Airport Sponsors 1. These assurances shall be complied with in the perfonnance of grant agreements for airport development, airport planning, and noise compatibility program grants for airport sponsors. 2. These assurances are required to be submitted as part of the project application by sponsors requesting funds under the provisions of Title 49, U.S.C., subtitle VII, as amended. As used herein, the tenn "public agency sponsor" means a public agency with control of a public-use airport; the tenn "private sponsor" means a private owner of a public-use airport; and the tenn "sponsor" includes both public agency sponsors and private sponsors. 3. Upon acceptance of this grant offer by the sponsor, these assurances are incorporated in and become part of this grant agreement. B. Duration and Applicability. 1. Airport development or Noise Compatibility Program Projects Undertaken by a Public Agency Sponsor. The tenns, conditions and assurances of this grant agreement shall remain in full force and effect throughout the useful life of the facilities developed or equipment acquired for an airport development or noise compatibility program project, or throughout the useful life of the project items installed within a facility under a noise compatibility program project, but in any event not to exceed twenty (20) years from the date of acceptance of a grant offer of Federal funds for the project. However, there shall be no limit on the duration of the assurances regarding Exclusive Rights and Airport Revenue so long as the airport is used as an airport. There shall be no limit on the duration of the tenns, conditions, and assurances with respect to real property acquired with federal funds. Furthennore, the duration of the Civil Rights assurance shall be specified in the assurances. 2. Airport Development or Noise Compatibility Projects Undertaken by a Private Sponsor. The preceding paragraph 1 also applies to a private sponsor except that the useful life of project items installed within a facility or the useful life of the faGilities developed or equipment acquired under an airport development or noise compatibility program project shall be no less than ten (10) years from the date of acceptance of Federal aid for the project. Airport Sponsor Assurances 3/2014 Page 1 0[20 FAA it'I"=iOiOnOiiii=i'tt* Airports A. General. ASSURANCES Airport Sponsors 1. These assurances shall be complied with in the perfonnance of grant agreements for airport development, airport planning, and noise compatibility program grants for airport sponsors. 2. These assurances are required to be submitted as part of the project application by sponsors requesting funds under the provisions of Title 49, U.S.C., subtitle VII, as amended. As used herein, the tenn "public agency sponsor" means a public agency with control of a public-use airport; the tenn "private sponsor" means a private owner of a public-use airport; and the tenn "sponsor" includes both public agency sponsors and private sponsors. 3. Upon acceptance of this grant offer by the sponsor, these assurances are incorporated in and become part of this grant agreement. B. Duration and Applicability. 1. Airport development or Noise Compatibility Program Projects Undertaken by a Public Agency Sponsor. The tenns, conditions and assurances of this grant agreement shall remain in full force and effect throughout the useful life of the facilities developed or equipment acquired for an airport development or noise compatibility program project, or throughout the useful life of the project items installed within a facility under a noise compatibility program project, but in any event not to exceed twenty (20) years from the date of acceptance of a grant offer of Federal funds for the project. However, there shall be no limit on the duration of the assurances regarding Exclusive Rights and Airport Revenue so long as the airport is used as an airport. There shall be no limit on the duration of the tenns, conditions, and assurances with respect to real property acquired with federal funds. Furthennore, the duration of the Civil Rights assurance shall be specified in the assurances. 2. Airport Development or Noise Compatibility Projects Undertaken by a Private Sponsor. The preceding paragraph 1 also applies to a private sponsor except that the useful life of project items installed within a facility or the useful life of the faGilities developed or equipment acquired under an airport development or noise compatibility program project shall be no less than ten (10) years from the date of acceptance of Federal aid for the project. Airport Sponsor Assurances 3/2014 Page 1 0[20 Exhibit K - 17 3. Airport Planning Undertaken by a Sponsor. Unless otherwise specified in this grant agreement, only Assurances 1, 2, 3, 5, 6, 13, 18,25,30,32,33, and 34 in Section C apply to planning projects. The terms, conditions, and assurances of this grant agreement shall remain in full force and effect during the life of the project; there snaIl be no liinit ()n the duration of the assurances regarding Airport Revenue so long as the airport is used as an airport. C. Sponsor Certification. The sponsor hereby assures and certifies, with respect to this grant that: . 1. General Federal Requirements. It will comply with all applicable Federal1aws, regulations, executive orders, policies, guidelines, and requirements as they relate to the application, acceptance and use of Federal funds for this project including but not limited to the following: Federal Legislation a. Title 49, U.S.C., subtitle VII, as amended. b. Davis-Bacon Act -40 U.S.C. 276(a), et seq.l c. Federal Fair Labor Standards Act -29 U.S.C. 201, et seq. d. HatchAct-5U.S.C.150l,etseq.2 e. Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 Title 42 U.S.C. 4601, et seq.l2 f. National Historic Preservation Act of 1966 -Section 106 -16 U.S.C. 470(f).l g. Archeological and Historic Preservation Act of 1974 -16 U.S.C. 469 through 469c.! h. Native Americans Grave Repatriation Act -25 U.S.C. Section 3001, et seq. 1. Clean Air Act, P.L. 90-148, as amended. J. Coastal Zone Management Act, P.L. 93-205, as amended. k. Flood Disaster Protection Act of 1973 -Section 102(a) -42 U.S.C. 4012a.! 1. Title 49, U.S.C., Section 303, (formerly known as Section 4(f)) m. Rehabilitation Act of 1973 -29 U.S.C. 794. n. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis ofrace, color, national origin); o. Americans with Disabilities Act of 1990, as amended, (42 U.S.C. § 12101 et seq.), prohibits discrimination on the basis of disability). p. Age Discrimination Act of 1975 -42 U.S.C. 6101, et seq. q. American Indian Religious Freedom Act, P.L. 95-341, as amended. r. Architectural Barriers Act of 1968 -42 U.S.C. 4151, et seq.! s. Power plant and Industrial Fuel Use Act of 1978 -Section 403-2 U.S.C. 8373.! t. Contract Work Hours and Safety Standards Act -40 U .S.C. 327, et seq.! u. Copeland Anti-kickback Act -18 U.S.C. 874.1 v. National Environmental Policy Act of 1969 -42 U.S.C. 4321, et seq.! w. Wild and Scenic Rivers Act, P.L. 90-542, as amended. x. Single Audit Act of1984 -31 U.S.C. 7501, et seq.2 y. Drug-Free Workplace Act of 1988 -41 U.S.C. 702 through 706. Airport Sponsor Assurances 3/20!4 Page 2 of 20 3. Airport Planning Undertaken by a Sponsor. Unless otherwise specified in this grant agreement, only Assurances 1,2,3,5,6, 13, 18, 25, 30, 32, 33, and 34 in Section C apply to planning projects. The terms, conditions, and assurances of this grant agreement shall remain in full force and effect during the life of the project; there shall be no limit on the duration of the assurances regarding Airport Revenue so long as the airport is used as an airport. C. Sponsor Certification. The sponsor hereby assures and certifies, with respect to this grant that: . 1. General Federal Requirements. It will comply with all applicable Federal laws, regulations, executive orders, policies, guidelines, and requirements as they relate to the application, acceptance and use of Federal funds for this project including but not limited to the following: Federal Legislation a. Title 49, U .S.C., subtitle VII, as amended. b. Davis-Bacon Act -40 U.S.C. 276(a), et seq.l c. Federal Fair Labor Standards Act -29 U.S.C. 201, et seq. d. HatchAct-5U.S.C.1501,etseq.2 e. Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 Title 42 U.S.C. 4601, et seq.12 f. National Historic Preservation Act of 1966 -Section 106 -16 U.S.C. 470(f).1 g. Archeological and Historic Preservation Act of 1974 -16 U.S.C. 469 through 469c.1 h. Native Americans Grave Repatriation Act -25 U.S.C. Section 3001, et seq. i. Clean Air Act, P.L. 90-148, as amended. j. Coastal Zone Management Act, P.L. 93-205, as amended. k. Flood Disaster Protection Act of 1973 -Section 102(a) -42 U.S.C. 4012a.1 1. Title 49, U.S.C., Section 303, (formerly known as Section 4(f)) m. Rehabilitation Act of 1973 -29 U.S.C. 794. n. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); o. Americans with Disabilities Act of 1990, as amended, (42 U.S.C. § 12101 et seq.), prohibits discrimination on the basis of disability). p. Age Discrimination Act of 1975 -42 U.S.C. 6101, et seq. q. American Indian Religious Freedom Act, P.L. 95-341, as amended. r. Architectural Barriers Act of 1968 -42 U .S.C. 4151, et seq. 1 s. Power plant and Industrial Fuel Use Act of 1978 -Section 403-2 U.S.C. 8373.1 t. Contract Work Hours and Safety Standards Act -40 U.S.C. 327, et seq.1 u. Copeland Anti-kickback Act -18 U.S.C. 874.1 v. National Environmental Policy Act of 1969 -42 U.S.C. 4321, et seq.1 w. Wild and Scenic Rivers Act, P.L. 90-542, as amended. x. Single Audit Act of 1984 -31 U.S.C. 7501, et seq? y. Drug-Free Workplace Act of 1988 -41 U .S.C. 702 through 706. Airport Sponsor Assurances 3/2014 Page 2 of 20 3. Airport Planning Undertaken by a Sponsor. Unless otherwise specified in this grant agreement, only Assurances 1,2,3,5,6, 13, 18, 25, 30, 32, 33, and 34 in Section C apply to planning projects. The terms, conditions, and assurances of this grant agreement shall remain in full force and effect during the life of the project; there shall be no limit on the duration of the assurances regarding Airport Revenue so long as the airport is used as an airport. C. Sponsor Certification. The sponsor hereby assures and certifies, with respect to this grant that: . 1. General Federal Requirements. It will comply with all applicable Federal laws, regulations, executive orders, policies, guidelines, and requirements as they relate to the application, acceptance and use of Federal funds for this project including but not limited to the following: Federal Legislation a. Title 49, U .S.C., subtitle VII, as amended. b. Davis-Bacon Act -40 U.S.C. 276(a), et seq.l c. Federal Fair Labor Standards Act -29 U.S.C. 201, et seq. d. HatchAct-5U.S.C.1501,etseq.2 e. Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 Title 42 U.S.C. 4601, et seq.12 f. National Historic Preservation Act of 1966 -Section 106 -16 U.S.C. 470(f).1 g. Archeological and Historic Preservation Act of 1974 -16 U.S.C. 469 through 469c.1 h. Native Americans Grave Repatriation Act -25 U.S.C. Section 3001, et seq. i. Clean Air Act, P.L. 90-148, as amended. j. Coastal Zone Management Act, P.L. 93-205, as amended. k. Flood Disaster Protection Act of 1973 -Section 102(a) -42 U.S.C. 4012a.1 1. Title 49, U.S.C., Section 303, (formerly known as Section 4(f)) m. Rehabilitation Act of 1973 -29 U.S.C. 794. n. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); o. Americans with Disabilities Act of 1990, as amended, (42 U.S.C. § 12101 et seq.), prohibits discrimination on the basis of disability). p. Age Discrimination Act of 1975 -42 U.S.C. 6101, et seq. q. American Indian Religious Freedom Act, P.L. 95-341, as amended. r. Architectural Barriers Act of 1968 -42 U .S.C. 4151, et seq. 1 s. Power plant and Industrial Fuel Use Act of 1978 -Section 403-2 U.S.C. 8373.1 t. Contract Work Hours and Safety Standards Act -40 U.S.C. 327, et seq.1 u. Copeland Anti-kickback Act -18 U.S.C. 874.1 v. National Environmental Policy Act of 1969 -42 U.S.C. 4321, et seq.1 w. Wild and Scenic Rivers Act, P.L. 90-542, as amended. x. Single Audit Act of 1984 -31 U.S.C. 7501, et seq? y. Drug-Free Workplace Act of 1988 -41 U .S.C. 702 through 706. Airport Sponsor Assurances 3/2014 Page 2 of 20 Exhibit K - 18 z. The Federal Funding Accountability and Transparency Act of 2006, as amended (pub. L. 109-282, as amended by section 6202 of Pub. L. 110-252). Executive Orders l:i. ~Executive Order 11246 -Equal Employment Opportunity! b. Executive Order 11990 -Protection of Wetlands c. Executive Order 11998 -Flood Plain Management d. Executive Order 12372 -Intergovernmental Review of Federal Programs e. Executive Order 12699 ~. Seismic Safety of Federal and Federally Assisted New Building Construction! f. Executive Order 12898 -Environmental Justice Federal Regulations a. 2 CFR Part 180 -OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement). b. 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. [OMB Circular A-87 Cost Principles Applicable to Grants and Contracts with State and Local Governments, and OMB Circular A-133 -Audits of States, Local Governments, and Non-Profit Organizations].4, 5, 6 c. 2 CFR Part 1200 -Nonprocurement Suspension and Debarment d. 14 CFR Part 13 -Investigative and Enforcement Procedures 14 CFR Part 16 - Rules of Practice For Federally Assisted Airport Enforcement Proceedings. e. 14 CFR Part 150 -Airport noise compatibility planning. f. 28 CFR Part 35-Discrimination on the Basis of Disability in State and Local Government Services. g. 28 CFR § 50.3 -U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964. h. 29 CFR Part 1 -Procedures for predetermination of wage rates,! i. 29 CFR Part 3 -Contractors and subcontractors on public building or public work financed in whole or part by loans or grants from the United States.! j. 29 CFR Part 5 -Labor standards provisions applicable to contracts covering federally financed and assisted construction (also labor standards provisions applicable to non-construction contracts subject to the Contract Work Hours and Safety Standards Act).! . k. 41 CFR Part 60 -Office of Federal Contract Compliance PrograIl!s, Equal Employment Opportunity, Department of Labor (Federal and federally assisted contracting requirements). ! 1. 49 CFR Part 18 -Uniform administrative requirements for grants and cooperative agreements to state and local governments.3 m. 49 CFR Part 20 -New restrictions on lobbying. n. 49 CFR Part 21 -Nondiscrimination in federally-assisted programs of the Department of Transportation -effectuation of Title VI of the Civil Rights Act of 1964. o. 49 CFR Part 23 -Participation by Disadvantage Business Enterprise in Airport . Concessions. Airport Sponsor Assurances 3120!4 Page 3 of20 z. The Federal Funding Accountability and Transparency Act of2006, as amended (Pub. L. 109-282, as amended by section 6202 of Pub. L. 110-252). Executive Orders a. Executive Order 11246 -Equal Employment Opportunity! b. Executive Order 11990 -Protection of Wetlands c. Executive Order 11998 -Flood Plain Management d. Executive Order 12372 -Intergovernmental Review of Federal Programs e. Executive Order 12699 -Seismic Safety of Federal and FederalIy Assisted New Building Construction! f. Executive Order 12898 -Environmental Justice Federal Regulations a. 2 CFR Part 180 -OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement). b. 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. [OMB Circular A-87 Cost Principles Applicable to Grants and Contracts with State and Local Governments, and OMB Circular A-133 -Audits of States, Local Governments, and Non-Profit Organizations ].4,5,6 C. 2 CFR Part 1200 -Nonprocurement Suspension and Debarment d. 14 CFR Part 13 -Investigative and Enforcement Procedures14 CFR Part 16 - Rules of Practice For Federally Assisted Airport Enforcement Proceedings. e. 14 CFR Part 150 -Airport noise compatibility planning. f. 28 CFR Part 35-Discrimination on the Basis of Disability in State and Local Government Services. g. 28 CFR § 50.3 -U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964. h. 29 CFR Part 1 -Procedures for predetermination of wage rates.! 1. 29 CFR Part 3 -Contractors and subcontractors on public building or public work financed in whole or part by loans or grants from the United States.! J. 29 CFR Part 5 -Labor standards provisions applicable to contracts covering federally financed and assisted construction (also labor standards provisions applicable to non-construction contracts subject to the Contract Work Hours and Safety Standards Act).! k. 41 CFR Part 60 -Office of Federal Contract Compliance Prograll!s, Equal Employment Opportunity, Department of Labor (Federal and federally assisted contracting requirements). ! 1. 49 CFR Part 18 -Uniform administrative requirements for grants and cooperative agreements to state and local governments.3 m. 49 CFR Part 20 -New restrictions on lobbying. n. 49 CFR Part 21 -Nondiscrimination in federally-assisted programs of the Department of Transportation -effectuation of TitIe VI of the Civil Rights Act of 1964. o. 49 CFR Part 23 -Participation by Disadvantage Business Enterprise in Airport Concessions. Airport Sponsor Assurances 3/20!4 Page 3 of20 z. The Federal Funding Accountability and Transparency Act of2006, as amended (Pub. L. 109-282, as amended by section 6202 of Pub. L. 110-252). Executive Orders a. Executive Order 11246 -Equal Employment Opportunity! b. Executive Order 11990 -Protection of Wetlands c. Executive Order 11998 -Flood Plain Management d. Executive Order 12372 -Intergovernmental Review of Federal Programs e. Executive Order 12699 -Seismic Safety of Federal and FederalIy Assisted New Building Construction! f. Executive Order 12898 -Environmental Justice Federal Regulations a. 2 CFR Part 180 -OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement). b. 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. [OMB Circular A-87 Cost Principles Applicable to Grants and Contracts with State and Local Governments, and OMB Circular A-133 -Audits of States, Local Governments, and Non-Profit Organizations ].4,5,6 C. 2 CFR Part 1200 -Nonprocurement Suspension and Debarment d. 14 CFR Part 13 -Investigative and Enforcement Procedures14 CFR Part 16 - Rules of Practice For Federally Assisted Airport Enforcement Proceedings. e. 14 CFR Part 150 -Airport noise compatibility planning. f. 28 CFR Part 35-Discrimination on the Basis of Disability in State and Local Government Services. g. 28 CFR § 50.3 -U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964. h. 29 CFR Part 1 -Procedures for predetermination of wage rates.! 1. 29 CFR Part 3 -Contractors and subcontractors on public building or public work financed in whole or part by loans or grants from the United States.! J. 29 CFR Part 5 -Labor standards provisions applicable to contracts covering federally financed and assisted construction (also labor standards provisions applicable to non-construction contracts subject to the Contract Work Hours and Safety Standards Act).! k. 41 CFR Part 60 -Office of Federal Contract Compliance Prograll!s, Equal Employment Opportunity, Department of Labor (Federal and federally assisted contracting requirements). ! 1. 49 CFR Part 18 -Uniform administrative requirements for grants and cooperative agreements to state and local governments.3 m. 49 CFR Part 20 -New restrictions on lobbying. n. 49 CFR Part 21 -Nondiscrimination in federally-assisted programs of the Department of Transportation -effectuation of TitIe VI of the Civil Rights Act of 1964. o. 49 CFR Part 23 -Participation by Disadvantage Business Enterprise in Airport Concessions. Airport Sponsor Assurances 3/20!4 Page 3 of20 Exhibit K - 19 p. 49 CFR Part 24 -Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally Assisted Programs. 1 2 q. 49 CFR Part 26 -Participation by Disadvantaged Business Enterprises in Department of Transportation Programs. r. 49 CFR Part 27 -Nondiscrimination on the Basis of Handicap in Pro!fams and Activities Receiving or Benefiting from Federal Financial Assistance. s. 49CFRPart 28 -Enforcement of Nondiscrimination on the Basis of Handicap in Programs or Activities conducted by the Department of Transportation. t. 49 CFR Part 30 -Denial of public works contracts to suppliers of goods and services of countries that deny procurement market access toU.S. contractors. u. 49 CFR Part 32 -Govemmentwide Requirements for Drug-Free Workplace (Financial Assistance) v. 49 CFR Part 37 -Transportation Services for Individuals with Disabilities (ADA). w. 49 CFR Part 41 -Seismic safety of Federal and federally assisted or regulated new building construction. Specific Assurances Specific assurances required to be included in grant agreements by any of the above laws, regulations or circulars are incorporated by reference in this grant agreement. Footnotes to Assurance C.l. 1 These laws do not apply to airport planning sponsors. 2 These laws do not apply to private sponsors. 3 49 CFR Part 18 and 2 CFR Part 200 contain requirements for State and Local Governments receiving Federal assistance. Any requirement levied upon State and Local Governments by this regulation and circular shall also be applicable to private sponsors receiving Federal assistance under Title 49, United States Code. 4 On December 26,2013 at 78 FR 78590, the Office of Management and Budget (OMB) issued the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards in 2 CFR Part 200.2 CFR Part 200 replaces and combines the former Uniform Administrative Requirements for Grants (OMB Circular A-I02 and Circular A-IIO or 2 CFR Part 215 or Circular) as well as the Cost Principles (Circulars A-21 or 2 CFR part 220; Circular A-87 or 2 CFR part 225; and A-I22, 2 CFR part 230). Additionally it replaces Circular A-133 guidance on the Single Annual Audit. In accordance with 2 CFR section 200.110, the standards set forth in Part 200 which affect administration of Federal awards issued by Federal agencies become effective once implemented by Federal agencies or when any future amendment to this Part becomes final. Federal agencies, including the Department of Transportation, must implement the policies and procedures applicable to Federal awards by promulgating a regulation to be effective by December 26, 2014 unless different provisions are required by statute or approved by OMB. Airport Sponsor Assurances 3/2014 Page4of20 p. 49 CFR Part 24 -Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally Assisted Programs.1 2 q. 49 CFR Part 26 -Participation by Disadvantaged Business Enterprises in Department of Transportation Programs. r. 49 CFR Part 27 -Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance.1 s. 49 CFR Part 28 -Enforcement of Nondiscrimination on the Basis of Handicap in Programs or Activities conducted by the Department of Transportation. t. 49 CFR Part 30 -Denial of public works contracts to suppliers of goods and services of countries that deny procurement market access to U.S. contractors. u. 49 CFR Part 32 -Governmentwide Requirements for Drug-Free Workplace (Financial Assistance) v. 49 CFR Part 37 -Transportation Services for Individuals with Disabilities (ADA). w. 49 CFR Part 41 -Seismic safety of Federal and federally assisted or regulated new building construction. Specific Assurances Specific assurances required to be included in grant agreements by any of the above laws, regulations or circulars are incorporated by reference in this grant agreement. Footnotes to Assurance C.l. 1 These laws do not apply to airport planning sponsors. 2 These laws do not apply to private sponsors. 3 49 CFR Part 18 and 2 CFR Part 200 contain requirements for State and Local Governments receiving Federal assistance. Any requirement levied upon State and Local Governments by this regulation and circular shall also be applicable to private sponsors receiving Federal assistance under Title 49, United States Code. 4 On December 26,2013 at 78 FR 78590, the Office of Management and Budget (OMB) issued the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards in 2 CFR Part 200.2 CFR Part 200 replaces and combines the former Uniform Administrative Requirements for Grants (OMB Circular A-l02 and Circular A-110 or 2 CFR Part 215 or Circular) as well as the Cost Principles (Circulars A-2l or 2 CFR part 220; Circular A-87 or 2 CFR part 225; and A-l22, 2 CFR part 230). Additionally it replaces Circular A-133 guidance on the Single Annual Audit. In accordance with 2 CFR section 200.110, the standards set forth in Part 200 which affect administration of Federal awards issued by Federal agencies become effective once implemented by Federal agencies or when any future amendment to this Part becomes final. Federal agencies, including the Department of Transportation, must implement the policies and procedures applicable to Federal awards by promulgating a regulation to be effective by December 26, 2014 unless different provisions are required by statute or approved by OMB. Airport Sponsor Assurances 3/2014 Page4of20 p. 49 CFR Part 24 -Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally Assisted Programs.1 2 q. 49 CFR Part 26 -Participation by Disadvantaged Business Enterprises in Department of Transportation Programs. r. 49 CFR Part 27 -Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance.1 s. 49 CFR Part 28 -Enforcement of Nondiscrimination on the Basis of Handicap in Programs or Activities conducted by the Department of Transportation. t. 49 CFR Part 30 -Denial of public works contracts to suppliers of goods and services of countries that deny procurement market access to U.S. contractors. u. 49 CFR Part 32 -Governmentwide Requirements for Drug-Free Workplace (Financial Assistance) v. 49 CFR Part 37 -Transportation Services for Individuals with Disabilities (ADA). w. 49 CFR Part 41 -Seismic safety of Federal and federally assisted or regulated new building construction. Specific Assurances Specific assurances required to be included in grant agreements by any of the above laws, regulations or circulars are incorporated by reference in this grant agreement. Footnotes to Assurance C.l. 1 These laws do not apply to airport planning sponsors. 2 These laws do not apply to private sponsors. 3 49 CFR Part 18 and 2 CFR Part 200 contain requirements for State and Local Governments receiving Federal assistance. Any requirement levied upon State and Local Governments by this regulation and circular shall also be applicable to private sponsors receiving Federal assistance under Title 49, United States Code. 4 On December 26,2013 at 78 FR 78590, the Office of Management and Budget (OMB) issued the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards in 2 CFR Part 200.2 CFR Part 200 replaces and combines the former Uniform Administrative Requirements for Grants (OMB Circular A-l02 and Circular A-110 or 2 CFR Part 215 or Circular) as well as the Cost Principles (Circulars A-2l or 2 CFR part 220; Circular A-87 or 2 CFR part 225; and A-l22, 2 CFR part 230). Additionally it replaces Circular A-133 guidance on the Single Annual Audit. In accordance with 2 CFR section 200.110, the standards set forth in Part 200 which affect administration of Federal awards issued by Federal agencies become effective once implemented by Federal agencies or when any future amendment to this Part becomes final. Federal agencies, including the Department of Transportation, must implement the policies and procedures applicable to Federal awards by promulgating a regulation to be effective by December 26, 2014 unless different provisions are required by statute or approved by OMB. Airport Sponsor Assurances 3/2014 Page4of20 Exhibit K - 20 5 Cost principles established in 2 CFR part 200 subpart E must be used as guidelines for determining the eligibility of specific types of expenses. 6 Audit requirements established in 2 CFR part 200 subpart F are the guidelines for audits. 2. Responsibility and Authority of the Sponsor. a. Public Agency Sponsor: It has legal authority to apply for this grant, and to finance and carry out the proposed project; that a resolution, motion or similar action has been duly adopted or passed as an official act of the applicant's governing body authorizing the filing of the application, including all understandings and assurances contained therein, and directing and authorizing the person identified as the official representative of the applicant to act in connection with the application and to provide such additional information as may be required. b. Private Sponsor: It has legal authority to apply for this grant and to finance and carry out the proposed project and comply with all terms, conditions, and assurances of this grant agreement. It shall designate an official representative and shall in writing direct and authorize that person to file this application, including all understandings and assurances contained therein; to act in connection with this application; and to provide such additional information as may be required. 3. Sponsor Fund Availability. It has sufficient funds available for that portion of the project costs which are not to be paid by the United States. It has sufficient funds available to assure operation and maintenance of items funded under this grant agreement which it will own or control. 4. Good Title. a. It, a public agency or the Federal government, holds good title, satisfactory to the Secretary, to the landing area of the airport or site thereof, or will give assurance satisfactory to the Secretary that good title will be acquired. b. For noise compatibility program projects to be carried out on the property of the sponsor, it holds good title satisfactory to the Secretary to that portion of the property upon which Federal funds will be expended or will give assurance to the Secretary that good title will be obtained. 5. Preserving Rights and Powers. a. It will not take or permit any action which would operate to deprive it of any of the rights and powers necessary to perform any or all of the terms, conditions, and assurances in this grant agreement without the written approval of the, Secretary, and will act promptly to acquire, extinguish or modify any outstanding rights or claims of right of others which would interfere with such performance by the sponsor. This shall be done in a manner acceptable to the Secretary. Airport Sponsor Assurances 312014 PageS 0[20 5 Cost principles established in 2 CFR part 200 subpart E must be used as guidelines for determining the eligibility of specific types of expenses. 6 Audit requirements established in 2 CFR part 200 subpart F are the guidelines for audits. 2. Responsibility and Authority of the Sponsor. a. Public Agency Sponsor: It has legal authority to apply for this grant, and to finance and carry out the proposed project; that a resolution, motion or similar action has been duly adopted or passed as an official act of the applicant's governing body authorizing the filing of the application, including all understandings and assurances contained therein, and directing and authorizing the person identified as the official representative of the applicant to act in connection with the application and to provide such additional information as may be required. b. Private Sponsor: It has legal authority to apply for this grant and to finance and carry out the proposed project and comply with all terms, conditions, and assurances of this grant agreement. It shall designate an official representative and shall in writing direct and authorize that person to file this application, including all understandings and assurances contained therein; to act in connection with this application; and to provide such additional information as may be required. 3. Sponsor Fund Availability. It has sufficient funds available for that portion of the project costs which are not to be paid by the United States. It has sufficient funds available to assure operation and maintenance of items funded under this grant agreement which it will own or control. 4. Good Title. a. It, a public agency or the Federal government, holds good title, satisfactory to the Secretary, to the landing area of the airport or site thereof, or will give assurance satisfactory to the Secretary that good title will be acquired. b. For noise compatibility program projects to be carried out on the property of the sponsor, it holds good title satisfactory to the Secretary to that portion of the property upon which Federal funds will be expended or will give assurance to the Secretary that good title will be obtained. 5. Preserving Rights and Powers. a. It will not take or permit any action which would operate to deprive it of any of the rights and powers necessary to perform any or all ofthe terms, conditions, and assurances in this grant agreement without the written approval of the Secretary, and will act promptly to acquire, extinguish or modify any outstanding rights or claims of right of others which would interfere with such performance by the sponsor. This shall be done in a manner acceptable to the Secretary. Airport Sponsor Assurances 3/2014 Page 5 0[20 5 Cost principles established in 2 CFR part 200 subpart E must be used as guidelines for determining the eligibility of specific types of expenses. 6 Audit requirements established in 2 CFR part 200 subpart F are the guidelines for audits. 2. Responsibility and Authority of the Sponsor. a. Public Agency Sponsor: It has legal authority to apply for this grant, and to finance and carry out the proposed project; that a resolution, motion or similar action has been duly adopted or passed as an official act of the applicant's governing body authorizing the filing of the application, including all understandings and assurances contained therein, and directing and authorizing the person identified as the official representative of the applicant to act in connection with the application and to provide such additional information as may be required. b. Private Sponsor: It has legal authority to apply for this grant and to finance and carry out the proposed project and comply with all terms, conditions, and assurances of this grant agreement. It shall designate an official representative and shall in writing direct and authorize that person to file this application, including all understandings and assurances contained therein; to act in connection with this application; and to provide such additional information as may be required. 3. Sponsor Fund Availability. It has sufficient funds available for that portion of the project costs which are not to be paid by the United States. It has sufficient funds available to assure operation and maintenance of items funded under this grant agreement which it will own or control. 4. Good Title. a. It, a public agency or the Federal government, holds good title, satisfactory to the Secretary, to the landing area of the airport or site thereof, or will give assurance satisfactory to the Secretary that good title will be acquired. b. For noise compatibility program projects to be carried out on the property of the sponsor, it holds good title satisfactory to the Secretary to that portion of the property upon which Federal funds will be expended or will give assurance to the Secretary that good title will be obtained. 5. Preserving Rights and Powers. a. It will not take or permit any action which would operate to deprive it of any of the rights and powers necessary to perform any or all ofthe terms, conditions, and assurances in this grant agreement without the written approval of the Secretary, and will act promptly to acquire, extinguish or modify any outstanding rights or claims of right of others which would interfere with such performance by the sponsor. This shall be done in a manner acceptable to the Secretary. Airport Sponsor Assurances 3/2014 Page 5 0[20 Exhibit K - 21 b. It will not sell, lease, encumber, or otherwise transfer or dispose of any part of its title or other interests in the property shown on Exhibit A to this application or, for a noise compatibility program project, that portion of the property upon which Federal funds have been expended, for the duration of the terms, conditions, and assurances in this grant agreement without approval by the Secretary. If the transferee is found by the Secretary to be eligible under Title 49, United States Code, to assume the obligations of this grant agreement and to have the power, authority, and financial resources to carry out all such obligations, the sponsor shall insert in the contract or document transferring or disposing of the sponsor's interest, and make binding upon the transferee all of the terms, conditions, and assurances contained in this grant agreement. c. For all noise compatibility program projects which are to be carried out by another unit of local government or are on property owned by a unit of local government other than the sponsor, it will enter into an agreement with that government. Except as otherwise specified by the Secretary, that agreement shall obligate that governmentto the same terms, conditions, and assurances that would be applicable to it if it applied directly to the FAA for a grant to undertake the noise compatibility program project. That agreement and changes thereto must be satisfactory to the Secretary. It will take steps to enforce this agreement against the local government if there is substantial non-compliance with the terms of the agreement. d. For noise compatibility program projects to be carried out on privately owned property, it will enter into an agreement with the owner of that property which includes provisions specified by the Secretary. It will take steps to enforce this agreement against the property owner whenever there is substantial non- compliance with the terms of the agreement. e. If the sponsor is a private sponsor, it will take steps satisfactory to the Secretary to ensure that the airport will continue to function as a public-use airport in accordance with these assurances for the duration of these assurances. f. If an arrangement is made for management and operation of the airport by any agency or person other than the sponsor or an employee of the sponsor, the sponsor will reserve sufficient rights and authority to insure that the airport will be operated and maintained in accordance Title 49, United States Code, the regulations and the terms, conditions and assurances in this grant agreement and shall insure that such arrangement also requires compliance therewith. g. Sponsors of commercial service airports will not permit or enter into any arrangement that results in permission for the owner or tenant of a property used as a residence, or zoned for residential use, to taxi an aircraft between that property and any location on airport. Sponsors of general aviation airports entering into any arrangement that results in permission for the owner of residential real property adjacent to or hear the airport must comply with the requirements of Sec. 136 of Public Law 112-95 and the sponsor assurances. Airport Sponsor Assurances 312014 Page 6 of 20 b. It will not sell, lease, encumber, or otherwise transfer or dispose of any part of its title or other interests in the property shown on Exhibit A to this application or, for a noise compatibility program project, that portion of the property upon which Federal funds have been expended, for the duration of the terms, conditions, and assurances in this grant agreement without approval by the Secretary. If the transferee is found by the Secretary to be eligible under Title 49, United States Code, to assume the obligations of this grant agreement and to have the power, authority, and financial resources to carry out all such obligations, the sponsor shall insert in the contract or document transferring or disposing of the sponsor's interest, and make binding upon the transferee all of the terms, conditions, and assurances contained in this grant agreement. c. For all noise compatibility program projects which are to be carried out by another unit of local government or are on property owned by a unit of local government other than the sponsor, it will enter into an agreement with that government. Except as otherwise specified by the Secretary, that agreement shall obligate that governmentto the same terms, conditions, and assurances that would be applicable to it if it applied directly to the FAA for a grant to undertake the noise compatibility program project. That agreement and changes thereto must be satisfactory to the Secretary. It will take steps to enforce this agreement against the local government if there is substantial non-compliance with the terms of the agreement. d. For noise compatibility program projects to be carried out on privately owned property, it will enter into an agreement with the owner of that property which includes provisions specified by the Secretary. It will take steps to enforce this agreement against the property owner whenever there is substantial non- compliance with the terms of the agreement. e. If the sponsor is a private sponsor, it will take steps satisfactory to the Secretary to ensure that the airport will continue to function as a public-use airport in accordance with these assurances for the duration of these assurances. f. If an arrangement is made for management and operation of the airport by any agency or person other than the sponsor or an employee of the sponsor, the sponsor will reserve sufficient rights and authority to insure that the airport will be operated and maintained in accordance Title 49, United States Code, the regulations and the terms, conditions and assurances in this grant agreement and shall insure that such arrangement also requires compliance therewith. g. Sponsors of commercial service airports will not permit or enter into any arrangement that results in permission for the owner or tenant of a property used as a residence, or zoned for residential use, to taxi an aircraft between that property and any location on airport. Sponsors of general aviation airports entering into any arrangement that results in permission for the owner of residential real property adjacent to or near the airport must comply with the requirements of Sec. 136 of Public Law 112-95 and the sponsor assurances. Airport Sponsor Assurances 3/2014 Page 6 0[20 b. It will not sell, lease, encumber, or otherwise transfer or dispose of any part of its title or other interests in the property shown on Exhibit A to this application or, for a noise compatibility program project, that portion of the property upon which Federal funds have been expended, for the duration of the terms, conditions, and assurances in this grant agreement without approval by the Secretary. If the transferee is found by the Secretary to be eligible under Title 49, United States Code, to assume the obligations of this grant agreement and to have the power, authority, and financial resources to carry out all such obligations, the sponsor shall insert in the contract or document transferring or disposing of the sponsor's interest, and make binding upon the transferee all of the terms, conditions, and assurances contained in this grant agreement. c. For all noise compatibility program projects which are to be carried out by another unit of local government or are on property owned by a unit of local government other than the sponsor, it will enter into an agreement with that government. Except as otherwise specified by the Secretary, that agreement shall obligate that governmentto the same terms, conditions, and assurances that would be applicable to it if it applied directly to the FAA for a grant to undertake the noise compatibility program project. That agreement and changes thereto must be satisfactory to the Secretary. It will take steps to enforce this agreement against the local government if there is substantial non-compliance with the terms of the agreement. d. For noise compatibility program projects to be carried out on privately owned property, it will enter into an agreement with the owner of that property which includes provisions specified by the Secretary. It will take steps to enforce this agreement against the property owner whenever there is substantial non- compliance with the terms of the agreement. e. If the sponsor is a private sponsor, it will take steps satisfactory to the Secretary to ensure that the airport will continue to function as a public-use airport in accordance with these assurances for the duration of these assurances. f. If an arrangement is made for management and operation of the airport by any agency or person other than the sponsor or an employee of the sponsor, the sponsor will reserve sufficient rights and authority to insure that the airport will be operated and maintained in accordance Title 49, United States Code, the regulations and the terms, conditions and assurances in this grant agreement and shall insure that such arrangement also requires compliance therewith. g. Sponsors of commercial service airports will not permit or enter into any arrangement that results in permission for the owner or tenant of a property used as a residence, or zoned for residential use, to taxi an aircraft between that property and any location on airport. Sponsors of general aviation airports entering into any arrangement that results in permission for the owner of residential real property adjacent to or near the airport must comply with the requirements of Sec. 136 of Public Law 112-95 and the sponsor assurances. Airport Sponsor Assurances 3/2014 Page 6 0[20 Exhibit K - 22 6. Consistency with Local Plans. The project is reasonably consistent with plans (existing at the time of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. 7. Consideration of Local Interest. It has given fair consideration to the interest of communities in or near where the project may be located. 8. Consultation with Users • . In making a decision to undertake any airport development projeCt under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed. 9. Public Hearings. In projects involving the location of an airport, an airport runway, or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary. Further, for such projects, it has on its management board either voting representation from the communities. where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project. 10. Metropolitan Planning Organization. In projects involving the location of an airport, an airport runway, or a major runway extension at a medium or large hub airport, the sponsor has made available to and has provided upon request to the metropolitan planning organization in the area in which the airport is located, if any, a copy of the proposed amendment to the airport layout plan to depict the project and a copy of any airport master plan in which the project is described or depicted. 11. Pavement Preventive Maintenance. With respect to a project approved after January 1, 1995, for the replacement or reconstruction of pavement at the airport, it assures or certifies that it has implemented an effective airport pavement maintenance-management program and it assures that it will use such program for the useful life of any pavement constructed, reconstructed or repaired with Federal financial assistance at the airport. It will provide such reports on pavement condition and pavement management programs as the Secretary determines may be useful. 12. Terminal Development Prerequisites. For projects which include terminal development at a public use airport, as defined in Title 49, it has, on the date of submittal of the project grant application, all the safety equipment required for certification of such airport under section 44706 of Title 49, United States Code, and all the security equipment required by rule or regulation, and Airport Sponsor Assurances 3/2014 Page 7 of20 6. Consistency with Local Plans. The project is reasonably consistent with plans (existing at the time of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. 7. Consideration of Local Interest. It has given fair consideration to the interest of communities in or near where the project may be located. 8. Consultation with Users. In making a decision to undertake any airport development projeCt under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed. 9. Public Hearings. In projects involving the location of an airport, an airport runway, or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary. Further, for such projects, it has on its management board either voting representation from the communities where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project. 10. Metropolitan Planning Organization. In projects involving the location of an airport, an airport runway, or a major runway extension at a medium or large hub airport, the sponsor has made available to and has provided upon request to the metropolitan planning organization in the area in which the airport is located, if any, a copy of the proposed amendment to the airport layout plan to depict the project and a copy of any airport master plan in which the project is described or depicted. 11. Pavement Preventive Maintenance. With respect to a project approved after January 1, 1995, for the replacement or reconstruction of pavement at the airport, it assures or certifies that it has implemented an effective airport pavement maintenance-management program and it assures that it will use such program for the useful life of any pavement constructed, reconstructed or repaired with Federal financial assistance at the airport. It will provide such reports on pavement condition and pavement management programs as the Secretary determines may be useful. 12. Terminal Development Prerequisites. For projects which include terminal development at a public use airport, as defined in Title 49, it has, on the date of submittal of the project grant application, all the safety equipment required for certification of such airport under section 44706 of Title 49, United States Code, and all the security equipment required by rule or regulation, and Airport Sponsor Assurances 3/2014 Page 7 of20 6. Consistency with Local Plans. The project is reasonably consistent with plans (existing at the time of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. 7. Consideration of Local Interest. It has given fair consideration to the interest of communities in or near where the project may be located. 8. Consultation with Users. In making a decision to undertake any airport development projeCt under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed. 9. Public Hearings. In projects involving the location of an airport, an airport runway, or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary. Further, for such projects, it has on its management board either voting representation from the communities where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project. 10. Metropolitan Planning Organization. In projects involving the location of an airport, an airport runway, or a major runway extension at a medium or large hub airport, the sponsor has made available to and has provided upon request to the metropolitan planning organization in the area in which the airport is located, if any, a copy of the proposed amendment to the airport layout plan to depict the project and a copy of any airport master plan in which the project is described or depicted. 11. Pavement Preventive Maintenance. With respect to a project approved after January 1, 1995, for the replacement or reconstruction of pavement at the airport, it assures or certifies that it has implemented an effective airport pavement maintenance-management program and it assures that it will use such program for the useful life of any pavement constructed, reconstructed or repaired with Federal financial assistance at the airport. It will provide such reports on pavement condition and pavement management programs as the Secretary determines may be useful. 12. Terminal Development Prerequisites. For projects which include terminal development at a public use airport, as defined in Title 49, it has, on the date of submittal of the project grant application, all the safety equipment required for certification of such airport under section 44706 of Title 49, United States Code, and all the security equipment required by rule or regulation, and Airport Sponsor Assurances 3/2014 Page 7 of20 Exhibit K - 23 has provided for access to the passenger enplaning and deplaning area of such airport to passengers enplaning and deplaning from aircraft other than air carrier aircraft. 13. Accounting System, Audit, and Record Keeping Requirements. a. It shall keep all project a9cpuntsand records which fully disclose the amount and disposition by the recipient of the proceeds of this grant, the total cost of the . project in connection with which this grapt is given or used, and the amount or nature of that portion of the cost of the project supplied by other sources, and such . other financial records pertinent to the project. The accounts and records shall be kept in accordance with an accounting system that will facilitate an effective audit ,in accordance with the Single Audit Act of 1984. b. It shall make available to the Secretary and the Comptroller General of the United States, or any of their duly authorized representatives, for the purpose of audit and examination, any books, documents, papers, and records of the recipient that are pertinent to this grant. The Secretary may require that an appropriate audit be conducted by a recipient. In any case in which an independent audit is made of the accounts of a sponsor relating to the disposition of the proceeds of a grant or relating to the project in connection with which this grant was given or used, it shall file a certified copy of such audit with the Cemptroller General of the United States not later than six (6) months following the close of the fiscal year for which the audit was made. 14. Minimum Wage Rates. It shall include, in all contracts in excess of $2,000 for work on any projects funded under this grant agreement which involve labor, provisions establishing minimum rates of wages, to be predetermined by the. Secretary of Labor, in accordance with the Davis-Bacon Act, as amended (40 U.S.C. 276a-276a-5), which contractors shall pay to skilled and unskilled labor, and such minimum rates shall be stated in the invitation for bids and shall be included in proposals or bids for the work. 15. Veteran's Preference. It shall include in all contracts for work on any project funded under this grant agreement which involve labor, such provisions as are necessary to insure that, in the employment of labor (except in executive, administrative, and supervisory positions), preference shall be given to Vietnam era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns owned and controlled by disabled veterans as defined in Section 47112 of Title 49, United States Code. However, this preference shall apply only where the individuals are available and qualified to perform the work to which the employment relates. 16. Conformity to Plans and Specifications. It will execute the project subject to plans, specifications, and schedules approved by the Secretary. Such plans, specifications, and schedules shall be submitted to the Secretary prior to commencement of site preparation, construction, or other performance under this grant agreement, and, upon approval of the Secretary, shall be incorporated into this grant agreement. Any modification to the approved plans, Airport Sponsor Assurances 3/2014 PageS of20 has provided for access to the passenger enplaning and deplaning area of such airport to passengers enplaning and deplaning from aircraft other than air carrier aircraft. 13. Accounting System, Audit, and Record Keeping Requirements. a. It shall keep all project accounts and records which fully disclose the amount and disposition by the recipient of the proceeds of this grant, the total cost of the project in connection with which this gra,nt is given or used, and the amount or nature of that portion of the cost of the project supplied by other sources, and such other financial records pertinent to the project. The accounts and records shall be kept in accordance with an accounting system that will facilitate an effective audit in accordance with the Single Audit Act of 1984. b. It shall make available to the Secretary and the Comptroller General of the United States, or any of their duly authorized representatives, for the purpose of audit and examination, any books, documents, papers, and records of the recipient that are pertinent to this grant. The Secretary may require that an appropriate audit be conducted by a recipient. In any case in which an independent audit is made of the accounts of a sponsor relating to the disposition of the proceeds of a grant or relating to the project in connection with which this grant was given or used, it shall file a certified copy of such audit with the Comptroller General of the United States not later than six (6) months following the close of the fiscal year for which the audit was made. 14. Minimum Wage Rates. It shall include, in all contracts in excess of $2,000 for work on any projects funded under this grant agreement which involve labor, provisions establishing minimum rates of wages, to be predetermined by the. Secretary of Labor, in accordance with the Davis-Bacon Act, as amended (40 U.S.C. 276a-276a-5), which contractors shall pay to skilled and unskilled labor, and such minimum rates shall be stated in the invitation for bids and shall be included in proposals or bids for the work. 15. Veteran's Preference. It shall include in all contracts for work on any project funded under this grant agreement which involve labor, such provisions as are necessary to insure that, in the employment of labor (except in executive, administrative, and supervisory positions), preference shall be given to Vietnam era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns owned and controlled by disabled veterans as defined in Section 47112 of Title 49, United States Code. However, this preference shall apply only where the individuals are available and qualified to perform the work to which the employment relates. 16. Conformity to Plans and Specifications. It will execute the project subject to plans, specifications, and schedules approved by the Secretary. Such plans, specifications, and schedules shall be submitted to the Secretary prior to commencement of site preparation, construction, or other performance under this grant agreement, and, upon approval of the Secretary, shall be incorporated into this grant agreement. Any modification to the approved plans, Airport Sponsor Assurances 3/2014 Page 8 0[20 has provided for access to the passenger enplaning and deplaning area of such airport to passengers enplaning and deplaning from aircraft other than air carrier aircraft. 13. Accounting System, Audit, and Record Keeping Requirements. a. It shall keep all project accounts and records which fully disclose the amount and disposition by the recipient of the proceeds of this grant, the total cost of the project in connection with which this gra,nt is given or used, and the amount or nature of that portion of the cost of the project supplied by other sources, and such other financial records pertinent to the project. The accounts and records shall be kept in accordance with an accounting system that will facilitate an effective audit in accordance with the Single Audit Act of 1984. b. It shall make available to the Secretary and the Comptroller General of the United States, or any of their duly authorized representatives, for the purpose of audit and examination, any books, documents, papers, and records of the recipient that are pertinent to this grant. The Secretary may require that an appropriate audit be conducted by a recipient. In any case in which an independent audit is made of the accounts of a sponsor relating to the disposition of the proceeds of a grant or relating to the project in connection with which this grant was given or used, it shall file a certified copy of such audit with the Comptroller General of the United States not later than six (6) months following the close of the fiscal year for which the audit was made. 14. Minimum Wage Rates. It shall include, in all contracts in excess of $2,000 for work on any projects funded under this grant agreement which involve labor, provisions establishing minimum rates of wages, to be predetermined by the. Secretary of Labor, in accordance with the Davis-Bacon Act, as amended (40 U.S.C. 276a-276a-5), which contractors shall pay to skilled and unskilled labor, and such minimum rates shall be stated in the invitation for bids and shall be included in proposals or bids for the work. 15. Veteran's Preference. It shall include in all contracts for work on any project funded under this grant agreement which involve labor, such provisions as are necessary to insure that, in the employment of labor (except in executive, administrative, and supervisory positions), preference shall be given to Vietnam era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns owned and controlled by disabled veterans as defined in Section 47112 of Title 49, United States Code. However, this preference shall apply only where the individuals are available and qualified to perform the work to which the employment relates. 16. Conformity to Plans and Specifications. It will execute the project subject to plans, specifications, and schedules approved by the Secretary. Such plans, specifications, and schedules shall be submitted to the Secretary prior to commencement of site preparation, construction, or other performance under this grant agreement, and, upon approval of the Secretary, shall be incorporated into this grant agreement. Any modification to the approved plans, Airport Sponsor Assurances 3/2014 Page 8 0[20 Exhibit K - 24 specifications, and schedules shall also be subject to approval of the Secretary, and incorporated into this grant agreement. 17. Construction Inspection and Approval. It will provide and maintain competent technical supervision at the construction site throughout the project to assure that the work conforms to the plans, specifications, and schedules approved by the Secretary for the project. It shall subject the construction work on any project contained in an approved project application to inspection and approval by the Secretary and such work shall be in accordance with regulations and procedures prescribed by the Secretary. Such regulations and procedures shall require such cost and progress reporting by the sponsor or sponsors of such project as the Secretary shall deem necessary. 18. Planning Projects. In carrying out planning projects: a. It will execute the project in accordance with the approved program narrative contained in the project application or with the modifications similarly approved. b. It will furnish the Secretary with such periodic reports as required pertaining to the planning project and planning work activities. c. It will include in all published material prepared in connection with the planning project a notice that the material was prepared under a grant provided by the United States. d. It will make such material available for examination by the public, and agrees that no material prepared with funds under this project shall be subject to copyright in the United States or any other country. e. It will give the Secretary unrestricted authority to publish, disclose, distribute, and otherwise use any of the material prepared in connection with this grant. f. It will grant the Secretary the right to disapprove the sponsor's employment of specific consultants and their subcontractors to do all or any part of this project as well as the right to disapprove the proposed scope and cost of professional serVIces. g. It will grant the Secretary the right to disapprove the use of the sponsor's employees to do all or any part of the project. h. It understands and agrees that the Secretary's approval of this project grant or the Secretary's approval of any planning material developed as part of this grant does not constitute or imply any assurance or commitment on the part of the Secretary to approve any pending or future application for a Federal airport grant. 19. Operation and Maintenance. a. The airport and all facilities which are necessary to serve the aeronautical users of the airport, other than facilities owned or controlled by the United States, shall be operated at all times in a safe and serviceable condition and in accordance with the minimum standards as may be required or prescribed by applicable Federal, Airport Sponsor Assurances 3/2014 Page 9 of 20 specifications, and schedules shall also be subject to approval of the Secretary, and incorporated into this grant agreement. 17. Construction Inspection and Approval. It will provide and maintain competent technical supervision at the construction site throughout the project to assure that the work conforms to the plans, specifications, and schedules approved by the Secretary for the project. It shall subject the construction work on any project contained in an approved project application to inspection and approval by the Secretary and such work shall be in accordance with regulations and procedures prescribed by the Secretary. Such regulations and procedures shall require such cost and progress reporting by the sponsor or sponsors of such project as the Secretary shall deem necessary. 18. Planning Projects. In carrying out planning projects: a. It will execute the project in accordance with the approved program narrative contained in the project application or with the modifications similarly approved. b. It will furnish the Secretary with such periodic reports as required pertaining to the planning project and planning work activities. c. It will include in all published material prepared in connection with the planning project a notice that the material was prepared under a grant provided by the United States. d. It will make such material available for examination by the public, and agrees that no material prepared with funds under this project shall be subject to copyright in the United States or any other country. e. It will give the Secretary unrestricted authority to publish, disclose, distribute, and otherwise use any of the material prepared in connection with this grant. f. It will grant the Secretary the right to disapprove the sponsor's employment of specific consultants and their subcontractors to do all or any part of this project as well as the right to disapprove the proposed scope and cost of professional services. g. It will grant the Secretary the right to disapprove the use of the sponsor's employees to do all or any part of the project. h. It understands and agrees that the Secretary's approval of this project grant or the Secretary's approval of any planning material developed as part of this grant does not constitute or imply any assurance or commitment on the part of the Secretary to approve any pending or future application fora Federal airport grant. 19. Operation and Maintenance. a. The airport and all facilities which are necessary to serve the aeronautical users of the airport, other than facilities owned or controlled by the United States, shall be operated at all times in a safe and serviceable condition and in accordance with the minimum standards as may be required or prescribed by applicable Federal, Airport Sponsor Assurances 3/2014 Page 9 0[20 specifications, and schedules shall also be subject to approval of the Secretary, and incorporated into this grant agreement. 17. Construction Inspection and Approval. It will provide and maintain competent technical supervision at the construction site throughout the project to assure that the work conforms to the plans, specifications, and schedules approved by the Secretary for the project. It shall subject the construction work on any project contained in an approved project application to inspection and approval by the Secretary and such work shall be in accordance with regulations and procedures prescribed by the Secretary. Such regulations and procedures shall require such cost and progress reporting by the sponsor or sponsors of such project as the Secretary shall deem necessary. 18. Planning Projects. In carrying out planning projects: a. It will execute the project in accordance with the approved program narrative contained in the project application or with the modifications similarly approved. b. It will furnish the Secretary with such periodic reports as required pertaining to the planning project and planning work activities. c. It will include in all published material prepared in connection with the planning project a notice that the material was prepared under a grant provided by the United States. d. It will make such material available for examination by the public, and agrees that no material prepared with funds under this project shall be subject to copyright in the United States or any other country. e. It will give the Secretary unrestricted authority to publish, disclose, distribute, and otherwise use any of the material prepared in connection with this grant. f. It will grant the Secretary the right to disapprove the sponsor's employment of specific consultants and their subcontractors to do all or any part of this project as well as the right to disapprove the proposed scope and cost of professional services. g. It will grant the Secretary the right to disapprove the use of the sponsor's employees to do all or any part of the project. h. It understands and agrees that the Secretary's approval of this project grant or the Secretary's approval of any planning material developed as part of this grant does not constitute or imply any assurance or commitment on the part of the Secretary to approve any pending or future application fora Federal airport grant. 19. Operation and Maintenance. a. The airport and all facilities which are necessary to serve the aeronautical users of the airport, other than facilities owned or controlled by the United States, shall be operated at all times in a safe and serviceable condition and in accordance with the minimum standards as may be required or prescribed by applicable Federal, Airport Sponsor Assurances 3/2014 Page 9 0[20 Exhibit K - 25 state and local agencies for maintenance and operation. It will not cause or permit any activity or action thereon which would interfere with its use for airport purposes. It will suitably operate and maintain the airport and all facilities thereon or connected therewith, with due regard to climatic and flood conditions. Any proposal to temporarily close the airport for non-aeronautical purposes must first be approved by the Secretary. In furtherance of this assurance, the sponsor will have in effect arrangements for- 1) Operating the airport's aeronautical facilities whenever required; 2) Promptly marking and lighting hazards resulting from airport conditions, including temporary conditions; and 3) Promptly notifying airmen of any condition affecting aeronautical use of the airport. Nothing contained herein shall be construed to require that the airport be operated for aeronautical use during temporary periods when snow, flood or other climatic conditions interfere with such operation and maintenance. Further, nothing herein shall be construed as requiring the maintenance, repair, restoration, or replacement of any structure or facility which is substantially damaged or destroyed due to an act of God or other condition or circumstance beyond the control of the sponsor. b. It will suitably operate and maintain noise compatibility program items that it owns or controls upon which Federal funds have been expended. 20. Hazard Removal and Mitigation. It will take appropriate action to assure that such terminal airspace as is required to protect instrument and visual operations to the airport (including established minimum flight altitudes) will be adequately cleared and protected by removing, lowering, relocating, marking, or lighting or otherwise mitigating existing airport hazards and by preventing the establishment or creation of future airport hazards. 21. Compatible Land Use. It will take appropriate action, to the extent reasonable, including the adoption of zoning laws, to restrict the use of land adjacent to or in the immediate vicinity of the airport to activities and purposes compatible with normal airport operations, including landing and takeoff of aircraft. In addition, if the project is for noise compatibility program implementation, it will not cause or permit any change in land use, within its jurisdiction, that will reduce its compatibility, with respect to the airport, of the noise compatibility program measures upon which Federal funds have been expended. 22. Economic Nondiscrimination. a. It will make the airport available as an airport for public use on reasonable terms and without unjust discrimination to all types, kinds and classes of aeronautical activities, including commercial aeronautical activities offering services to the public at the airport. b. In any agreement, contract, lease, or other arrangement under which a right or privilege at the airport is granted to any person, firm, or corporation to conduct or Airport Sponsor Assurances 3/2014 Page 10 of20 state and local agencies for maintenance and operation. It will not cause or permit any activity or action thereon which would interfere with its use for airport purposes. It will suitably operate and maintain the airport and all facilities thereon or connected therewith, with due regard to climatic and flood conditions. Any proposal to temporarily close the airport for non-aeronautical purposes must first be approved by the Secretary. In furtherance of this assurance, the sponsor will have in effect arrangements for- I) Operating the airport's aeronautical facilities whenever required; 2) Promptly marking and lighting hazards resulting from airport conditions, including temporary conditions; and 3) Promptly notifying airmen of any condition affecting aeronautical use of the airport. Nothing contained herein shall be construed to require that the airport be operated for aeronautical use during temporary periods when snow, flood or other climatic conditions interfere with such operation and maintenance. Further, nothing herein shall be construed as requiring the maintenance, repair, restoration, or replacement of any structure or facility which is substantially damaged or destroyed due to an act of God or other condition or circumstance beyond the control of the sponsor. b. It will suitably operate and maintain noise compatibility program items that it owns or controls upon which Federal funds have been expended. 20. Hazard Removal and Mitigation. It will take appropriate action to assure that such terminal airspace as is required to protect instrument and visual operations to the airport (including established minimum flight altitudes) will be adequately cleared and protected by removing, lowering, relocating, marking, or lighting or otherwise mitigating existing airport hazards and by preventing the establishment or creation of future airport hazards. 21. Compatible Land Use. It will take appropriate action, to the extent reasonable, including the adoption of zoning laws, to restrict the use of land adjacent to or in the immediate vicinity of the airport to activities and purposes compatible with normal airport operations, including landing and takeoff of aircraft. In addition, if the project is for noise compatibility program implementation, it will not cause or permit any change in land use, within its jurisdiction, that will reduce its compatibility, with respect to the airport, of the noise compatibility program measures upon which Federal funds have been expended. 22. Economic Nondiscrimination. a. It will make the airport available as an airport for public use on reasonable terms and without unjust discrimination to all types, kinds and classes of aeronautical activities, including commercial aeronautical activities offering services to the public at the airport. b. In any agreement, contract, lease, or other arrangement under which a right or privilege at the airport is granted to any person, firm, or corporation to conduct or Airport Sponsor Assurances 3/2014 Page 10 of20 state and local agencies for maintenance and operation. It will not cause or permit any activity or action thereon which would interfere with its use for airport purposes. It will suitably operate and maintain the airport and all facilities thereon or connected therewith, with due regard to climatic and flood conditions. Any proposal to temporarily close the airport for non-aeronautical purposes must first be approved by the Secretary. In furtherance of this assurance, the sponsor will have in effect arrangements for- I) Operating the airport's aeronautical facilities whenever required; 2) Promptly marking and lighting hazards resulting from airport conditions, including temporary conditions; and 3) Promptly notifying airmen of any condition affecting aeronautical use of the airport. Nothing contained herein shall be construed to require that the airport be operated for aeronautical use during temporary periods when snow, flood or other climatic conditions interfere with such operation and maintenance. Further, nothing herein shall be construed as requiring the maintenance, repair, restoration, or replacement of any structure or facility which is substantially damaged or destroyed due to an act of God or other condition or circumstance beyond the control of the sponsor. b. It will suitably operate and maintain noise compatibility program items that it owns or controls upon which Federal funds have been expended. 20. Hazard Removal and Mitigation. It will take appropriate action to assure that such terminal airspace as is required to protect instrument and visual operations to the airport (including established minimum flight altitudes) will be adequately cleared and protected by removing, lowering, relocating, marking, or lighting or otherwise mitigating existing airport hazards and by preventing the establishment or creation of future airport hazards. 21. Compatible Land Use. It will take appropriate action, to the extent reasonable, including the adoption of zoning laws, to restrict the use of land adjacent to or in the immediate vicinity of the airport to activities and purposes compatible with normal airport operations, including landing and takeoff of aircraft. In addition, if the project is for noise compatibility program implementation, it will not cause or permit any change in land use, within its jurisdiction, that will reduce its compatibility, with respect to the airport, of the noise compatibility program measures upon which Federal funds have been expended. 22. Economic Nondiscrimination. a. It will make the airport available as an airport for public use on reasonable terms and without unjust discrimination to all types, kinds and classes of aeronautical activities, including commercial aeronautical activities offering services to the public at the airport. b. In any agreement, contract, lease, or other arrangement under which a right or privilege at the airport is granted to any person, firm, or corporation to conduct or Airport Sponsor Assurances 3/2014 Page 10 of20 Exhibit K - 26 to engage in any aeronautical activity for furnishing services to the public at the airport, the sponsor will insert and enforce provisions requiring the contractor to- 1) furnish said services on a reasonable, and not unjustly discriminatory, basis to all users thereof, and 2) charge reasonable, and not unjustly discriminatory, prices for each unit or service, provided that the contractor may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. . c. Each fixed-based operator at the airport shall be subject to the same rates, fees, rentals, and other charges as are uniformly applicable to all other fixed-based operators making the same or similar uses of such airport and utilizing the same or similar facilities. d. Each air carrier using such airport shall have the right to service itself or to use any fixed-based operator that is authorized or permitted by the airport to serve any air carrier at such airport. e. Each air carrier using such airport (whether as a tenant, non-tenant, or subtenant of another air carrier tenant) shall be subject to such nondiscriminatory and substantially comparable rules, regulations, conditions, rates, fees, rentals, and other charges with respect to facilities directly and substantially related to providing air transportation as are applicable to all such air carriers which make similar use of such airport and utilize similar facilities, subject to reasonable classifications such as tenants or non-tenants and signatory carriers and non- signatory carriers. Classification or status as tenant or signatory shall not be unreasonably withheld by any airport provided an air carrier assumes obligations substantially similar to those already imposed on air carriers in such classification or status. f. It will not exercise or grant any right or privilege which operates to prevent any person, firm, or corporation operating aircraft on the airport from performing any services on its own aircraft with its own employees [including, but not limited to maintenance, repair, and fueling] that it may choose to perform. g. In the event the sponsor itself exercises any of the rights and privileges referred to in this assurance, the services involved will be provided on the same conditions as would apply to the furnishing of such services by commercial aeronautical service providers authorized by the sponsor under these provisions. h. The sponsor may establish such reasonable, and not unjustly discriminatory, conditions to be met by all users of the airport as may be necessary for the safe and efficient operation of the airport. 1. The sponsor may prohibit or limit any given type, kind or class of aeronautical use of the airport if such action is necessary for the safe operation of the airport or necessary to serve the civil aviation needs of the public. Airport Sponsor Assurances 3/2014 Page 11 of20 to engage in any aeronautical activity for furnishing services to the public at the airport, the sponsor will insert and enforce provisions requiring the contractor to- 1) furnish said services on a reasonable, and not unjustly discriminatory, basis to all users thereof, and 2) charge reasonable, and not unjustly discriminatory, prices for each unit or service, provided that the contractor may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. c. Each fixed-based operator at the airport shall be subject to the same rates, fees, rentals, and other charges as are uniformly applicable to all other fixed-based operators making the same or similar uses of such airport and utilizing the same or similar facilities. d. Each air carrier using such airport shall have the right to service itself or to use any fixed-based operator that is authorized or permitted by the airport to serve any air carrier at such airport. e. Each air carrier using such airport (whether as a tenant, non-tenant, or subtenant of another air carrier tenant) shall be subject to such nondiscriminatory and substantially comparable rules, regulations, conditions, rates, fees, rentals, and other charges with respect to facilities directly and substantially related to providing air transportation as are applicable to all such air carriers which make similar use of such airport and utilize similar facilities, subject to reasonable classifications such as tenants or non-tenants and signatory carriers and non- signatory carriers. Classification or status as tenant or signatory shall not be unreasonably withheld by any airport provided an air carrier assumes obligations substantially similar to those already imposed on air carriers in such classification or status. f. It will not exercise or grant any right or privilege which operates to prevent any person, firm, or corporation operating aircraft on the airport from performing any services on its own aircraft with its own employees [including, but not limited to maintenance, repair, and fueling] that it may choose to perform. g. In the event the sponsor itself exercises any of the rights and privileges referred to in this assurance, the services involved will be provided on the same conditions as would apply to the furnishing of such services by commercial aeronautical service providers authorized by the sponsor under these provisions. h. The sponsor may establish such reasonable, and not unjustly discriminatory, conditions to be met by all users of the airport as may be necessary for the safe and efficient operation of the airport. 1. The sponsor may prohibit or limit any given type, kind or class of aeronautical use of the airport if such action is necessary for the safe operation of the airport or necessary to serve the civil aviation needs of the public. Airport Sponsor Assurances 3/2014 Page 11 of20 to engage in any aeronautical activity for furnishing services to the public at the airport, the sponsor will insert and enforce provisions requiring the contractor to- 1) furnish said services on a reasonable, and not unjustly discriminatory, basis to all users thereof, and 2) charge reasonable, and not unjustly discriminatory, prices for each unit or service, provided that the contractor may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. c. Each fixed-based operator at the airport shall be subject to the same rates, fees, rentals, and other charges as are uniformly applicable to all other fixed-based operators making the same or similar uses of such airport and utilizing the same or similar facilities. d. Each air carrier using such airport shall have the right to service itself or to use any fixed-based operator that is authorized or permitted by the airport to serve any air carrier at such airport. e. Each air carrier using such airport (whether as a tenant, non-tenant, or subtenant of another air carrier tenant) shall be subject to such nondiscriminatory and substantially comparable rules, regulations, conditions, rates, fees, rentals, and other charges with respect to facilities directly and substantially related to providing air transportation as are applicable to all such air carriers which make similar use of such airport and utilize similar facilities, subject to reasonable classifications such as tenants or non-tenants and signatory carriers and non- signatory carriers. Classification or status as tenant or signatory shall not be unreasonably withheld by any airport provided an air carrier assumes obligations substantially similar to those already imposed on air carriers in such classification or status. f. It will not exercise or grant any right or privilege which operates to prevent any person, firm, or corporation operating aircraft on the airport from performing any services on its own aircraft with its own employees [including, but not limited to maintenance, repair, and fueling] that it may choose to perform. g. In the event the sponsor itself exercises any of the rights and privileges referred to in this assurance, the services involved will be provided on the same conditions as would apply to the furnishing of such services by commercial aeronautical service providers authorized by the sponsor under these provisions. h. The sponsor may establish such reasonable, and not unjustly discriminatory, conditions to be met by all users of the airport as may be necessary for the safe and efficient operation of the airport. 1. The sponsor may prohibit or limit any given type, kind or class of aeronautical use of the airport if such action is necessary for the safe operation of the airport or necessary to serve the civil aviation needs of the public. Airport Sponsor Assurances 3/2014 Page 11 of20 Exhibit K - 27 23. Exclusive Rights . . It will permit no exclusive right for the use of the airport by any person providing, or intending to provide, aeronautical services to the public. For purposes of this paragraph, the providing of the services at an airport by a single fixed-based operator shall not be construed as an exclusive right if both of the following apply: a. It would be unreasonably costly, burdensome, or impractical for more than one fixed-based operator to provide such services, and b. If allowing more than one fixed-based operator to provide such services would require the reduction of space leased pursuant to an existing agreement between such single fixed-based operator and such airport. It further agrees that it will not, either directly or indirectly, grant or permit any person, firm, or corporation, the exclusive right at the airport to conduct any aeronautical activities, including, but not limited to charter flights, pilot training, aircraft rental and sightseeing, aerial photography, crop dusting, aerial advertising and surveying, air carrier operations, aircraft sales and services, sale of aviation petroleum products whether or not conducted in conjunction with other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as an aeronautical activity, and that it will terminate any exclusive right to conduct an aeronautical activity now existing at such an airport before the grant of any assistance under Title 49, United States Code. 24. Fee and Rental Structure. It will maintain a fee and rental structure for the facilities and services at the airport which will make the airport as self-sustaining as possible under the circumstances existing at the particular airport, taking into account such factors as the volume of traffic and economy of collection. No part of the Federal share of an airport development, airport planning or noise compatibility project for which a grant is made under Title 49, United States Code, the Airport and Airway Improvement Act of 1982, the Federal Airport Act or the Airport and Airway Development Act of 1970 shall be included in the rate basis in estaplishing fees, rates, and charges for users of that airport. 25. Airport Revenues. a. All revenues generated by the airport and any local taxes on aviation fuel established after December 30, 1987, will be expended by it for the capital or operating costs of the airport; the local airport system; or other local facilities which are owned or operated by the owner or operator of the airport and which are directly and substantially related to the actual air transportation of passengers or property; or for noise mitigation purposes on or off the airport. The following exceptions apply to this paragraph: 1) If covenants or assurances in debt obligations issued before September 3, 1982, by the owner or operator of the airport, or provisions enacted before September 3, 1982, in governing statutes controlling the owner or operator's financing, provide for the use of the revenues from any of the airport owner or Airport Sponsor Assurances 3/2014 Page 12 of 20 23. Exclusive Rights . . It will pennit no exclusive right for the use of the airport by any person providing, or intending to provide, aeronautical services to the public. For purposes of this paragraph, the providing of the services at an airport by a single fixed-based operator shall not be construed as an exclusive right if both of the following apply: a. It would be unreasonably costly, burdensome, or impractical for more than one fixed-based operator to provide such services, and b. If allowing more than one fixed-based operator to provide such services would require the reduction of space leased pursuant to an existing agreement between such single fixed-based operator and such airport. It further agrees that it will not, either directly or indirectly, grant or penn it any person, finn, or corporation, the exclusive right at the airport to conduct any aeronautical activities, including, but not limited to charter flights, pilot training, aircraft rental and sightseeing, aerial photography, crop dusting, aerial advertising and surveying, air carrier operations, aircraft sales and services, sale of aviation petroleum products whether or not conducted in conjunction with other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as an aeronautical activity, and that it will tenninate any exclusive right to conduct an aeronautical activity now existing at such an airport before the grant of any assistance under Title 49, United States Code. 24. Fee and Rental Structure. It will maintain a fee and rental structure for the facilities and services at the airport which will make the airport as self-sustaining as possible under the circumstances existing at the particular airport, taking into account such factors as the volume of traffic and economy of collection. No part of the Federal share of an airport development, airport planning or noise compatibility project for which a grant is made under Title 49, United States Code, the Airport and Airway Improvement Act of 1982, the Federal Airport Act or the Airport and Airway Development Act of 1970 shall be included in the rate basis in establishing fees, rates, and charges for users of that airport. 25. Airport Revenues. a. All revenues generated by the airport and any local taxes on aviation fuel established after December 30, 1987, will be expended by it for the capital or operating costs of the airport; the local airport system; or other local facilities which are owned or operated by the owner or operator of the airport and which are directly and substantially related to the actual air transportation of passengers or property; or for noise mitigation purposes on or off the airport. The following exceptions apply to this paragraph: 1) If covenants or assurances in debt obligations issued before September 3, 1982, by the owner or operator of the airport, or provisions enacted before September 3, 1982, in governing statutes controlling the owner or operator's financing, provide for the use of the revenues from any of the airport owner or Airport Sponsor Assurances 3/20 I 4 Page 12 of20 23. Exclusive Rights . . It will pennit no exclusive right for the use of the airport by any person providing, or intending to provide, aeronautical services to the public. For purposes of this paragraph, the providing of the services at an airport by a single fixed-based operator shall not be construed as an exclusive right if both of the following apply: a. It would be unreasonably costly, burdensome, or impractical for more than one fixed-based operator to provide such services, and b. If allowing more than one fixed-based operator to provide such services would require the reduction of space leased pursuant to an existing agreement between such single fixed-based operator and such airport. It further agrees that it will not, either directly or indirectly, grant or penn it any person, finn, or corporation, the exclusive right at the airport to conduct any aeronautical activities, including, but not limited to charter flights, pilot training, aircraft rental and sightseeing, aerial photography, crop dusting, aerial advertising and surveying, air carrier operations, aircraft sales and services, sale of aviation petroleum products whether or not conducted in conjunction with other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as an aeronautical activity, and that it will tenninate any exclusive right to conduct an aeronautical activity now existing at such an airport before the grant of any assistance under Title 49, United States Code. 24. Fee and Rental Structure. It will maintain a fee and rental structure for the facilities and services at the airport which will make the airport as self-sustaining as possible under the circumstances existing at the particular airport, taking into account such factors as the volume of traffic and economy of collection. No part of the Federal share of an airport development, airport planning or noise compatibility project for which a grant is made under Title 49, United States Code, the Airport and Airway Improvement Act of 1982, the Federal Airport Act or the Airport and Airway Development Act of 1970 shall be included in the rate basis in establishing fees, rates, and charges for users of that airport. 25. Airport Revenues. a. All revenues generated by the airport and any local taxes on aviation fuel established after December 30, 1987, will be expended by it for the capital or operating costs of the airport; the local airport system; or other local facilities which are owned or operated by the owner or operator of the airport and which are directly and substantially related to the actual air transportation of passengers or property; or for noise mitigation purposes on or off the airport. The following exceptions apply to this paragraph: 1) If covenants or assurances in debt obligations issued before September 3, 1982, by the owner or operator of the airport, or provisions enacted before September 3, 1982, in governing statutes controlling the owner or operator's financing, provide for the use of the revenues from any of the airport owner or Airport Sponsor Assurances 3/20 I 4 Page 12 of20 Exhibit K - 28 operator's facilities, including the airport, to support not only the airport but also the airport owner or operator's general debt obligations or other facilities, then this limitation on the use of all revenues generated by the airport (and, in the case of a public airport, local taxes on aviation fuel) shall not apply. 2) If the Secretary approves the sale of a privately oWned airport to a public sponsor and provides funding for any portion of the public sponsor's acquisition of land, this limitation on the use of all revenues generated by the sale shall not apply to certain proceeds from the sale. This is conditioned on repayment to the Secretary by the private owner of an amount equal to the remaining unamortized portion (amortized over a 20-year period) of any airport improvement grant made to the private owner for any purpose other than land acquisition on or after October 1, 1996, plus an amount equal to the federal share of the current fair market value of any land acquired with an airport improvement grant made to that airport on or after October 1, 1996. 3) Certain revenue derived from or generated by mineral extraction, production, lease, or other means at a general aviation airport (as defined at Section 47102 of title 49 United States Code), if the FAA determines the airport sponsor meets the requirements set forth in Sec. 813 of Public Law 112-95. b. As part of the annual audit required under the Single Audit Act of 1984, the sponsor will direct that the audit will review, and the resulting audit report will provide an opinion concerning, the use of airport revenue and taxes in paragraph (a), and indicating whether funds paid or transferred to the owner or operator are paid or transferred in a manner consistent with Title 49, United States Code and any other applicable provision of law, including any regulation promulgated by the Secretary or Administrator. c. Any civil penalties or other sanctions willbe imposed for violation of this assurance in accordance with the provisions of Section 47107 of Title 49, United States Code. 26. Reports and Inspections. It will: a. submit to the Secretary such annual or special financial and operations reports as the Secretary may reasonably request and make such reports available to the public; make available to the public at reasonable times and places a report of the airport budget in a format prescribed by the Secretary; b. for airport development projects, make the airport and all airport records and documents affecting the airport, including deeds, leases, operation and use agreements, regulations and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; c. for noise compatibility program projects, make records and documents relating to the project and continued compliance with the terms, conditions, and assurances of this grant agreement including deeds, leases, agreements, regulations, and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; and Airport Sponsor Assurances 3/2014 Page 13 of20 operator's facilities, including the airport, to support not only the airport but also the airport owner or operator's general debt obligations or other facilities, then this limitation on the use of all revenues generated by the airport (and, in the case of a public airport, local taxes on aviation fuel) shall not apply. 2) If the Secretary approves the sale of a privately owned airport to a public sponsor and provides funding for any portion of the public sponsor's acquisition of land, this limitation on the use of all revenues generated by the sale shall not apply to certain proceeds from the sale. This is conditioned on repayment to the Secretary by the private owner of an amount equal to the remaining unamortized portion (amortized over a 20-year period) of any airport improvement grant made to the private owner for any purpose other than land acquisition on or after October 1, 1996, plus an amount equal to the federal share of the current fair market value of any land acquired with an airport improvement grant made to that airport on or after October 1, 1996. 3) Certain revenue derived from or generated by mineral extraction, production, lease, or other means at a general aviation airport (as defined at Section 47102 of title 49 United States Code), if the FAA determines the airport sponsor meets the requirements set forth in Sec. 813 of Public Law 112-95. b. As part of the annual audit required under the Single Audit Act of 1984, the sponsor will direct that the audit will review, and the resulting audit report will provide -an opinion concerning, the use of airport revenue and taxes in paragraph (a), and indicating whether funds paid or transferred to the owner or operator are paid or transferred in a manner consistent with Title 49, United States Code and any other applicable provision of law, including any regulation promulgated by the Secretary or Administrator. c. Any civil penalties or other sanctions will be imposed for violation of this assurance in accordance with the provisions of Section 47107 of Title 49, United States Code. 26. Reports and Inspections. It will: a. submit to the Secretary such annual or special financial and operations reports as the Secretary may reasonably request and make such reports available to the public; make available to the public at reasonable times and places a report of the airport budget in a format prescribed by the Secretary; b. for airport development projects, make the airport and all airport records and documents affecting the airport, including deeds, leases, operation and use agreements, regulations and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; c. for noise compatibility program projects, make records and documents relating to the project and continued compliance with the terms, conditions, and assurances of this grant agreement including deeds, leases, agreements, regulations, and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; and Airport Sponsor Assurances 3/2014 Page 13 of20 operator's facilities, including the airport, to support not only the airport but also the airport owner or operator's general debt obligations or other facilities, then this limitation on the use of all revenues generated by the airport (and, in the case of a public airport, local taxes on aviation fuel) shall not apply. 2) If the Secretary approves the sale of a privately owned airport to a public sponsor and provides funding for any portion of the public sponsor's acquisition of land, this limitation on the use of all revenues generated by the sale shall not apply to certain proceeds from the sale. This is conditioned on repayment to the Secretary by the private owner of an amount equal to the remaining unamortized portion (amortized over a 20-year period) of any airport improvement grant made to the private owner for any purpose other than land acquisition on or after October 1, 1996, plus an amount equal to the federal share of the current fair market value of any land acquired with an airport improvement grant made to that airport on or after October 1, 1996. 3) Certain revenue derived from or generated by mineral extraction, production, lease, or other means at a general aviation airport (as defined at Section 47102 of title 49 United States Code), if the FAA determines the airport sponsor meets the requirements set forth in Sec. 813 of Public Law 112-95. b. As part of the annual audit required under the Single Audit Act of 1984, the sponsor will direct that the audit will review, and the resulting audit report will provide -an opinion concerning, the use of airport revenue and taxes in paragraph (a), and indicating whether funds paid or transferred to the owner or operator are paid or transferred in a manner consistent with Title 49, United States Code and any other applicable provision of law, including any regulation promulgated by the Secretary or Administrator. c. Any civil penalties or other sanctions will be imposed for violation of this assurance in accordance with the provisions of Section 47107 of Title 49, United States Code. 26. Reports and Inspections. It will: a. submit to the Secretary such annual or special financial and operations reports as the Secretary may reasonably request and make such reports available to the public; make available to the public at reasonable times and places a report of the airport budget in a format prescribed by the Secretary; b. for airport development projects, make the airport and all airport records and documents affecting the airport, including deeds, leases, operation and use agreements, regulations and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; c. for noise compatibility program projects, make records and documents relating to the project and continued compliance with the terms, conditions, and assurances of this grant agreement including deeds, leases, agreements, regulations, and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; and Airport Sponsor Assurances 3/2014 Page 13 of20 Exhibit K - 29 d. in a format and time prescribed by the Secretary, provide to the Secretary and make available to the public following each of its fiscal years, an annual report listing in detail: 1) all amounts paid by the airport to any other unit of government and the purposes for~ which each such payment was made; and 2) all services and property provided by the airport to other units of government and the amount of compensation received for provision of each such service and property. 27. Use by Government Aircraft. It will make available all of the facilities of the airport developed with Federal financial assistance and all those usable for landing and takeoff of aircraft to the United States for use by Government aircraft in common with other aircraft at all times without charge, except, if the use by Government aircraft is substantial, charge may be made for a reasonable share, proportional to such use, for the cost of operating and maintaining the facilities used. Unless otherwise determined by the Secretary, or otherwise agreed to by the sponsor and the using agency, substantial use of an airport by Government aircraft will be considered to exist when operations of such aircraft are in excess of those which, in the opinion of the Secretary, would unduly interfere with use of the landing areas by other authorized aircraft, or during . any calendar month that - a. Five (5) or more Government aircraft are regularly based at the airport or on land adjacent thereto; or b. The total number of movements (counting each landing as a movement) of Government aircraft is 300 or more, or the gross accumulative weight of Government aircraft using the airport (the total movement of Government aircraft multiplied by gross weights of such aircraft) is in excess of five million pounds. 28. Land for Federal Facilities. It will furnish without cost to the Federal Government for use in connection with any air traffic control or air navigation activities, or weather-reporting and communication activities related to air traffic control, any areas of land or water, or estate therein, or rights in buildings of the sponsor as the Secretary considers necessary or desirable for construction, operation, and maintenance at Federal expense of space or facilities for such purposes. Such areas or any portion thereof will be made available as provided herein within four months after receipt of a written request from the Secretary. 29. Airport Layout Plan. a. It will keep up to date at all times an airport layout plan ofthe airport showing 1) boundaries of the airport and all proposed additions thereto, together with the boundaries of all offsite areas owned or controlled by the sponsor for airport purposes and proposed additions thereto; 2) the location and nature of all existing and proposed airport facilities and structures (such as runways, taxiways, aprons, temiinal buildings, hangars and Airport Sponsor Assurances 3/2014 Page 14 0[20 d. in a fonnat and time prescribed by the Secretary, provide to the Secretary and make available to the public following each of its fiscal years, an annual report listing in detail: I) all amounts paid by the airport to any other unit of government and the purposes forwhich each such payment was made; and 2) all services and property provided by the airport to other units of government and the amount of compensation received for provision of each such service and property. 27. Use by Government Aircraft. It will make available all of the facilities of the airport developed with Federal financial assistance and all those usable for landing and takeoff of aircraft to the United States for use by Government aircraft in common with other aircraft at all times without charge, except, if the use by Government aircraft is substantial, charge may be made for a reasonable share, proportional to such use, for the cost of operating and maintaining the facilities used. Unless otherwise detennined by the Secretary, or otherwise agreed to by the sponsor and the using agency, substantial use of an airport by Government aircraft will be considered to exist when operations of such aircraft are in excess of those which, in the opinion of the Secretary, would unduly interfere with use of the landing areas by other authorized aircraft, or during any calendar month that - a. Five (5) or more Government aircraft are regularly based at the airport or on land adjacent thereto; or b. The total number of movements (counting each landing as a movement) of Government aircraft is 300 or more, or the gross accumulative weight of Government aircraft using the airport (the total movement of Government aircraft multiplied by gross weights of such aircraft) is in excess of five million pounds. 28. Land for Federal Facilities. It will furnish without cost to the Federal Government for use in connection with any air traffic control or air navigation activities, or weather-reporting and communication activities related to air traffic control, any areas of land or water, or estate therein, or rights in buildings of the sponsor as the Secretary considers necessary or desirable for construction, operation, and maintenance at Federal expense of space or facilities for such purposes. Such areas or any portion thereof will be made available as provided herein within four months after receipt of a written request from the Secretary. 29. Airport Layout Plan. a. It will keep up to date at all times an airport layout plan of the airport showing 1) boundaries of the airport and all proposed additions thereto, together with the boundaries of all offsite areas owned or controlled by the sponsor for airport purposes and proposed additions thereto; 2) the location and nature of all existing and proposed airport facilities and structures (such as runways, taxiways, aprons, tenninal buildings, hangars and Airport Sponsor Assurances 3/2014 Page 14 0[20 d. in a fonnat and time prescribed by the Secretary, provide to the Secretary and make available to the public following each of its fiscal years, an annual report listing in detail: I) all amounts paid by the airport to any other unit of government and the purposes forwhich each such payment was made; and 2) all services and property provided by the airport to other units of government and the amount of compensation received for provision of each such service and property. 27. Use by Government Aircraft. It will make available all of the facilities of the airport developed with Federal financial assistance and all those usable for landing and takeoff of aircraft to the United States for use by Government aircraft in common with other aircraft at all times without charge, except, if the use by Government aircraft is substantial, charge may be made for a reasonable share, proportional to such use, for the cost of operating and maintaining the facilities used. Unless otherwise detennined by the Secretary, or otherwise agreed to by the sponsor and the using agency, substantial use of an airport by Government aircraft will be considered to exist when operations of such aircraft are in excess of those which, in the opinion of the Secretary, would unduly interfere with use of the landing areas by other authorized aircraft, or during any calendar month that - a. Five (5) or more Government aircraft are regularly based at the airport or on land adjacent thereto; or b. The total number of movements (counting each landing as a movement) of Government aircraft is 300 or more, or the gross accumulative weight of Government aircraft using the airport (the total movement of Government aircraft multiplied by gross weights of such aircraft) is in excess of five million pounds. 28. Land for Federal Facilities. It will furnish without cost to the Federal Government for use in connection with any air traffic control or air navigation activities, or weather-reporting and communication activities related to air traffic control, any areas of land or water, or estate therein, or rights in buildings of the sponsor as the Secretary considers necessary or desirable for construction, operation, and maintenance at Federal expense of space or facilities for such purposes. Such areas or any portion thereof will be made available as provided herein within four months after receipt of a written request from the Secretary. 29. Airport Layout Plan. a. It will keep up to date at all times an airport layout plan of the airport showing 1) boundaries of the airport and all proposed additions thereto, together with the boundaries of all offsite areas owned or controlled by the sponsor for airport purposes and proposed additions thereto; 2) the location and nature of all existing and proposed airport facilities and structures (such as runways, taxiways, aprons, tenninal buildings, hangars and Airport Sponsor Assurances 3/2014 Page 14 0[20 Exhibit K - 30 roads), including all proposed extensions and reductions of existing airport facilities; 3) the location of all existing and proposed nonaviation areas and of all existing improvements thereon; and 4) all proposed and existing access points used to taxi aircraft across the airport's property boundary. Such airport layout plans and each amendment, revision, or modification thereof, shall be subject to the approval of the Secretary which approval shall be evidenced by the signature of a duly authorized representative of the Secretary on the face of the airport layout plan. The sponsor will not make or permit any changes or alterations in the airport or any of its facilities which are not in conformity with the airport layout plan as approved by the Secretary and which might, in the opinion of the Secretary, adversely affect the safety, utility or efficiency of the airport. b. If a change or alteration in the airport or the facilities is made which the Secretary determines adversely affects the safety, utility, or efficiency of any federally owned, leased, or funded property on or off the airport and which is not in conformity with the airport layout plan as approved by the Secretary, the owner or operator will, if requested, by the Secretary (1) eliminate such adverse effect in a manner approved by the Secretary; or (2) bear all costs of relocating such property (or replacement thereof) to a site acceptable to the Secretary and all costs of restoring such property (or replacement thereof) to the level of safety, utility, efficiency, and cost of operation existing before the unapproved change in the airport or its facilities except in the case of a relocation or replacement of an existing airport facility due to a change in the Secretary's design standards beyond the control of the airport sponsor. 30. Civil Rights. It will promptly take any measures necessary to ensure that no person in the United States shall, on the grounds of race, creed, color, national origin, sex, age, or disability be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination in any activity conducted with, or benefiting from, funds received from this grant. a. Using the definitions of activity, facility and program as found and defined in §§ 21.23 (b) and 21.23 (e) of 49 CFR § 21, the sponsor will facilitate all programs, operate all facilities, or conduct all programs in compliance with all non- discrimination requirements imposed by, or pursuant to these assurances. b. Applicability c, 1) Programs and Activities. If the sponsor has received a grant (or other federal assistance) for any of the sponsor's program or activities, these requirements extend to all of the sponsor's programs and activities. 2) Facilities. Where it receives a grant or other federal financial assistance to construct, expand, renovate, remodel, alter or acquire a facility, or part of a facility, the assurance extends to the entire facility and facilities operated in connection therewith. Airport Sponsor Assurances 3/2014 Page 15 of 20 roads), including all proposed extensions and reductions of existing airport facilities; 3) the location of all existing and proposed nonaviation areas and of all existing improvements thereon; and 4) all proposed and existing access points used to taxi aircraft across the airport's property boundary. Such airport layout plans and each amendment, revision, or modification thereof, shall be subject to the approval of the Secretary which approval shall be evidenced by the signature of a duly authorized representative of the Secretary on the face of the airport layout plan. The sponsor will not make or permit any changes or alterations in the airport or any of its facilities which are not in conformity with the airport layout plan as approved by the Secretary and which might, in the opinion of the Secretary, adversely affect the safety, utility or efficiency of the airport. b. If a change or alteration in the airport or the facilities is made which the Secretary determines adversely affects the safety, utility, or efficiency of any federally owned, leased, or funded property on or off the airport and which is not in conformity with the airport layout plan as approved by the Secretary, the owner or operator will, if requested, by the Secretary (1) eliminate such adverse effect in a manner approved by the Secretary; or (2) bear all costs of relocating such property (or replacement thereof) to a site acceptable to the Secretary and all costs of restoring such property (or replacement thereof) to the level of safety, utility, efficiency, and cost of operation existing before the unapproved change in the airport or its facilities except in the case of a relocation or replacement of an existing airport facility due to a change in the Secretary's design standards beyond the control of the airport sponsor. 30. Civil Rights. It will promptly take any measures necessary to ensure that no person in the United States shall, on the grounds of race, creed, color, national origin, sex, age, or disability be excluded from participation in, be denied the benefits of, or be otherwise sUbjected to discrimination in any activity conducted with, or benefiting from, funds received from this grant. a. Using the definitions of activity, facility and program as found and defined in §§ 21.23 (b) and 21.23 ( e) of 49 CFR § 21, the sponsor will facilitate all programs, operate all facilities, or conduct all programs in compliance with all non- discrimination requirements imposed by, or pursuant to these assurances. b. Applicability 1) Programs and Activities. If the sponsor has received a grant (or other federal assistance) for any of the sponsor's program or activities, these requirements extend to all of the sponsor's programs and activities. 2) Facilities. Where it receives a grant or other federal financial assistance to construct, expand, renovate, remodel, alter or acquire a facility, or part of a facility, the assurance extends to the entire facility and facilities operated in connection therewith. Airport Sponsor Assurances 3/2014 Page 15 of20 roads), including all proposed extensions and reductions of existing airport facilities; 3) the location of all existing and proposed nonaviation areas and of all existing improvements thereon; and 4) all proposed and existing access points used to taxi aircraft across the airport's property boundary. Such airport layout plans and each amendment, revision, or modification thereof, shall be subject to the approval of the Secretary which approval shall be evidenced by the signature of a duly authorized representative of the Secretary on the face of the airport layout plan. The sponsor will not make or permit any changes or alterations in the airport or any of its facilities which are not in conformity with the airport layout plan as approved by the Secretary and which might, in the opinion of the Secretary, adversely affect the safety, utility or efficiency of the airport. b. If a change or alteration in the airport or the facilities is made which the Secretary determines adversely affects the safety, utility, or efficiency of any federally owned, leased, or funded property on or off the airport and which is not in conformity with the airport layout plan as approved by the Secretary, the owner or operator will, if requested, by the Secretary (1) eliminate such adverse effect in a manner approved by the Secretary; or (2) bear all costs of relocating such property (or replacement thereof) to a site acceptable to the Secretary and all costs of restoring such property (or replacement thereof) to the level of safety, utility, efficiency, and cost of operation existing before the unapproved change in the airport or its facilities except in the case of a relocation or replacement of an existing airport facility due to a change in the Secretary's design standards beyond the control of the airport sponsor. 30. Civil Rights. It will promptly take any measures necessary to ensure that no person in the United States shall, on the grounds of race, creed, color, national origin, sex, age, or disability be excluded from participation in, be denied the benefits of, or be otherwise sUbjected to discrimination in any activity conducted with, or benefiting from, funds received from this grant. a. Using the definitions of activity, facility and program as found and defined in §§ 21.23 (b) and 21.23 ( e) of 49 CFR § 21, the sponsor will facilitate all programs, operate all facilities, or conduct all programs in compliance with all non- discrimination requirements imposed by, or pursuant to these assurances. b. Applicability 1) Programs and Activities. If the sponsor has received a grant (or other federal assistance) for any of the sponsor's program or activities, these requirements extend to all of the sponsor's programs and activities. 2) Facilities. Where it receives a grant or other federal financial assistance to construct, expand, renovate, remodel, alter or acquire a facility, or part of a facility, the assurance extends to the entire facility and facilities operated in connection therewith. Airport Sponsor Assurances 3/2014 Page 15 of20 Exhibit K - 31 3) Real Property. Where the sponsor receives a grant or other Federal financial assistance in the form of,·or for the acquisition of real property or an interest in real property, the assurance will extend to rights to space on, over, or under such property. c. . Duration. The sponsor agrees that it is obligated to this assurance for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the assurance obligates the sponsor, or any transferee for the longer of the following periods: 1) So long as the airport is used as an airport, or for another purpose involving the provision of similar services or benefits; or 2) So long as the sponsor retains ownership or possession of the property. d. Required Solicitation Language. It will include the following notification in all solicitations for bids, Requests For Proposals for work, or material under this grant agreement and in all proposals for agreements, including airport concessions, regardless of funding source.: "The (Name of Sponsor), in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises and airport concession disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award." e. Required Contract Provisions. 1) It will insert the non-discrimination contract clauses requiring compliance with the acts and regulations relative to non-discrimination in Federally- assisted programs of the DOT, and incorporating the acts and regulations into the contracts by reference in every contract or agreement subject to the non- discrimination in Federally-assisted programs of the DOT acts and regulations. . 2) It will include a list of the pertinent non-discrimination authorities in every contract that is subject to the non-discrimination acts and regulations. 3) It will insert non-discrimination contract clauses as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a sponsor. 4) It will insert non-discrimination contract clauses prohibiting discrimination on the basis of race, color, national origjn, creed, sex, age, or handicap as a Airport Sponsor Assurances 312014 Page 16 of20 3) Real Property. Where the sponsor receives a grant or other Federal financial assistance in the form of, or for the acquisition of real property or an interest in real property, the assurance will extend to rights to space on, over, or under such property. c .. Duration. The sponsor agrees that it is obligated to this assurance for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the assurance obligates the sponsor, or any transferee for the longer of the following periods: 1) So long as the airport is used as an airport, or for another purpose involving the provision of similar services or benefits; or 2) So long as the sponsor retains ownership or possession of the property. d. Required Solicitation Language. It will include the following notification in all solicitations for bids, Requests For Proposals for work, or material under this grant agreement and in all proposals for agreements, including airport concessions, regardless of funding source: "The (Name of Sponsor), in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises and airport concession disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award." e. Required Contract Provisions. 1) It will insert the non-discrimination contract clauses requiring compliance with the acts and regulations relative to non-discrimination in Federally- assisted programs of the DOT, and incorporating the acts and regulations into the contracts by reference in every contract or agreement subject to the non- discrimination in Federally-assisted programs of the DOT acts and regulations. 2) It will include a list of the pertinent non-discrimination authorities in every contract that is subject to the non-discrimination acts and regulations. 3) It will insert non-discrimination contract clauses as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a sponsor. 4) It will insert non-discrimination contract clauses prohibiting discrimination on the basis of race, color, national origin, creed, sex, age, or handicap as a Airport Sponsor Assurances 3/2014 Page 16 of20 3) Real Property. Where the sponsor receives a grant or other Federal financial assistance in the form of, or for the acquisition of real property or an interest in real property, the assurance will extend to rights to space on, over, or under such property. c .. Duration. The sponsor agrees that it is obligated to this assurance for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the assurance obligates the sponsor, or any transferee for the longer of the following periods: 1) So long as the airport is used as an airport, or for another purpose involving the provision of similar services or benefits; or 2) So long as the sponsor retains ownership or possession of the property. d. Required Solicitation Language. It will include the following notification in all solicitations for bids, Requests For Proposals for work, or material under this grant agreement and in all proposals for agreements, including airport concessions, regardless of funding source: "The (Name of Sponsor), in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises and airport concession disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award." e. Required Contract Provisions. 1) It will insert the non-discrimination contract clauses requiring compliance with the acts and regulations relative to non-discrimination in Federally- assisted programs of the DOT, and incorporating the acts and regulations into the contracts by reference in every contract or agreement subject to the non- discrimination in Federally-assisted programs of the DOT acts and regulations. 2) It will include a list of the pertinent non-discrimination authorities in every contract that is subject to the non-discrimination acts and regulations. 3) It will insert non-discrimination contract clauses as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a sponsor. 4) It will insert non-discrimination contract clauses prohibiting discrimination on the basis of race, color, national origin, creed, sex, age, or handicap as a Airport Sponsor Assurances 3/2014 Page 16 of20 Exhibit K - 32 covenant running with the land, in any future deeds, leases, license, permits, or similar instruments entered into by the sponsor with other parties: a) For the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and b) For the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program. f. It will provide for such methods of administration for the program as are found by the Secretary to give reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the acts, the regulations, and this assurance. g. It agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the acts, the regulations, and this assurance. 31. Disposal of Land. a. For land purchased under a grant for airport noise compatibility purposes, including land serving as a noise buffer, it will dispose of the land, when the land is no longer needed for such purposes, at fair market value, at the earliest practicable time. That portion of the proceeds of such disposition which is proportionate to the United States' share of acquisition of such land will be, at the discretion of the Secretary, (1) reinvested in another project at the airport, or (2) transferred to another eligible airport as prescribed by the Secretary. The Secretary shall give preference to the following, in descending order, (1) reinvestment in an approved noise compatibility project, (2) reinvestment in an approved project that is eligible for grant funding under Section 47117(e) of title 49 United States Code, (3) reinvestment in an approved airport development project that is eligible for grant funding under Sections 47114, 47115, or 47117 of title 49 United States Code, (4) transferred to an eligible sponsor of another public airport to be reinvested in an approved noise compatibility project at that airport, and (5) paid to the Secretary for deposit in the Airport and Airway Trust Fund. If land acquired under a grant for noise compatibility purposes is leased at Hiir market value and consistent with noise buffering purposes, the lease will not be considered a disposal of the land. Revenues derived from such a lease may be used for an approved airport development project that would otherwise be eligible for grant funding or any permitted use of airport revenue. b. For land purchased under a grant for airport development purposes (other than noise compatibility), it will, when the land is no longer needed for airport purposes, dispose of such land at fair market value or make available to the Secretary an amount equal to the United States' proportionate share of the fair market value of the land. That portion of the proceeds of such disposition which is proportionate to the United States' share of the cost of acquisition of such land will, (1) upon application to the Secretary, be reinvested or transferred to another Airport Sponsor Assurances 312014 Page 17 of20 covenant running with the land, in any future deeds, leases, license, permits, or similar instruments entered into by the sponsor with other parties: a) For the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and b) For the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program. f. It will provide for such methods of administration for the program as are found by the Secretary to give reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the acts, the regulations, and this assurance. g. It agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the acts, the regulations, and this assurance. 31. Disposal of Land. a. For land purchased under a grant for airport noise compatibility purposes, including land serving as a noise buffer, it will dispose of the land, when the land is no longer needed for such purposes, at fair market value, at the earliest practicable time. That portion of the proceeds of such disposition which is proportionate to the United States' share of acquisition of such land will be, at the discretion of the Secretary, (1) reinvested in another project at the airport, or (2) transferred to another eligible airport as prescribed by the Secretary. The Secretary shall give preference to the following, in descending order, (1) reinvestment in an approved noise compatibility project, (2) reinvestment in an approved project that is eligible for grant funding under Section 47117(e) of title 49 United States Code, (3) reinvestment in an approved airport development project that is eligible for grant funding under Sections 47114,47115, or 47117 of title 49 United States Code, (4) transferred to an eligible sponsor of another public airport to be reinvested in an approved noise compatibility project at that airport, and (5) paid to the Secretary for deposit in the Airport and Airway Trust Fund. If land acquired under a grant for noise compatibility purposes is leased at fair market value and consistent with noise buffering purposes, the lease will not be considered a disposal of the land. Revenues derived from such a lease may be used for an approved airport development project that would otherwise be eligible for grant funding or any permitted use of airport revenue. b. For land purchased under a grant for airport development purposes (other than noise compatibility), it will, when the land is no longer needed for airport purposes, dispose of such land at fair market value or make available to the Secretary an amount equal to the United States' proportionate share of the fair market value of the land. That portion of the proceeds of such disposition which is proportionate to the United States' share of the cost of acquisition of such land will, (1) upon application to the Secretary, be reinvested or transferred to another Airport Sponsor Assurances 3/2014 Page 17 of20 covenant running with the land, in any future deeds, leases, license, permits, or similar instruments entered into by the sponsor with other parties: a) For the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and b) For the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program. f. It will provide for such methods of administration for the program as are found by the Secretary to give reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the acts, the regulations, and this assurance. g. It agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the acts, the regulations, and this assurance. 31. Disposal of Land. a. For land purchased under a grant for airport noise compatibility purposes, including land serving as a noise buffer, it will dispose of the land, when the land is no longer needed for such purposes, at fair market value, at the earliest practicable time. That portion of the proceeds of such disposition which is proportionate to the United States' share of acquisition of such land will be, at the discretion of the Secretary, (1) reinvested in another project at the airport, or (2) transferred to another eligible airport as prescribed by the Secretary. The Secretary shall give preference to the following, in descending order, (1) reinvestment in an approved noise compatibility project, (2) reinvestment in an approved project that is eligible for grant funding under Section 47117(e) of title 49 United States Code, (3) reinvestment in an approved airport development project that is eligible for grant funding under Sections 47114,47115, or 47117 of title 49 United States Code, (4) transferred to an eligible sponsor of another public airport to be reinvested in an approved noise compatibility project at that airport, and (5) paid to the Secretary for deposit in the Airport and Airway Trust Fund. If land acquired under a grant for noise compatibility purposes is leased at fair market value and consistent with noise buffering purposes, the lease will not be considered a disposal of the land. Revenues derived from such a lease may be used for an approved airport development project that would otherwise be eligible for grant funding or any permitted use of airport revenue. b. For land purchased under a grant for airport development purposes (other than noise compatibility), it will, when the land is no longer needed for airport purposes, dispose of such land at fair market value or make available to the Secretary an amount equal to the United States' proportionate share of the fair market value of the land. That portion of the proceeds of such disposition which is proportionate to the United States' share of the cost of acquisition of such land will, (1) upon application to the Secretary, be reinvested or transferred to another Airport Sponsor Assurances 3/2014 Page 17 of20 Exhibit K - 33 Palo Alto Airport Rwy & Txy Rehab Exhibit E Drug-free Workplace Certification Palo Alto Airport Rwy & Txy Rehab Exhibit E Drug-free Workplace Certification Palo Alto Airport Rwy & Txy Rehab Exhibit E Drug-free Workplace Certification Exhibit K - 34 County of Santa Clara U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION AIRPORT IMPROVEMENT PROGRAM SPONSOR CERTIFICATION DRUG-FREE WORKPLACE Palo Alto Airport (Sponsor) (Airport) Description of Work: Rehabilitation of Runway 13L-31 and Taxiways 3-06-0225-xx (Project Number) Title 49, United States Code, section 47105(d}, authorizes the Secretary to require certification from the sponsor that it will comply with the statutory and administrative requirements in carrying out a project under the Airport Improvement Program (AlP). General requirements on the drug-free workplace within Federal grant programs are described in Title 49, Code of Federal Regulations, Part 29. Sponsors are required·to certify they will be,or will continue to provide, a drug-free workplace in accordance with the regulation. The AlP project grant agreement contains specific assurances on the Drug-Free Workplace Act of 1988. Except for the certified items below marked not applicable (N/A), the list includes major requirements for this aspect of project implementation, although it is not comprehensive, nor does it relieve the sponsor from fully complying with all applicable statutory and administrative standards. 1. A statement has been or will be published notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the sponsor's workplace, and specifying the actions to be taken against employees for violation of such prohibition. 2. An ongoing drug-free awareness program has been or will be established to inform employees about: a. The dangers of drug abuse in the workplace; b. The sponsor's policy of maintaining a drug-free workplace; c. Any available drug counseling, rehabilitation, and employee assistance programs; and d. The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace. 3. Each employee to be engaged in the performance of the work has been or will be given a copy of the statement required within item 1 above. 4. Employees have been or will be notified in the statement required by item 1 above that, as a condition employment under the grant, the employee will: a. Abide by the terms of the statement; and b. Notify the employer in writing of his or her conviction for a violation of a criminal drug statute occurring in the workplace no later than five calendar days after such conviction. Yes No N/A D D D D D D D D County of Santa Clara (Sponsor) Description of Work: U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION AIRPORT IMPROVEMENT PROGRAM SPONSOR CERTIFICATION DRUG-FREE WORKPLACE Palo Alto Airport (Airport) Rehabilitation of Runway 13L-31 and Taxiways 3-06-0225-xx (Project Number) Title 49, United States Code, section 471 05(d), authorizes the Secretary to require certification from the sponsor that it will comply with the statutory and administrative requirements in carrying out a project under the Airport Improvement Program (AlP). General requirements on the drug-free workplace within Federal grant programs are described in Title 49, Code of Federal Regulations, Part 29. Sponsors are required to certify they will be, or will continue to provide, a drug-free workplace in accordance with the regulation. The AlP project grant agreement contains specific assurances on the Drug-Free Workplace Act of 1988. Except for the certified items below marked not applicable (N/A), the list includes major requirements for this aspect of project implementation, although it is not comprehensive, nor does it relieve the sponsor from fully complying with all applicable statutory and administrative standards. 1. A statement has been or will be published notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the sponsor's workplace, and specifying the actions to be taken against employees for violation of such prohibition. 2. An ongoing drug-free awareness program has been or will be established to inform employees about: a. The dangers of drug abuse in the workplace; b. The sponsor's policy of maintaining a drug-free workplace; c. Any available drug counseling, rehabilitation, and employee assistance programs; and d. The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace. 3. Each employee to be engaged in the performance of the work has been or will be given a copy of the statement required within item 1 above. 4. Employees have been or will be notified in the statement required by item 1 above that, as a condition employment under the grant, the employee will: a. Abide by the terms of the statement; and b. Notify the employer in writing of his or her conviction for a violation of a criminal drug statute occurring in the workplace no later than five calendar days after such conviction. Yes No N/A D D D D D D D D County of Santa Clara (Sponsor) Description of Work: U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION AIRPORT IMPROVEMENT PROGRAM SPONSOR CERTIFICATION DRUG-FREE WORKPLACE Palo Alto Airport (Airport) Rehabilitation of Runway 13L-31 and Taxiways 3-06-0225-xx (Project Number) Title 49, United States Code, section 471 05(d), authorizes the Secretary to require certification from the sponsor that it will comply with the statutory and administrative requirements in carrying out a project under the Airport Improvement Program (AlP). General requirements on the drug-free workplace within Federal grant programs are described in Title 49, Code of Federal Regulations, Part 29. Sponsors are required to certify they will be, or will continue to provide, a drug-free workplace in accordance with the regulation. The AlP project grant agreement contains specific assurances on the Drug-Free Workplace Act of 1988. Except for the certified items below marked not applicable (N/A), the list includes major requirements for this aspect of project implementation, although it is not comprehensive, nor does it relieve the sponsor from fully complying with all applicable statutory and administrative standards. 1. A statement has been or will be published notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the sponsor's workplace, and specifying the actions to be taken against employees for violation of such prohibition. 2. An ongoing drug-free awareness program has been or will be established to inform employees about: a. The dangers of drug abuse in the workplace; b. The sponsor's policy of maintaining a drug-free workplace; c. Any available drug counseling, rehabilitation, and employee assistance programs; and d. The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace. 3. Each employee to be engaged in the performance of the work has been or will be given a copy of the statement required within item 1 above. 4. Employees have been or will be notified in the statement required by item 1 above that, as a condition employment under the grant, the employee will: a. Abide by the terms of the statement; and b. Notify the employer in writing of his or her conviction for a violation of a criminal drug statute occurring in the workplace no later than five calendar days after such conviction. Yes No N/A D D D D D D D D Exhibit K - 35 5. The FAA will be notified in writing within ten calendar days after receiving notice under item 4b above from an employee or otherwise receiving actual notice of such conviction. Employers of convicted employees' must provide notice, including position title of the employee, to the FAA. Notices shall include the project number of each affected grant. 6. One of the folloWin-g actions-wltl be taken within 30 calendar days of receiving a notice under item 4b above with respect to any employee who is so convicted: a. Take appropriate personnel action against such an employee, up to and including termination, consistent with the requirements of the Rehabilitation Act of 1973, as amended; or b. Require such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by Federal, State, or local health, law enforcement, or other appropriate agency. 7. A good faith effort will be made to continue to maintain a drug-free workplace through implementation of items 1 through 6 above. Yes .~ No N/A o o o o o o I have prepared documentation shown below or attached hereto with site(s) for performance of work (street address, city, county, state, zip code). There are no such workplaces that are not identified below or in the attachment. I have prepared additional documentation for any above items marked "non and attached it hereto .. I certify that, for the project identified herein, responses to the forgoing items are accurate as marked and attachments are correct and complete. Location Street Address: ------~----------- City: ----~------------- Staf8: --------~---------Zip code: -------------------- Location Location James Keene Type Name of Sponsor's Designated Official Representative City Manager Typed Tille of Sponsor's Designated OffIcial Representative 6/XI-f/Pf Date of Signature \ Exhibit K - 36 Exhibit F Standard DOT Title VI Assurances Exhibit F Standard DOT Title VI Assurances Exhibit F Standard DOT Title VI Assurances Exhibit K - 37 STANDARD DOT TITLE VI ASSURANCES City of Palo Alto ______ --------(hereinafter referred to as the Sponsor) hereby agrees that as a condition to receiving Federal financial assistance from the Department of Transportation '(DOn, it will comply with Title VI of the Civil Rights Act of 1964 (42 u.s.c. 2000d et seq.) and all requirements imposed by 49 CFR Part 21, -Nondiscrimination in Federally Assisted Programs of the Department of Transportation -Effectuation of Title VI of the Civil Rights Act of 1964 (hereinafter referred to as the "Regulations") to the end that no person in the United States shall, on the ground of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program qr activity for which the applicant receives Federal financial assistance and will immediately take any measures necessary to effectuate this agreement. Without limiting the above general assurance, the sponsor agrees concerning this grant that: 1. Each "program" and "facility" (as defined in Sections 21.23(e) and 21.23 (b)) will be conducted or operated in compliance with all requirements of the Regulations. 2. It will insert the clauses of Attachment 1 of this assurance in every contract subject to the Act and the Regulations. 3. Where Federal financial assistance is received to construct a facility, or part of a facility, the assurance shall extend to the entire facility and facilities operated in connection therewith. 4. Where Federal financial assistance is in the form or for the acquisition of real property or an interest in real property, the assurance shall extend to rights to space on, over, or under such property. 5. It will include the appropriate clauses set forth in Attachment 2 of this assurance, as a covenant running with the land, in any future deeds, leases, permits, licenses, and similar agreements entered into by the sponsor with other parties: (a) for the subsequent transfer of real property acquired or improved with Federal financial assistance under this Project; and (b) for the construction or use of or access to space on, over, or under real property acquired or improved with Federal financial assistance under this Project. 6. This assurance obligates the Sponsor for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon, in which case the assurance obligates the sponsor or any transferee for the longer of the following periods. (a) the period during which the property is used for a purpose for which Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits, or (b) the period during which the sponsor retains ownership or possession of the property. STANDARD DOT TITLE VI ASSURANCES City of Palo Alto ___ -:-________ (hereinafter referred to as the Sponsor) hereby agrees that as a condition to receiving Federal financial assistance from the Department of Transportation '(DOT), it will comply with Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.) and all requirements imposed by 49 CFR Part 21, -Nondiscrimination in Federally Assisted Programs of the Department of Transportation --Effectuation of Title VI of the Civil Rights Act of 1964 (hereinafter referred to as the "Regulations") to the end that no person in the United States shall, on the ground of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program qr activity for which the applicant receives Federal financial assistance and will immediately take any measures necessary to effectuate this agreement. Without limiting the above general assurance, the sponsor agrees concerning this grant that: 1. Each "program" and "facility" (as defined in Sections 21.23(e) and 21.23 (b» will be conducted or operated in compliance with all requirements of the Regulations. 2. It will insert the clauses of Attachment 1 of this assurance in every contract subject to the Act and the Regulations. 3. Where Federal financial assistance is received to construct a facility, or part of a facility, the assurance shall extend to the entire facility and facilities operated in connection therewith. 4. Where Federal financial assistance is in the form or for the acquisition of real property or an interest in real property, the assurance shall extend to rights to space on, over, or under such property. 5. It will include the appropriate clauses set forth in Attachment 2 of this assurance, as a covenant running with the land, in any future deeds, leases, permits, licenses, and similar agreements entered into by the sponsor with other parties: (a) for the subsequent transfer of real property acquired or improved with Federal financial assistance under this Project; and (b) for the construction or use of or access to space on, over, or under real property acquired or improved with Federal financial assistance under this Project. 6. This assurance obligates the Sponsor for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon, in which case the assurance obligates the sponsor or any transferee for the longer of the following periods. (a) the period during which the property is used for a purpose for which Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits, or (b) the period during which the sponsor retains ownership or possession of the property. STANDARD DOT TITLE VI ASSURANCES City of Palo Alto ___ -:-________ (hereinafter referred to as the Sponsor) hereby agrees that as a condition to receiving Federal financial assistance from the Department of Transportation '(DOT), it will comply with Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.) and all requirements imposed by 49 CFR Part 21, -Nondiscrimination in Federally Assisted Programs of the Department of Transportation --Effectuation of Title VI of the Civil Rights Act of 1964 (hereinafter referred to as the "Regulations") to the end that no person in the United States shall, on the ground of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program qr activity for which the applicant receives Federal financial assistance and will immediately take any measures necessary to effectuate this agreement. Without limiting the above general assurance, the sponsor agrees concerning this grant that: 1. Each "program" and "facility" (as defined in Sections 21.23(e) and 21.23 (b» will be conducted or operated in compliance with all requirements of the Regulations. 2. It will insert the clauses of Attachment 1 of this assurance in every contract subject to the Act and the Regulations. 3. Where Federal financial assistance is received to construct a facility, or part of a facility, the assurance shall extend to the entire facility and facilities operated in connection therewith. 4. Where Federal financial assistance is in the form or for the acquisition of real property or an interest in real property, the assurance shall extend to rights to space on, over, or under such property. 5. It will include the appropriate clauses set forth in Attachment 2 of this assurance, as a covenant running with the land, in any future deeds, leases, permits, licenses, and similar agreements entered into by the sponsor with other parties: (a) for the subsequent transfer of real property acquired or improved with Federal financial assistance under this Project; and (b) for the construction or use of or access to space on, over, or under real property acquired or improved with Federal financial assistance under this Project. 6. This assurance obligates the Sponsor for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon, in which case the assurance obligates the sponsor or any transferee for the longer of the following periods. (a) the period during which the property is used for a purpose for which Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits, or (b) the period during which the sponsor retains ownership or possession of the property. Exhibit K - 38 7. It will provide for such'methods of administration for the program as are found by the Secretary of Transportation or the official to whom he delegates specific authority to give reasonable guarantee that it, other sponsors, subgrantees, contractors, subcontractors, transferees, successors in interest, and other participants or Federal financial assistance under such program will comply with all.requirements imposed or pursuant to the Act, the Regulations, and this assurance. 8. It agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Act, the Regulations, and this assurance. THIS ASSURANCE is given in consideration of and for the purpose of obtaining Federal financial assistance for this Project and is binding on its contractors, the sponsor, subcontractors, transferees, successors in interest and other participants in the Project. The person or persons whose signatures appear below are authorized to sign this assurance on behalf of the Sponsor. DATED_---<h iJ--:..LIJ/..!.....j11 f<----.,---- City of Palo Alto (Sponsor) BY~~ __ ~ ________ r-+-__ -;~ Exhibit K - 39 CONTRACTOR CONTRACTUAL REOUIREMENTS ATTACHMENT 1 During the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to as the "contracton agrees as follows: .. ---- 1. Compliance with Regulations. The contractor shall comply with the Regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination. The contractor, with regard to the work performed by it during the contract,' shall·not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4. Information and Reports. The contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Sponsor or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a contractor is in the exclusive posseSSion of another who fails or refuses to furnish this information, the contractor shall so certify to the sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance. In the event of the contractor's noncompliance with the nondiscrimination provisions of this contract, the sponsor shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to: a. Withholding of payments to the contractor under the contract until the contractor complies, and/or b. Cancellation, termination, or suspension of the contract, in whole or in part. 6. Incorporation of Provisions. The contractor shall include the provisions of paragraphs 1 through 5 in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations or directives issued Pursuant thereto. The contractor shall take such action with respect to any subcontract or procurement as the sponsor or the FAA may direct as a means of enforcing such provisions including sanctions for '1oncompliance. Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the contractor may request the Sponsor to enter into such litigation to protect the interests of the sponsor and, in addition, the contractor may request the United States to enter into such litigation to protect the interests of the United States. CONTRACTOR CONTRACTUAL REOUIREMENTS ATTACHMENT 1 During the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to as the "contractor") agrees as follows: - 1. Compliance with Regulations. The contractor shall comply with the Regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination. The contractor, with regard to the work performed by it during the contract,' shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4. Information and Reports. The contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Sponsor or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a contractor is in the exclusive posseSSion of another who fails or refuses to furnish this information, the contractor shall so certify to the sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance. In the event of the contractor's noncompliance with the nondiscrimination provisions of this contract, the sponsor shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to: a. Withholding of payments to the contractor under the contract until the contractor complies, and/or b. Cancellation, termination, or suspension of the contract, in whole or in part. 6. Incorporation of Provisions. The contractor shall include the provisions of paragraphs 1 through 5 in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations or directives issued Pursuant thereto. The contractor shall take such action with respect to any subcontract or procurement as the sponsor or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the contractor may request the Sponsor to enter into such litigation to protect the interests of the sponsor and, in addition, the contractor may request the United States to enter into such litigation to protect the interests of the United States. CONTRACTOR CONTRACTUAL REOUIREMENTS ATTACHMENT 1 During the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to as the "contractor") agrees as follows: - 1. Compliance with Regulations. The contractor shall comply with the Regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination. The contractor, with regard to the work performed by it during the contract,' shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4. Information and Reports. The contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Sponsor or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a contractor is in the exclusive posseSSion of another who fails or refuses to furnish this information, the contractor shall so certify to the sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance. In the event of the contractor's noncompliance with the nondiscrimination provisions of this contract, the sponsor shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to: a. Withholding of payments to the contractor under the contract until the contractor complies, and/or b. Cancellation, termination, or suspension of the contract, in whole or in part. 6. Incorporation of Provisions. The contractor shall include the provisions of paragraphs 1 through 5 in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations or directives issued Pursuant thereto. The contractor shall take such action with respect to any subcontract or procurement as the sponsor or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the contractor may request the Sponsor to enter into such litigation to protect the interests of the sponsor and, in addition, the contractor may request the United States to enter into such litigation to protect the interests of the United States. Exhibit K - 40 CLAUSES FOR DEEDS, LICENSES, LEASES, PERMITS OR SIMILAR INSTRUMENTS ATTACHMENT 2 The following clauses shall be included in deeds, licenses, leases, permits, or similar instruments entered into by the Sponsor pursuant to the provisions of Assurances 5(a) and 5(b). 1. The (grantee, licensee, lessee, permitee, etc., as appropriate) for himself, his heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this (deed, license, lease, permit, etc.) for a purpose for which a DOT program or activity is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permitee, etc.) shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. 2. The (grantee, licensee, lessee, permitee"etc., as appropriate) for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that: (1) no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of,. or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permitee; etc.) shall use the premises in compliance with all other requirements imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. CLAUSES FOR DEEDS, LICENSES, LEASES, PERMITS OR SIMILAR INSTRUMENTS ATTACHMENT 2 The following clauses shall be included in deeds, licenses, leases, permits, or similar instruments entered into by the Sponsor pursuant to the provisions of Assurances 5(a) and 5(b). 1. The (grantee, licensee, lessee, permitee, etc., as appropriate) for himself, his heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this (deed, license, lease, permit, etc.) for a purpose for which a DOT program or activity is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permitee, etc.) shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. 2. The (grantee, licensee, lessee, permitee,etc., as appropriate) for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that: (1) no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permitee, etc.) shall use the premises in compliance with all other requirements imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. CLAUSES FOR DEEDS, LICENSES, LEASES, PERMITS OR SIMILAR INSTRUMENTS ATTACHMENT 2 The following clauses shall be included in deeds, licenses, leases, permits, or similar instruments entered into by the Sponsor pursuant to the provisions of Assurances 5(a) and 5(b). 1. The (grantee, licensee, lessee, permitee, etc., as appropriate) for himself, his heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this (deed, license, lease, permit, etc.) for a purpose for which a DOT program or activity is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permitee, etc.) shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. 2. The (grantee, licensee, lessee, permitee,etc., as appropriate) for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that: (1) no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permitee, etc.) shall use the premises in compliance with all other requirements imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. Exhibit K - 41 ,.i AGREEMENT RELATIVE,TOBAYLANDS LEVEES '_'!-:1d t',~.~~~1.4..:_._._.._~=-~:.~=- :~;j.t~iii~~~ COUNTY OF SANTA CLARA,a'subdivision of the State of.Cali.fornia, hereinafter "County";and CITY OF PALO ALTO,,a .municipal .corporation of the..State-'o£ California,hereinafter "City";and SANTA CLARA VALLEY WATER BISTRIeT.,.'.a·,local·.puhlic agency of the State of California,hereinafter "District"; AGREE this --lOC~Q....:;~~N'-1.';::\~_ as follows: RECITALS: day of'__~~~~w¥~~~,1979~. A."Exhibit A,"so marked,hereunto attached and made a part hereof,shows certain San Francisco baylands levees arid indicates as to ,such levees the'maintenance responsibili·ty of County,City and District.. B.District is able to survey and establish elevations of levees'and is prepared to perform such a'service for County and City pursuant to this a9reem~nt. C.In emergencies County,City and District are prepared to take necessary maintenance and"repair'action without re- gard to jurisdiction,adjusting the cost thereof in accord- ance with this agreement• .AGREEMENT:----- 1.At least once each year District shall make visual.-inspections. of County·s and City·s said levees.·,District·may'enter upon lands of County or City,shown on said'.Exhibit.AI',for'such purpose._District will report all findings which show the need tor preventive--main·l:.enan.c.e .to the appropriate agency. 2.From time to'time District may ,notify ,County or..City.that... there is a need to establish 'by appropriate .survey,the.,.,ele~ation.ot countyI s or City I S said .levees.'If.County or City...shall.t.hen." p~ovide written authority so to do,',District·.may·mak'e".s.uch..sur.vey, and shall provide County or City with'the'data sefe,und•.:upon .District certification,County or City.shall promptiy repay.to,District the actual and necessary cost of .said .work·.. ·.'.City'Gr'County may elect to perform ·the survey work with their'own'personnel...or..by-others if they believe it is more apprljpriate 'to do so... 3.If County i City or.Dis·trict reasonably perceive the .neces,sity of immediate'.emergency repair"upon the..other.'·s;levees,such work may be done without prior permission,''p'r'ovi'de4,that the 12arty so . acting shall notify the others of the work at the earliest possible 'time,whether before p during or after the prosecution thereof•. Such notice shall be given to the individual and at the telephone numbers which each party will from time to time supply ·to the others .inwriting.The party'performing such··ernergency·.-work may certify to the party on whose levee work was done the actual and necessary cost thereof,which cost shall be promp,tly repaid.. 4.Costs,repayable under paragraphs 2 and'3 above shall include labor,~~terials,use of equipment and services and supplies secured Exhibit L - 1 ~;,;."C ;:'....'...... .' from vendors or contra~tors.Each party shall keep proper and suf- ficient records of such costs'which records shall be open to inspec- tion by the o·thers at all convenient times. 5.Except as'noted above for situations of emergency,each party accepts the responsibility of maintaining the levees within its jurisdiction as i.ndicated on said Exhibit A. 6.During any period when a party is on the property of another doing work pursuant to this agreement,the party so working shall .save,defend and hold harmless the other from damage or loss or claim thereof howsoever arising by reason of such work. 7.District shall apply to the Corps of Engineers and to San Francisco Bay Conservation and Development Commission for a general period to cover maintenance of District levees and levees of City and County in San Francisco Baylandsareas.District shall request that such general permit pertain to all permittees of District. 8.until such time as the above-mentioned general permit is obtained,City and County shall be responsible for ob'taining all necessary permits for such levee maintenance. 9.If the above-mentioned permit is obtained,City and County shall thereafter optain a permit only from District for,levee main- tenance. 10.This agreement may be terminated as tg·-any -party.upon. written notification to the others given thirty (30)'days..before the date'of such termination.Such notice shall be directed to the County Executive of County at its business address or to the City Manager of City at its business address and to the General Manager of District at its business address.' and year first hereinabove set forth., C1etk of the Board of Supen7~... C~TY OF PALO ALTO - 2 ~ Exhibit L - 2 EXHIBIT M LIST OF REPORTS RELATED TO HAZARDOUS MATERIALS Phase I Environmental Site Assessment, Palo Alto Airport, 1901, 1903, 1909, and 1925 Embarcadero Road, Palo Alto, California (May 1, 2009). Phase II, Environmental Site Assessment, Palo Alto Airport, 1901, 1903, and 1925 Embarcadero Road, Palo Alto, California (August 1, 2011). Letter from Christophe Ellsbury, to Ms. Lani Lee, Re: Palo Alto Airport Report of Additional Site Assessment (December 14, 2012). Letter from Jim Blamey, to Mr. Chris Ellsbury, Mr. Andrew Swanson, Ms. Patricia Roy, and Rossi Aircraft, Inc., Re: Voluntary Cleanup Program Case Closure: Palo Alto Airport, 1901, 1903, 1925 Embarcadero Road, Palo Alto, California (January 31, 2014). Exhibit M - 1 Stantec Consulting Services Inc. 15575 Los Gatos Boulevard Building C Los Gatos CA 95032-2569 Tel: (408) 356-6124 Fax: (408) 356-6138 December 14, 2012 County of Santa Clara Roads and Airport Department 101 Skyport Drive San Jose, CA 95110-1302 Attention: Mr. Michael Murdter and Mr. Chris Ellsbury Reference: Additional Site Assessments Report City of Palo Alto Airport 1901, 1903, & 1925 Embarcadero Road Palo Alto, California SCCo Case No. 05S2W31H02s Dear Michael and Chris: Stantec Consulting Services Inc. (Stantec) is pleased to submit this report to the County of Santa Clara, Roads and Airport Department (RAD) for the above referenced site (Site). This report is being submitted for the recently conducted additional soil and groundwater assessments for the three separate areas (e.g., Tank Farm, Fuel Station and Underground Piping, and Wash Rack Sump) that were identified in Northgate Environmental Management, Inc.’s (Northgate) Phase II Environmental Site Assessment (ESA), dated August 1, 2011, and approved by Ms. Lani Lee of the County of Santa Clara Department of Environmental Health on August 9, 2012 (Appendix A). The results and conclusions presented in this report are professional opinions based on data described herein. Limitations associated with this report are described in Appendix B. SITE DESCRIPTION AND BACKGROUND Palo Alto Airport consists of approximately 102 acres of land located along the western margin of San Francisco Bay, north of the eastern terminus of Embarcadero Road in Palo Alto, California (Figure 1). The Site is developed as a municipal airport containing a single 2,443 foot long runway, airplane tie-down areas, an FAA control tower, a terminal building, and several airplane hangars, repair shops, and offices (Figure 2). Major structures at the Site are identified with the addresses 1901, 1903, and 1925 Embarcadero Road. The RAD currently holds a lease on the Site from the City of Palo Alto. The RAD operates and maintains the Palo Alto Airport, including the airport runway, airplane tie-downs, terminal building, and several small, associated structures and outbuildings. The RAD subleases land and buildings to two airport businesses known as Fixed Base Operators (FBOs). These FBOs, Roy-Aero Enterprises (RAE) and Airport Management Group (AMG), sublease land and buildings on the southwestern portion of the Site and include the operation of fuel storage, delivery, and fueling facilities for the airport by separate permit. PREVIOUS INVESTIGATIONS In 2011, the City of Palo Alto hired Northgate to perform a Phase II ESA. The ESA confirmed the presence of soil and groundwater contamination at the Site and identified potential sources of contamination. Northgate recommended that the following areas require further investigation to determine the sources of the contamination: • The Tank Farm operated by AMG/RAE (Figure 3) Exhibit M - 2 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 2 of 10 Reference: Additional Site Assessments City of Palo Alto Airport • The Self-Serve Fueling Station operated by RAE/Palo Alto Fuel Services (PAFS) (Figure 4) • The Wash Rack Sump Area (Figure 5) TANK FARM AREA A tank farm is located on the western edge of the Site (Figures 2 and 3) and consists of a concrete enclosure and chain-link fence surrounding several aboveground storage tanks (ASTs) that are used to store aviation gas, jet fuel, gasoline, and diesel. Silver tanks (supplying Exxon product via Roy Aero) on the southern half of the tank farm serve RAE/PAFS, which operates a mobile refueling truck and a fixed, self-serve fueling station at the Site. White tanks (supplying Chevron product via Rossi Aviation) on the northern half of the tank farm serve AMG which operates two mobile refueling trucks at the Site. The fuel trucks are filled at the tank farm and driven around to individual aircraft for refueling. According to Northgate’s ESA, three borings (B-10, B-11, and B-12) were advanced in the vicinity of the existing fuel tank farm area, which resulted in “significantly elevated levels of total petroleum hydrocarbons as gasoline (TPH-g) (1,700,000 micrograms per kilogram [µg/kg]) and volatile organic compounds (VOCs; specifically ethylbenzene, xylenes, and naphthalene) were measured in soil samples collected from one of the three borings advanced - immediately adjacent to the fuel tank farm (boring B-11 )” (Table 1). Petroleum hydrocarbon constituents and VOCs were also detected at this location in grab groundwater samples (Table 2). FUELING STATION AND UNDERGROUND PIPING AREA A self-service fueling station and underground piping are located near the center of the Site and on the northeast corner of the RAE sublease area (Figures 2 and 4). Underground piping carries fuel from the ASTs to the self-service fueling island. According to Northgate’s ESA, borings B-13 and B-22 were advanced on opposite sides of the fueling station pump island. An additional boring (B-14) was advanced near the underground fuel line system, in the approximate area identified in the field by a representative of RAE as the location where the underground fuel line had previously been punctured during excavations for installing light standards in 1999. Total petroleum hydrocarbons as motor oil (TPH-mo) was reported at concentrations of 4,400 milligram per kilogram (mg/kg) and 5,200 mg/kg in the shallow soil samples from borings B-13 and B-22, respectively (Table 1); with only TPH-mo at 30 mg/kg detected in a shallow soil sample from B-14. There were no detections of any analytes for all grab groundwater samples analyzed from B-13, B-14, and B-22 (Table 2). WASH RACK SUMP AREA A wash rack is located on the northwest portion of the Site, north of the Air Traffic Control Tower (Figures 2 and 5). The wash rack is a concrete slab that slopes to a central drain and sump, and is used by airplane owners to wash their airplanes. The RAD operates a treatment system for wastewater generated at the wash rack. Waste wash water is collected through a drain in the middle of the concrete pad and runs through a treatment system that removes heavy metals from the water by precipitating them out in a thick sludge. According to Northgate’s ESA, one boring, B-25, was advanced on the suspected downgradient direction of the concrete sump, located at the wash rack station. TPH-mo was detected at elevated concentrations in both the 1.0 and 4.5 feet below ground surface (bgs) soil samples collected in this boring (Table 1). The extent of the TPH-mo contamination in this area was not determined. Petroleum hydrocarbons and VOCs were not detected above their respective laboratory method reporting limits (MRLs) in the groundwater sample collected near the wash rack (Table 2). However, based on the elevated petroleum hydrocarbons in Exhibit M - 3 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 3 of 10 Reference: Additional Site Assessments City of Palo Alto Airport soil, Northgate recommended additional investigation of the possible extent and magnitude of contaminants in soil and water in the vicinity of the wash rack. As the analytical results from Northgate’s ESA indicate, the soil and groundwater samples collected in the Tank Farm Area at locations B-10, B-11, and B-12; the Fueling Station Area at locations B-13, B-14, and B-22; and the Wash Rack Sump Area at location B-25, did not contain VOCs; polychlorinated biphenyls (PCBs); CAM-17 metals; or organochlorine pesticides exceeding their California Regional Water Quality Control Board (RWQCB) – San Francisco Bay Region Environmental Screening Levels (ESLs) established by the Water Board for commercial/industrial land use sites. The exceptions to this are soil and groundwater results from location B-11, in front of the Tank Farm, which indicated that ESLs for VOCs were exceeded; and a groundwater sample result from B-22, near the Fuel Island, which had a concentration of 1.8 micrograms per Liter (µg/L) of barium, slightly above the ESL of 1.0 µg/L. Based on this, all soil and groundwater samples collected during Stantec’s additional Site assessments were not analyzed for PCBs, metals, or pesticides, but only for TPH-g, TPH-d, TPH-mo, and VOCs. Selected soil and groundwater samples that exhibited elevated concentrations of petroleum hydrocarbon constituents were also submitted for fuel fingerprinting analyses to specifically identify the presence of TPH aviation gasoline (TPH-av), Jet A fuel, diesel, and unleaded gasoline, when possible. SUBSURFACE INVESTIGATION Based on the results from the Northgate ESA, four borings (SB-1B through SB-4; SB-1A was the initial attempted SB-1 boring, however, an obstruction was encountered at approximately 32 inches bgs) were located to further characterize the soil and groundwater impacts downgradient of the ASTs in the Tank Farm Area (Figure 3); five borings (SB-5 through SB-9) were located to further characterize the soil and groundwater impacts in the area of the Fuel Island and one boring (SB-10) was located along the product pipeline from the AST to the Self-Service Fueling Station (Figure 4); and five borings (SB-11 through SB-15) were located to further characterize the soil and groundwater impacts in the vicinity of the Wash Rack Sump Area (Figure 5), along with one additional boring (SB-16; requested by RAD) located near the Storage and Waste Oil Collection Shed in the southeastern portion of the Site (Figure 2). DIRECT PUSH BORINGS Prior to conducting the subsurface investigation, Stantec notified Underground Service Alert and contracted with a private utility locating company to clear the proposed subsurface drilling locations. Between September 24 and September 26, 2012, Gregg Drilling and Testing Inc. (Gregg), a C-57 licensed drilling contractor, conducted the hand augering clearance and direct-push activities at 16 boring locations, under Stantec’s direction. Soil Sampling The upper 5 feet of each borehole was advanced using a hand auger and then advanced to approximately 12 to 15 feet bgs, or approximately five feet below first encountered groundwater, whichever occurred first. Each boring was continuously cored, with soil entering into an acetate liner from the direct-push rig. The soil was logged for lithologic description in accordance with the Unified Soil Classification System (USCS) by a Stantec geologist working under the direction of a California Professional Geologist. Soil samples were field screened for the presence of VOCs using a hand-held photo-ionization detector (PID). Soil classifications, PID readings, and related observations were recorded on soil boring logs (Appendix C). To collect the soil sample for submittal to a laboratory for analysis, a dual tube probe (with an approximately one-half inch outside diameter) was driven into the subsurface, allowing the soil core to be driven inside an acetate liner. The liner was then extruded from the inner tube. The selected depth of the soil sample was Exhibit M - 4 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 4 of 10 Reference: Additional Site Assessments City of Palo Alto Airport then cut into an approximately four-inch section, sealed with Teflon® tape and plastic end caps, labeled, and placed in an ice filled cooler pending transfer of custody to the analytical laboratory. Grab Groundwater Sampling Grab groundwater samples were collected from 13 of the 16 borings advanced during the subsurface investigation. Borings SB-1B, SB-10, and SB-16 were advanced to 12, 15, and 12 feet bgs, respectively, but there was insufficient groundwater to collect a sample. Grab groundwater samples were obtained through a polyvinyl chloride (PVC) temporary casing with ten feet of screen inserted into each borehole. Ten foot screens were used because the predominantly lean clean throughout the subsurface yielded limited groundwater. Once sufficient groundwater had accumulated in the casing, samples were collected by using a disposable polyethylene bailer. Samples were transferred into laboratory-supplied containers, labeled, and stored in an ice filled cooler pending transfer of custody to the analytical laboratory. Borehole Backfilling After samples were collected, each borehole was backfilled with cement grout and finished at the surface with either asphalt or cement, depending on the borings’ specific location. Investigation Derived Waste Soil cuttings generated during this investigation were temporarily stored near the Storage/Waste Oil Shed in Department of Transportation approved 55-gallon drums. Following receipt of laboratory analytical results, the drums were removed by a licensed waste hauler and transported and disposed of at an appropriate facility. LABORATORY METHODS AND DATA QUALITY REVIEW Laboratory Analytical Methods Soil and grab groundwater samples were submitted under chain-of-custody protocol to Accutest Laboratories, a State of California certified laboratory, for analysis. Soil and grab groundwater samples were analyzed using the following analytical methods: TPH-g; TPH-av; benzene, toluene, ethylbenzene, and xylenes (BTEX); and VOCs by Environmental Protection Agency (EPA) Method 8260B; TPH-d, TPH-mo, and Jet A by EPA Method 8015M, with silica gel cleanup. Selected soil and groundwater samples with elevated TPH results were also submitted for further evaluation for fuel fingerprinting analysis. Tables 3 and 4 provide a summary of the analytical detections for soil and grab groundwater samples, respectively. Copies of the Certified Laboratory Analytical Reports for soil and grab groundwater water samples are included in Appendix D. Laboratory Data Quality Review Stantec reviewed the laboratory quality control (QC) data provided in Accutest’s Certified Laboratory Analytical Reports (Appendix D). According to Accutest’s case narrative in the analytical reports: Soil samples SB-2-1.5 and SB-3-1.5 were received beyond the recommended method holding time for the follow up fuel fingerprinting analysis. Exhibit M - 5 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 5 of 10 Reference: Additional Site Assessments City of Palo Alto Airport Sample SB-4-GW did not contain enough hydrocarbon material to characterize the fuel fingerprinting. Stantec’s review of the laboratory QC data provided in the certified analytical report indicates that the soil and groundwater analytical data are of adequate quality for the intended use. Chapter 2.0 of each of the certified analytical reports from the current additional assessments provides a detailed QC case narrative. ADDITIONAL SITE ASSESSMENTS RESULTS Soil samples were collected from all of the proposed 16 soil borings. Soil encountered at the three investigation areas of the Site primarily consisted of lean clay down to approximately 14 feet bgs. A silty sand was observed below the lean clay in the borings surrounding the Fueling Station (SB-5 through SB-9). In general, a saturated interval was not always encountered in the borings, as the moist lean clay would yield water very slowly or nothing at all. Hence, groundwater was only collected from 13 of the 16 boring locations, with limited volume of water encountered in five other locations (SB-8 and SB-9 [Fuel Station Area] and in SB-12, SB-13, and SB-14 [Wash Rack Area]). Groundwater was not encountered in borings SB-1B (Tank Farm Area), SB-10 (along piping from Tank Farm to the Fueling Station), and SB-16 (Storage/Waste Oil Shed). In most cases, a static water level was not measured or recorded within the temporary casing installed in the borings. Boring logs are presented in Appendix C. TANK FARM AREA RESULTS (SB-1B THROUGH SB-4) All nine soil samples from the Tank Farm Area’s four borings (SB-1B through SB-4) contained detectable concentrations of petroleum hydrocarbon constituents, with the highest concentrations of TPH-g detected in samples from SB-2 (70,800 micrograms per kilogram [µg/kg]) and SB-3 (1,050,000 µg/kg), both at 1.5 feet bgs. Both of these TPH-g results were qualified by the laboratory as exhibiting a pattern more closely resembling the Aviation Gasoline standard; with possible presence of lower concentrations of Unleaded Gasoline. The remaining petroleum hydrocarbon constituents or VOCs detected in the other borings were primarily detected in the 1.5 foot bgs samples, with the concentrations diminishing or not detectable (ND) with depth. Grab groundwater samples were collected from only SB-2, SB-3, and SB-4, as SB-1B did not yield sufficient water for collection. Laboratory analytical results indicate that only groundwater from SB-3 and SB-4 contained petroleum hydrocarbon constituents, with SB-3 containing elevated levels of TPH-g (3,750 µg/L), which is qualified by the laboratory as exhibiting a pattern more closely resembling the Aviation Gasoline standard, with possible presence of lower concentrations of Unleaded Gasoline; and benzene (3.9 µg/L) and tert-butyl alcohol (43.3 µg/L). Boring locations for the Tank Farm Area are presented on Figure 3; soil and groundwater analytical detections are presented in Tables 3 and 4, respectively; and Certified Laboratory Analytical Reports are presented in Appendix D. FUELING STATION AREA RESULTS (SB-5 THROUGH SB-10) Twelve of the thirteen soil samples from the Fueling Station Area’s six borings (SB-5 through SB-10) contained detectable concentrations of petroleum hydrocarbon constituents, with the highest concentrations of TPH-g and TPH-mo detected in samples from SB-5 (209 µg/kg and 1,690 mg/kg, respectively) and SB-6 (311 µg/kg and 1,750 mg/kg, respectively) both at 1.5 feet bgs. Both of the TPH-g results were qualified by the laboratory as exhibiting a pattern that resembles Aviation Gasoline standard. The remaining petroleum hydrocarbon constituents detected in the other borings were primarily detected in the 1.5 foot bgs samples, Exhibit M - 6 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 6 of 10 Reference: Additional Site Assessments City of Palo Alto Airport with the concentrations diminishing or ND with depth. Concentrations of petroleum hydrocarbons and VOCs was ND for the deepest soil sample collected (SB-8) at 15 feet bgs. Grab groundwater samples were collected from all five borings, however, SB-8 and SB-9 did not yield sufficient water for collection and analysis of TPH-d, TPH-mo, or TPH as Kerosene (TPH-k). Laboratory analytical results indicate that only groundwater from SB-7, SB-8, and SB-9 contained very low levels of VOCs (specifically, methyl tert butyl ether [MTBE], acetone, and methyl ethyl ketone). No other petroleum hydrocarbon constituents or VOCs were detected in any of the remaining samples. Boring locations for the Fueling Station Area are presented on Figure 4; soil and groundwater analytical detections are presented in Tables 3 and 4, respectively; and Certified Laboratory Analytical Reports are presented in Appendix D. WASH RACK SUMP AREA RESULTS (SB-11 THROUGH SB-15) All eight soil samples from the Wash Rack Sump Area’s five borings (SB-11 through SB-15) contained detectable concentrations of petroleum hydrocarbon constituents, with the highest concentrations of TPH-d and TPH-mo detected in samples from SB-12 (35.5 mg/kg and 254 mg/kg, respectively) at 1.5 feet bgs. Only low concentrations of acetone, methylene chloride, and methyl ethyl ketone were the VOCs detected in soil samples from the Wash Rack Sump soil samples. Grab groundwater samples were collected from all five borings; however, SB-12, SB-13, and SB-14 did not yield sufficient water for collection and analysis of TPH-d, TPH-mo, or TPH-k. Laboratory analytical results indicate that groundwater from SB-12, SB-13, SB-14, and SB-15 contained no petroleum hydrocarbon constituents and only very low levels of VOCs (specifically, acetone, bromoform, and methyl ethyl ketone). Groundwater from SB-11 contained no petroleum hydrocarbon constituents or VOCs. Boring locations for the Wash Rack Sump Area are presented on Figure 5; soil and groundwater analytical detections are presented in Tables 3 and 4, respectively; and Certified Laboratory Analytical Reports are presented in Appendix D. STORAGE/WASTE OIL SHED AREA RESULTS (SB-16) Two soil samples were collected from the one boring (SB-16) in the area of the Storage/Waste Oil Shed. The soil sample from 1.5 feet bgs did not contain any detectable concentrations of petroleum hydrocarbon constituents or VOCs. The soil sample at 7 feet bgs contained low levels of TPH-d, TPH-mo, acetone, and methyl ethyl ketone. No other petroleum hydrocarbon constituents or VOCs were detected in soil samples from the Storage/Waste Oil Shed Area. A grab groundwater sample was not collected from SB-16 as no water accumulated in the boring. The boring location for the Storage/Waste Oil Shed Area is presented on Figure 2; soil analytical detections are presented in Table 3; and Certified Laboratory Analytical Reports are presented in Appendix D. FUEL FINGERPRINTING ASSESSMENT Two groundwater samples and two soil samples were submitted to Accutest for fuel fingerprinting evaluation. In addition, five fuel reference samples (Aviation Gasoline from two different providers, Jet-A, Diesel, and Unleaded Gasoline) were collected and provided to Accutest to use as reference standards to compare against any petroleum hydrocarbons detected in the field samples. The following summary is from the narrative summary from the Accutest laboratory report (Appendix D): Exhibit M - 7 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 7 of 10 Reference: Additional Site Assessments City of Palo Alto Airport Samples were analyzed by gas chromatography with flame ionization detection (GC/FID) for normal alkanes, TPH, and qualitative hydrocarbon fingerprints. This narrative describes the findings and compares the results. Sample Specific Comments: Soil Sample SB-2-1.5 Sample SB-2-1.5 contained distribution peaks between 4 and 16 minutes in the GC/FID chromatogram. Screen analysis by GC/MS identified the series of peaks to be composed almost entirely of isoalkane hydrocarbons, which are consistent with Aviation Gasoline formulations. The series of odd numbered normal alkanes was also present from C23 to C31. These odd numbered alkane distributions are consistent with natural organic material, including leaf waxes and are unrelated to petroleum hydrocarbons. Soil Sample SB-3-1.5 Sample SB-3-1.5 contained a mixture of hydrocarbon fuels, with the most abundant component being very similar to and consistent with the Aviation Gasoline identified in sample SB-2-1.5. The second hydrocarbon fuel identified by a low concentration distribution of normal alkane and isporenoid hydrocarbons present from about 14 to 32 minutes in the GC/FID chromatogram. This distribution of hydrocarbons is consistent with diesel fuel, or No. 2 fuel oil. Groundwater Sample SB-3-GW Sample SB-3GW contained a limited, low concentration hydrocarbon signature with the majority of hydrocarbon mass contained in three low molecular weight peaks. These compounds are consistent with low molecular weight motor fuels, including Aviation Gasoline and are also a component of automotive gasolines. Groundwater Sample SB-4-GW Sample SB-4GW did not contain enough hydrocarbon material to characterize. Reference Samples Five reference samples were submitted for comparison to the field samples. The references included Diesel fuel, Unleaded Gasoline fuel, Jet A fuel, and two Aviation Gasoline fuels. Each reference fuel was analyzed under identical conditions. The Diesel fuel appeared consistent with distillate fuel oils, however, it appears to be a lower average molecular weight diesel fuel as the most abundant normal alkane in the series was n-undecane (C11). Typical Diesel fuels generally have n-pentadecane of n-hexadecane as the most abundant normal alkane. The Unleaded fuel reference appeared consistent with automobile gasoline. The Jet A fuel reference appeared consistent with kerosene based aviation fuels. The two Aviation Gasoline fuel reference samples appeared almost identical to each other, and appear to be similar Aviation Gasoline formulations. The formulations are composed mostly of isoalkane hydrocarbons with some toluene present. Exhibit M - 8 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 8 of 10 Reference: Additional Site Assessments City of Palo Alto Airport Discussion Three of the four samples submitted (SB-2-1.5, SB-3-1.5, and SB-3-GW) contained isoalkane signatures consistent with Aviation Gasoline formulations, while SB-4-GW did not contain a significant hydrocarbon pattern. The patterns of isoalkane hydrocarbons did not match up exactly with the Aviation Gasoline reference fuels, however, these patterns can be substantially altered due to environmental weathering effects including, biodegradation, dissolution (water washing), and evaporation. Further the groundwater sample signatures are associated with the dissolved phase hydrocarbons and their aqueous solubility coefficients. Modeling dissolved signatures to petroleum references using Raoults Law was not possible with the available data. Finally, sample SB-3-1.5 also contained a distillate fuel signature consistent with Diesel fuel. However, as review of the pristine/phytane isoprenoid ratio shows that the Diesel fuel in the sample is not a good match to the Diesel fuel reference sample. The pristine and phytane are recalcitrant isoprenoid hydrocarbons that are highly degradation resistant. The pristine/phytane ratio of the diesel fuel reference is 1.36, while sample SB- 3-1.5 shows a ratio of 0.912. The relative percent difference of these values is high, at 39.4%, indicating the diesel fuels are likely from different sources. DATA EVALUATION CRITERIA Stantec has compared the analytical results to the ESLs for chemicals commonly found in soil and groundwater at sites where releases of hazardous chemicals have occurred. The ESLs are developed using a tiered approach to environmental risk, with the Tier 1 ESLs used as a general screening guide to determine whether additional investigation, remedial actions, or risk assessment may be required and use the laboratory analytical data for samples in various media to address environmental protection goals for different pathways. The criteria are based upon one in a million excess lifetime cancer risk and a hazard quotient of 1.0 for non-cancer health effects. Exceedance of ESLs may indicate that additional investigation or evaluation is warranted; however, it does not necessarily represent a long-term (chronic) threat to human health or the environment, or that remediation of a site is necessary. The groundwater analytical results were evaluated using the Maximum Contaminant Levels (MCLs; the State of California’s primary drinking water standard established under Title 22 of the California Code of Regulations), or where an MCL has not been established, the RWQCB ESL was used; the Tier 1 (lowest, most conservative) ESLs for commercial/industrial land use with groundwater considered a drinking water source, were used as the screening criteria for soil; ESLs for evaluating potential vapor intrusion into indoor air; and ESLs for evaluating potential impacts on marine aquatic habitats were used at the Site. Specific ESLs and reference tables can be found in Notes on corresponding Tables 1 through 4. CONCLUSIONS AND RECOMMENDATIONS TANK FARM AREA One boring (B-11) from Northgate’s 2011 investigation and one boring (SB-3) from Stantec’s investigation detected petroleum hydrocarbon constituents exceeding ESLs. Constituents in the B-11 sample that exceeded ESLs were TPH-d, TPH-g, ethylbenzene, xylene, MTBE, and naphthalene. TPH-g at 1,050,000 µg/kg was the only constituent in the SB-3 sample that exceeded the ESL. As described above, the TPH-g result from SB-3 sample was further evaluated and determined to be a mixture of hydrocarbon fuels, with the most abundant component being very similar to and consistent with the Aviation Gasoline. Grab groundwater results from these borings indicate that only TPH-g and benzene exceeded the MCL and ESLs in SB-3, respectively, and the MCL for TPH-g in B-11. Exhibit M - 9 December 14, 2012 Mr. Mr. Michael Murdter & Mr. Chris Ellsbury Page 9 of 10 Reference: Additional Site Assessments City of Palo Alto Airport Borings B-11 and SB-3 are positioned immediately outside of the concrete berm that surrounds the Aviation Gasoline and Diesel ASTs operated by Roy Aero. Both of the soil samples from these borings that exceeded ESLs were from a depth of 1.5 foot bgs, indicating that the detected impacts were most likely from surface spillage that occurred while the fueling vehicle was either filling the ASTs or filling the fuel delivery truck, and the spillage migrated through joints or cracks in the concrete to that depth. With the concentrations below ESLs for soil and groundwater in borings to the south (B-12), north (B-10, SB- 1B, and SB-2), and east (SB-4), the impacted area seen in SB-3 and B-11 is localized and defined. Therefore, no additional assessment in this area is recommended while the current Site use and conditions continue. FUELING STATION AREA Two borings (B-13 and B-22) from Northgate’s 2011 investigation contained TPH-mo concentrations that exceed the ESLs, however both results were from samples collected at 1.0 and 1.5 feet bgs, with ND concentrations from deeper soil samples. None of the soil sample results from Stantec’s investigation exceeded ESLs surrounding the Fueling Station; two of which (SB-6 and SB-9) were located very close to the Northgate boring locations. None of the groundwater results from the Northgate and Stantec samples contained petroleum hydrocarbon constituents and only low level concentrations of limited VOCs. Therefore, no additional assessment in this area is recommended while the current Site use and conditions continue. WASH RACK SUMP AREA One boring (B-25) from Northgate’s 2011 investigation contained a TPH-mo concentration that exceed the ESL, however the result was from a soil sample collected at 1.0 foot bgs. All other analytes from a deeper sample in B-25, as well as all results from Stantec’s five borings in this area, were below ESLs. None of the groundwater results from the Northgate and Stantec samples contained concentrations of petroleum hydrocarbon constituents or VOCs that exceed ESLs. Therefore, no additional assessment in this area is recommended while the current Site use and conditions continue. STORAGE/WASTE OIL SHED AREA Neither of the borings from Northgate’s 2011 investigation (B-16) or Stantec’s investigation (SB-16) contained analytes that exceed their respective ESLs and groundwater samples were not collected in this area. Therefore, no additional assessment in this area is recommended while the current Site use and conditions continue. In summary, Stantec’s additional Site assessments confirmed the Northgate findings of limited soil and groundwater impacts that exceed ESLs in the Tank Farm, Fuel Station, Wash Rack Sump, and Storage/Waste Oil Shed Areas. Only the Aviation Gasoline concentrations in the shallow soil (1.5 foot bgs) and groundwater in the Tank Farm Area would be of concern for direct exposure, as the impacted groundwater in this area is not typically used for drinking water and the very low permeability clays would minimize impacted groundwater migrating towards aquatic habitats. Stantec recommends that as long as the current Site use and conditions continue, no further assessment or remedial activities should be performed. However, better diligence and management practices are recommended during fueling activities at both the Tank Farm and Fueling Station Areas. Should you have any questions or comments, please contact either of the undersigned at (408) 356-6124. Exhibit M - 10 Exhibit M - 11 FIGURES Exhibit M - 12 Exhibit M - 13 Exhibit M - 14 Exhibit M - 15 Exhibit M - 16 Exhibit M - 17 TABLES Exhibit M - 18 Table 1 Selected Historical Soil Analytical Results Palo Alto Airport 1925 Embarcadero Road Palo Alto, CA Sample Location Sample ID Depth (feet bgs) TPH-d (mg/kg) TPH-mo (mg/kg) TPH-av (µg/kg) TPH-g (µg/kg) Benzene (µg/kg) Toluene (µg/kg) Ethylbenzene (µg/kg) Xylene (total) (µg/kg) Methyl Tert Butyl Ether (µg/kg) Isopropyl- benzene (µg/kg) n- Propylbenzene (µg/kg) 1,3,5- Trimethyl benzene (µg/kg) 1,2,4- Trimethyl- benzene (µg/kg) n-Butylbenzene (µg/kg) Naphthalene (µg/kg) 450 3,700 450,000 450,000 270 210,000 5,000 100,000 65,000 NE NE NE NE NE 2,800 83 NE 83,000 83,000 44 2,900 3,300 2,300 23 NE NE NE NE NE 3,400 83 2,500 83,000 83,000 44 2,900 3,300 2,300 23 NE NE NE NE NE 2,800 B-10-1.0 1.0 <4.0 35 <97 <97 <9.7 <9.7 <9.7 <14.6 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 B-10-6.5 6.5 <2.0 <4.0 <100 <100 -- -- -- -- -- -- -- -- -- -- -- B-11-1.0 1.0 160 1 210 <17,000 1,700,000 <1,000 <1,000 11,000 35,000 <1,000 1,300 5,600 9,100 26,000 1,100 5,700 B-11-12.0 12.0 2.2 1 <4.0 <110 1,100 2.8 J <11 20 57.6 7 72 1.6 J 6.9 J 13 42 <11 20 B-12-1.0 1.0 38 2 62 2 <89 <89 <8.9 <8.9 <8.9 <13.4 <8.9 <8.9 <8.9 <8.9 <8.9 <8.9 <8.9 B-12-7.0 7.0 <2.0 <4.0 <100 <100 -- -------------- ------ B-13-1.5 1.5 <120 4,400 <100 <100 -- -------------- ------ B-13-7.0 7.0 <2.0 <4.0 <110 <110 <11 <11 <11 <16.4 <11 <11 <11 <11 <11 <11 <11 B-14-1.0 1.0 <4.0 30 <84 <84 <8.4 <8.4 <8.4 <12.6 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 B-14-7.0 7.0 <2.0 <4.0 <82 <82 <15 <15 <15 <22.6 <15 <15 <15 <15 <15 <15 <15 B-22-1.0 1.0 <240 5,200 <97 <97 <9.7 <9.7 <9.7 <14.6 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 B-22-7.0 7.0 <2.0 <4.0 <120 <120 <12 <12 <12 <18.2 <12 <12 <12 <12 <12 <12 <12 B-25-1.0 1.0 <180 5,900 <100 <100 -- -------------- ------ B-25-4.5 4.5 <4.0 110 <95 <95 <9.5 <9.5 <9.5 <14.3 <9.5 <9.5 <9.5 <9.5 <9.5 <9.5 <9.5 B-16-1.0 1.0 <2.0 4.4 2,000 6 <84 <8.4 <8.4 <8.4 <12.6 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 B-16-7.0 7.0 <2.0 46 <110 <110 <11 <11 <11 <16.3 <11 <11 <11 <11 <11 <11 <11 Notes: Soil concentrations measured in milligrams per kilogram (mg/kg) and micrograms per kilogram (µg/kg) bgs = below ground surface San Francisco Bay Regional Water Quality Control Board in May 2008 (Table A-2) NE = Not established TPH-d = Total Petroleum Hydrocarbons as diesel TPH-mo = Total Petroleum Hydrocarbons as motor oil TPH-av = Total Petroleum Hydrocarbons as aviation gasoline TPH-g = Total Petroleum Hydrocarbons as gasoline -- = Not testedJ = Estimated value 1 = Not typical of Diesel standard pattern 2 = Not typical of Diesel or motor oil standard pattern 6 = Sample chromatogram match Aviation Gas pattern (possibly aged Aviation Gas). Reported value includes amount of heavier hydrocarbons within range of C5-C12 quantified as gasoline 7 = m, p-xylene reported a 56 µg/kg, o-xylene reported at 1.6 µg/kg and J-flagged Wash Rack Storage/Waste Oil Shed BOLD denotes concentration levels at or above any ESL presented Tier 1 ESL for Direct Exposure Tier 1 ESL for Soil Leaching Lowest Tier 1 ESL for Commercial/Industrial Tank Farm Fuel Island ESL = Environmental Screening Level for shallow soil (<10 feet bgs) where groundwater is a potential drinking water source in a Commercial/Industrial setting, as set forth by the Table 1 Palo Alto Airport Historical Soil table.xlsx Page 1 of 1 Stantec Consulting Services Inc.Exhibit M - 19 Table 2 Selected Historical Grab Groundwater Analytical Results Palo Alto Airport 1925 Embarcadero Road Palo Alto, CA Sample Location Sample ID TPH-d (mg/L) TPH-mo (mg/L) TPH-g (µg/L) TPH-av (µg/L) Benzene (µg/L) Toluene (µg/L) Ethylbenzene (µg/L) Xylene (total) (µg/L) Methyl Tert Butyl Ether (µg/L) Naphthalene (µg/L) Tert- Butanol (µg/L) n- Propylbenzene (µg/L) 1,3,5- Trimethyl benzene (µg/L) 1,2,4- Trimethyl benzene (µg/L) NE NE NE NE 1,800 530,000 170,000 160,000 80,000 11,000 NE NE NE NE 0.21 0.21 210 210 350 2,500 43 100 8,000 240 NE NE NE NE 0.21* 0.21* 210*210* 1 150 300 1,750 13 17* 12*NE NE NE B-10-W <0.0596 <0.134 <50 <50 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 B-11-W <0.10 <0.20 460 1 <50 <0.50 <0.50 5.4 17.1 21 1 <5.0 1.1 2.6 8.4 B-12-W <0.10 <0.20 <50 <50 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 9.3 <0.50 <0.50 <0.50 B-13-W <0.10 <0.20 <240 <240 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 B-14-W <0.10 <0.20 <240 <240 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 B-22-W <0.10 <0.20 <240 <240 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 Wash Rack B-25-W <0.10 <0.20 <50 <50 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 Notes: Groundwater concentrations measured in milligrams per liter (mg/L) and micrograms per liter (µg/L) ESL = Environmental Screening Level where groundwater is a potential drinking water source in a Commercial/Industrial setting, as set forth by the San Francisco Bay Regional Water Quality Control Board in May 2008 (Vapor Intrusion Table E-1; Aquatic Habitat Table F-4A) MCL = Maximum contaminant level for drinking water, California Department of Public Health (October 2008) TPH-d = Total Petroleum Hydrocarbons as diesel TPH-mo = Total Petroleum Hydrocarbons as motor oil TPH-g = Total Petroleum Hydrocarbons as gasoline TPH-av = Total Petroleum Hydrocarbons as aviation gasoline NE = Not established 1 = Result is elevated due to contribution from non fuel hydrocarbons within C5-C12 range quantified as gasoline RWQCB ESL- Vapor Intrusion RWQCB ESL- Aquatic Habitat MCL BOLD denote concentration levels at or above any ESL presented. Tank Farm Fuel Island * = MCL not established. ESL for drinking water shown instead (RWQCB 2008) Table 2 Palo Alto Airport Historical Grab GW table.xlsx Page 1 of 1 Stantec Consulting Services Inc.Exhibit M - 20 Table 3 Current Soil Analytical Detections Palo Alto Airport 1925 Embarcadero Road Palo Alto, CA Sample Location Sample ID Date Depth (feet bgs) TPH-d (mg/kg) TPH-mo (mg/kg) TPH-k (mg/kg) TPH-g (C6-C10) (µg/kg) Benzene (µg/kg) Toluene (µg/kg) Ethylbenzene (µg/kg) Xylene (total) (µg/kg) Methyl Tert Butyl Ether (µg/kg) Acetone (µg/kg) tert- Butylbenzene (µg/kg) Isopropyl benzene (µg/kg) n-Propyl benzene (µg/kg) Methylene chloride (µg/kg) Methyl ethyl ketone (µg/kg) Tert-Amyl Methyl Ether (µg/kg) Tert Butyl Alcohol (µg/kg) 1,2,4- Trimethyl benzene (µg/kg) 1,3,5- Trimethyl benzene (µg/kg) 450 3,700 450 450,000 270 210,000 5,000 100,000 65,000 1.1E+07 NE NE NE 17,000 2.1E+07 NE 3.2E+08 NE NE 83 NE 83 83,000 44 2,900 3,300 2,300 23 500 NE NE NE 77 3,900 NE 75 NE NE 83 2,500 83 83,000 44 2,900 3,300 2,300 23 500 NE NE NE 77 3,900 NE 75 NE NE SB-1B-7 9/24/2012 7 <5.0 29.8 j <5.0 e <50 <0.50 <0.50 <0.50 <0.99 <0.99 <9.9 <0.50 <0.50 <0.50 <5.0 <2.0 <0.50 <9.9 <0.99 <0.99 SB-1B-12 9/24/2012 12 <5.0 <10 <5.0 e <49 <0.49 <0.49 <0.49 <0.98 <0.98 16.9 J <0.49 <0.49 <0.49 <4.9 <2.0 <0.49 <9.8 <0.98 <0.98 SB-2-1.5 9/24/2012 1.5 <5.0 34.4 j <5.0 e 70,800 b 0.66 J <0.48 5.8 2.5 J <0.97 215 3.8 J 2.4 J 1.0 J <4.8 32.4 <0.48 12.6 J 3.8 J 3.7 J SB-2-6 9/24/2012 6 5.90 k, J <9.9 <4.9 <49 <0.49 <0.49 <0.49 <0.98 <0.98 24.5 J <0.49 <0.49 <0.49 <4.9 <2.0 <0.49 11.9 J <0.98 <0.98 SB-2-12 9/24/2012 12 <4.9 14.6 j , J <4.9 e <48 <0.48 <0.48 <0.48 <0.97 <0.97 <9.7 <0.48 <0.48 <0.48 <4.8 <1.9 <0.48 <9.7 <0.97 <0.97 SB-3-1.5 9/24/2012 1.5 71.6 99.7 <4.9 e 1,050,000 b <640 701 J 1,930 J 1,510 J <1,300 <13,000 <640 <640 <640 <6,400 <2,600 <640 <13,000 <1,300 <1,300 SB-3-7 9/24/2012 7 <5.0 <9.9 <5.0 e <50 <0.50 <0.50 <0.50 <0.99 <0.99 11.2 J <0.50 <0.50 <0.50 <5.0 <2.0 <0.50 46.7 <0.99 <0.99 SB-4-1.5 9/24/2012 1.5 <25 600 <25 e <49 <0.49 <0.49 <0.49 <0.98 <0.98 54.9 <0.49 <0.49 <0.49 <4.9 7.0 J <0.49 <9.8 <0.98 <0.98 SB-4-7 9/24/2012 7 12.8 l <9.9 <4.9 e <49 <0.49 <0.49 <0.49 <0.98 <0.98 59.7 <0.49 <0.49 <0.49 <4.9 8.3 J <0.49 <9.8 <0.98 <0.98 SB-5-1.5 9/25/2012 1.5 <74 1,690 <74 e 209 c 1.1 J 32.6 <0.47 <0.94 <0.94 48.6 <0.47 <0.47 <0.47 <4.7 7.8 J <0.47 15.5 J <0.94 <0.94 SB-5-8 9/25/2012 8 <4.8 <9.6 <4.8 e <48 <0.48 <0.48 <0.48 <0.97 <0.97 33.5 J <0.48 <0.48 <0.48 <4.8 <1.9 <0.48 <9.7 <0.97 <0.97 SB-6-1.5 9/25/2012 1.5 <49 1,750 <49 e 311 c 0.90 J 52.2 <0.47 <0.95 <0.95 53.8 <0.47 <0.47 <0.47 <4.7 4.6 J <0.47 <9.5 <0.95 <0.95 SB-6-7 9/25/2012 7 <4.9 <9.7 <4.9 e <47 <0.47 <0.47 <0.47 <0.94 <0.94 24.2 J <0.47 <0.47 <0.47 <4.7 <1.9 <0.47 <9.4 <0.94 <0.94 SB-7-1.5 9/25/2012 1.5 <9.9 123 <9.9 e 66.3 c , J <0.48 <0.48 <0.48 <0.96 <0.96 220 <0.48 <0.48 <0.48 <4.8 29.3 <0.48 <9.6 <0.96 <0.96 SB-7-8 9/25/2012 8 <5.0 <9.9 <5.0 e <49 <0.49 <0.49 <0.49 <0.97 <0.97 26.6 J <0.49 <0.49 <0.49 <4.9 <1.9 <0.49 <9.7 <0.97 <0.97 SB-8-1.5 9/25/2012 1.5 <5.0 30.3 j <5.0 e <50 <0.50 0.75 J <0.50 <1.0 <1.0 132 <0.50 <0.50 <0.50 <5.0 24.3 <0.50 <10 <1.0 <1.0 SB-8-8 9/25/2012 8 <5.0 <10 <5.0 e <48 <0.48 <0.48 <0.48 <0.96 <0.96 12.0 J <0.48 <0.48 <0.48 <4.8 <1.9 <0.48 <9.6 <0.96 <0.96 SB-8-15 9/25/2012 15 <5.0 <10 <5.0 e <50 <0.50 <0.50 <0.50 <0.99 <0.99 <9.9 <0.50 <0.50 <0.50 <5.0 <2.0 <0.50 <9.9 <0.99 <0.99 SB-9-1.5 9/25/2012 1.5 <4.8 33.3 j <4.8 e <48 <0.48 <0.48 <0.48 <0.97 <0.97 259 <0.48 <0.48 <0.48 <4.8 43.4 <0.48 <9.7 <0.97 <0.97 SB-9-7 9/25/2012 7 <5.0 <9.9 <5.0 e <46 <0.46 <0.46 <0.46 <0.92 <0.92 33.7 J <0.46 <0.46 <0.46 <4.6 <1.8 <0.46 <9.2 <0.92 <0.92 SB-10-1.5 9/25/2012 1.5 <9.9 74.5 <9.9 e <48 <0.48 <0.48 <0.48 <0.96 <0.96 <9.6 <0.48 <0.48 <0.48 <4.8 <1.9 <0.48 <9.6 <0.96 <0.96 SB-10-8 9/25/2012 8 <4.9 <9.9 <4.9 e <47 <0.47 <0.47 <0.47 <0.95 <0.95 39.8 <0.47 <0.47 <0.47 <4.7 <1.9 <0.47 <9.5 <0.95 <0.95 SB-11-1 9/26/2012 1 23.1 g 20.9 <4.9 e <49 <0.49 <0.49 <0.49 <0.98 <0.98 <9.8 <0.49 <0.49 <0.49 <4.9 <2.0 <0.49 <9.8 <0.98 <0.98 SB-12-1.5 9/26/2012 1.5 35.5 g 254 <10 e <47 <0.47 <0.47 <0.47 <0.95 <0.95 30.2 J <0.47 <0.47 <0.47 <4.7 <1.9 <0.47 <9.5 <0.95 <0.95 SB-12-4 9/26/2012 4 6.03 g , J <9.9 <5.0 e <49 <0.49 <0.49 <0.49 <0.98 <0.98 125 <0.49 <0.49 <0.49 <4.9 19.4 J <0.49 <9.8 <0.98 <0.98 SB-13-1.5 9/26/2012 1.5 13.3 g 66.6 <5.0 e <49 <0.49 <0.49 <0.49 <0.97 <0.97 <9.7 <0.49 <0.49 <0.49 <4.9 <1.9 <0.49 <9.7 <0.97 <0.97 SB-14-1.5 9/26/2012 1.5 11.5 g 26.5 h <4.9 e <48 <0.48 <0.48 <0.48 <0.97 <0.97 239 <0.48 <0.48 <0.48 <4.8 44.7 <0.48 <9.7 <0.97 <0.97 SB-14-4 9/26/2012 4 7.10 g , J <9.9 <4.9 e <47 <0.47 <0.47 <0.47 <0.93 <0.93 94.5 <0.47 <0.47 <0.47 <4.7 14.3 J <0.47 <9.3 <0.93 <0.93 SB-15-1.5 9/26/2012 1.5 6.54 g , J 9.97 h , J <5.0 e <47 <0.47 <0.47 <0.47 <0.94 <0.94 233 <0.47 <0.47 <0.47 <4.7 39 <0.47 <9.4 <0.94 <0.94 SB-15-4 9/26/2012 4 7.18 g , J <10 <5.0 e <49 <0.49 <0.49 <0.49 <0.97 <0.97 130 <0.49 <0.49 <0.49 8.1 J 24.2 <0.49 <9.7 <0.97 <0.97 SB-16-1.5 9/26/2012 1.5 <5.0 <9.9 <5.0 e <47 <0.47 <0.47 <0.47 <0.95 <0.95 <9.5 <0.47 <0.47 <0.47 <4.7 <1.9 <0.47 <9.5 <0.95 <0.95 SB-16-7 9/26/2012 7 39.6 g 59.5 <5.0 e <45 <0.45 <0.45 <0.45 <0.90 <0.90 57.4 <0.45 <0.45 <0.45 <4.5 8.0 J <0.45 <9.0 <0.90 <0.90 Notes: Soil concentrations measured in milligrams per kilogram (mg/kg) and micrograms per kilogram (µg/kg) bgs = below ground surface TPH-d = Total Petroleum Hydrocarbons as diesel TPH-mo = Total Petroleum Hydrocarbons as motor oil TPH-k = Total Petroleum Hydrocarbons as kerosene TPH-g = Total Petroleum Hydrocarbons as gasoline ESL = Environmental Screening Level where groundwater is a potential drinking water source in a Commercial/Industrial setting, as set forth by the San Francisco Bay Regional Water Quality Control Board in May 2008 (Table A-2) J = Estimated value due to the presence of multiple interfering peaks. The definitions for the superscript footnotes below applicable to tables only and do not correlate to laboratory analytical reports: b = Pattern more closely resembles aviation gas standard; possible presence of lower concentrations of unleaded gasoline. c = Pattern resembles aviation gas standard. e = No Jet A pattern found. g = Diesel pattern is not present; value due to multiple discrete peaks in diesel range. h = TPH quantitation based on large individual peak(s), pattern does not appear to be petroleum related. j = Estimated value due to the presence of multiple interfering peaks.k = Value due to multiple discrete peaks in diesel range. i = Diesel pattern is not present; value due to discrete peaks in diesel range. BOLD denotes concentration levels at or above any ESL presented. Tier 1 ESL for Direct Exposure Lowest Tier 1 ESL for Commercial/Industrial Tank Farm Fuel Island Wash Rack Storage/Waste Oil Shed Tier 1 ESL for Leaching Concerns Table 3 Palo Alto Airport Soil Table rev.xlsx Page 1 of 1 Stantec Consulting Services Inc.Exhibit M - 21 Table 4 Current Grab Groundwater Analytical Detections Palo Alto Airport 1925 Embarcadero Road Palo Alto, CA Sample Location Sample ID Date TPH-d (mg/L) TPH-mo (mg/L) TPH-k (mg/L) TPH-g (C6-C10) (µg/L) Benzene (µg/L) Toluene (µg/L) Ethylbenzene (µg/L) Xylene (total) (µg/L) Methyl Tert Butyl Ether (µg/L) Acetone (µg/L) Bromoform (µg/L) tert-Butylbenzene (µg/L) Isopropylbenzene (µg/L) Methyl ethyl ketone (µg/L) n-Propylbenzene (µg/L) Tert-Butyl Alcohol (µg/L) 1,2,4- Trimethyl benzene (µg/L) 1,3,5- Trimethyl benzene (µg/L) NE NE NE NE 1,800 530,000 170,000 160,000 80,000 1.5E+08 NE NE NE 6.8E+07 NE NE NE NE 0.21 0.21 0.21 210 350 2,500 43 100 8,000 1,500 3,200 NE NE 14,000 NE 18,000 NE NE 0.21* 0.21* 0.21* 210* 1 150 300 1,750 13 6,300* 100* NE NE 4,200* NE 12* NE NE SB-2-GW 9/24/2012 <0.050 <0.10 <0.050 e <25 <0.20 <0.20 <0.20 <0.46 <0.20 8.3 J <0.22 <0.28 <0.20 <2.0 <0.20 <2.4 <0.20 <0.20 SB-3-GW 9/24/2012 0.0977 d , J <0.12 <0.058 e 3,750 b 3.9 2.9 26.6 13.3 <0.50 20.4 J <0.55 3.6 J 3.2 <5.0 1.5 J 43.3 6.2 a 0.99 a, J SB-4-GW 9/24/2012 <0.052 <0.10 <0.052 e 47.5 c , g, J <0.20 <0.20 <0.20 <0.46 <0.20 <4.0 <0.22 <0.28 <0.20 <2.0 <0.20 2.7 j <0.20 <0.20 SB-5-W 9/25/2012 <0.047 <0.094 <0.047 e <25 <0.20 <0.20 <0.20 <0.46 <0.20 <4.0 <0.22 <0.28 <0.20 <2.0 <0.20 <2.4 <0.20 <0.20 SB-6-W 9/25/2012 <0.047 <0.094 <0.047 e <25 <0.20 <0.20 <0.20 <0.46 <0.20 <4.0 <0.22 <0.28 <0.20 <2.0 <0.20 <2.4 <0.20 <0.20 SB-7-W 9/25/2012 <0.060 <0.12 <0.060 e <25 <0.20 <0.20 <0.20 <0.46 0.32 f, J 6.0 f, J <0.22 <0.28 <0.20 <2.0 <0.20 <2.4 <0.20 <0.20 SB-8-W 9/25/2012 -- -- -- <25 <0.20 <0.20 <0.20 <0.46 <0.20 34.5 f <0.22 <0.28 <0.20 5.1 J <0.20 <2.4 <0.20 <0.20 SB-9-W 9/25/2012 -- -- -- <25 <0.20 <0.20 <0.20 <0.46 <0.20 22.1 <0.22 <0.28 <0.20 3.5 J <0.20 <2.4 <0.20 <0.20 SB-11-W 9/26/2012 <0.052 <0.10 <0.052 e <25 <0.20 <0.20 <0.20 <0.46 <0.20 <4.0 <0.22 <0.28 <0.20 <2.0 <0.20 <2.4 <0.20 <0.20 SB-12-W 9/26/2012 -- ---- <25 <0.20 <0.20 <0.20 <0.46 <0.20 14.0 g, J 0.45 g, J <0.28 <0.20 <2.0 <0.20 <2.4 <0.20 <0.20 SB-13-W 9/26/2012 -- -- -- <25 <0.20 <0.20 <0.20 <0.46 <0.20 56.7 g <0.22 <0.28 <0.20 11.1 <0.20 <2.4 <0.20 <0.20 SB-14-W 9/26/2012 -- ---- <25 <0.20 <0.20 <0.20 <0.46 <0.20 23.5 f <0.22 <0.28 <0.20 4.4 J <0.20 <2.4 <0.20 <0.20 SB-15-W 9/26/2012 <0.10 <0.20 <0.10 e <25 <0.20 <0.20 <0.20 <0.46 <0.20 20.8 f 0.46 f, J <0.28 <0.20 2.8 J <0.20 <2.4 <0.20 <0.20 Notes: Water concentrations measured in milligrams per liter (mg/L) and micrograms per liter (µg/L) TPH-d = Total Petroleum Hydrocarbons as diesel TPH-mo = Total Petroleum Hydrocarbons as motor oil TPH-k = Total Petroleum Hydrocarbons as kerosene TPH-g = Total Petroleum Hydrocarbons as gasoline MCL = Maximum contaminant level for drinking water, California Department of Public Health (October 2008) NE = Not established -- = Not tested J = Estimated value. The definitions for the superscript footnotes below applicable to tables only and do not correlate to laboratory analytical reports b = Pattern more closely resembles aviation gas standard; possible presence of lower concentrations of unleaded gasoline. c = Pattern resembles aviation gas standard. d = Resembles laboratory diesel standard; does not resemble standard provided by client. e = No Jet A pattern found. f = Sample vial contained more than 0.5 cm of sediment. Sample was no preserved to a pH <2. g = Sample vial contained more than 0.5 cm of sediment. BOLD denote concentration levels at or above any ESL presented. RWQCB ESL- Vapor Intrusion RWQCB ESL- Aquatic Habitat MCL Tank Farm Wash Rack Fuel Island ESL = Environmental Screening Level where groundwater is a potential drinking water source in a Commercial/Industrial setting, as set forth by the San Francisco Bay Regional Water Quality Control Board in May 2008 (Vapor Intrusion Table E-1; Aquatic Habitat Table F-4A) * = MCL not established. Final ESL for drinking water shown instead (RWQCB 2008; Table F-3) a = Continuing calibration verification outside of control limits; associated result may be biased high. Table 4 Palo Alto Airport GW Table rev.xlsx Page 1 of 1 Stantec Consulting Services Inc.Exhibit M - 22 1210.02 Phase II Environmental Site Assessment Palo Alto Airport 1901, 1903, and 1925 Embarcadero Road Palo Alto, California August 1, 2011 Prepared For: City of Palo Alto Public Works Department 250 Hamilton Avenue Palo Alto, California 94301 Prepared By: Northgate Environmental Management, Inc. 300 Frank H. Ogawa Plaza, Suite 510 Oakland, California 94612 Anya Starovoytov Staff Environmental Scientist Dennis Laduzinsky, C.E.G., R.E.A. Principal Exhibit M - 24 Phase II Environmental Site Assessment i August 1, 2011 Palo Alto Airport Palo Alto, California TABLE OF CONTENTS 1.0 INTRODUCTION............................................................................................................. 1 2.0 BACKGROUND ............................................................................................................... 3 2.1 Site Description ............................................................................................................... 3 2.2 Site History ..................................................................................................................... 3 2.3 Previous Investigation and Regulatory Involvement at Palo Alto Airport ..................... 4 3.0 INVESTIGATION METHODS ...................................................................................... 6 3.1 Field Investigation Methods ........................................................................................... 6 3.2 Data Evaluation Criteria ................................................................................................. 7 3.3 Investigation Derived Waste ........................................................................................... 8 4.0 INVESTIGATION RESULTS ......................................................................................... 9 4.1 Subsurface Conditions .................................................................................................... 9 4.2 Aircraft Repair, Maintenance, and Storage Facilities ..................................................... 9 4.2.1 Soil Quality ............................................................................................................... 10 4.2.2 Groundwater Quality ................................................................................................ 11 4.3 Tank Farm and Fueling Station..................................................................................... 13 4.3.1 Soil Quality ............................................................................................................... 13 4.3.2 Groundwater Quality ................................................................................................ 14 4.4 Hazardous Materials Storage Areas .............................................................................. 15 4.4.1 Soil Quality ............................................................................................................... 15 4.4.2 Groundwater Quality ................................................................................................ 16 4.5 Former UST and AST Areas......................................................................................... 17 4.5.1 Soil Quality ............................................................................................................... 17 4.5.1 Groundwater Quality ................................................................................................ 18 4.6 Wash Rack Sump Area ................................................................................................. 18 4.6.1 Soil Quality ............................................................................................................... 18 4.6.2 Groundwater Quality ................................................................................................ 19 4.7 Site–Wide Leaks, Releases, and Discharges................................................................. 19 4.7.1 Soil Quality ............................................................................................................... 19 4.7.2 Groundwater Quality ................................................................................................ 20 5.0 CONCLUSIONS AND RECOMMENDATIONS ........................................................ 22 5.1 Aircraft Repair, Maintenance, and Storage Facilities ................................................... 22 5.2 Tank Farm and Fueling Station..................................................................................... 23 5.3 Hazardous Materials Storage Areas .............................................................................. 23 5.4 Former UST and AST Areas......................................................................................... 24 5.5 Wash Rack Sump Area ................................................................................................. 24 5.6 Site – Wide Leaks, Releases, and Discharges............................................................... 25 6.0 LIMITATIONS ............................................................................................................... 26 7.0 REFERENCES ................................................................................................................ 27 Exhibit M - 25 Phase II Environmental Site Assessment ii August 1, 2011 Palo Alto Airport Palo Alto, California TABLES 1 Sample Location and Sampling Information 2 Soil Sample Analytical Results – TPH, VOCs, Pesticides, and PCBs 3 Soil Sample Analytical Results – Metals 4 Groundwater Sample Analytical Results – TPH and VOCs 5 Groundwater Sample Analytical Results – Metals FIGURES 1 Site Location Map 2 Site Plan APPENDICES A Boring Logs B Laboratory Analytical Reports Exhibit M - 26 Phase II Environmental Site Assessment 1 August 1, 2011 Palo Alto Airport Palo Alto, California 1.0 INTRODUCTION This report presents the results of a Phase II Environmental Site Assessment (ESA) performed by Northgate Environmental Management, Inc. (Northgate) for the City of Palo Alto at the Palo Alto Airport property, located at 1901, 1903, and 1925 Embarcadero Road (Assessor’s Parcel Numbers [APNs] 8-06-001 and 8-05-005, respectively) in Palo Alto, Santa Clara County, California (the Site). The Site consists of approximately 102 acres of land developed as a municipal airport containing a runway, airplane tie-down areas, a Federal Aviation Administration (FAA) control tower, a terminal building, and several airplane hangars, repair shops, and offices. A Site Location Map is shown on Figure 1 and a Site Plan is shown on Figure 2. The purpose of the work was to: Confirm the presence or absence of soil or groundwater contamination at the Site; Identify the potential sources of contamination at the Site, whether originating from on-Site or off-Site sources; Evaluate data collected at the Site and provide professional opinions regarding environmental conditions at the Site, potential liabilities associated with the Site, and potential impacts to the City’s use of the property; and Evaluate the potential need for remediation or additional evaluation of risk. The work was performed in general accordance with the Sampling and Analysis Plan for Phase II Environmental Site Assessment, dated March 29, 2011 (SAP), and the Work Plan for Phase II Environmental Site Assessment dated April 20, 2011 (Work Plan), both by Northgate. This report is organized as follows: Section 1.0 Introduction – Describes the purpose of the work; Section 2.0 Background – Describes the Site and surrounding area and summarizes the history and findings of previous investigations at the Site; Section 3.0 Investigation Methods – Summarizes the field investigation methods used to perform the investigation; Section 4.0 Investigation Results – Describes the subsurface conditions encountered during the investigation and presents the soil and groundwater sample chemical test results for the investigation; Exhibit M - 27 Phase II Environmental Site Assessment 2 August 1, 2011 Palo Alto Airport Palo Alto, California Section 5.0 Conclusions and Recommendations – Summarizes overall environmental conditions at the Site based on data collected during the investigation and presents recommendations for additional investigation and/or mitigation of soil and groundwater quality impacts at the Site; Section 6.0 Limitations – Summarizes the limitations of this investigation; and Section 7.0 References – Presents citations for documents referenced in this report. Exhibit M - 28 Phase II Environmental Site Assessment 3 August 1, 2011 Palo Alto Airport Palo Alto, California 2.0 BACKGROUND 2.1 Site Description The Site consists of approximately 102 acres of land located along the western margin of San Francisco Bay, north of the eastern terminus of Embarcadero Road in Palo Alto, California. The Site is developed as a municipal airport containing a single 2,443 foot long runway, airplane tie- down areas, an FAA control tower, a terminal building, and several airplane hangars, repair shops, and offices. Major structures at the Site are identified with the addresses 1901, 1903, and 1925 Embarcadero Road. The Site is situated on portions of APN 8-06-001 (1901 and 1903 Embarcadero Road) and 8-05-005 (1925 Embarcadero Road) in Santa Clara County. The Site is located in a mixed commercial, recreational, and open-space land-use area. San Francisquito Creek and open marshland border the Site to the north. San Francisco Bay and marshland border the Site on the east. A golf course borders the Site to the west, and Embarcadero Road borders the Site on the south. The Palo Alto Landfill and Composting Facility and the Palo Alto Wastewater Treatment plants are located southeast of the Site along the San Francisco Bay. Commercial businesses and office buildings are located along the south side of Embarcadero Road to the south and southwest of the Site. The Santa Clara County Department of Roads and Airports (the County) currently holds a lease on the Site from the City of Palo Alto. The County operates and maintains the Palo Alto Airport, including the airport runway, airplane tie-downs, terminal building, and several small, associated structures and outbuildings. Two Fixed Base Operators (FBOs) – Roy-Aero Enterprises (RAE) and Airport Management Group (AMG) – sublease land and buildings on the southwestern portion of the Site from the County. The FBOs in turn lease hangar and shop space to businesses at the Site, including airplane repair and maintenance shops, refueling businesses, and flying clubs. Other structures at the Site include an air traffic control tower operated by the FAA and a storm water pumping station owned and operated by the City of Palo Alto. 2.2 Site History Portions of the Site have been used as an airport since 1934, when Palo Alto Airport officially opened. From 1934 through the early 1950s, the airport runway was located off-Site to the west, at the current location of the Palo Alto Golf Course. At that time, several buildings associated with the airport were located on what is currently the southwestern portion of the Site; in the current RAE sublease area (Figure 2). Open marshlands, ponds, levees, and drainage channels occupied the northern and eastern areas of the Site. In the 1940s, during World War II, the airport was closed to the public for several years. The airport reopened to the public in 1956 and Exhibit M - 29 Phase II Environmental Site Assessment 4 August 1, 2011 Palo Alto Airport Palo Alto, California the runway was moved to its current location. Over the next 20 years the Site was gradually filled in and developed with additional buildings and paved airplane tie-down areas. Most of the major buildings and paved tie-down areas appear to have been constructed at the Site by 1982. The Site does not appear to have changed significantly since 1993. 2.3 Previous Investigation and Regulatory Involvement at Palo Alto Airport The Site is listed on three regulatory databases that indicate a prior release of hazardous substances at the Site. The Palo Alto Airport at 1901 Embarcadero Road is listed on the LUST, HIST LUST, and Cortese databases. All three database listings relate to the removal and subsequent investigation of the three underground storage tanks (USTs) removed from the Site in 1988 and 1989. The Site is also listed on databases that indicate the presence or former presence of USTs, including the CA FID UST, SWEEPS UST, and HIST UST databases. These listings relate to a 250-gallon waste oil UST that was removed by the County in 1994. The Site at 1926 Embarcadero Road is listed on the CA WDS and RCRA-LQG databases, as Palo Alto Airport and Santa Clara County – Roads and Airport Department. The CA WDS database listing relates to a wastewater treatment system operated by the County at the wash rack area (see Figure 2). The RCRA-LQG database listing appears to be related to the disposal of sludge material from the treatment system and waste oil and fuel from motor oil collection points located around the Site. Several individual businesses located at the Site are listed on the RCRA-SQG, HAZNET, or FINDS databases. In general, these listings relate to the use, storage, or disposal of hazardous materials at the Site by the various airplane repair and maintenance operations. The FAA control tower at 1909 Embarcadero Road is also listed for the disposal of asbestos-containing waste, which was most likely generated during asbestos abatement of building materials at the tower. Northgate performed a Phase I ESA for the Site in May 2009 in general conformance with the scope and limitations of ASTM Practice E 1527-05. The Phase I ESA indicated the presence of recognized environmental conditions (RECs) and issues of potential environmental concern that are the focus of the current Phase II ESA investigation. These include the following: Hazardous material use and storage by aircraft repair and maintenance facilities at the Site, including oil, aviation gas, and solvents. Given the long history of chemical use and storage at these facilities, it is possible that soil or groundwater at the Site has been impacted by releases; Exhibit M - 30 Phase II Environmental Site Assessment 5 August 1, 2011 Palo Alto Airport Palo Alto, California A tank farm located on the western portion of the Site used to store gasoline, aviation gas, and diesel fuel used by refueling businesses at the Site. Three releases are reported to have occurred at the tank farm and piping; A self-service fueling station and underground piping located on the northeast corner of the RAE sublease area that is a potential soil or groundwater contamination source; An existing County hazardous material storage area and corporation yard located on the southeastern area of the Site, and a former County hazardous material storage area located on the western edge of the Site. Given the long history and nature of hazardous material storage areas, soil or groundwater could potentially be impacted at these locations; Low to moderate levels of petroleum hydrocarbon compounds present in soil and groundwater related to three former USTs removed from the Site in 1988 and 1989 (the subject of the open LUST case); and Two former aboveground storage tanks (ASTs) for fuel located on the southwestern edge of the Site, which may represent a potential contamination source area. In addition to the above RECs, Northgate also identified the following potential environmental concern at the Site: Low-level contamination of shallow soil on a Site-wide basis related to the longstanding practice of discharging small quantities of fuel to the ground surface during pre-flight inspections. Exhibit M - 31 Phase II Environmental Site Assessment 6 August 1, 2011 Palo Alto Airport Palo Alto, California 3.0 INVESTIGATION METHODS The soil and groundwater investigation performed to address the issues of environmental concern noted in Section 1.0 is discussed in the following sections. The scope of the sampling program performed at each of the investigation areas is summarized in Table 1. General field investigation methods used during the investigation are described below. 3.1 Field Investigation Methods Northgate performed soil and groundwater sampling at the subject Site on May 10 through May 13, 2011. Field work initially consisted of scanning select portions of the property with a metal detecting device to evaluate the Site for the possible presence of underground utilities. Subsequent to the scanning, 31 borings were advanced to a maximum depth of 19 feet below the ground surface (bgs) for collecting soil and groundwater samples across the Site. Twenty-five borings were located in or adjacent to the asphalt paved areas utilized for parking, airplane tie-down areas, and around airplane hangar and repair buildings; two borings were located in a concrete driveway adjacent to the fuel tank farm located on the northwest portion of the Site; and four borings were drilled through concrete slabs inside three separate maintenance hangars located on the southwest portion of the Site. A concrete coring company was utilized to core through the concrete slabs prior to drilling. The approximate boring locations are shown on Figure 2. The borings were advanced using a truck-mounted direct-push GeoProbe sampling rig. During sampling, continuous cores of subsurface materials were collected in clear acetate liners using both a single-wall and dual-wall drive casings. Upon removing the sampler from the borehole, the acetate liner containing the soil core was opened at various intervals, and the soils were visually inspected and screened with a photoionization detector (PID) for the possible presence of contamination. Borings were logged in the field in accordance with the Unified Soil Classification System (USCS). Copies of the boring logs are attached in Appendix A. Soil samples were collected for chemical analysis from each boring at a depth between 1 and 2 feet bgs and at a depth between 4 and 7.5 bgs. These sample intervals were cut from the liners and sealed with Teflon tape and plastic caps. Soil samples selected for volatile organic compound (VOC) analysis were collected directly from a cut liner using a TerraCore™ sampler and were immediately transferred to a pre-weighed laboratory-supplied glass vial preserved with sodium bisulfate. Upon collection, all soil samples were labeled and stored on ice in a cooler for transport to the testing laboratory. Groundwater samples were collected from the borings by lowering perforated PVC well screen attached to solid PVC casing to the bottom of the borehole and retracting the outermost GeoProbe casing to allow water to enter the well screen. Samples were Exhibit M - 32 Phase II Environmental Site Assessment 7 August 1, 2011 Palo Alto Airport Palo Alto, California then collected through the casing using a peristaltic pump with dedicated tubing. Groundwater samples were placed in laboratory-supplied glassware, labeled, and stored on ice in a cooler for transport to the laboratory under appropriate chain-of-custody control. Soil and groundwater samples were analyzed at Torrent Laboratory of Milpitas, California. All soil samples were analyzed for total petroleum hydrocarbons as gasoline (TPH-g) and aviation fuel (TPH-av) using United States Environmental Protection Agency (EPA) Method 8260, and for total petroleum hydrocarbons as diesel and oil (TPH-d/-mo) using EPA Method 8015 modified with a silica gel cleanup. Thirty-eight selected soil samples were analyzed for VOCs using EPA Method 8260. Twenty-three selected soil samples from the aircraft repair, maintenance, and storage facility areas, the County hazardous waste storage areas, and the Site-wide sampling locations were analyzed for 17 metals using EPA Method 6010/7471 and chlorinated pesticides using EPA Method 8081. Twenty-seven selected soil samples were analyzed for polychlorinated biphenyls (PCBs) using EPA Method 8082. All groundwater samples were analyzed for TPH-g, TPH-av, and VOCs using EPA Method 8260, and for TPH-d and TPH-mo using EPA Method 8015 modified with a silica gel cleanup. Eleven selected groundwater samples collected from the aircraft repair, maintenance, and storage facility areas, the County hazardous waste storage areas, and the Site-wide sampling locations were analyzed for 17 metals using EPA Method 6010/7470. All drilling and sampling equipment was steam-cleaned or washed and rinsed prior to use at each boring location. After completion of sampling activities, each boring was backfilled with neat cement and sealed at the surface with concrete to match the existing grade. All soil cuttings and other investigation derived waste was stored in a sealed 55-gallon drum pending evaluation of off-Site disposal options. No permits were required for the borings. 3.2 Data Evaluation Criteria Chemical test results from soil samples collected during this investigation were evaluated using the Environmental Screening Levels (ESLs) established by the California Regional Water Quality Control Board (RWQCB; Screening for Environmental Concerns at Sites with Contaminated Soil and Groundwater, Interim Final, November 2005, Revised May 2008) except for lead, which was evaluated using the California Human Health Screening Levels (CHHSLs) for residential and commercial land use established by the California EPA in 2009; and the Total Threshold Limit Concentrations (TTLCs), established by the State of California (Title 22, California Code of Regulations) for defining a waste as a hazardous waste for landfill disposal purposes. Exhibit M - 33 Phase II Environmental Site Assessment 8 August 1, 2011 Palo Alto Airport Palo Alto, California The RWQCB ESLs are developed using a tiered approach to environmental risk assessment. For site characterization studies such as the present investigation, Tier 1 ESLs are used as a general screening guide to determine whether additional investigation, remedial actions, or risk assessment may be required. The ESLs are not regulatory cleanup standards, and the presence of a chemical at a concentration above the Tier 1 ESL does not necessarily indicate that adverse impacts to human health or the environment are occurring, but rather, indicate that a potential for adverse risk may exist and that additional evaluation may be warranted. The Tier 1 ESLs are conservative and are generally based on an assumption of future residential land use and the potential use of groundwater as a drinking water supply; assumptions that may not necessarily be applicable to a particular site. This report also considers RWQCB ESLs for commercial / industrial land use as the property is likely to remain an operating airport for the foreseeable future, and ESLs for evaluating potential leaching of chemical constituents to groundwater. Based on a reduction in blood lead level benchmarks for children, the DTSC in September 2009 lowered the established CHHSL for lead to 80 ppm and 230 parts per million (ppm) for residential and commercial land use, respectively. These screening levels are used in place of the RWQCB ESLs for lead in soil in this report. The TTLCs are used to define a waste material as a hazardous or non-hazardous waste for landfill disposal purposes and do not necessarily have any relation to health risk evaluation. It should also be noted that in some cases, particularly with respect to metals such as arsenic and vanadium, the RWQCB ESLs are actually lower than the naturally occurring regional background concentrations. In these cases, generally accepted values for background concentrations are used in place of the ESLs. The groundwater sample test results were evaluated using the Maximum Contaminant Level (MCL, the State primary drinking water standard) established under Title 22 of the California Code of Regulations; the RWQCB ESLs for evaluating potential vapor intrusion into indoor air; and ESLs for evaluating potential impacts on marine aquatic habitats. However, it should be noted that due to the high salinity encountered in groundwater at the Site, the reporting limits for metals in many of the samples exceed these screening values. 3.3 Investigation Derived Waste Soil cuttings generated during the investigation were temporarily stored on-Site in California Department of Transportation-approved 55-gallon drum. Soil cuttings were sampled for profiling, and will be removed from the Site by a licensed waste hauler to be transported and disposed of or recycled at an appropriately-licensed facility. Exhibit M - 34 Phase II Environmental Site Assessment 9 August 1, 2011 Palo Alto Airport Palo Alto, California 4.0 INVESTIGATION RESULTS 4.1 Subsurface Conditions Surface paving at the Site consists primarily of three to seven inches of asphalt. Borings located inside the various airplane repair hangars encountered concrete slab foundations approximately five inches thick. The concrete driveway at the fuel tank farm (boring locations B-11 and B-12) is approximately seven inches thick. Subsurface soils beneath the Site consisted of sand and gravel fill to a depth varying between 1 and 2.5 feet bgs followed by sandy clay/clayey sand to a depth of approximately 3 feet bgs. Underlying soils consisted of lean clay that grades from a soft Young Bay Mud to a stiff Old Bay Mud at a depth of approximately 13 feet bgs. Groundwater was encountered anywhere between 1.0 and 14.3 feet bgs, but was predominantly encountered between the depths of 4.5 and 7 feet bgs beneath the Site. Groundwater was not encountered in boring B-16. The chemical testing laboratory reports that groundwater beneath the majority of the Site (with the apparent exception of isolated areas along the western boundary of the property) is highly saline. No staining, discoloration, odors, or other indication of contamination were observed on the soil during the investigation, with the exception of borings B-11, located adjacent to the fuel tank farm on the western portion of the Site, and B-20, located in the vicinity of the former ASTs. A strong hydrocarbon odor was observed at depths ranging from 2 to approximately 12 feet bgs in boring B-11. PID readings at boring B-11 ranged from 34 to 328 ppm of total organic vapor. Hydrocarbon odors were observed at boring B-20 at 6 to 7 feet bgs along with a PID reading of 1,455 ppm. Readings from the remaining boring locations throughout the Site were generally between 0 and 55 ppm for shallow soils, and from 0.2 to 160 ppm for deeper soils. Boring logs are presented in Appendix A. 4.2 Aircraft Repair, Maintenance, and Storage Facilities Nine borings (B-1 through B-9) were drilled in and around the aircraft repair, maintenance, and storage facilities (hangars). Borings B-1, B-2, and B-3 were drilled in and around the hangars at the AMG sublease at 1903 Embarcadero Road. Borings B-4 through B-9 were drilled at the RAE sublease at 1901 Embarcadero Road. Borings B-4, B-5, B-6, and B-9 were drilled in and around the maintenance facility hangars, and borings B-7 and B-8 were advances among the airplane storage hangars (Table 1). Two soil samples were collected from each boring, at depths of approximately 1 to 1.5 feet bgs and 4.5 to 7 feet bgs. A groundwater sample was collected at each boring location. Exhibit M - 35 Phase II Environmental Site Assessment 10 August 1, 2011 Palo Alto Airport Palo Alto, California 4.2.1 Soil Quality Chemical test results for soil samples are shown in Tables 2 and 3. Laboratory analytical reports are presented in Appendix B. As shown in Table 2, TPH-av, VOCs, and PCBs were not detected above their respective laboratory method reporting limits (MRLs) in any of the soil samples analyzed from the aircraft repair, maintenance, and storage facilities areas. TPH-g was detected in samples from boring B-4, located inside the Palo Alto Aero Services maintenance building, at concentrations of 630 micrograms per kilogram (µg/kg) and 1,100 µg/kg in the samples collected at 1 foot bgs and 4.5 feet bgs, respectively. However, the laboratory report notes that the reported values were a result of contribution from hydrocarbons heavier than those quantified as gasoline, possibly Stoddard solvent. TPH-d was detected in the samples collected at 1 foot bgs from borings B-4 and B-6, at concentrations of 6.1 milligrams per kilogram (mg/kg) and 16 mg/kg, respectively. However, the laboratory report notes that the results were not typical of a standard pattern for diesel fuel. Shallow soil samples collected from borings B-1, B-2, B-3, B-6, B-7, and B-8 contained TPH-mo at concentrations ranging from 6.5 mg/kg to 1,600 mg/kg. TPH-mo was detected in the samples collected at 4.5 to 5-feet bgs at borings B-2, B-3, and B-8, at concentrations of 17 mg/kg, 9.1 mg/kg, and 22 mg/kg, respectively. The highest reported concentration of TPH-mo, 1,600 mg/kg, detected at the 1 foot depth from boring B-8 exceeds the RWQCB Tier 1 ESL of 370 mg/kg. None of the reported concentrations of TPH-g, TPH-d, and TPH-mo exceed the ESLs for commercial/industrial land use of 83,000 µg/kg, 83,000 µg/kg, and 2,500 mg/kg, respectively. With the exception of 1.5 µg/kg of alpha-chlordane measured in the 1 foot sample from boring B- 3, organochlorine pesticides were not detected above the laboratory MRLs. The reported value is between the method detection limit (MDL) and the practical quantitation limit (PQL, equivalent to the MRL) and should be considered an estimated value. The detected concentration of alpha- chlordane does not exceed the RWQCB Tier 1 ESL of 440 µg/kg. Nine select samples from the aircraft, maintenance, and storage facilities area were analyzed for metals. As shown in Table 3, beryllium, molybdenum, selenium, and thallium were not detected above the laboratory MRLs in any soil sample analyzed. Arsenic (3.6 to 9.3 mg/kg), barium (46 to 250 mg/kg), chromium (16 to 62 mg/kg), copper (15 to 63 mg/kg), lead (1.0 to 19 mg/kg), nickel (25 to 53 mg/kg), vanadium (24 to 79 mg/kg), and zinc (25 to 75 mg/kg) were reported in every sample analyzed. Antimony was detected in two of the nine samples analyzed, in the 1 foot samples from borings B-1 and B-2, at concentrations of 5.4 mg/kg and 8.9 mg/kg, respectively. Exhibit M - 36 Phase II Environmental Site Assessment 11 August 1, 2011 Palo Alto Airport Palo Alto, California Cadmium was detected in two of the nine samples analyzed at 1.0 mg/kg in the 1 foot sample from boring B-2 and at 1.3 mg/kg in the 5 foot sample from boring B-3. Cobalt was detected in all but one of the samples analyzed at concentrations ranging from 7.9 to 18 mg/kg. Mercury was detected in one of the nine samples analyzed at a concentration of 0.18 mg/kg in the 1 foot sample from boring B-8. Silver was detected in four of the nine samples analyzed at concentrations ranging from 1.5 to 4.4 mg/kg. With the exception of antimony, arsenic, and vanadium, the reported concentrations of metals in soil samples from the aircraft repair, maintenance, and storage facilities areas do not exceed their respective regulatory standards or screening levels. One of the two measured concentrations of antimony (8.9 mg/kg reported in the 1 foot sample from boring B-2) exceeds the RWQCB Tier 1 ESLs of 6.3 mg/kg but does not exceed the ESL for commercial/industrial land use of 40 mg/kg. All of the detected concentrations of arsenic and vanadium exceed the RWQCB Tier 1 ESL of 0.39 mg/kg and 16 mg/kg, respectively. In addition, the measured concentrations of arsenic exceed the ESL for commercial/industrial land use of 1.6 mg/kg. However, in our opinion, the measured concentrations of arsenic and vanadium in this area of the Site are generally representative of naturally occurring background concentrations and do not appear to be related to a release of hazardous materials. None of the reported metals concentrations exceeded their respective TTLCs. 4.2.2 Groundwater Quality Chemical test results for groundwater are shown in Tables 4 and 5. Nine groundwater samples were collected in the aircraft repair, maintenance, and storage facilities areas. As shown in Table 4, TPH-g, TPH-av, TPH-d, and TPH-mo were not detected above the laboratory MRLs in any of the groundwater samples analyzed except for 0.19 milligrams per liter (mg/L) of TPH-mo reported in the sample from boring B8. There is no MCL established for TPH-mo. However, for comparative purposes, the RWQCB has established ESLs for TPH-mo of 0.10 mg/L for drinking water supplies, and 2.5 mg/L for non-drinking water sources. With the exception of naphthalene and tert-butanol, VOCs were not detected above their respective laboratory MRLs in any groundwater samples analyzed. Naphthalene was reported at concentrations of 2.6 micrograms per liter (µg/L), 3.5 µg/L, 1.8 µg/L, and 2.1 µg/L in groundwater samples collected from borings B-1, B-2, B-4, and B-5, respectively. Tert-butanol was measured at a concentration of 13 µg/L in the groundwater sample collected at boring B-6, located within the Former Victor Aviation building. However, the laboratory report notes that the reported value is between the MDL and the PQL (MRL) and should be considered an estimated value. MCLs have not been established for naphthalene or tert-butanol. The reported concentrations of naphthalene Exhibit M - 37 Phase II Environmental Site Assessment 12 August 1, 2011 Palo Alto Airport Palo Alto, California are below the RWQCB ESL for drinking water (17 µg/L); the tert-butanol measured at boring B-6 slightly exceeds the drinking water ESL for tert-butanol of 12 µg/L. None of the reported concentrations of naphthalene or tert-butanol exceed the RWQCB ESLs for evaluating potential impacts to marine aquatic habitats. Test results for dissolved metals in groundwater are shown in Table 5. Arsenic was reported in the sample collected from boring B-2 at concentrations of 0.015 mg/L, which exceeds the MCL of 0.01 mg/L, but not the ESL for aquatic habitat protection of 0.036 mg/L. Arsenic was not measured above the laboratory MRLs in samples from borings B-5, B-6, B-7, and B-9. However, the reporting limit for these samples was elevated due to high salinity. Barium was reported in the samples from borings B-2, B-5, and B-9 at concentrations of 0.044 tp 0.68 mg/L. None of the reported concentrations exceed the MCL or aquatic habitat ESL for barium of 1.0 mg/L. Molybdenum and nickel were reported in the sample from boring B-2 at 0.011 and 0.0086 mg/L, respectively. The reported concentration of nickel in the sample slightly exceeds the aquatic habitat ESL for nickel of 0.0082 mg/L. Again, it should be noted that the laboratory reporting limits for samples from borings B-4, B-6, B-7, and B-9 were elevated above the screening values due to high salinity. Selenium was reported at 0.013 mg/L in boring B-2 and at 0.48 mg/L in boring B-6. Both samples contain selenium above the MCL of 0.05 mg/L, and the sample from boring B-6 exceeds the aquatic habitat ESL of 0.071 mg/L. The reporting limits for the sample from B-6 and the other samples were elevated due to salinity. It should also be noted that our discussion with laboratory representatives indicates that the high salt content in the samples can cause distortions in the test results, particularly for arsenic and selenium. Zinc was reported in the sample from boring B-2 at 0.004 mg/L, The result is below the MCL and aquatic habitat ESL for zinc of 5.0 and 0.081 mg/L, respectively. Zinc was not reported in any other groundwater samples collected in the aircraft repair, maintenance, and storage facility areas, although the remaining samples had elevated reporting limits. No other dissolved metals were detected in any of groundwater samples analyzed from the aircraft repair, maintenance, and storage facilities areas. Exhibit M - 38 Phase II Environmental Site Assessment 13 August 1, 2011 Palo Alto Airport Palo Alto, California 4.3 Tank Farm and Fueling Station Borings B-10, B-11, and B-12 were advanced adjacent to the fuel tank farm located along the western boundary of the Site. Borings B-13 and B-22 were advanced adjacent to the on-Site fueling station pump island. Boring B-14 was advanced near the underground fuel line system, in the approximate area identified in the field by a representative of RAE as the location where the underground fuel line had previously been punctured during excavations for installing light standards in 1999. Twelve soil samples were collected at depths of approximately 1 to 1.5 feet bgs and 6.5 to 12 feet bgs (two from each boring) for chemical analysis. One groundwater sample was collected at each boring location. 4.3.1 Soil Quality As shown in Table 2, TPH-av, organochlorine pesticides, and PCBs were not detected above the laboratory MRLs in any samples analyzed from the tank farm and fueling station areas. TPH-g was detected in the two soil samples collected from boring B-11, located immediately east of the fuel tank farm. The 1 foot and 12 foot samples collected at boring B-11 contained 1,700,000 and 1,100 µg /kg of TPH-g, respectively. The 1 foot sample exceeds the RWQCB Tier 1 ESL, the ESL for commercial/industrial land use, and the ESL for potential leaching to groundwater of 83,000 µg/kg. TPH-d was detected in three of the 12 soil samples analyzed. The 1 foot samples from borings B- 11 and B-12 and the 12 foot sample from boring B-11 contained TPH-d at 160 mg/kg, 38 mg/kg, and 2.2 mg/kg, respectively. However, the laboratory report noted that the results did not match the typical diesel standard pattern. The 1 foot sample collected from boring B-11 (160 mg/kg) exceeds the RWQCB Tier 1 ESL, the ESL for commercial/industrial land use, and the ESL for potential leaching to groundwater of 83 mg/kg. TPH-mo was detected in half of the 12 soil samples collected in the fueling area. TPH-mo was reported at concentrations of 35 mg/kg, 210 mg/kg, 62 mg/kg, 4,400 mg/kg, 30 mg/kg, and 5,200 mg/kg in the shallow soil samples from borings B-10 through B-14 and B-22, respectively. The laboratory report notes that the TPH-mo reported at B-12 (62 mg/kg) does not match the typical motor oil standard pattern. The TPH-mo reported at borings B-13 and B-22 exceed the RWQCB Tier 1 and commercial/industrial land use ESLs of 370 mg/kg and 2,500 mg/kg, respectively. VOCs were not detected in any soil samples analyzed, with the exception of the 1 and 12 foot samples collected from boring B-11. The 1 foot sample contained ethylbenzene at 11,000 µg/kg, Exhibit M - 39 Phase II Environmental Site Assessment 14 August 1, 2011 Palo Alto Airport Palo Alto, California xylenes at 35,000 µg/kg, isopropylbenzene at 1,300 µg/kg, n-propylbenzene at 5,600 µg/kg, 1,3,5- trimethylbenzene at 9,100 µg/kg, 1,2,4-trimethylbenzene at 26,000 µg/kg, n-butylbenzene at 1,100 µg/kg, and naphthalene at 5,700 µg/kg. The 12 foot sample contained 20 µg/kg of ethylbenzene, 57.6 µg/kg of xylenes, 72 µg/kg of methyl tert-butyl ether (MTBE), 13 µg/kg of 1,3,5- trimethylbenzene, 42 µg/kg of 1,2,4-trimethylbenzene, and 20 µg/kg of naphthalene. The 12 foot sample also contained 2.8 µg/kg of benzene, 1.6 µg/kg of isopropyl benzene, and 6.9 µg/kg of n- propylbenzene. The laboratory report notes that the reported values for benzene, isopropylbenzene, and n-propylbenzene for the 12 foot sample in boring B-11 are between the MDL and the PQL (MRL) and therefore should be considered estimated values. The concentrations of ethylbenzene, xylenes, and naphthalene reported in the 1 foot sample, as well as the MTBE reported in the 12 foot sample, exceed the RWQCB Tier 1, commercial/industrial land use, and leaching potential ESLs for each analyte. The 1 foot sample collected at boring B-22 was analyzed for metals. As shown in Table 3, antimony, beryllium, cadmium, lead, mercury, molybdenum, selenium, and thallium were not detected above the laboratory MRLs. Barium, chromium, cobalt, copper, nickel, silver, and zinc were detected at low-level concentrations that did not exceed their respective regulatory standards. Arsenic was detected at a concentration of 2.8 mg/kg, exceeding the RWQCB Tier 1 ESL of 0.39 mg/kg and the ESL for commercial/industrial land use of 1.6 mg/kg. Vanadium was detected at a concentration of 25 mg/kg, exceeding the RWQCB Tier 1 ESL of 16 mg/kg but below the commercial/industrial land use ESL of 200 mg/kg. All reported metals concentrations were below their respective TTLCs. 4.3.2 Groundwater Quality Six groundwater samples were collected in the areas associated with the fuel tank farm and fueling station. As shown in Table 4, TPH-av, TPH-d, and TPH-mo were not detected above the laboratory MRLs in any of the groundwater samples analyzed. TPH-g was detected at 460 µg/L in the sample collected from boring B-11. However, the laboratory report noted that the results are elevated due to a contribution from non-fuel hydrocarbons within the gasoline range (C5 – C12). This concentration exceeds the ESL for TPH-g in drinking water of 100 µg/L as well as the ESL for protection of aquatic habitats of 210 µg/L. The reported concentration of TPH-g does not exceed the ESL for a non-drinking water source of 5,000 µg/L. VOCs were not detected above laboratory MRLs in any of the samples tested, with the exception of the groundwater collected from borings B-11 and B-12. The largest suite of VOCs were detected in the groundwater sample from boring B-11: ethylbenzene (5.4 µg/L), xylenes (17.1 Exhibit M - 40 Phase II Environmental Site Assessment 15 August 1, 2011 Palo Alto Airport Palo Alto, California µg/L), MTBE (21 µg/L), naphthalene (1 µg/L), n-propylbenzene (1.1 µg/L), 1,3,5- trimethylbenzene (2.6 µg/L), and 1,2,4-trimethyl benzene (8.4 µg/L). The measured concentration of MTBE exceeds the MCL for drinking water of 13 µg/L but does not exceed the RWQCB ESL for vapor intrusion of 80,000 µg/L. Tert-butanol was detected at 9.3 µg/L in groundwater sampled from boring B-12, which is below the RWQCB ESLs for drinking water (12 µg/L) and potential impacts to aquatic habitats (18,000 µg/L). As shown in Table 5, dissolved metals analysis was performed on one groundwater sample from the fuel island area, collected at boring B-22. With the exception of barium, reported at 1.8 mg/L, dissolved metals were not detected above the laboratory MRLs in this sample. However, it should be noted that the laboratory reporting limits for the sample from boring B-22 were moderately elevated due to high salinity in the sample. The reported concentration of barium exceeds the drinking water MCL and the aquatic habitat ESL of 1 mg/L. 4.4 Hazardous Materials Storage Areas Two borings, B-15 and B-16, were advanced at the former and current hazardous materials storage areas, located on the western and southeastern portions of the Site, respectively. Soil samples were collected at depths of 1 and 7 feet bgs from each boring. Primary and duplicate groundwater samples were collected at boring B-15. Groundwater was not encountered in boring B-16. 4.4.1 Soil Quality As shown in Table 2, TPH-g, TPH-d, VOCs, organochlorine pesticides, and PCBs were not detected above laboratory MRLs in any soil samples collected in these areas. TPH-av was reported in one of four samples analyzed, at a concentration of 2,000 µg /kg in the 1 foot sample from boring B-16. The laboratory report noted that the sample chromatogram indicated the presence of both, aged aviation fuel and gasoline, in the sample. TPH-mo was reported in the two samples collected at boring B-16; with the 1 foot and 7 foot bgs samples containing 4.4 and 46 mg/kg of TPH-mo, respectively. The reported concentrations of TPH-av and TPH-mo do not exceed their respective regulatory screening standards. As shown in Table 3, beryllium, mercury, selenium, and thallium were not detected above the laboratory MRLs in the soil samples. Barium, chromium, cobalt, copper, lead, nickel, and zinc were detected at low-level concentrations in every soil sample analyzed. Antimony was detected in one of the four samples analyzed, at 13 mg/kg in the 7 foot sample from boring B-16. Cadmium was detected in one of the four samples analyzed, at 1.0 mg/kg in the 1 foot sample from boring B- Exhibit M - 41 Phase II Environmental Site Assessment 16 August 1, 2011 Palo Alto Airport Palo Alto, California 15. Molybdenum was detected in the two samples collected at boring B-15. The 1 foot and 7 foot samples contained 5.1 and 5.4 mg/kg of molybdenum, respectively. The samples from boring B- 16 contained silver at 2.3 mg/kg at 1 foot bgs and 8.5 mg/kg at 7 feet bgs. With the exception of antimony, none of the detected metals concentrations exceeded their respective regulatory standards. The concentration of antimony detected at B-16 exceeds the RWQCB Tier 1 ESL of 6.3 mg/kg but does not exceed the ESL for commercial/industrial land use of 40 mg/kg. Arsenic and vanadium were detected in every soil sample analyzed, at concentrations ranging from 1.9 to 7.8 mg/kg and 37 to 100 mg/kg, respectively. All of the reported concentrations exceed the RQWCB Tier 1 ESLs of 0.39 mg/kg for arsenic and 16 mg/kg for vanadium. In addition, all of the measured arsenic concentrations exceed the commercial/industrial land use ESL of 1.6 mg/kg. However, in our opinion, the reported concentrations of arsenic are representative of naturally occurring background levels. All reported metals concentrations were below their respective TTLCs. 4.4.2 Groundwater Quality A primary groundwater sample and a duplicate groundwater sample were collected from boring B- 15. Groundwater was not encountered in boring B-16. As shown in Table 4, TPH-g, TPH-av, TPH-d, TPH-mo, and VOCs were not detected above the laboratory MRLs in either the primary or duplicate sample collected from B-15. As shown in Table 5, with the exception of arsenic, barium, selenium, and silver, no metals were measured above the method reporting limits in either sample. Arsenic was reported at 0.028 mg/L and 0.024 mg/L, barium at 0.18 and 0.15 mg/L, and selenium at 0.096 and 0.045 mg/L reported in the primary and duplicate samples, respectively. Silver was measured in the primary groundwater sample at a concentration of 0.0056 mg/L, but was not detected above the laboratory MRL of 0.005 mg/L in the duplicate sample. The reported concentrations of arsenic exceed the MCL for drinking water of 0.01 mg/L, but not the aquatic habitat ESL of 0.036 mg/L. The concentration of selenium in the primary groundwater sample (0.096 mg/L) exceeds the MCL for selenium of 0.05 mg/L and the aquatic habitat ESL of 0.071. However, selenium was measured at 0.045 mg/L in the duplicate, which is below the MCL and ESL. The measured concentration of silver in the primary groundwater sample exceeds the aquatic habitat and drinking water ESLs (no MCL has been established) of 0.00019 mg/L and 0.035 mg/L, respectively. Exhibit M - 42 Phase II Environmental Site Assessment 17 August 1, 2011 Palo Alto Airport Palo Alto, California 4.5 Former UST and AST Areas Five borings, B-17 through B-21, were advanced in the former UST and former AST areas along the southwestern portion of the Site. One additional boring (B-24) was advanced adjacent to the former waste-oil UST located on the northern portion of the Site. Soil samples were collected from each boring at depths ranging from 1 to 3 feet bgs and at depths ranging from 6.5 to 7.5 feet bgs. A groundwater sample was collected at each boring location. 4.5.1 Soil Quality As shown in Table 2, TPH-g and TPH-d were not detected above the laboratory MRLs in any of the soil samples from the former UST and AST areas. TPH-av was detected in three of the 10 soil samples collected on the southwestern end of the Site. TPH-av was detected at 4,100 µg/kg in the 3 foot sample from boring B-19 and at 2,200 µg/kg in both the 2 foot and 7 foot samples from boring B-20. TPH-mo was detected in shallow soil samples from borings B-17, B-19, B-20, and B-21 as well as in the deep soil sample collected from boring B-17 at concentrations ranging from 4.3 to 180 mg/kg. The laboratory report noted that the chromatographs for the 3 foot and 2 foot samples from borings B-29 and B-20 contained unknown hydrocarbon peaks within the motor oil quantitation range. The detected concentrations of petroleum hydrocarbons did not exceed their respective regulatory standards. TPH-av and TPH-mo were not detected above the laboratory MRLs in any samples collected from boring B-24 at the northwest portion of the Site. With the exception of isopropyl benzene, reported at 11 µg/kg in the 2 foot soil sample collected from boring B-20, VOCs were not detected above the laboratory MRLs in any soil samples tested from this area. Samples collected from the former UST/AST areas were not analyzed for organochlorine pesticides, PCBs, or metals with the exception samples from boring B-24. Organochlorine pesticides and PCBs were not detected above the laboratory MRLs in soil samples from B-24. As shown in Table 3, barium, chromium, cobalt, copper, lead, nickel, and zinc were present at low- level concentrations in the 1 foot bgs sample from boring B-24. The measured metals concentrations did not exceed their respective regulatory standards. Antimony, arsenic, silver, and vanadium were measured in the 1 foot bgs sample from boring B-24 at concentrations of 36, 6.9, 24, and 140 mg/kg, respectively. All of these reported metals concentrations exceed their respective RWQCB Tier 1 ESLs of 6.3, 0.39, 20, 16, respectively. None of the concentrations exceed their respective ESLs for commercial/industrial land use, with the exception of arsenic which exceeds the ESLs for commercial/industrial land use of 1.6 mg/kg. However, in our Exhibit M - 43 Phase II Environmental Site Assessment 18 August 1, 2011 Palo Alto Airport Palo Alto, California opinion, the reported concentrations of arsenic are representative of naturally occurring background levels. All reported metals concentrations were below their respective TTLCs. 4.5.1 Groundwater Quality As shown in Table 4, TPH-g, TPH-d, and TPH-mo were not detected above the laboratory MRLs in any of the groundwater samples collected in this area. TPH-av was detected at 1,200 µg/L and 910 µg/L in samples from borings B-19 and B-20, respectively. Both of the measured concentrations of TPH-av exceeded the RWQCB ESL for drinking water of 100 µg/L and the aquatic habitat ESL of 210 µg/L. The measured concentrations do not exceed the ESL for non- drinking water of 5,000 µg/L. With the exception of tert-butanol, VOCs were not detected above the laboratory MRLs in any groundwater samples analyzed. Tert-butanol was detected at concentrations of 9.9 µg/L and 6.3 µg/L in groundwater collected from borings B-17 and B-21, respectively. The reported value for groundwater from boring B-17 falls between the MDL and PQL and should be considered as estimated. An MCL has not been established for tert-butanol. However, the reported concentrations are below the RWQCB ESL for drinking water (12 µg/L) and potential impacts to aquatic habitats (18,000 µg/L). The groundwater sample from boring B-24 contained arsenic at 0.13 mg/L and barium at 0.071 mg/L (Table 5). The reported concentration of arsenic exceeds the MCL of 0.01 mg/L and the aquatic habitat ESL of 0.036 mg/L. Other metals were not reported above the laboratory MRL; however, due to high salinity, the MRLs for the sample were moderately elevated. 4.6 Wash Rack Sump Area One boring, B-25, was advanced in the vicinity of the concrete sump located at the wash rack station in the northwest portion of the Site. Soil samples were collected from 1 and 4.5 feet bgs along with a groundwater sample. 4.6.1 Soil Quality As shown in Table 2, TPH-g, TPH-av, TPH-d, VOCs, and PCBs were not detected above the laboratory MRLs in soil samples collected from boring B-25. TPH-mo was detected in the 1 and 4.5 foot samples at 5,900 mg/kg and 110 mg/kg, respectively. The reported concentration of TPH-mo in the 1 foot sample exceeds the RWQCB Tier 1 and commercial/industrial land use ESLs of 370 mg/kg and 110 mg/kg, respectively. Exhibit M - 44 Phase II Environmental Site Assessment 19 August 1, 2011 Palo Alto Airport Palo Alto, California DDE and alpha-chlordane were measured in the 4.5 foot sample from boring B-25 at concentrations of 18 g/kg and 7.5 g/kg, respectively. The laboratory report notes that both measured concentrations of organochlorine pesticides are between the MDL and the PQL (MRL) and should be considered as estimated values. As shown in Table 3, barium, chromium, copper, lead, nickel, silver, and zinc were present at low-level concentrations in the 4.5 foot bgs sample from boring B-25. The measured metals concentrations did not exceed their respective regulatory standards. Arsenic and vanadium were measured in the 4.5 foot bgs sample from boring B-25 at concentrations of 2.5 mg/kg and 22 mg/kg, respectively. Both of these reported metals concentrations exceed their respective RWQCB Tier 1 ESLs of 0.39 mg/kg and 16 mg/kg, respectively. In addition, the measured concentration of arsenic exceeds the for commercial/industrial land use ESL of 1.6 mg/kg. However, the results are, in our opinion, representative of naturally occurring background levels. All reported metals concentrations were below their respective TTLCs. 4.6.2 Groundwater Quality As shown in Table 4, TPH-g, TPH-av, TPH-d, TPH-mo, and VOCs were not detected above the laboratory MRLs in the groundwater sample collected from boring B-25. The sample was not analyzed for metals. 4.7 Site–Wide Leaks, Releases, and Discharges Seven borings, B-23, and B-26 through B-31, were advanced throughout the general tarmac portions of the Site where site-wide oil leaks, accidental releases, and intentional fuel discharges related to general airplane parking and mobile refueling practices may have occurred. Soil samples were collected at a shallow depth (ranging from 0.5 to 1 feet bgs) and from a deeper depth (ranging from 2 to 6 feet bgs) from each boring. A groundwater sample was collected at each boring location. Duplicate groundwater samples were collected at borings B-29 and B-31. 4.7.1 Soil Quality As shown in Table 2, TPH-g, TPH-av, VOCs, and PCBs were not detected above the laboratory MRLs in any soil samples analyzed. TPH-d was detected in two of the 14 samples analyzed, in the 4 foot sample from boring B-27 (17 mg/kg) and in the 1 foot sample from boring B-31 (4.8 mg/kg). However, the laboratory report noted that the results obtained for both samples were not typical of the standard pattern for diesel. TPH-mo was detected in both shallow and deep soil samples at five locations across the Site. Shallow soil concentrations of TPH-mo ranged from 10 Exhibit M - 45 Phase II Environmental Site Assessment 20 August 1, 2011 Palo Alto Airport Palo Alto, California to 50 mg/kg. Deep soil concentrations of TPH-mo ranged from 5.6 to 240 mg/kg. The measured concentrations of TPH-mo do not exceed the RWQCB Tier 1 ESL of 370 mg/kg. With the exception of 1.3 µg/kg of heptachlor epoxide measured in the 0.5 foot sample from boring B-27, organochlorine pesticides were not detected above the laboratory MRLs in any soil samples analyzed. The measured concentration of heptachlor epoxide does not exceed the RWQCB Tier 1 ESL of 14 µg/kg. As shown in Table 3, beryllium, molybdenum, selenium, and thallium were not detected above the laboratory MRLs in any soil samples analyzed. Barium, chromium, cobalt, copper, lead, nickel, and zinc were present at low-level concentrations in all of the samples tested but did not exceed any of their respective regulatory screening standards. Antimony was detected in the 1 foot sample from boring B-26 and the 4 foot sample from boring B-27 at 16 mg/kg and 5 mg/kg, respectively. Cadmium was detected in one of the seven samples analyzed, in the 5 foot sample from boring B-29 at 1.7 mg/kg. Mercury was detected in two of the seven samples analyzed, in the 1 foot sample from boring B-28 (0.12 mg/kg) and in the 5 foot sample from boring B-29 (0.36 mg/kg). Silver was detected in two of the seven samples analyzed: in the 1 foot sample at B-26 and the 4 foot sample at B-27 at concentrations of 7.3 mg/kg and 3.6 mg/kg, respectively. With the exception of antimony, arsenic, and vanadium, none of the detected metals concentrations exceed their respective regulatory standards. The highest detected concentration of antimony (16 mg/kg in the 1 foot sample from B-26) is above the RWQCB Tier 1 ESL of 6.3 mg/kg but below the ESL for commercial/industrial land use of 40 mg/kg. Arsenic was detected in all samples analyzed at concentrations ranging from 4.2 to 9.9 mg/kg. Vanadium was detected in all samples analyzed at concentrations ranging from 37 to 89 mg/kg. All reported concentrations of arsenic and vanadium exceed the RWQCB Tier 1 ESLs of 0.39 mg/kg for arsenic and 16 mg/kg for vanadium. In addition, all reported concentrations of arsenic exceed the Commercial/Industrial ESL of 1.6 mg/kg. However, in our opinion, the reported concentrations of arsenic are representative of naturally occurring background levels. All reported metals concentrations were below their respective TTLCs. 4.7.2 Groundwater Quality Eight groundwater samples were collected to assess Site-wide groundwater quality. A duplicate sample for TPH and VOCs was collected at boring B-29, and a duplicate sample for dissolved metals was collected at boring B-31. As shown in Table 4, TPH-g, TPH-av, TPH-d, and TPH-mo were not detected above the laboratory MRLs in any of these groundwater samples. Exhibit M - 46 Phase II Environmental Site Assessment 21 August 1, 2011 Palo Alto Airport Palo Alto, California With the exception of naphthalene and tert-butanol, VOCs were not detected above the laboratory MRLs in any groundwater samples analyzed. Naphthalene was detected in three of the 10 groundwater samples analyzed, at 3.3 µg/L, 4.2 µg/L, and 2.5 µg/L from borings B-28, B-29, and B-31, respectively. Tert-butanol was reported at a concentration of 11 µg/L in the sample from boring B-27. However, the laboratory report notes that the reported concentration of tert-butanol was between the MDL and PQL and should be considered an estimate. None of the measured concentrations of VOCs exceed their respective regulatory standards. Groundwater samples from borings B-26, B-28, and B-31 were analyzed for metals. A duplicate sample was collected from boring B-31. As shown in Table 5, metals were not detected above the laboratory MRLs in any of the samples, with the exception of 0.44 mg/L of thallium reported in the duplicate sample collected from boring B-31. The primary sample from boring B-31 did not contain thallium above the laboratory MRL of 0.40 mg/L. The reported concentration of thallium in the duplicate sample exceeds the drinking water MCL of 0.002 mg/L and the aquatic habitat ESL of 0.004 mg/L for thallium. It should be noted that the laboratory MRL was elevated in all of these samples due to high salinity. Exhibit M - 47 Phase II Environmental Site Assessment 22 August 1, 2011 Palo Alto Airport Palo Alto, California 5.0 CONCLUSIONS AND RECOMMENDATIONS Conclusions and recommendations for each principal area of environmental concern evaluated during this investigation are presented in the following sections. 5.1 Aircraft Repair, Maintenance, and Storage Facilities Nine borings were advanced in and around the aircraft repair, maintenance, and storage facilities. In general, low concentrations of petroleum hydrocarbons as gasoline, diesel, or oil were measured in about half of the soil samples collected in this area. Low levels (0.63 and 1.1 mg/kg) of Stoddard solvent were reported in the soil samples collected inside the Palo Alto Air Services building at boring B-4. However, with the exception of the 1 foot bgs sample from boring B-8 which contained 1,600 mg/kg TPH-mo, none of the measured concentrations of hydrocarbons exceeded the RWQFCB Tier 1 ESLs. None of the soil samples contained hydrocarbon compounds above the commercial/industrial ESLs. VOCs were not reported in the soil samples. Low levels of naphthalene were reported in four of the nine groundwater samples collected in this area, and one sample contained tert-butanol. None of the water samples contained TPH as aviation fuel, gasoline, diesel, or oil above the laboratory reporting limits. Other VOCs were not detected in the groundwater samples. In our opinion, the low levels of naphthalene or tert-butanol measured in these samples do not appear to represent a significant environmental concern. Low to moderate levels of metals were measured in groundwater samples collected in the area, with arsenic measured at B-2 slightly above the MCL, and selenium at boring B-6 measured significantly above the MCL and the RWQCB aquatic habitat ESL. However, as previously discussed, our discussions with the testing laboratory indicate that groundwater beneath most areas of the Site (with the apparent exception of certain areas along the eastern portion of the property) is highly saline. This results in elevated reporting limits for metals in groundwater, and can in some cases, distort the analyses, especially for arsenic and selenium, making interpretation of the results difficult. Although we could not rule out the possibility that higher concentrations of contaminants may be present in localized areas of the aircraft repair, maintenance, and storage facility area of the Site (for example, higher concentrations of Stoddard solvent may be present elsewhere near boring B-4, or elevated concentrations of TPH-mo may be more widespread in the vicinity of boring B-8), the test results from the soil and groundwater samples collected in this area suggest that there is a low probability that significant contamination that would require remediation is present on these areas of the Site. It should also be noted that the relatively low levels of contaminants measured in Exhibit M - 48 Phase II Environmental Site Assessment 23 August 1, 2011 Palo Alto Airport Palo Alto, California groundwater samples collected from the existing groundwater monitoring well network installed in portions of this general area to monitor groundwater quality in the area of the historic UST locations provides additional support for this conclusion. Additional sampling could be performed in these areas if the City of Palo Alto desires a greater level of certainty regarding the possible presence of subsurface contamination. We recommend that the City include analysis for dissolved metals during the next scheduled sampling of the existing groundwater monitoring wells located on the southwestern portion of the Site to provide additional evaluation of potential impacts related to metals in groundwater. 5.2 Tank Farm and Fueling Station Six borings were advanced in the vicinity of the existing fuel tank farm, pump island, and piping area. Significantly elevated levels of TPH-g (1,700 mg/kg) and VOCs (ethylbenzene, xylenes, and naphthalene) were measured in soil samples collected from one of the three borings advanced immediately adjacent to the fuel tank farm (boring B-11). High levels of TPH as oil (4,400 – 5,200 mg/kg) were reported in the shallow soil samples collected from both borings (B-13 and B- 22) advanced immediately adjacent to the fueling station pump island. The measured concentrations of hydrocarbons exceed the RWQCB ESLs for commercial/industrial land use. A moderately low level of TPH-g (460 g/L) was measured in groundwater at the tank farm, but hydrocarbons were not measured in groundwater from borings at the fuel island. We recommend that additional investigation be performed to better define the vertical and lateral extent of soil and groundwater contamination in the area of the fuel tanks and fuel station pump island. In our opinion, the presence of hydrocarbons in soil and water at the fuel tank and pump island should be reported to the Santa Clara County Health Department and the California Regional Water Quality Control Board. 5.3 Hazardous Materials Storage Areas One boring each was advanced at the existing and former hazardous materials storage areas. Low levels of TPH-g (2,000 g/kg) and TPH-mo (4.4 and 46 mg/kg) were reported in soil samples at the current storage area; however, other contaminants were not detected. The groundwater sample from the former storage area did not contain hydrocarbons or VOCs. Arsenic and selenium were measured in the groundwater sample collected from the former hazardous materials storage area (B-15) above their respective MCLs (drinking water standards). However, groundwater beneath the Site is not currently a drinking water source. The reported concentrations of selenium and silver (for which no MCL has been established) in groundwater Exhibit M - 49 Phase II Environmental Site Assessment 24 August 1, 2011 Palo Alto Airport Palo Alto, California from boring B-15 also exceed the aquatic habitat ESLs. Additional evaluation of the potential significance of these findings is difficult, as the laboratory method reporting limits for the groundwater samples collected elsewhere in this area are elevated above the regulatory screening levels due to high salinity. We recommend that the City perform additional evaluation of the potential presence of elevated levels of metals in groundwater in this area of the Site as part of the additional investigation of the tank farm and fueling station discussed in Section 5.2. 5.4 Former UST and AST Areas Five borings were advanced in the area of the former USTs and ASTs on the southwestern portion of the Site. One additional boring was advanced near the former waste oil UST on the northwestern portion of the Site. Soil samples from the boring at the former waste oil UST (B-24) did not contain hydrocarbons or VOCs. Low levels of TPH-av (2,200 – 4,100 g/kg) and TPH-mo (4.3 – 180 mg/kg) were reported in soil samples from borings advanced in former UST/AST area on the southwestern portion of the Site. However none of the measured concentrations of hydrocarbons in soil exceed their respective regulatory standards. Elevated concentrations of TPH-av (910 – 1,200 g/L) were measured in groundwater at the location of the former ASTs (borings B-19 and B- 20). However, VOCs were not reported in groundwater with the exception of low levels (6.3 – 9.9 g/L) of tert-butanol, which are below established regulatory screening levels. In our opinion, the testing performed in the former UST and AST areas of the Site during this investigation did not indicate the presence of significant contamination. However, it should be noted that the a visible hydrocarbon sheen and strong hydrocarbon odors were observed on the soil and groundwater between the depths of six and nine feet bgs at boring B-20. It should be noted that the presence of groundwater contamination in the southwestern portion of the Site has already been reported to the Santa Clara County Health Department and the RWQCB as part of the current LUST listing for the Site. Groundwater monitoring in this area is currently being required by the County. We recommend that the existing groundwater monitoring wells be sampled to provide an update on overall groundwater quality in this area. In addition, we recommend that the City consider installing one new monitoring well in the vicinity of boring B- 20 to provide additional evaluation of groundwater quality in this area. 5.5 Wash Rack Sump Area One boring was advanced immediately adjacent to the concrete collection sump located at the airplane wash-down area (wash rack). TPH-mo was detected at elevated concentrations in both Exhibit M - 50 Phase II Environmental Site Assessment 25 August 1, 2011 Palo Alto Airport Palo Alto, California the 1.0 and 4.5 foot soil samples collected near the sump. The highest measured concentration of TPH-mo (5,900 mg/kg) exceeds the RWQCB Tier 1 and commercial/industrial ESLs. Low levels of organochlorine pesticides were reported in the shallow sample at this location. The extent of the TPH-mo contamination in this area was not determined. Petroleum hydrocarbons and VOCs were not detected above their respective laboratory MRLs in the groundwater sample collected near the wash rack. However, based on the elevated hydrocarbons in soil, we recommend additional investigation of the possible extent and magnitude of contaminants in soil and water in the vicinity of the wash rack. 5.6 Site – Wide Leaks, Releases, and Discharges Seven borings were advanced across the tarmac area to evaluate overall soil and groundwater quality related to Site-wide leaks, releases, and discharges. Low levels of TPH-d and TPH-mo were reported in soil samples collected from these areas of the Site. Heptachlor epoxide was measured in one sample. However, none of the measured concentrations of constituents exceed their respective regulatory standards. Low levels of naphthalene and tert-butanol were reported in four of the seven groundwater samples collected from borings advanced in the general tarmac areas. However, none of the measured concentrations exceed their respective regulatory screening levels and do not represent a significant environmental concern. Thallium was reported at a concentration exceeding the drinking water MCL and the aquatic habitat ESL in the duplicate groundwater sample collected from boring B-31. However, groundwater beneath the Site is not currently a drinking water source. As with other areas of the Site, the evaluation of the potential significance of the report of elevated thallium in the sample from boring B-31 is difficult, as thallium was not reported above the laboratory MRLs in any other soil or groundwater sample collected at the Site, although the MRLs for most groundwater samples are elevated due to the high salt content of the water. Additional sampling and analysis would be required to provide additional evaluation of metals in groundwater at the Site. Exhibit M - 51 Phase II Environmental Site Assessment 26 August 1, 2011 Palo Alto Airport Palo Alto, California 6.0 LIMITATIONS The purpose of a soil and groundwater quality investigation is to reasonably characterize existing Site conditions based on the results of a limited target subsurface investigation. In performing such a study, it is understood that a balance must be struck between a reasonable inquiry into the Site conditions and an exhaustive analysis of each conceivable environmental characteristic. The following paragraphs discuss the assumptions and parameters under which such an opinion is rendered. No investigation is thorough enough to describe all environmental conditions of interest at a given Site. If conditions have not been identified during the study, such a finding should not therefore be construed as a guarantee of the absence of such conditions at the Site, but rather as the result of the services performed within the scope, limitations, and cost of the work performed. We are unable to report on or accurately predict events that may change the Site conditions after the described services are performed, whether occurring naturally or caused by external forces. We assume no responsibility for conditions we were not authorized to evaluate, or conditions not generally recognized as predictable when services were performed. Environmental conditions may exist at the Site that cannot be identified solely by visual observation. Where subsurface exploratory work was performed, our professional opinions are based in part on interpretation of data from discrete sampling locations that may not represent actual conditions at unsampled locations. Exhibit M - 52 Phase II Environmental Site Assessment 27 August 1, 2011 Palo Alto Airport Palo Alto, California 7.0 REFERENCES Northgate Environmental Management, Inc, 2009, Phase I Environmental Site Assessment, Palo Alto Airport, Palo Alto, California. May 1. Northgate Environmental Management, Inc, 2011, Draft Sampling and Analysis Plan, Phase II Environmental Site Assessment, Palo Alto Airport, APNs 8-06-001 and 8-05-005, Palo Alto, California. March 29. Northgate Environmental Management, Inc, 2011, Work Plan for Phase II Environmental Site Assessment, Palo Alto Airport, Palo Alto, California. April 20. Exhibit M - 53 Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California TABLES Exhibit M - 54 TABLE 1 Sample Location and Sampling Information Tank Farm Fueling Station Haz Material Storage Former UST Former AST Former UST Wash Rack Site-Wide Evaluation Sample Location ID:B-1, B-2, B-3 B-4, B-5, B-6, B-9 B-7, B-8 B-10, B-11, B-12 B-13, B-14, B-22 B-15, B-16 B-17, B-18, B-21 B-19, B-20 B-24 B-25 B-23, B-26 through B- 31 Area of Recognized Environmental Condition or Concern: Airport Management Group Sub-lease Roy Aero Sub-lease - maintenance facility hangars Roy Aero Sub-lease - airplane storage hangars Existing fuel tank farm on western portion of Site (4 ASTs w/secondary containment) Self-service fueling station island and associated underground piping County hazardous material storage areas on western and southeastern area of Site Former USTs at southwestern end of Site Two former above ground fuel storage tanks on southwest edge of Site Former waste oil UST on the northwest edge of Site Sump at wash rack Possible site-wide contamination - oil leaks, accidental releases, & intentional fuel discharge Soil Samples Analyzed (Boring location and depth in feet): B-1-1.0 B-1-7.0 B-2-1.0 B-2-5.0 B-3-1.0 B-3-5.0 B-4-1.0 B-4-4.5 B-5-1.5 B-5-7.0 B-6-1.0 B-6-6.0 B-9-1.0 B-9-7.0 B-7-1.0 B-7-7.5 B-8-1.0 B-8-4.5 B-10-1.0 B-10-6.5 B-11.1.0 B-11-12.0 B-12-1.0 B-12-7.0 B-13-1.5 B-13-7.0 B-14-1.0 B-14-7.0 B-22-1.0 B-22-7.0 B-15-1.0 B-15-7.0 B-16-1.0 B-16-7.0 B-17-1.0 B-17-7.0 B-18-1.0 B-18-6.5 B-21-1.0 B-21-7.0 B-19-3.0 B-18-7.5 B-20-2.0 B-20.7.0 B-24-1.0 B-24-3.0 B-24-4.5 B-25-1.0 B-25-4.5 B-23-1.0 B-23-4.5 B-26-1.0 B-26-6.0 B-27-0.5 B-27-4.0 B-28-1.0 B-28-4.0 B-29-1.0 B-29-5.0 B-30-1.0 B-30-2.0 B-31-1.0 B-31-6.0 Groundwater Samples Analyzed: B-1-W B-2-W B-3-W B-4-W B-5-W B-6-W B-9-W B-7-W B-8-W B-10-W B-11-W B-12-W B-13-W B-14-W B-22-W B-15-W B-15-WD B-17-W B-18-W B-21-W B-19-W B-20-W B-24-W B-25-W B-23-W B-26-W B-27-W B-28-W B-29-W B-29-WD B-30-W B-31-W B-31-WD UST = Underground storage tank AST = Aboveground storage tank Aircraft Repair and Maintencence Facilities Sampling Information Sample Location Information Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California 1 of 1 August 1, 2011 Exhibit M - 55 TABLE 2 Soil Sample Analytical Results - TPH, VOCs, Pesticides, and PCBs PCBs TP H a s G a s o l i n e TP H a s A v i a t i o n Ga s o l i n e TP H a s D i e s e l TP H a s O i l Be n z e n e To l u e n e Et h y l b e n z e n e Xy l e n e s MT B E Is o p r o p y l B e n z e n e n- P r o p y l b e n z e n e 1, 3 , 5 - T r i m e t h y l b e n z e n e 1, 2 , 4 - T r i m e t h y l b e n z e n e n- B u t y l b e n z e n e Na p h t h a l e n e Ot h e r V O C s DD E al p h a - C h l o r d a n e He p t a c h l o r E p o x i d e Ot h e r P e s t i c i d e s PC B s µg/kg µg/kg mg/kg mg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg mg/kg B-1-1.0 1.0 <100 <100 <2.0 6.5 ------------------------<2.0 <2.0 <2.0 ND ND B-1-7.0 7.0 <98 <98 <2.0 <4.0 <9.8 <9.8 <9.8 <14.7 <9.8 <9.8 <9.8 <9.8 <9.8 <9.8 <9.8 ND ---------- B-2-1.0 1.0 <98 <98 <4.0 41 <9.8 <9.8 <9.8 <14.7 <9.8 <9.8 <9.8 <9.8 <9.8 <9.8 <9.8 ND ---------- B-2-5.0 5.0 <100 <100 <2.0 17 ------------------------<1.9 <1.4 <1.3 ND ND B-3-1.0 1.0 <80 <80 <2.0 8.5 <8.0 <8.0 <8.0 <12.0 <8.0 <8.0 <8.0 <8.0 <8.0 <8.0 <8.0 ND <1.9 1.5 J <1.3 ND ND B-3-5.0 5.0 <100 <100 <2.0 9.1 ---------------------------------- B-4-1.0 1.0 630 5 <92 6.1 1 <4.0 <9.2 <9.2 <9.2 <13.8 <9.2 <9.2 <9.2 <9.2 <9.2 <9.2 <9.2 ND <2.0 <2.0 <2.0 ND ND B-4-4.5 4.5 1,100 5 <100 <2.0 <4.0 <10 <10 <10 <15.2 <10 <10 <10 <10 <10 <10 <10 ND ---------- B-5-1.5 1.5 <81 <81 <2.0 <4.0 <8.1 <8.1 <8.1 <12.2 <8.1 <8.1 <8.1 <8.1 <8.1 <8.1 <8.1 ND ---------- B-5-7.0 7.0 <100 <100 <2.0 <4.0 ------------------------<2.0 <2.0 <2.0 ND ND B-6-1.0 1.0 <90 <90 16 1,3 36 <9.0 <9.0 <9.0 <13.5 <9.0 <9.0 <9.0 <9.0 <9.0 <9.0 <9.0 ND ---------- B-6-6.0 6.0 <95 <95 <2.0 <4.0 <9.5 <9.5 <9.5 <14.3 <9.5 <9.5 <9.5 <9.5 <9.5 <9.5 <9.5 ND <2.0 <2.0 <2.0 ND ND B-7-1.0 1.0 <87 <87 <2.0 11 <8.7 <8.7 <8.7 <13.1 <8.7 <8.7 <8.7 <8.7 <8.7 <8.7 <8.7 ND <4.8 <3.6 <3.2 ND ND B-7-7.5 7.5 <140 <140 <2.0 <4.0 <14 <14 <14 <20.8 <14 <14 <14 <14 <14 <14 <14 ND ---------- B-8-1.0 1.0 <83 <83 <60 1,600 <8.3 <8.3 <8.3 <12.5 <8.3 <8.3 <8.3 <8.3 <8.3 <8.3 <8.3 ND --------ND B-8-4.5 4.5 <100 <100 <2.0 22 ------------------------<1.9 <1.4 <1.3 ND ND B-9-1.0 1.0 <100 <100 <2.0 <4.0 ------------------------<4.8 <3.6 <3.2 ND ND B-9-7.0 7.0 <100 <100 <2.0 <4.0 <10 <10 <10 <15.2 <10 <10 <10 <10 <10 <10 <10 ND ---------- B-10-1.0 1.0 <97 <97 <4.0 35 <9.7 <9.7 <9.7 <14.6 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 ND ---------- B-10-6.5 6.5 <100 <100 <2.0 <4.0 ---------------------------------- B-11-1.0 1.0 1,700,000 <17,000 160 1 210 <1,000 <1,000 11,000 35,000 <1,000 1,300 5,600 9,100 26,000 1,100 5,700 ND ---------- B-11-12.0 12.0 1,100 <110 2.2 1 <4.0 2.8 J <11 20 57.6 7 72 1.6 J 6.9 J 13 42 <11 20 ND ---------- B-12-1.0 1.0 <89 <89 38 2 62 2 <8.9 <8.9 <8.9 <13.4 <8.9 <8.9 <8.9 <8.9 <8.9 <8.9 <8.9 ND ---------- B-12-7.0 7.0 <100 <100 <2.0 <4.0 ---------------------------------- B-13-1.5 1.5 <100 <100 <120 4,400 --------------------------------ND B-13-7.0 7.0 <110 <110 <2.0 <4.0 <11 <11 <11 <16.4 <11 <11 <11 <11 <11 <11 <11 ND ---------- B-14-1.0 1.0 <84 <84 <4.0 30 <8.4 <8.4 <8.4 <12.6 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 ND ---------- B-14-7.0 7.0 <82 <82 <2.0 <4.0 <15 <15 <15 <22.6 <15 <15 <15 <15 <15 <15 <15 ND ---------- B-15-1.0 1.0 <86 <86 <2.0 <4.0 <8.6 <8.6 <8.6 <12.9 <8.6 <8.6 <8.6 <8.6 <8.6 <8.6 <8.6 ND <2.0 <2.0 <2.0 ND ND B-15-7.0 7.0 <110 <110 <2.0 <4.0 <11 <11 <11 <16.5 <11 <11 <11 <11 <11 <11 <11 ND <2.0 <2.0 <2.0 ND ND B-16-1.0 1.0 <84 2,000 6 <2.0 4.4 <8.4 <8.4 <8.4 <12.6 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 <8.4 ND <2.0 <2.0 <2.0 ND ND B-16-7.0 7.0 <110 <110 <2.0 46 <11 <11 <11 <16.3 <11 <11 <11 <11 <11 <11 <11 ND <20 <20 <20 ND ND ANALYTE Soil Sample ID Sample Depth Total Petroleum Hydrocarbons Volatile Organic Compounds Organochlorine Pesticides Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California 1 of 3 August 1, 2011 Exhibit M - 56 TABLE 2 Soil Sample Analytical Results - TPH, VOCs, Pesticides, and PCBs PCBs TP H a s G a s o l i n e TP H a s A v i a t i o n Ga s o l i n e TP H a s D i e s e l TP H a s O i l Be n z e n e To l u e n e Et h y l b e n z e n e Xy l e n e s MT B E Is o p r o p y l B e n z e n e n- P r o p y l b e n z e n e 1, 3 , 5 - T r i m e t h y l b e n z e n e 1, 2 , 4 - T r i m e t h y l b e n z e n e n- B u t y l b e n z e n e Na p h t h a l e n e Ot h e r V O C s DD E al p h a - C h l o r d a n e He p t a c h l o r E p o x i d e Ot h e r P e s t i c i d e s PC B s µg/kg µg/kg mg/kg mg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg mg/kg ANALYTE Soil Sample ID Sample Depth Total Petroleum Hydrocarbons Volatile Organic Compounds Organochlorine Pesticides B-17-1.0 1.0 <100 <100 <2.0 27 ---------------------------------- B-17-7.0 7.0 <100 <100 <2.0 4.3 ---------------------------------- B-18-1.0 1.0 <110 <110 <2.0 <4.0 <11 <11 <11 <16.4 <11 <11 <11 <11 <11 <11 <11 ND ---------- B-18-6.5 6.5 <100 <100 <2.0 <4.0 ---------------------------------- B-19-3.0 3.0 <500 4,100 <2.0 6.8 4 ---------------------------------- B.19-7.5 7.5 <100 <100 <2.0 <4.0 ---------------------------------- B-20-2.0 2.0 <500 2,200 <2.0 12 4 <9.8 <9.8 <9.8 <14.7 <9.8 11 <9.8 <9.8 <9.8 <9.8 <9.8 ND ---------- B-20-7.0 7.0 <500 2,200 <2.0 <4.0 <50 <50 <50 <75 <50 <50 <50 <50 <50 <50 <50 ND ---------- B-21-1.0 1.0 <91 <91 <20 180 <9.1 <9.1 <9.1 <13.7 <9.1 <9.1 <9.1 <9.1 <9.1 <9.1 <9.1 ND ---------- B-21-7.0 7.0 <100 <100 <2.0 <4.0 ---------------------------------- B-22-1.0 1.0 <97 <97 <240 5,200 <9.7 <9.7 <9.7 <14.6 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 <9.7 ND --------ND B-22-7.0 7.0 <120 <120 <2.0 <4.0 <12 <12 <12 <18.2 <12 <12 <12 <12 <12 <12 <12 ND <2.0 <2.0 <2.0 ND ND B-23-1.0 1.0 <100 <100 <2.0 13 <10 <10 <10 <15.0 <10 <10 <10 <10 <10 <10 <10 ND <8.0 <8.0 <8.0 ND ND B-23-4.5 4.5 <100 <100 <2.0 19 ---------------------------------- B-24-1.0 1.0 <100 <100 <2.0 <4.0 ------------------------<2.0 <2.0 <2.0 ND ND B-24-3.0 3.0 <82 <82 ----<8.2 <8.2 <8.2 <12.3 <8.2 <8.2 <8.2 <8.2 <8.2 <8.2 <8.2 ND ---------- B-24-4.5 4.5 <100 <100 <2.0 <4.0 ---------------------------------- B-25-1.0 1.0 <100 <100 <180 5,900 --------------------------------ND B-25-4.5 4.5 <95 <95 <4.0 110 <9.5 <9.5 <9.5 <14.3 <9.5 <9.5 <9.5 <9.5 <9.5 <9.5 <9.5 ND 18 J 7.5 J <6.3 ND ND B-26-1.0 1.0 <77 <77 <2.0 <4.0 <7.7 <7.7 <7.7 <11.6 <7.7 <7.7 <7.7 <7.7 <7.7 <7.7 <7.7 ND <2.0 <2.0 <2.0 ND ND B-26-6.0 6.0 <100 <100 <2.0 <4.0 ---------------------------------- B-27-0.5 0.5 <100 <100 <2.0 15 ------------------------<1.9 <1.4 1.3 ND ND B-27-4.0 4.0 <92 <92 17 1 240 <9.2 <9.2 <9.2 <13.8 <9.2 <9.2 <9.2 <9.2 <9.2 <9.2 <9.2 ND ---------- B-28-1.0 1.0 <100 <100 <2.0 14 ---------------------------------- B-28-4.0 4.0 <92 <92 <2.0 5.6 <9.2 <9.2 <9.2 <13.8 <9.2 <9.2 <9.2 <9.2 <9.2 <9.2 <9.2 ND <2.0 <2.0 <2.0 ND ND B-29-1.0 1.0 <70 <70 <2.0 50 <7.0 <7.0 <7.0 <10.5 <7.0 <7.0 <7.0 <7.0 <7.0 <7.0 <7.0 ND <9.5 <7.2 <6.3 ND ND B-29-5.0 5.0 <100 <100 <2.0 17 ---------------------------------- B-30-1.0 1.0 <78 <78 <2.0 <4.0 <7.8 <7.8 <7.8 <11.7 <7.8 <7.8 <7.8 <7.8 <7.8 <7.8 <7.8 ND <2.0 <2.0 <2.0 ND ND B-30-2.0 2.0 <100 <100 <2.0 <4.0 ---------------------------------- B-31-1.0 1.0 <100 <100 4.8 2 10 2 ---------------------------------- B-31-6.0 6.0 <100 <100 <2.0 <4.0 <10 <10 <10 <15.2 <10 <10 <10 <10 <10 <10 <10 ND <2.0 <2.0 <2.0 ND ND 83,000 83,000 83 370 44 2,900 2,300 2,300 23 ne ne ne ne ne 1,300 na 1,700 440 14 na na 83,000 83,000 83 2,500 44 2,900 3,300 2,300 23 ne ne ne ne ne 2,800 na 4,000 1,700 14 na na 83,000 83,000 83 ne 44 29,000 3,300 2,300 23 ne ne ne ne ne 3,400 na 11,000 150 14 na na ne ne ne ne ne ne ne ne ne ne ne ne ne ne ne na 1,000 2,500 ne na naTTLC RWQCB ESL - Leaching Concerns RWQCB ESL - Commercial/Industrial RWQCB ESL - Tier 1 Regulatory Standards Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California 2 of 3 August 1, 2011 Exhibit M - 57 TABLE 2 Soil Sample Analytical Results - TPH, VOCs, Pesticides, and PCBs PCBs TP H a s G a s o l i n e TP H a s A v i a t i o n Ga s o l i n e TP H a s D i e s e l TP H a s O i l Be n z e n e To l u e n e Et h y l b e n z e n e Xy l e n e s MT B E Is o p r o p y l B e n z e n e n- P r o p y l b e n z e n e 1, 3 , 5 - T r i m e t h y l b e n z e n e 1, 2 , 4 - T r i m e t h y l b e n z e n e n- B u t y l b e n z e n e Na p h t h a l e n e Ot h e r V O C s DD E al p h a - C h l o r d a n e He p t a c h l o r E p o x i d e Ot h e r P e s t i c i d e s PC B s µg/kg µg/kg mg/kg mg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg µg/kg mg/kg ANALYTE Soil Sample ID Sample Depth Total Petroleum Hydrocarbons Volatile Organic Compounds Organochlorine Pesticides NOTES mg/kg: milligrams per kilogram (parts per million) (1) Not typical of Diesel standard pattern g/kg: micrograms per kilogram (parts per billion)(2) Not typical of Diesel or motor oil standard pattern TPH: Total Petroleum Hydrocarbons (3) Discrete hydrocarbon peaks present within the motor oil quantitiation range PCB: Polychlorinated Biphenyls (4) Unknown hydrocarbon peaks present within the motor oil quantitiation range <: Not detected at or above the indicated laboratory method reporting limit (5) Reported value is the result of contribution from hydrocarbons heavier than requested fuel in range of C5-C12 quantified as gasoline --: Not tested (possibly stoddard solvent) ND: Not detected above the laboratory method reporting limit; limits vary by compound (6) Sample chromatogram match Aviation gas pattern (possibly aged Aviation gas). Reported value includes amount of heavier hydrocarbons ne: Not established within range of C5-C12 quantified as Gasoline na: Not applicable (7) m,p-xylene reported at 56 µg/kg, o-xylene reported at 1.6 µg/kg and J-flagged J = Indicates a value between the method detection limit and the practical quantitiation limit and that the reported concnetration should be considered as estimated. ESL: Tier 1 - Environmental Screening Level for shallow soil = <10 feet deep in residential land use (RWQCB, 2008 Table A-1) Commercial/Industrial - soil screening level for shallow soil = <10 feet deep in commercial/industrial land use (RWQCB, 2008 Table A-2) Leaching Concerns - soil screening level protective of groundwater that is a source of drinking water AND protective of discharge of groundwater to a surface water and subsequent impact on aquatic life (RWQCB, 2008 Table G) TTLC: Total Threshold Limit Concentration for defining a waste as a hazardous waste Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California 3 of 3 August 1, 2011 Exhibit M - 58 TABLE 3 Soil Sample Analytical Results - Metals An t i m o n y Ar s e n i c Ba r i u m Be r y l l i u m Ca d m i u m Ch r o m i u m Co b a l t Co p p e r Le a d Me r c u r y Mo l y b d e n u m Ni c k e l Se l e n i u m Si l v e r Th a l l i u m Va n a d i u m Zi n c mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg mg/kg B-1-1.0 1.0 5.4 9.3 46 <2.0 <1.0 50 16 52 19 <0.10 <5.0 53 <5.0 2.9 <5.0 54 75 B-2-1.0 1.0 8.9 4.6 47 <2.0 1.0 62 18 63 15 <0.10 <5.0 44 <5.0 7.4 <5.0 79 66 B-3-5.0 5.0 <5.0 3.6 160 <2.0 1.3 27 12 25 11 <0.10 <5.0 62 <5.0 <1.0 <5.0 29 83 B-4-1.0 1.0 <5.0 5.4 160 <2.0 <1.0 27 7.9 26 7.1 <0.10 <5.0 35 <5.0 <1.0 <5.0 34 55 B-5-7.0 7.0 <5.0 4.2 61 <2.0 <1.0 28 7.1 18 7.2 <0.10 <5.0 34 <5.0 <1.0 <5.0 28 37 B-6-6.0 6.0 <5.0 3.1 21 <2.0 <1.0 34 7.4 11 4.7 <0.10 <5.0 41 <5.0 <1.0 <5.0 34 36 B-7-7.5 7.5 <5.0 3.3 18 <2.0 <1.0 37 7.3 15 5.0 <0.10 <5.0 39 <5.0 <1.0 <5.0 28 36 B-8-1.0 1.0 <5.0 3.7 250 <2.0 <1.0 16 <5.0 15 1.0 0.18 <5.0 25 <5.0 1.5 <5.0 24 25 B-9-1.0 1.0 <5.0 3.6 47 <2.0 <1.0 49 13 32 9.9 <0.10 <5.0 42 <5.0 3.5 <5.0 55 56 B-15-1.0 1.0 <5.0 7.8 51 <2.0 1.0 58 17 30 12 <0.10 5.1 66 <5.0 <1.0 <5.0 52 75 B-15-7.0 7.0 <5.0 4.3 36 <2.0 <1.0 33 6.1 23 5.7 <0.10 5.4 38 <5.0 <1.0 <5.0 37 59 B-16-1.0 1.0 <5.0 4.8 120 <2.0 <1.0 59 9.9 32 7.9 <0.10 <5.0 49 <5.0 2.3 <5.0 51 51 B-16-7.0 7.0 13 1.9 89 <2.0 <1.0 91 26 44 7.4 <0.10 <5.0 71 <5.0 8.5 <5.0 100 45 B-22-1.0 1.0 <5.0 2.8 450 <2.0 <1.0 34 9.9 15 <1.0 <0.10 <5.0 55 <5.0 1.4 <5.0 25 26 B-23-4.5 4.5 <5.0 6.4 64 <2.0 <1.0 44 10 27 11 <0.10 <5.0 46 <5.0 <1.0 <5.0 44 50 B-24-1.0 1.0 36 6.9 13 <2.0 <1.0 120 36 68 1.9 <0.10 <5.0 79 <5.0 24 <5.0 140 59 B-25-4.5 4.5 <5.0 2.5 92 <2.0 <1.0 18 <5.0 13 4.5 <0.10 <5.0 19 <5.0 1.5 <5.0 22 25 B-26-1.0 1.0 16 4.2 94 <2.0 <1.0 110 22 47 4.0 <0.10 <5.0 91 <5.0 7.3 <5.0 89 47 B-27-4.0 4.0 5.0 5.0 160 <2.0 <1.0 45 12 33 18 <0.10 <5.0 36 <5.0 3.6 <5.0 51 51 B-28-1.0 1.0 <5.0 9.9 49 <2.0 <1.0 48 14 26 20 0.12 <5.0 56 <5.0 <1.0 <5.0 43 64 B-29-5.0 5.0 <5.0 8.1 38 <2.0 1.7 51 10 30 21 0.36 <5.0 53 <5.0 <1.0 <5.0 42 75 B-30-2.0 2.0 <5.0 4.3 17 <2.0 <1.0 42 7.1 15 5.4 <0.10 <5.0 40 <5.0 <1.0 <5.0 37 42 B-31-1.0 1.0 <5.0 6.9 44 <2.0 <1.0 45 10 31 18 0.15 <5.0 40 <5.0 <1.0 <5.0 42 59 6.3 0.39 750 4 1.7 750 40 230 80*1.3 40 150 10 20 1.3 16 600 40 1.6 1,500 8 7.4 750 80 230 320*10 40 150 10 40 16 200 600 500 500 10,000 75 100 2,500 8,000 2,500 1,000 20 3,500 2,000 100 500 700 2,400 5,000 NOTES mg/kg: milligrams per kilogram (parts per million) <: Not detected at or above the indicated laboratory method reporting limit --: Not tested ND: Not detected above the laboratory method reporting limit; limits vary by compound ne: Not established na: Not applicable ESL: Tier 1 - Environmental Screening Level for soil <10 feet deep in residential land use (RWQCB, 2008 Table A-1) * - California Human Health Screening Level for residential/commercial land use established by California EPA is listed (September 2009) Commercial/Industrial - soil screening level for soil <10 feet deep in commercial/industrial land use (RWQCB, 2008 Table A-2) TTLC: Total Threshold Limit Concentration for defining a waste as a hazardous waste Regulatory Standards Soil Sample ID Sample Depth ANALYTE TTLC RWQCB ESL - Commercial/Industrial RWQCB ESL - Tier 1 Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California 1 of 1 August 1, 2011 Exhibit M - 59 TABLE 4 Groundwater Sample Analytical Results - TPH and VOCs TP H a s G a s o l i n e TP H a s A v i a t i o n Ga s o l i n e TP H a s D i e s e l TP H a s O i l Be n z e n e To l u e n e Et h y l b e n z e n e Xy l e n e s MT B E Na p h t h a l e n e Te r t - B u t a n o l n- P r o p y l b e n z e n e 1, 3 , 5 - T r i m e t h y l b e n z e n e 1, 2 , 4 - T r i m e t h y l b e n z e n e Ot h e r V O C s µg/L µg/L mg/L mg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L B-1-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 2.6 <5.0 <0.50 <0.50 <0.50 ND B-2-W <50 <50 <0.01 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 3.5 <5.0 <0.50 <0.50 <0.50 ND B-3-W <190 <190 <0.10 <0.20 <2.9 <1.7 <1.4 <2.9 <3.3 <5.0 <13 <2.6 <1.8 <2.9 ND B-4-W <50 <50 <0.01 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 1.8 <5.0 <0.50 <0.50 <0.50 ND B-5-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 2.1 <5.0 <0.50 <0.50 <0.50 ND B-6-W <95 <95 <0.10 <0.20 <1.5 <0.84 <0.68 <1.44 <1.7 <2.5 13 J <1.3 <0.88 <1.5 ND B-7-W <50 <50 <0.10 <0.20 <0.5 <0.5 <0.5 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-8-W <50 <50 <0.0612 0.19 J <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-9-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-10-W <50 <50 <0.0596 <0.134 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-11-W 460 1 <50 <0.10 <0.20 <0.50 <0.50 5.4 17.1 21 1 <5.0 1.1 2.6 8.4 ND B-12-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 9.3 <0.50 <0.50 <0.50 ND B-13-W <240 <240 <0.10 <0.20 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 ND B-14-W <240 <240 <0.10 <0.20 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 ND B-15-W <95 <95 <0.10 <0.20 <1.5 <0.84 <0.68 <1.44 <1.7 <2.5 <6.6 <1.3 <0.88 <1.5 ND B-15-W-FD <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-17-W <95 <95 <0.0524 <0.118 <1.5 <0.84 <0.68 <1.44 <1.7 <2.5 9.9 J <1.3 <0.88 <1.5 ND B-18-W <50 <50 <0.10 <0.20 ---------------------- B-19-W <220 1,200 <0.01 <0.20 <1.5 <0.84 <0.68 <1.44 <1.7 <2.5 <6.6 <1.3 <0.88 <1.5 ND B-20-W <220 910 <0.10 <0.20 <1.5 <0.84 <0.68 <1.44 <1.7 <2.5 <6.6 <1.3 <0.88 <1.5 ND B-21-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 6.3 <0.50 <0.50 <0.50 ND B-22-W <240 <240 <0.10 <0.20 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 ND B-23-W <240 <240 <0.0456 <0.103 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 ND B-24-W <240 <240 <0.0444 <0.0999 <3.7 <2.1 <1.7 <3.6 <4.1 <6.3 <17 <3.3 <2.2 <3.6 ND B-25-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-26-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-27-W <95 <95 <0.10 <0.20 <1.5 <0.84 <0.68 <1.44 <1.7 <2.5 11 J <1.3 <0.88 <1.5 ND B-28-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-29-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 3.3 <5.0 <0.50 <0.50 <0.50 ND B-29-WD <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 4.2 <5.0 <0.50 <0.50 <0.50 ND B-30-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 <1.0 <5.0 <0.50 <0.50 <0.50 ND B-31-W <50 <50 <0.10 <0.20 <0.50 <0.50 <0.50 <1.50 <0.50 2.5 <5.0 <0.50 <0.50 <0.50 ND ANALYTE Total Petroleum Hydrocarbons Volatile Organic Compounds Groundwater Sample ID Phase II Environmental Site Investigation Palo Alto Airport Palo Alto, California 1 of 2 August 1, 2011 Exhibit M - 60 TABLE 4 Groundwater Sample Analytical Results - TPH and VOCs TP H a s G a s o l i n e TP H a s A v i a t i o n Ga s o l i n e TP H a s D i e s e l TP H a s O i l Be n z e n e To l u e n e Et h y l b e n z e n e Xy l e n e s MT B E Na p h t h a l e n e Te r t - B u t a n o l n- P r o p y l b e n z e n e 1, 3 , 5 - T r i m e t h y l b e n z e n e 1, 2 , 4 - T r i m e t h y l b e n z e n e Ot h e r V O C s µg/L µg/L mg/L mg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L µg/L ANALYTE Total Petroleum Hydrocarbons Volatile Organic Compounds Groundwater Sample ID RWQCB ESL - Vapor Intrusion ne ne ne ne 1,800 530,000 170,000 160,000 80,000 3,200 ne ne ne ne na RWQCB ESL - Aquatic Habitat 210 210 0.21 0.021 350 2,500 43 100 8,000 240 18,000 ne ne ne na MCL 100 /5,000a 100 /5,000a 0.1 /2.5a 0.1 /2.5a 1 150 300 1750 13 17a 12a ne ne ne na NOTES mg/L: Micrograms per liter mg/L: Milligrams per liter TPH: Total Petroleum Hydrocarbons <: Not detected at or above the indicated laboratory method reporting limit --: Not tested ND: Not detected above the laboratory method reporting limit; limits vary by compound ne: Not established na: Not applicable J: Detected value falls between the method MDL and PQL. The reported concentration should be considered as estimated rather than quantitative. ESL: Vapor Intrusion - Environmental Screening Level for potential vapor intrusion into buildings (RWQCB, 2008 Table E-1) ESL: Aquatic Habitat - Environmental Screening Level for impacts to marine aquatic habitat (RWQCB, 2008 Table F-4a) MCL: Maximum contaminant level for drinking water, California Department of Public Health (October 2008) a: MCL not established. ESL for drinking water / non-drinking water shown instead (RWQCB, 2008) (1) Result is elevated due to contribution from non fuel hydrocarbons within C5-C12 range quantified as gasoline Regulatory Standards Phase II Environmental Site Investigation Palo Alto Airport Palo Alto, California 2 of 2 August 1, 2011 Exhibit M - 61 TABLE 5 Groundwater Sample Analytical Results - Metals Antimony mg/L <0.004 <0.4 <0.4 <0.4 <0.4 <0.004 <0.009 <0.1 <0.1 <0.4 <0.4 <0.4 <0.4 0.006 0.5 Arsenic mg/L 0.015 <0.5 <0.5 <0.5 <0.5 0.028 0.024 <0.1 0.13 J <0.5 <0.5 <0.5 <0.5 0.01 0.036 Barium mg/L 0.044 0.68 J <0.2 <0.2 0.28 J 0.18 0.15 1.8 0.071 J <0.2 <0.2 <0.2 <0.2 1 1 Beryllium mg/L <0.002 <0.2 <0.2 <0.2 <0.2 <0.002 <0.005 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 0.004 0.00053 Cadmium mg/L <0.001 <0.1 <0.1 <0.1 <0.1 <0.001 <0.005 <0.03 <0.03 <0.1 <0.1 <0.1 <0.1 0.005 0.0092 Chromium mg/L <0.002 <0.2 <0.2 <0.2 <0.2 <0.002 <0.005 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 0.05 0.18 Cobalt mg/L <0.002 <0.2 <0.2 <0.2 <0.2 <0.002 <0.005 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 0.140a 0.003 Copper mg/L <0.003 <0.3 <0.3 <0.3 <0.3 <0.003 <0.009 <0.08 <0.08 <0.3 <0.3 <0.3 <0.3 1.3 0.0031 Lead mg/L <0.005 <0.5 <0.5 <0.5 <0.5 <0.005 <0.014 <0.1 <0.1 <0.5 <0.5 <0.5 <0.5 0.015 0.0056 Mercury mg/L <0.00005 <0.00005 <0.00005 <0.00005 <0.00005 <0.00005 <0.0002 <0.00005 <0.00005 <0.00005 <0.0002 <0.0002 <0.0002 0.002 0.00025 Molybdenum mg/L 0.011 <0.2 <0.2 <0.2 <0.2 <0.002 <0.009 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 0.035a 0.24 Nickel mg/L 0.0086 J <0.2 <0.2 <0.2 <0.2 <0.002 <0.009 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 0.1 0.0082 Selenium mg/L 0.013 J <0.4 0.48 J <0.4 <0.4 0.096 0.045 <0.1 <0.1 <0.4 <0.4 <0.4 <0.4 0.05 0.071 Silver mg/L <0.002 <0.2 <0.2 <0.2 <0.2 0.0056 <0.005 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 0.035a 0.00019 Thallium mg/L <0.004 <0.4 <0.4 <0.4 <0.4 <0.004 <0.009 <0.1 <0.1 <0.4 <0.4 <0.4 0.44 J 0.002 0.004 Vanadium mg/L <0.004 <0.4 <0.4 <0.4 <0.4 <0.004 <0.009 <0.1 <0.1 <0.4 <0.4 <0.4 <0.4 0.015a 0.019 Zinc mg/L 0.0040 J <0.2 <0.2 <0.2 <0.2 <0.002 <0.009 <0.05 <0.05 <0.2 <0.2 <0.2 <0.2 5.0a 0.081 NOTES mg/L: Milligrams per liter <: Not detected at or above the indicated laboratory method reporting limit --: Not tested ND: Not detected above the laboratory method reporting limit; limits vary by compound J: Detected value falls between the method MDL and PQL. The reported concentration should be considered as estimated rather than quantitative. MCL: Maximum contaminant level for drinking water, California Department of Public Health (October 2008) a: MCL not established. ESL for drinking water / non-drinking water shown instead (RWQCB, 2008) ESL: Aquatic Habitat - Environmental Screening Level for impacts to marine aquatic habitat (RWQCB, 2008 Table F-4a) RWQCB ESL Aquatic HabitatB-2-W MCLB-22-W Dissolved Metals B-26-W B-28-WB-24-WAnalyteUnitsB-6-W Regulatory Standards B-31-WDB-7-W B-15-W B-15-W -FDB-5-W B-31-WB-9-W Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California 1 of 1 August 1, 2011 Exhibit M - 62 Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California FIGURES Exhibit M - 63 Exhibit M - 64 Exhibit M - 65 Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California APPENDIX A BORING LOGS Exhibit M - 66 B-1-1.0 B-1-7.0 0.0 157.0 38 88 88 83 SC CL SP CL CL Concrete CLAYEY SAND WITH GRAVEL (SC); well graded sand with medium to coarse gravels (angular, light olive borwn (2.5Y 5/3), [FILL] LEAN CLAY (CL); dark greenish gray (GLEY 1 4/5G), dark mottles (charcoal?), damp, tracerootlets, low plasticity, slight organic odor Sand fraction increases WELL GRADED SAND (SP); dark green-gray (GLEY 1 4/5G), ~5% fines, wet to saturated, noodor LEAN CLAY WITH SAND (CL); dark gray-brown (2.5Y 4/2), damp, low plasticity, ~25% sand,~75% fines, clay fraction increases with depth, slight hydrocarbon odorSand fraction decreases, color change to dark green-gray (GLEY 1 4/5G) LEAN CLAY (CL); dark green-gray (GLEY 1 4/5G), moist, medium plasticity, trace rootlets/peatdeposits, strong sulfur odor Same as above, moist to wet, strong organic odor Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 7.80 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Concrete GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-1 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 67 B-2-1.0 B-2-5.0 0.0 0.0 43.6 100 63 63 63 83 SC CL CL CL Concrete CLAYEY SAND WITH GRAVEL (SC); light olive brown (2.5Y 5/3), well graded sand with medium to coarse gravels (angular), damp, no odor LEAN CLAY WITH GRAVEL (CL) ; olive brown (2.5Y 4/3), damp, mottling and charcoal depositspresent, ~25% gravels (medium to coarse, rounded), slight chemical odor LEAN CLAY (CL); dark gray-green (GLEY 1 4/5G), moist, low plasticity, ~10-15% gravels (medium size), trace peat deposits (frequency increased with depth), slight orgranic odor, (BayMud Formation) ~2" zone of wood fragment (large chunks) Same as above, moisture decreases, dense, peat and charcoal grains throughout Same as above, moisture content and plasticity increases, (Bay Mud Formation) woody debris present at transition zone to Old Bay Mud LEAN CLAY (CL); dark green-gray (GLEY 1 4/5G), low plasticity, medium dense, trace oxidationzones (light gray), no odor Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 7.40 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-2 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 68 B-3-1.0 B-3-5.5 0.4 0.3 0.4 63 SC CL Concrete CLAYEY SAND WITH GRAVEL (SC); olive brown (2.5Y 4/3), damp, well graded fine sand, fine to medium gravels, no odor [FILL] LEAN CLAY (CL); gray (GLEY 1 5/N), damp, ~15% fine to medium gravels, occasional mottling,no odor color changes to grayish brown (2.5Y 5/2) Same as above, trace gravels, color changes to gray, trace rootlets, peat deposits, block mottlesthroughout, moist, (Bay Mud Formation) Same as above, no gravels, sand fraction increases to ~10%, moist, color changes to darkgray-brown (2.5Y 4/2), occasional rootlets, no odor No Recovery Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 5.50 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Concrete GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-3 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 69 B-4-1.0 B-4-4.5 2.1 211 64.2 0.2 38 38 38 83 SC CL CL Concrete CLAYEY SAND (SC); very dark gray (2.5Y 3/1), damp to moist, fine grained well graded sand, trace organic matter (peat?), hydrocarbon odor LEAN CLAY (CL); very dark gray (2.5Y 3/1), low plasticity, damp, trace rootlets/peat ?), slighthydrocarbon odor, (Bay Mud Formation) Moisture content increases Same as above, mottling present, medim plastisity, damp to moist, no odor detected Same as above, no mottling, very dark gray throughout, moist, medium plastiticy, sulfuric/organic odor Same as above, very dark gray (2.5Y 3/1), damp, occasional mottling (light gray) and rootlets/peat deposits, strong sulfuric odor Gradational change to Old Bay Mud FormationLEAN CLAY (CL); light green-gray (GLEY 1 7/5G), dry to damp, low plasticity, medium dense,trace peat deposits Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 5.80 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Concrete GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-4 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 70 B-5-1.5 B-5-7.0 4.3 8.4 88 50 88 100 Fill CL CL CL CL FILL, CLAYEY SAND (SC); dark greenish gray (GLEY 1 5G4/1), ~75% sand, ~25% fines CLAY (CL); dark greenish gray (GLEY 1 4/10Y) ,~90% fines, ~10% sand, trace organics, weakorganic odor Same as above, moderate odor Same as above, lens black (GLEY 1 2/Y), less sand, moist, strong odor, possibly hydrocarbon SANDY CLAY (CL); black (GLEY 1 2/N), ~70% fines, ~20% sand, ~10% wood organics, traceglass fragments, wet, strong odor, possibly hydrocarbon CLAY WITH SAND (CL); dark greenish gray (GLEY 4/5GY), ~90% fines, ~10% fine sand, moist, low plasticitySame as above, trace black mottling, weak sulfur odor CLAY (CL); very dark greenish gray (GLEY 1 4/5GY), ~100% of fines, trace sand and organics,moist, low plasticitySame as above, greenish gray (GLEY 1 5/10GY), dry, very stiff, low plasticity, weak sulfur odor,Old Bay Mud Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 14.28 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-5 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 71 B-6-1.0 B-6-6.0 0.2 3.4 2.8 63 63 250 83 Concrete SC CL Concrete CLAYEY SAND (SC); olive brown (2.5Y 4/3), moist, ~30% fines, fine grained well graded sand (~70%), no odorSame as above, color changes to very dark gray (2.5Y 3/1), zones of increased clay content, 3" zone of peat deposit LEAN CLAY (CL); dark gray (GLEY 1 4/N), moist, low plasticity, peat deposits throughout, ~95%fines, ~5% fine sand, organic odor, (Bay Mud Formation) Same as above, moisture content increases, charcoal fragments throughout, (Bay Mud formation) Same as above, very moist, low plasticity, no charcoal or peat observed, strong sulfuric odor Moisture content decreases, low plasticity, no charcoal or peat observed Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 8.00 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Concrete GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-6 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 72 B-7-1.0 B-7-7.5 33 0.9 18.8 63 50 88 CL CL FILL; SANDY CLAY (CL); black (5Y 2/1), ~70% fines, ~25% fine sand, ~5% coarse sand, moist,trace black mottling, trace organics, weak odor CLAY (CL); very dark greenish gray (GLEY 1 3/10Y), 90% fines, ~5% sand, ~5% organics, traceblack mottling, moist, moderate sulfur odor Same as above, trace shell fragments, strong sulfur odor Same as above, very dark gray (GLEY 1 3/N), stiff, less sand, more organics, moderate sulfurodorSame as above, greenish gray (GLEY 1 5/10GY), weak sulfur odor, intact plant stems Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 9.34 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-7 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 73 B-8-1.0 B-8-4.5 0.0 0.3 0.0 9.7 5.6 50 100 50 AS AS SC- CL CL Asphalt Asphalt and base rock CLAYEY SAND (SC)/SAND CLAY (CL); greenish gray (GLEY 1 5/5G), moist, ~20% gravels (fineto medium grain), well graded fine to medium sand LEAN CLAY (CL); very dark gray (2.5Y 3/1), with frequent black mottles, low plasticity, damp, low dense, trace rootlets/peat deposits, no odor, (Bay Mud Formation) Same as above, wet to saturated, increased gravel content Same as above, color changes to black (2.5Y 2.5/1), increasing organic odor and peat deposits, reduced moisture, trace gravels, (Bay Mud Formation) Same as above, hydrocarbon odor and shiny black spotting in soil (charcoal or hydrocarbon staining)Same as above, soil moisture increases, increased plasticity, organic odor Same as above, color change to greenish gray (GLEY 1 4/5G), moist, medium plasticity, ~98%fines, ~2% fine sand, organic odor Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.80 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-8 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 74 B-9-1.0 B-9-7.0 0.3 6.3 75 63 63 83 Fill SP CL CL FILL, poorly graded with fine gravel POORLY GRADED SAND WITH CLAY (SP); very dark greenish gray (5GY 3/2), dry, loose, ~85%fine to coarse sand, ~15% fines SANDY CLAY (CL); very dark greenish gray (GLEY 1 5G3/1), ~70% fines, ~30% fine sand, dry,stiff, no odor~0.2' thick coarse sand lense Same as above, dark greenish gray (GLEY 1 4/10Y), ~90% fines, ~10% fine sand, abundantorganics, black mottling, weak organic odor Same as above, dark greenish gray (GLEY 4/10Y) 0.2'-thick medium to coarse sand lens Same as above, decrease organics, no black mottling, strong sulfur odor Same as above, moderate sulfur odor CLAY (CL); dark greenish gray (GLEY 1 4/10GY), ~98% fines, trace organics, fine sand, dry, verystiff, strong sulfur odor Same as above, greenish gray (GLEY 5G6/1), moderate sulfur odor Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 14.78 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-9 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 75 B-10-1.0 B-10-6.5 0.3 0.6 75 75 25 SC CL CL FILL; CLAYEY SANDY WITH GRAVEL (SC); grayish olive (10Y 5/2), ~50% sand, ~30% fines,~15% fine gravel, trace organics, dry, no odor Same as above, gravel to less than 5%, trace oxidized mottling CLAY WITH SAND (CL); greenish gray (GLEY 1 5/10Y), ~85% fines, ~15% fine sand, moist, lowplasticity, weak odor CLAY (CL); dark greenish gray (GLEY 1 4/10GY), more than 95% fines, trace sand and organics, moist, low to moderate plasticity, moderate sulfur odor, (Young Bay Mud) sand lens less than 0.2" thick, strong sulfur odor Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/13/11 CHECKED BY D. Laduzinsky DATE STARTED 5/13/11 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 5.40 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Aggregate GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-10 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 76 B-11-1.0 B-11-12.0 129 33.9 328 7.3 63 38 83 Concrete AB CL CL Concrete AB rock with CLAYEY SAND/SANDY CLAY SANDY CLAY WITH GRAVEL (CL); dark green-gray (GLEY 1 4/5GY), ~30% gravel (fine tomedium, angular), ~25% fine sand, ~60% clay, damp to moist, strong hydrocarbon odor LEAN CLAY (CL); very dark gray (2.5Y 3/1), damp, mottling and roots/peat deposits throughout, no gravel, strong hydrocarbon odor Same as above, some black staining (charcoal or hydrocarbons), strong hydrocarbon odor Same as above, moisture content increases with depth Same as above, medium plasticity, moist to wet, organic odor Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 2.30 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Concrete GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-11 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 77 B-12-1.0 B-12-7.0 0.3 0.5 63 75 75 Fill CL CL FILL; CLAYEY SAND (SC); grayish olive (10Y 5/2), ~70% sand, ~25% fines, ~5% fine gravel, noodor SANDY CLAY (CL); dark gray (5Y 4/1), ~80% fines, ~20% fine sand, abudant organics, mottledoxidation, moderate organic odor Same as above, sand to less than 10% , trace organics, moist, low plasticity CLAY (CL); dark greenish gray (GLEY 1 4/5GY), greater than 95% fines, trace sand andorganics, wet, medium plasticity, strong sulfur odor, (Young Bay Mud Formation) 0.2' thick sand lens 0.3' thick sand lens Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/13/11 CHECKED BY D. Laduzinsky DATE STARTED 5/13/11 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 5.00 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Concrete GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-12 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 78 B-13-1.5 B-13-7.0 0.7 0.0 30.1 100 75 50 83 AS SC-CL CL CL Asphalt CLAYEY SAND (SC)/SANDY CLAY (CL); very dark brown (2.5Y 3/1), dry to damp, ~10% fine to medium gravel, ~25% fine sand, ~65% fines, slight organic odor 3-4" zone of black clay with trace gravel, slight hydrocarbon odor LEAN CLAY (CL); dark greenish gray (GLEY 1 4/10Y), damtp to moist, low plsticity, low dense,peat stingers and charcoal fragments throughout, organic odor, (Bay Mud Formation) Same as above, moisture content increases, (Bay Mud Formation) Same as above, moist, gravel content decreases (Bay Mud Formation) 2-3" zone of fine gravel, wet LEANCLAY (CL); dark green-gray (GLEY 1 4/1), dry, dense, low plsticity, trace gravels, low sufluric odor, (Old Bay Mud Formation) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/10/11 CHECKED BY D. Laduzinsky DATE STARTED 5/10/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.80 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-13 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 79 B-14-1.0 B-14-7.0 0.5 34.9 75 88 75 83 AC SC CL SP CL CL Asphalt CLAYEY SAND (SC); olive brown (2.5Y 4/3), well graded, dry, ~15% fine to medium gravels, [Fill?] LEAN CLAY (CL); gray (GLEY 1 5/N), with black mottling, damp, stingers of peat, charcoal, tracefine to medium gravel Same as above, strong chemical odor CLAYEY SAND (SP); olive brown (2.5Y 4/3), well graded, dry, ~15% gravels LEAN CLAY (CL); black (2.5Y 2.5/1), damp, low plasticity, peat stingers throughout, organic odor, (Bay Mud Formation) 3" lens of peat/roots and trace gravels Same as above, increasing moisture content, peat deposits throughout, strong sulfur odor Same as above, black (2.5Y 2.5/1), peat deposits throughout, moist, medium plasticity, organic/sulfuric odor LEAN CLAY (CL); color change to dark green-gray (GLEY 2 4/1), dry to damp, dense, lowplasticity, (Old Bay Mud Formation) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/10/11 CHECKED BY D. Laduzinsky DATE STARTED 5/10/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 6.20 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-14 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 80 B-15-1.0 B-15-7.0 0.1 19.7 17.3 63 38 63 50 FILL CL CL FILL, POORLY GRADED SAND WITH GRAVEL (SP), olive (5Y 5/4), ~85-90% sand, ~5% fines,~10% fine gravel, dry, no odor CLAY WITH SAND (CL); dark gray (5Y 4/1), ~85% fines, ~7% organics, ~8% fine sand, dry, no odor CLAY (CL); dark greenish gray (GLEY 4/10Y), ~95% fines, ~5% fine sand and organics, moist, low to moderate plasticity, weak organic odor, (Young Bay Mud) Same as above, greenish gray (GLEY 5G 5/1), less than ~100% fines, trace organics, stiff, dry, weak organic odor, (Old Bay Mud) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/13/01 CHECKED BY D. Laduzinsky DATE STARTED 5/13/01 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.69 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Aggregate/Soil GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-15 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 81 B-16-1.0 B-16-7.0 0.0 0.8 14.3 75 25 88 93 Fill CL FILL, POORLY GRADED SAND (SP); olive (5Y 4/3), dry, no odor CLAY WITH SAND (CL); dark olive gray (5Y 3/2), ~85% fines, ~15% fine sand, trace fine graveland organics, dry, weak organic odor Same as above, moist Same as above, dark greenish gray (GLEY 1 3/5GY), moderate organic odor, (Young Bay Mud) Same as above, scattered black mottling zone of 0.3' of organics, intact organics, plant stemsSame as above, trace organics, ~95% fines, ~5% sand Same as above, very dark gray (GLEY 1 3/N), ~90% fines, ~10% organics, dry to stiff, moderate organic odor Same as above, trace organics, very stiff, (Old Bay Mud) Bottom of borehole at 19.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/13/01 CHECKED BY D. Laduzinsky DATE STARTED 5/13/01 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING --- AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 PAGE 1 OF 1 BORING NUMBER B-16 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 82 B-17-1.0 B-17-7.0 0.1 14.8 50 50 88 100 Fill CL CL FILL; POORLY GRADED CLAYEY SAND (SC); olive (5Y 5/4), ~70% sand, ~30% fines, trace finegravels, dry, no odor CLAY WITH SAND (CL); dark greenish gray (GLEY 1 4/5GY), ~80% fines, ~15% sand, ~5%organics, moist, weak organic odor SANDY CLAY (CL); ~65% fines, ~30% fine to coarse sand, ~5% organics, wet, strong organicodor Same as above, less organics and sand, ~80% fines, ~20% fine sand, trace organics, wet, weakorganic odor Same as above, sand to 10%, (Young Bay Mud Formation) Same as above, greenish gray (GLEY 1 5/10GY), less than 100% fines, trace organics, dry,stiff, weak organic odor, (Old Bay Mud Formation) Bottom of borehole at 13.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/13/01 CHECKED BY D. Laduzinsky DATE STARTED 5/13/01 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 3.20 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Soil/Gravel GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 PAGE 1 OF 1 BORING NUMBER B-17 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 83 B-18-1.0 B-18-6.5 0.3 4.1 75 50 38 83 FILL SC CL FILL; POORLY GRADED SAND WITH GRAVEL POORLY GRADED CLAYEY SAND (SC); very dark greenish gray (5GY 3/2), ~75% fine tomedium sand, ~20% fines, ~5% coarse sand and fine gravel, strong hydrocarbon odor SANDY CLAY (CL); dark greenish gray (GLEY 4/10Y), ~75% fines, ~20% sand, ~5% organics,dry, stiff, weak organic odor Same as above, decrease organics to trace amounts, trace black mottling Same as above, less than 0.3'-thick fine to coarse sand lens, strong sulfur odor Same as above, greenish black (GLEY 2.5/5GY) Same as above, 0.5'-thick trace oxidation and coarse sand Same as above, dark greenish gray (GLEY 4/5GY), clay greater than 95% fines, less than 5% fine sand and oganics, dry, stiff, weak organic odor, (Old Bay Mud) Same as above, greenish gray (GLEY 1 5G6/1) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/11 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 11.59 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-18 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 84 B-19-3.0 B-19-7.5 54.1 1.2 38 88 88 Fill CL FILL, POORLY GRADED SAND WITH GRAVEL (SP); olive (5Y 5/4), ~85% sand, ~15% finegravel, dry , no odor CLAY AND SAND (CL); olive gray (5Y 4/2), ~75% fines, ~20% sand, ~5% organics, dry, weak odor Same as above, black (GLEY 1 2/N), ~60% fines, ~25% sand, ~15% organics, wet, strong organic odor Same as above, dark greenish gray (GLEY 1 4/10GY), ~90% fines, ~10% sand, trace organics,moist, weak chemical odor, (Young Bay Mud) Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/13/01 CHECKED BY D. Laduzinsky DATE STARTED 5/13/01 LOGGED BY P. Ferringer DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 2.80 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS: GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-19 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 85 B-20-2.0 B-20-7.0 16.4 1455 63 88 88 Fill CL SP CL CL FILL; POORLY GRADED SAND WITH GRAVEL; olive (5Y 5/4) CLAY WITH SAND (CL); dark greenish olive (10Y 4/2), ~80% fines, ~20% sand, dry, stiff, no odor Same as above, greenish gray (GLEY 4/5GY), sand to ~10% abundant organics, moist, soft,weak organic odor POORLY GRADED SAND WITH CLAY (SP); black (GLEY 1 2/N); ~90% sand, ~10% fines, wet,visible sheen on water, strong hydrocarbon odor CLAY WITH SAND (CL); dark greenish gray (GLEY 1 4/5GY), ~85% fines, ~15% fine sand, wet,moderate organic odor. (Young Bay Mud Formation), no hydrocarbon odor or visual sheen CLAYEY SAND (SC); very dark gray (GLEY 1 3/N), ~65% fine sand, ~35% fines, wet, weakorganic odor Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5" DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 3.10 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: LOGGED BY P. Ferringer CHECKED BY D. Laduzinsky COMPLETED 5/13/01DATE STARTED 5/13/01 SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 MATERIAL DESCRIPTION PAGE 1 OF 1 BORING NUMBER B-20 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 7 / 2 8 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 Telephone: 510-839-0688 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 86 B-21-1.0 B-21-7.0 0.5 75 100 100 100 SP CL POORLY GRADED SAND (SP); black (2.5/1), ~80% fine sand, damp, ~15% fine gravel, ~5%fines, dry, non-plastic SANDY CLAY (CL); dark greenish gray (GLEY 1 4/10Y), ~60% fines, ~40% fine sand, dry,non-plastic Same as above, very dark greenish gray (GLEY 1 3/10GY), sand to 10%, abundant organics,moist Same as above, wet, low plasticity, black (GLEY 1 2.5/N) mottling Same as above, trace shell fragments, strong sulfur odor 0.4'-thick sand lens, fine to coarse sand Same as above, slight sand increase CLAY (CL); dark greenish gray (GLEY 4/10GY), less than 100% fines, trace fine sand and organicmaterial, dry, very stiff, (Old Bay Mud) Same as above, greenish gray (GLEY 5G6/1) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/01 CHECKED BY D. Laduzinsky DATE STARTED 5/11/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.08 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS: GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-21 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 87 B-22-1.0 B-22-7.0 1.4 0.9 74.5 0.4 78 60 75 63 89 AC GW CL CL Asphalt GRAVEL (GW), Base Rock (?) LEAN CLAY (CL); dark gray-brown (2.5Y 3/2), damp, low plasticity, ~15% fine sand, ~10% fine to medium gravels, chemical odor3" zone of sand with fine to medium gravels, grayish brown (2.5Y 5/2), dry LEAN CLAY (CL); gray (GLEY 1 5/N), with mottling zones of black (charcoal), peat stingers, trace fine sand, strong sulfur odor, (Bay Mud Formation) Same as above, less mottling/peat, moist, low plasticity, organic odorZone of medium gravel, moist to wet Same as above, (Bay Mud Formation) Same as above, black (2.5Y 2.5/1), low plasticity, moist, trace fine sand, organic odor, (Bay Mud Formation) Gradational contact - 2" zone of gravel between New and Old Bay Mud Formations LEAN CLAY (CL); dark greenish gray (GLEY 1 4/1), dry to damp, dense, low plasticity, low sulfuricodor, (Old Bay Mud Formation) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/10 CHECKED BY D. Laduzinsky DATE STARTED 5/10/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 5.50 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-22 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 88 B-23-1.0 B-23-4.5 0.8 0.4 2.1 12.5 3.5 88 75 100 100 AC SC CL CL Asphalt CLAYEY SAND (SC); dark gray-brown (2.5Y 4/2), damp, well graded, ~20% clay, ~15% fine tosmall gravels, ~10% large gravels, no odor, [FILL] ~2"-thick gradational zone - changes to lean clay, reddish brown (5Y 4/4) LEAN CLAY (CL); black (GLEY 1 2.5/N) and gray (GLEY 1 5/N) mottling, damp, ~97% fines, tracesand and fine gravel, stringers of peat, shells, charcoal fragments, dense, low plasticity, sulfuricodor, (Bay Mud Formation) Slough from 8' to 14' Transitional zone - lean clay with ~15% gravel, shell fragments LEAN CLAY (CL); dark greenish gray (GLEY 1 4/1), dry to damp, dense, low plasticity, peatstingers throughout, low sulfuric odor, (Old Bay Mud Formation) Bottom of borehole at 16.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/10 CHECKED BY D. Laduzinsky DATE STARTED 5/10/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 13.20 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 PAGE 1 OF 1 BORING NUMBER B-23 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 89 B-24-1.0 B-24-3.0 B-24-4.5 0.0 0.0 0.3 0.2 6.7 88 88 88 100 Fill SC CL SC CL SP GW CL CL FILL; SAND (SP); with glass fragments and medium to large gravel CLAYEY SAND (SC); olive brown (2.5Y 4/3), well graded, ~15% fines, ~15% fine to mediumgravel, dry, no odor, [FILL] Gradational zone to lean clay LEAN CLAY (CL); gray (2.5Y 5/1), oxidation zones and rootlets throughout, damp, ~97% fines,trace sand and fine gravel CLAYEY SAND (SC); olive brown (2.5Y 4/3), damp to moist, well graded sand ~70%, ~30% clay,rootlets present LEAN CLAY (CL); black (2.5Y 2.5/1), moist to wet, low plasticity, ~98% fines, trace fine sand,slight organic odor, (Bay Mud Formation) WELL GRADED SAND (SP); black (2.5Y 2.5/1), wet, fine grained, ~5% fines, no odor GRAVEL (GW); well graded, ~5% fines, wet to saturated, rounded Same as above, likely slough LEAN CLAY (CL); damp to wet, low plasticity, trace fine sand, strong sulfur odor, (Bay MudFormation) Gradational zone ~2" with crushed shells/gravel LEAN CLAY (CL); greenish gray (GLEY 1 5/10GY), dry to damp, low plasticity, trace gravel and fine sand, low sulfur odor, (Old Bay Mud Formation) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/10 CHECKED BY D. Laduzinsky DATE STARTED 5/10/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.30 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Grass/bare soil GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-24 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 90 B-25-1.0 B-25-4.5 0.2 0.3 63 25 ACGW SW SW SC Asphalt AB Rock CLAYEY SAND WITH GRAVEL (SC); very dark brown (2.5Y 3/1), dry to damp, ~25% fines, ~15% fine to medium gravel, no odor Same as above, clay fraction increases WELL GRADED SAND (SW); light brown-gray (2.5Y 6/2), moist, trace gravels, no odor CLAYEY SAND WITH GRAVEL (SC); olive brown (2.5Y 4/3), saturated, no odor Bottom of borehole at 8.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 3.40 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 PAGE 1 OF 1 BORING NUMBER B-25 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 91 B-26-1.0 B-26-6.0 2.2 20.29 88 63 50 67 AC SC CL Asphalt CLAYEY SAND WITH GRAVEL (SC); very dark brown (2.5Y 3/1), dry to damp, ~25% fines, ~15% fine to medium gravels LEAN CLAY (CL); very dark gray (2.5Y 3/1), damp, low plasticity, low dense, trace sand andgravel, peat and rootlets throughout, trace charcoal fragments, slight organic odor 3-4" zone of peat/insect deposits in moist clay with trace gravels, sulfur odor Same as above, very dark gray (2.5Y 3/1), less mottled, less peat present, moist, mediumplasticity, low dense, organic odor, (Bay Mud Formation) Same as above, moisture content increases Same as above, moist to wet, organic odor (Bay Mud Formation) Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/11/10 CHECKED BY D. Laduzinsky DATE STARTED 5/10/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 12.90 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-26 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 92 B-27-0.5 B-27-4.0 0.8 0.6 25 63 88 AC SC CL CL Asphalt CLAYEY SAND WITH GRAVEL (SC); very dark brown (2.5Y 3/1), damp, well graded, fine sand with fine to medium angular gravels (~30%), no odor, [FILL] LEAN CLAY WITH GRAVEL (CL); dark gray (GLEY 1 4/N), damp to moist, low plasticity, fine tomedium angular gravels (~25%), slight organic odor Same as above, sand fraction increases (~10-15%), less gravel (~5%) LEAN CLAY (CL); dark green-gray (GLEY 1 4/5G), moist to saturated, ~10% fine sand, tracecoarse gravels, slight organic odorZone of woody/peat deposit Same as above, increased peat deposits and frequent black mottling, moisture increases withdepth, occasional sand lenses, notable organic odor, (Bay Mud Formation?) Same as above, moist to wet, increased plasticity (Bay Mud Formation) 2-3" zone of clayey sand with gravel - slough? 2-3" zone of clayey sand with gravel - slough? Same as above, (Bay Mud Formation) Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.80 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-27 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 93 B-28-1.0 B-28-4.0 0.3 0.0 30.6 88 88 100 AS SC CL SW CL Asphalt CLAYEY SAND WITH GRAVEL (SC); olive brown (2.5Y 4/3), damp, well graded, fine grainedsand, fine to medium angular gravel (~30%), no odor, [FILL] LEAN CLAY (CL); dark green-gray (GLEY 1 4/5GY), damp, low plasticity, ~7% fine sand, slightorganic odor, trace peat deposits and mottling (light gray) Same as above, moisture content increases (damp to moist) Same as above, trace rootlets/deposits, moist WELL GRADED SAND (SW); grayish brown (2.5Y 5/2), wet to saturated, no odor LEAN CLAY (CL); dark greenish-gray (GLEY 1 4/GY), wet to saturated, occasional zones ofpeat/woody debris, low plasticity, slight organic odor, (Bay Mud Formation) Slough Same as above, (Bay Mud), wet Bottom of borehole at 12.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 4.00 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 PAGE 1 OF 1 BORING NUMBER B-28 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 94 B-29-1.0 B-29-5.0 0.0 0.4 88 100 75 33 AS SC CL CL SW- SC SW Asphalt CLAYEY SAND WITH GRAVEL (SC); grayish brown (2.5Y 5/2), damp, well graded fine grainedsand, ~25% fine to medium angular gravels, no odor LEAN CLAY WITH SAND (CL); very dark gray (2.5Y 3/1), damp, ~15% fine sand, ~10% fine tomedium gravels, ~15% fines, no odor Increasing clay content (sand/gravel reduced to ~10%), decreased moisture LEAN CLAY (CL); very dark gray (2.5Y 3/1), dry to damp, low plasticity, occasional mottling Same as above, color changes to dark green-gray (GLEY 1 4/5GY) Same as above, increased mottling with black spots, trace peat deposits, (Bay Mud Formation?) Same as above, increased moisture content; zone of medium rounded gravels (~3" deep) Same as above, no mottling present, trace peat deposits, moist, slight hydrocarbon odor Same as above, increased peat/wood deposits Same as above, charred wood fragments at base of sampler Same as above, moist, strong sulfuric odor; shell fragments (2" zone) Same as above, occasional peat deposits, moist WELL GRADED SAND WITH CLAY (SW-SC); black (2.5Y 2.5/1), moist to wet, fine grained sand,~10% fines, no odor SAND WITH GRAVEL (SW); well graded medium grained sand with medium to coarse gravel, wet to saturated, no odor Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 6.20 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-29 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 95 B-30-1.0 B-30-2.0 0.0 20.6 50 100 AS SC CL Asphalt CLAYEY SAND WITH GRAVEL (SC); olive brown (2.5Y 4/3), moist, well graded medium sand,fine to medium angular gravels, no odors, [FILL] LEAN CLAY WITH GRAVEL (CL); dark gray (GLEY 1 4/N), moist, ~25% gravels (angular)Same as above, increasing mottling/peat deposits, color change to dark green-gray (GLEY 14/5GY), moist, ~30% medium angular gravels Same as above, sand fraction increases to 10% strong organic odor @1.7' No Recovery Bottom of borehole at 8.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 1.00 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 PAGE 1 OF 1 BORING NUMBER B-30 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 96 B-31-1.0 B-31-6.0 0.2 0.4 62.1 38 63 38 83 ASSC CL CL CL Asphalt CLAYEY SAND WITH GRAVEL (SC); olive brown (2.5Y 4/3), damp, well graded fine grainedsand, fine to medium gravels, no odor, [FILL] LEAN CLAY (CL); gray (GLEY 1 5/N), frequent black mottles, trace rootlets, low plasticity, damp,low dense,organic odor, (Bay Mud Formation?) 3" zone of sand/gravel - slough? Same as above, increased moisture and woody/peat deposits, damp LEAN CLAY (CL); dark gray (GLEY 1 4/N), no black mottles present, moist, increased plasticity, ~98% fines, ~2% fine sand, strong sulfuric odor, (Bay Mud Formation) Same as above, (Bay Mud Formation) 2" zone of crushed shell fragments (~10-15%) Transition to Old Bay Mud FormationLEAN CLAY (CL), dark green-gray (GLEY 1 4/5G), dry to damp, no odor Bottom of borehole at 15.0 feet bgs. DRILLING METHOD Geoprobe HOLE SIZE 2.5"COMPLETED 5/12/11 CHECKED BY D. Laduzinsky DATE STARTED 5/12/11 LOGGED BY A. Starovoytov DRILLING CONTRACTOR ECA, Inc. NOTES: AFTER DRILLING --- AT TIME OF DRILLING 7.30 ft AT END OF DRILLING --- Ground ELEVATION SURFACE CONDITIONS:Asphalt GROUNDWATER LEVELS: MATERIAL DESCRIPTION SA M P L E T Y P E NU M B E R DE P T H (f t ) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 PAGE 1 OF 1 BORING NUMBER B-31 PROJECT NUMBER 1210.02 PROJECT LOCATION Palo Alto, CA BORING LOCATIONPROJECT NAME Palo Alto Airport GE N E R A L N O R T H G A T E E N V I R O N M E N T A L - O S 1 2 1 0 . 0 2 B O R I N G _ L O G S . G P J 6 / 1 4 / 1 1 300 Frank H. Ogawa Plaza, Suite 510 Oakland, CA 94612 PI D ( p p m ) RE C O V E R Y % U. S . C . S . GR A P H I C LO G Exhibit M - 97 Phase II Environmental Site Assessment Palo Alto Airport Palo Alto, California APPENDIX B LABORATORY ANALYTICAL REPORTS Exhibit M - 98 Northgate Environmental Management Inc. 300 Frank H. Ogawa Plaza, Suite 510 Oakland, California 94612 Tel: 5108390688 Fax: (510) 839-4350 RE: Palo Alto Airport Torrent Laboratory, Inc. received 23 sample(s) on May 13, 2011 for the analyses presented in the following Report. Dear Dennis Laduzinsky: Work Order No.: 1105106 Rev: 2 All data for associated QC met EPA or laboratory specification(s) except where noted in the case narrative. Torrent Laboratory, Inc. is certified by the State of California, ELAP #1991. If you have any questions regarding these test results, please feel free to contact the Project Management Team at (408)263-5258; ext 204. Date May 26, 2011 Patti Sandrock Page 1 of 111Total Page Count: 111 Exhibit M - 99 Date: 5/26/2011 Client: Northgate Environmental Management Inc. Project: Palo Alto Airport Work Order: 1105106 CASE NARRATIVE No issues encountered with the receiving, preparation, analysis or reporting of the results associated with this work order. Analytical Comments for method S_HG7471, 1105160-013A MS/MSD, QC Analytical Batch ID 405006, Note:The % recoveries for mercury are outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. Analytical Comments for method S_6010B, 1105160-013A MS/MSD, QC Analytical Batch ID 405050, Note:The % recoveries for Barium, Chromium, Nickel and Zinc are outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. REVISIONS: Report revised to add comments regarding dilutions necesssary for analysis of VOC TPH Gas and Aviation fuels in water. No data or QC affected by this revision. Note for 8260B and TPPH: For samples analyzed from pre-tared 5035 VOAs final results and PQL (Reporting Limit) have been corrected for actual sample mass. Where limited sample mass was submitted, results are reported to the MDL. Note for 8260B and TPPH analysis for some water samples: Due to samples matrix (strong sulfur smell and foaming during purging), samples were analyzed at the lowest dilution factor possible without introducing liquid on to the column. Results are reported to the MDL. Rev 2 (6/6/11) Page 2 of 111Total Page Count: 111 Exhibit M - 100 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-001B-27-W Parameters: PQLMDL UnitResultsDFAnalysis Method tert-Butanol ug/L11226.6SW8260B 4.4 1105106-002B-12-W Parameters: PQLMDL UnitResultsDFAnalysis Method tert-Butanol ug/L9.35.01.5SW8260B 1 1105106-003B-10-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105106-004B-19-W Parameters: PQLMDL UnitResultsDFAnalysis Method TPH(Aviation Gas) ug/L1200220958260TPH 4.4 1105106-005B-20-W Parameters: PQLMDL UnitResultsDFAnalysis Method TPH(Aviation Gas) ug/L910220958260TPH 4.4 Page 3 of 111Total Page Count: 111 Exhibit M - 101 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-006B-17-W Parameters: PQLMDL UnitResultsDFAnalysis Method tert-Butanol ug/L9.9226.6SW8260B 4.4 1105106-007B-15-W Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic (Dissolved)mg/L0.0280.0090.005SW6010B 1 Barium (Dissolved)mg/L0.180.0090.002SW6010B 1 Selenium (Dissolved)mg/L0.0960.020.004SW6010B 1 Silver (Dissolved)mg/L0.00560.0050.002SW6010B 1 1105106-008B-15-W-FD Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic (Dissolved)mg/L0.0240.0090.005SW6010B 1 Barium (Dissolved)mg/L0.150.0090.002SW6010B 1 Selenium (Dissolved)mg/L0.0450.020.004SW6010B 1 1105106-009B-12-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Diesel (SG)mg/Kg382.00.76SW8015B(M) 1 TPH as Motor Oil (SG)mg/Kg624.01.8SW8015B(M) 1 Page 4 of 111Total Page Count: 111 Exhibit M - 102 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-010B-12-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105106-011B-10-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg358.03.6SW8015B(M) 1 1105106-012B-10-6.5 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105106-013B-15-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg7.81.70.28SW6010B 1 Barium mg/Kg515.01SW6010B 1 Cadmium mg/Kg1.01.00.0590SW6010B 1 Chromium mg/Kg585.00.0590SW6010B 1 Cobalt mg/Kg175.00.14SW6010B 1 Copper mg/Kg305.00.0900SW6010B 1 Lead mg/Kg121.00.043SW6010B 1 Molybdenum mg/Kg5.15.00.0590SW6010B 1 Nickel mg/Kg665.00.0590SW6010B 1 Vanadium mg/Kg525.00.12SW6010B 1 Zinc mg/Kg755.00.59SW6010B 1 Page 5 of 111Total Page Count: 111 Exhibit M - 103 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-014B-15-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg4.31.70.28SW6010B 1 Barium mg/Kg365.01SW6010B 1 Chromium mg/Kg335.00.0590SW6010B 1 Cobalt mg/Kg6.15.00.14SW6010B 1 Copper mg/Kg235.00.0900SW6010B 1 Lead mg/Kg5.71.00.043SW6010B 1 Molybdenum mg/Kg5.45.00.0590SW6010B 1 Nickel mg/Kg385.00.0590SW6010B 1 Vanadium mg/Kg375.00.12SW6010B 1 Zinc mg/Kg595.00.59SW6010B 1 1105106-015B-19-3.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg6.84.01.8SW8015B(M) 1 TPH(Aviation Gas) ug/Kg410050085TPH-GCMS 5 1105106-016B-19-7.5 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. Page 6 of 111Total Page Count: 111 Exhibit M - 104 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-017B-20-2.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Isopropyl Benzene ug/Kg119.81.2SW8260B 1 TPH as Motor Oil (SG)mg/Kg124.01.8SW8015B(M) 1 TPH(Aviation Gas) ug/Kg220050085TPH-GCMS 5 1105106-018B-20-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH(Aviation Gas) ug/Kg220050085TPH-GCMS 5 1105106-019B-17-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg274.01.8SW8015B(M) 1 1105106-020B-17-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg4.34.01.8SW8015B(M) 1 Page 7 of 111Total Page Count: 111 Exhibit M - 105 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-021B-16-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg4.81.70.28SW6010B 1 Barium mg/Kg1205.01SW6010B 1 Chromium mg/Kg595.00.0590SW6010B 1 Cobalt mg/Kg9.95.00.14SW6010B 1 Copper mg/Kg325.00.0900SW6010B 1 Lead mg/Kg7.91.00.043SW6010B 1 Nickel mg/Kg495.00.0590SW6010B 1 Silver mg/Kg2.31.01.0SW6010B 1 Vanadium mg/Kg515.00.12SW6010B 1 Zinc mg/Kg515.00.59SW6010B 1 TPH as Motor Oil (SG)mg/Kg4.44.01.8SW8015B(M) 1 TPH(Aviation Gas) ug/Kg20008414TPH-GCMS 1 Page 8 of 111Total Page Count: 111 Exhibit M - 106 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/13/11 Date Reported: 05/26/11 Sample Result Summary 1105106-022B-16-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Antimony mg/Kg135.00.20SW6010B 1 Arsenic mg/Kg1.91.70.28SW6010B 1 Barium mg/Kg895.01SW6010B 1 Chromium mg/Kg915.00.0590SW6010B 1 Cobalt mg/Kg265.00.14SW6010B 1 Copper mg/Kg445.00.0900SW6010B 1 Lead mg/Kg7.41.00.043SW6010B 1 Nickel mg/Kg715.00.0590SW6010B 1 Silver mg/Kg8.51.01.0SW6010B 1 Vanadium mg/Kg1005.00.12SW6010B 1 Zinc mg/Kg455.00.59SW6010B 1 TPH as Motor Oil (SG)mg/Kg464.01.8SW8015B(M) 1 1105106-023IDW-S Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg4.84.01.8SW8015B(M) 1 Arsenic mg/Kg2.21.70.28SW6010B 1 Barium mg/Kg445.01SW6010B 1 Chromium mg/Kg445.00.0590SW6010B 1 Cobalt mg/Kg5.45.00.14SW6010B 1 Copper mg/Kg165.00.0900SW6010B 1 Lead mg/Kg8.41.00.043SW6010B 1 Nickel mg/Kg375.00.0590SW6010B 1 Vanadium mg/Kg335.00.12SW6010B 1 Zinc mg/Kg385.00.59SW6010B 1 Page 9 of 111Total Page Count: 111 Exhibit M - 107 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 7:55 1210.02 Palo Alto Airport B-27-W GroundwaterSample Matrix: Lab Sample ID: 1105106-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDChloromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromomethane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDFreon 113 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.77 22 NA4.4 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDMTBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073J ug/L11tert-Butanol 05/20/11 6.6 22 NA4.4 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDETBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDChloroform 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDBenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDTAME 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.92 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 1.0 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 4.0 8.8 NA4.4 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDToluene 05/20/11 0.84 2.2 NA4.4 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.65 2.2 NA4.4 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.95 2.2 NA4.4 Page 10 of 111Total Page Count: 111 Exhibit M - 108 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 7:55 1210.02 Palo Alto Airport B-27-W GroundwaterSample Matrix: Lab Sample ID: 1105106-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.78 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.86 2.2 NA4.4 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.63 2.2 NA4.4 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.68 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.44 2.2 NA4.4 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.88 4.4 NA4.4 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.56 2.2 NA4.4 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.87 2.2 NA4.4 SW8260B NA 405073ug/LNDBromoform 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.88 2.2 NA4.4 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 2.6 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.98 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 2.1 4.4 NA4.4 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 2.5 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 2.3 4.4 NA4.4 SW8260B NA 405073%118(S) Dibromofluoromethane 05/20/11 61.2 131 NA4.4 SW8260B NA 405073%111(S) Toluene-d8 05/20/11 75.1 127 NA4.4 SW8260B NA 405073%94.6(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA4.4 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Page 11 of 111Total Page Count: 111 Exhibit M - 109 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 7:55 1210.02 Palo Alto Airport B-27-W GroundwaterSample Matrix: Lab Sample ID: 1105106-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH NA 405073ug/LNDTPH(Aviation Gas) 05/20/11 95 220 NA4.4 8260TPH NA 405073ug/LNDTPH(Gasoline) 05/20/11 95 220 NA4.4 8260TPH NA 405073%52(S) 4-Bromofluorobenzene 05/20/11 34 114 NA4.4 Raised reporting limit - see comment for 8260B analysis.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG)05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%71.0Pentacosane (S) 05/15/11 57.9 125 26111 Page 12 of 111Total Page Count: 111 Exhibit M - 110 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:35 1210.02 Palo Alto Airport B-12-W GroundwaterSample Matrix: Lab Sample ID: 1105106-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 0.41 0.50 NA1 SW8260B NA 405073ug/LNDChloromethane 05/20/11 0.41 0.50 NA1 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromomethane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 0.34 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LNDFreon 113 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.18 5.0 NA1 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 0.31 0.50 NA1 SW8260B NA 405073ug/LNDMTBE 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/L9.3tert-Butanol 05/20/11 1.5 5.0 NA1 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 0.36 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDETBE 05/20/11 0.40 0.50 NA1 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 0.34 0.50 NA1 SW8260B NA 405073ug/LNDChloroform 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 0.26 0.50 NA1 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 0.40 0.50 NA1 SW8260B NA 405073ug/LNDBenzene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LNDTAME 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.21 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 0.23 0.50 NA1 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 0.91 2.0 NA1 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 0.30 0.50 NA1 SW8260B NA 405073ug/LNDToluene 05/20/11 0.19 0.50 NA1 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.15 0.50 NA1 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.21 0.50 NA1 SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.18 0.50 NA1 Page 13 of 111Total Page Count: 111 Exhibit M - 111 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:35 1210.02 Palo Alto Airport B-12-W GroundwaterSample Matrix: Lab Sample ID: 1105106-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.19 0.50 NA1 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.14 0.50 NA1 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.15 0.50 NA1 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.10 0.50 NA1 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.20 1.0 NA1 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.13 0.50 NA1 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LNDBromoform 05/20/11 0.45 1.0 NA1 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 0.39 0.50 NA1 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 0.26 0.50 NA1 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 0.30 0.50 NA1 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 0.59 1.0 NA1 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 0.24 0.50 NA1 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 0.25 0.50 NA1 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 0.31 0.50 NA1 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 0.39 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 0.45 1.0 NA1 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.22 0.50 NA1 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 0.48 1.0 NA1 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 0.57 1.0 NA1 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 0.52 1.0 NA1 SW8260B NA 405073%93.3(S) Dibromofluoromethane 05/20/11 61.2 131 NA1 SW8260B NA 405073%101(S) Toluene-d8 05/20/11 75.1 127 NA1 SW8260B NA 405073%110(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA1 Page 14 of 111Total Page Count: 111 Exhibit M - 112 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:35 1210.02 Palo Alto Airport B-12-W GroundwaterSample Matrix: Lab Sample ID: 1105106-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH NA 405073ug/LNDTPH(Aviation Gas) 05/20/11 22 50 NA1 8260TPH NA 405073ug/LNDTPH(Gasoline) 05/20/11 22 50 NA1 8260TPH NA 405073%74(S) 4-Bromofluorobenzene 05/20/11 34 114 NA1 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%70.9Pentacosane (S) 05/15/11 57.9 125 26111 Page 15 of 111Total Page Count: 111 Exhibit M - 113 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:35 1210.02 Palo Alto Airport B-10-W GroundwaterSample Matrix: Lab Sample ID: 1105106-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 0.41 0.50 NA1 SW8260B NA 405073ug/LNDChloromethane 05/20/11 0.41 0.50 NA1 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromomethane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 0.34 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LNDFreon 113 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.18 5.0 NA1 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 0.31 0.50 NA1 SW8260B NA 405073ug/LNDMTBE 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDtert-Butanol 05/20/11 1.5 5.0 NA1 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 0.36 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDETBE 05/20/11 0.40 0.50 NA1 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 0.34 0.50 NA1 SW8260B NA 405073ug/LNDChloroform 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 0.26 0.50 NA1 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 0.40 0.50 NA1 SW8260B NA 405073ug/LNDBenzene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LNDTAME 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.21 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 0.23 0.50 NA1 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 0.91 2.0 NA1 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 0.30 0.50 NA1 SW8260B NA 405073ug/LNDToluene 05/20/11 0.19 0.50 NA1 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.15 0.50 NA1 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.21 0.50 NA1 SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.18 0.50 NA1 Page 16 of 111Total Page Count: 111 Exhibit M - 114 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:35 1210.02 Palo Alto Airport B-10-W GroundwaterSample Matrix: Lab Sample ID: 1105106-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.19 0.50 NA1 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.14 0.50 NA1 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.15 0.50 NA1 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.10 0.50 NA1 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.20 1.0 NA1 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.13 0.50 NA1 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LNDBromoform 05/20/11 0.45 1.0 NA1 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 0.39 0.50 NA1 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 0.26 0.50 NA1 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 0.30 0.50 NA1 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 0.59 1.0 NA1 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 0.24 0.50 NA1 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 0.25 0.50 NA1 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 0.31 0.50 NA1 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 0.39 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 0.45 1.0 NA1 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.22 0.50 NA1 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 0.48 1.0 NA1 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 0.57 1.0 NA1 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 0.52 1.0 NA1 SW8260B NA 405073%91.1(S) Dibromofluoromethane 05/20/11 61.2 131 NA1 SW8260B NA 405073%83.1(S) Toluene-d8 05/20/11 75.1 127 NA1 SW8260B NA 405073%102(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA1 Page 17 of 111Total Page Count: 111 Exhibit M - 115 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:35 1210.02 Palo Alto Airport B-10-W GroundwaterSample Matrix: Lab Sample ID: 1105106-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH NA 405073ug/LNDTPH(Aviation Gas) 05/20/11 22 50 NA1 8260TPH NA 405073ug/LNDTPH(Gasoline) 05/20/11 22 50 NA1 8260TPH NA 405073%77(S) 4-Bromofluorobenzene 05/20/11 34 114 NA1 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0596 0.15 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.134 0.30 26111 SW8015B(M) 5/15/11 404986%63.8Pentacosane (S) 05/15/11 57.9 125 26111 Reporting limits increased due to limited sample volume available (sediment present).NOTE: Page 18 of 111Total Page Count: 111 Exhibit M - 116 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 11:30 1210.02 Palo Alto Airport B-19-W GroundwaterSample Matrix: Lab Sample ID: 1105106-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDChloromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromomethane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDFreon 113 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.77 22 NA4.4 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDMTBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butanol 05/20/11 6.6 22 NA4.4 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDETBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDChloroform 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDBenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDTAME 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.92 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 1.0 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 4.0 8.8 NA4.4 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDToluene 05/20/11 0.84 2.2 NA4.4 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.65 2.2 NA4.4 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.95 2.2 NA4.4 Page 19 of 111Total Page Count: 111 Exhibit M - 117 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 11:30 1210.02 Palo Alto Airport B-19-W GroundwaterSample Matrix: Lab Sample ID: 1105106-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.78 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.86 2.2 NA4.4 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.63 2.2 NA4.4 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.68 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.44 2.2 NA4.4 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.88 4.4 NA4.4 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.56 2.2 NA4.4 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.87 2.2 NA4.4 SW8260B NA 405073ug/LNDBromoform 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.88 2.2 NA4.4 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 2.6 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.98 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 2.1 4.4 NA4.4 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 2.5 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 2.3 4.4 NA4.4 SW8260B NA 405073%107(S) Dibromofluoromethane 05/20/11 61.2 131 NA4.4 SW8260B NA 405073%82.2(S) Toluene-d8 05/20/11 75.1 127 NA4.4 SW8260B NA 405073%108(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA4.4 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Page 20 of 111Total Page Count: 111 Exhibit M - 118 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 11:30 1210.02 Palo Alto Airport B-19-W GroundwaterSample Matrix: Lab Sample ID: 1105106-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/23/11 405107ug/L1200TPH(Aviation Gas) 05/23/11 95 220 26884.4 8260TPH 5/23/11 405107ug/LNDTPH(Gasoline) 05/23/11 95 220 26884.4 8260TPH 5/23/11 405107%76(S) 4-Bromofluorobenzene 05/23/11 34 114 26884.4 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%63.3Pentacosane (S) 05/15/11 57.9 125 26111 Page 21 of 111Total Page Count: 111 Exhibit M - 119 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:30 1210.02 Palo Alto Airport B-20-W GroundwaterSample Matrix: Lab Sample ID: 1105106-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDChloromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromomethane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDFreon 113 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.77 22 NA4.4 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDMTBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butanol 05/20/11 6.6 22 NA4.4 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDETBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDChloroform 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDBenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDTAME 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.92 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 1.0 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 4.0 8.8 NA4.4 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDToluene 05/20/11 0.84 2.2 NA4.4 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.65 2.2 NA4.4 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.95 2.2 NA4.4 Page 22 of 111Total Page Count: 111 Exhibit M - 120 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:30 1210.02 Palo Alto Airport B-20-W GroundwaterSample Matrix: Lab Sample ID: 1105106-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.78 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.86 2.2 NA4.4 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.63 2.2 NA4.4 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.68 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.44 2.2 NA4.4 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.88 4.4 NA4.4 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.56 2.2 NA4.4 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.87 2.2 NA4.4 SW8260B NA 405073ug/LNDBromoform 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.88 2.2 NA4.4 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 2.6 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.98 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 2.1 4.4 NA4.4 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 2.5 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 2.3 4.4 NA4.4 SW8260B NA 405073%89.1(S) Dibromofluoromethane 05/20/11 61.2 131 NA4.4 SW8260B NA 405073%94.2(S) Toluene-d8 05/20/11 75.1 127 NA4.4 SW8260B NA 405073%106(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA4.4 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Page 23 of 111Total Page Count: 111 Exhibit M - 121 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:30 1210.02 Palo Alto Airport B-20-W GroundwaterSample Matrix: Lab Sample ID: 1105106-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/23/11 405107ug/L910TPH(Aviation Gas) 05/23/11 95 220 26884.4 8260TPH 5/23/11 405107ug/LNDTPH(Gasoline) 05/23/11 95 220 26884.4 8260TPH 5/23/11 405107%72(S) 4-Bromofluorobenzene 05/23/11 34 114 26884.4 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%76.1Pentacosane (S) 05/15/11 57.9 125 26111 Page 24 of 111Total Page Count: 111 Exhibit M - 122 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 14:10 1210.02 Palo Alto Airport B-17-W GroundwaterSample Matrix: Lab Sample ID: 1105106-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDChloromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromomethane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDFreon 113 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.77 22 NA4.4 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDMTBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073J ug/L9.9tert-Butanol 05/20/11 6.6 22 NA4.4 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDETBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDChloroform 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDBenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDTAME 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.92 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 1.0 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 4.0 8.8 NA4.4 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDToluene 05/20/11 0.84 2.2 NA4.4 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.65 2.2 NA4.4 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.95 2.2 NA4.4 Page 25 of 111Total Page Count: 111 Exhibit M - 123 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 14:10 1210.02 Palo Alto Airport B-17-W GroundwaterSample Matrix: Lab Sample ID: 1105106-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.78 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.86 2.2 NA4.4 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.63 2.2 NA4.4 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.68 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.44 2.2 NA4.4 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.88 4.4 NA4.4 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.56 2.2 NA4.4 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.87 2.2 NA4.4 SW8260B NA 405073ug/LNDBromoform 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.88 2.2 NA4.4 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 2.6 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.98 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 2.1 4.4 NA4.4 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 2.5 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 2.3 4.4 NA4.4 SW8260B NA 405073%87.7(S) Dibromofluoromethane 05/20/11 61.2 131 NA4.4 SW8260B NA 405073%89.5(S) Toluene-d8 05/20/11 75.1 127 NA4.4 SW8260B NA 405073%110(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA4.4 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Page 26 of 111Total Page Count: 111 Exhibit M - 124 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 14:10 1210.02 Palo Alto Airport B-17-W GroundwaterSample Matrix: Lab Sample ID: 1105106-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH NA 405073ug/LNDTPH(Aviation Gas) 05/20/11 95 220 NA4.4 8260TPH NA 405073ug/LNDTPH(Gasoline) 05/20/11 95 220 NA4.4 8260TPH NA 405073%75(S) 4-Bromofluorobenzene 05/20/11 34 114 NA4.4 Raised reporting limit - see comment for 8260B analysis.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0524 0.13 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG)05/15/11 0.118 0.26 26111 SW8015B(M) 5/15/11 404986%79.8Pentacosane (S) 05/15/11 57.9 125 26111 Reporting limits increased due to limited sample volume available (sediment present).NOTE: Page 27 of 111Total Page Count: 111 Exhibit M - 125 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 16:20 1210.02 Palo Alto Airport B-15-W GroundwaterSample Matrix: Lab Sample ID: 1105106-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDChloromethane 05/20/11 1.8 2.2 NA4.4 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromomethane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDFreon 113 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.77 22 NA4.4 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDMTBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butanol 05/20/11 6.6 22 NA4.4 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDETBE 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDChloroform 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDBenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDTAME 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.92 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 1.0 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 4.0 8.8 NA4.4 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LNDToluene 05/20/11 0.84 2.2 NA4.4 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.65 2.2 NA4.4 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.89 2.2 NA4.4 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.95 2.2 NA4.4 Page 28 of 111Total Page Count: 111 Exhibit M - 126 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 16:20 1210.02 Palo Alto Airport B-15-W GroundwaterSample Matrix: Lab Sample ID: 1105106-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.78 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.86 2.2 NA4.4 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.63 2.2 NA4.4 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.68 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.44 2.2 NA4.4 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.88 4.4 NA4.4 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.56 2.2 NA4.4 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.87 2.2 NA4.4 SW8260B NA 405073ug/LNDBromoform 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 1.2 2.2 NA4.4 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.88 2.2 NA4.4 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 1.3 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 2.6 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 1.5 2.2 NA4.4 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 1.1 2.2 NA4.4 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 1.6 2.2 NA4.4 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 1.4 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 1.7 2.2 NA4.4 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 2.0 4.4 NA4.4 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.98 2.2 NA4.4 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 2.1 4.4 NA4.4 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 2.5 4.4 NA4.4 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 2.3 4.4 NA4.4 SW8260B NA 405073%90.8(S) Dibromofluoromethane 05/20/11 61.2 131 NA4.4 SW8260B NA 405073%93.0(S) Toluene-d8 05/20/11 75.1 127 NA4.4 SW8260B NA 405073%91.3(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA4.4 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Page 29 of 111Total Page Count: 111 Exhibit M - 127 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 16:20 1210.02 Palo Alto Airport B-15-W GroundwaterSample Matrix: Lab Sample ID: 1105106-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405051mg/LNDAntimony (Dissolved)05/20/11 0.004 0.009 26701 SW6010B 5/19/11 405051mg/L0.028Arsenic (Dissolved)05/20/11 0.005 0.009 26701 SW6010B 5/19/11 405051mg/L0.18Barium (Dissolved)05/20/11 0.002 0.009 26701 SW6010B 5/19/11 405051mg/LNDBeryllium (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDCadmium (Dissolved)05/20/11 0.001 0.005 26701 SW6010B 5/19/11 405051mg/LNDChromium (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDCobalt (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDCopper (Dissolved)05/20/11 0.003 0.009 26701 SW6010B 5/19/11 405051mg/LNDLead (Dissolved)05/20/11 0.005 0.014 26701 SW6010B 5/19/11 405051mg/LNDMolybdenum (Dissolved)05/20/11 0.002 0.009 26701 SW6010B 5/19/11 405051mg/LNDNickel (Dissolved)05/20/11 0.002 0.009 26701 SW6010B 5/19/11 405051mg/L0.096Selenium (Dissolved)05/20/11 0.004 0.02 26701 SW6010B 5/19/11 405051mg/L0.0056Silver (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDThallium (dissolved)05/20/11 0.004 0.009 26701 SW6010B 5/19/11 405051mg/LNDVanadium (Dissolved)05/20/11 0.004 0.009 26701 SW6010B 5/19/11 405051mg/LNDZinc (dissolved)05/20/11 0.002 0.009 26701 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/19/11 405046mg/LNDMercury 05/20/11 0.00005 0.0002 26671 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH NA 405073ug/LNDTPH(Aviation Gas) 05/20/11 95 220 NA4.4 8260TPH NA 405073ug/LNDTPH(Gasoline) 05/20/11 95 220 NA4.4 8260TPH NA 405073%80(S) 4-Bromofluorobenzene 05/20/11 34 114 NA4.4 Raised reporting limit - see comment for 8260B analysis.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG)05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%76.1Pentacosane (S) 05/15/11 57.9 125 26111 Page 30 of 111Total Page Count: 111 Exhibit M - 128 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 16:20 1210.02 Palo Alto Airport B-15-W-FD GroundwaterSample Matrix: Lab Sample ID: 1105106-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405073ug/LNDDichlorodifluoromethane 05/20/11 0.41 0.50 NA1 SW8260B NA 405073ug/LNDChloromethane 05/20/11 0.41 0.50 NA1 SW8260B NA 405073ug/LNDVinyl Chloride 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromomethane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDTrichlorofluoromethane 05/20/11 0.34 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloroethene 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LNDFreon 113 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDMethylene Chloride 05/20/11 0.18 5.0 NA1 SW8260B NA 405073ug/LNDtrans-1,2-Dichloroethene 05/20/11 0.31 0.50 NA1 SW8260B NA 405073ug/LNDMTBE 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDtert-Butanol 05/20/11 1.5 5.0 NA1 SW8260B NA 405073ug/LNDDiisopropyl ether (DIPE) 05/20/11 0.36 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloroethane 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDETBE 05/20/11 0.40 0.50 NA1 SW8260B NA 405073ug/LNDcis-1,2-Dichloroethene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LND2,2-Dichloropropane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromochloromethane 05/20/11 0.34 0.50 NA1 SW8260B NA 405073ug/LNDChloroform 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LNDCarbon Tetrachloride 05/20/11 0.26 0.50 NA1 SW8260B NA 405073ug/LND1,1,1-Trichloroethane 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,1-Dichloropropene 05/20/11 0.40 0.50 NA1 SW8260B NA 405073ug/LNDBenzene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LNDTAME 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichloroethane 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDTrichloroethylene 05/20/11 0.38 0.50 NA1 SW8260B NA 405073ug/LNDDibromomethane 05/20/11 0.21 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichloropropane 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDBromodichloromethane 05/20/11 0.23 0.50 NA1 SW8260B NA 405073ug/LND2-Chloroethyl vinyl ether 05/20/11 0.91 2.0 NA1 SW8260B NA 405073ug/LNDcis-1,3-Dichloropropene 05/20/11 0.30 0.50 NA1 SW8260B NA 405073ug/LNDToluene 05/20/11 0.19 0.50 NA1 SW8260B NA 405073ug/LNDTetrachloroethylene 05/20/11 0.15 0.50 NA1 SW8260B NA 405073ug/LNDtrans-1,3-Dichloropropene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LND1,1,2-Trichloroethane 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LNDDibromochloromethane 05/20/11 0.21 0.50 NA1 SW8260B NA 405073ug/LND1,3-Dichloropropane 05/20/11 0.18 0.50 NA1 Page 31 of 111Total Page Count: 111 Exhibit M - 129 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 16:20 1210.02 Palo Alto Airport B-15-W-FD GroundwaterSample Matrix: Lab Sample ID: 1105106-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405073ug/LND1,2-Dibromoethane 05/20/11 0.19 0.50 NA1 SW8260B NA 405073ug/LNDChlorobenzene 05/20/11 0.14 0.50 NA1 SW8260B NA 405073ug/LNDEthyl Benzene 05/20/11 0.15 0.50 NA1 SW8260B NA 405073ug/LND1,1,1,2-Tetrachloroethane 05/20/11 0.10 0.50 NA1 SW8260B NA 405073ug/LNDm,p-Xylene 05/20/11 0.20 1.0 NA1 SW8260B NA 405073ug/LNDo-Xylene 05/20/11 0.13 0.50 NA1 SW8260B NA 405073ug/LNDStyrene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LNDBromoform 05/20/11 0.45 1.0 NA1 SW8260B NA 405073ug/LNDIsopropyl Benzene 05/20/11 0.28 0.50 NA1 SW8260B NA 405073ug/LNDBromobenzene 05/20/11 0.39 0.50 NA1 SW8260B NA 405073ug/LND1,1,2,2-Tetrachloroethane 05/20/11 0.26 0.50 NA1 SW8260B NA 405073ug/LNDn-Propylbenzene 05/20/11 0.30 0.50 NA1 SW8260B NA 405073ug/LND2-Chlorotoluene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LND1,3,5-Trimethylbenzene 05/20/11 0.20 0.50 NA1 SW8260B NA 405073ug/LND4-Chlorotoluene 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LNDtert-Butylbenzene 05/20/11 0.29 0.50 NA1 SW8260B NA 405073ug/LND1,2,3-Trichloropropane 05/20/11 0.59 1.0 NA1 SW8260B NA 405073ug/LND1,2,4-Trimethylbenzene 05/20/11 0.33 0.50 NA1 SW8260B NA 405073ug/LNDsec-Butyl Benzene 05/20/11 0.24 0.50 NA1 SW8260B NA 405073ug/LNDp-Isopropyltoluene 05/20/11 0.25 0.50 NA1 SW8260B NA 405073ug/LND1,3-Dichlorobenzene 05/20/11 0.31 0.50 NA1 SW8260B NA 405073ug/LND1,4-Dichlorobenzene 05/20/11 0.37 0.50 NA1 SW8260B NA 405073ug/LNDn-Butylbenzene 05/20/11 0.32 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dichlorobenzene 05/20/11 0.39 0.50 NA1 SW8260B NA 405073ug/LND1,2-Dibromo-3-Chloropropane 05/20/11 0.45 1.0 NA1 SW8260B NA 405073ug/LNDHexachlorobutadiene 05/20/11 0.22 0.50 NA1 SW8260B NA 405073ug/LND1,2,4-Trichlorobenzene 05/20/11 0.48 1.0 NA1 SW8260B NA 405073ug/LNDNaphthalene 05/20/11 0.57 1.0 NA1 SW8260B NA 405073ug/LND1,2,3-Trichlorobenzene 05/20/11 0.52 1.0 NA1 SW8260B NA 405073%88.8(S) Dibromofluoromethane 05/20/11 61.2 131 NA1 SW8260B NA 405073%91.1(S) Toluene-d8 05/20/11 75.1 127 NA1 SW8260B NA 405073%101(S) 4-Bromofluorobenzene 05/20/11 64.1 120 NA1 Page 32 of 111Total Page Count: 111 Exhibit M - 130 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 16:20 1210.02 Palo Alto Airport B-15-W-FD GroundwaterSample Matrix: Lab Sample ID: 1105106-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405051mg/LNDAntimony (Dissolved)05/20/11 0.004 0.009 26701 SW6010B 5/19/11 405051mg/L0.024Arsenic (Dissolved)05/20/11 0.005 0.009 26701 SW6010B 5/19/11 405051mg/L0.15Barium (Dissolved)05/20/11 0.002 0.009 26701 SW6010B 5/19/11 405051mg/LNDBeryllium (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDCadmium (Dissolved)05/20/11 0.001 0.005 26701 SW6010B 5/19/11 405051mg/LNDChromium (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDCobalt (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDCopper (Dissolved)05/20/11 0.003 0.009 26701 SW6010B 5/19/11 405051mg/LNDLead (Dissolved)05/20/11 0.005 0.014 26701 SW6010B 5/19/11 405051mg/LNDMolybdenum (Dissolved)05/20/11 0.002 0.009 26701 SW6010B 5/19/11 405051mg/LNDNickel (Dissolved)05/20/11 0.002 0.009 26701 SW6010B 5/19/11 405051mg/L0.045Selenium (Dissolved)05/20/11 0.004 0.02 26701 SW6010B 5/19/11 405051mg/LNDSilver (Dissolved)05/20/11 0.002 0.005 26701 SW6010B 5/19/11 405051mg/LNDThallium (dissolved)05/20/11 0.004 0.009 26701 SW6010B 5/19/11 405051mg/LNDVanadium (Dissolved)05/20/11 0.004 0.009 26701 SW6010B 5/19/11 405051mg/LNDZinc (dissolved)05/20/11 0.002 0.009 26701 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/19/11 405046mg/LNDMercury 05/20/11 0.00005 0.0002 26671 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH NA 405073ug/LNDTPH(Aviation Gas) 05/20/11 22 50 NA1 8260TPH NA 405073ug/LNDTPH(Gasoline) 05/20/11 22 50 NA1 8260TPH NA 405073%79(S) 4-Bromofluorobenzene 05/20/11 34 114 NA1 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%74.9Pentacosane (S) 05/15/11 57.9 125 26111 Page 33 of 111Total Page Count: 111 Exhibit M - 131 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:25 1210.02 Palo Alto Airport B-12-1.0 SoilSample Matrix: Lab Sample ID: 1105106-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 3.9 8.9 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 4.1 8.9 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.4 8.9 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 4.2 8.9 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 2.6 8.9 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.4 8.9 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 3.3 8.9 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 1.8 8.9 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 0.99 8.9 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.3 8.9 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 18 45 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 1.9 8.9 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.1 8.9 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.1 8.9 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.6 8.9 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.1 8.9 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 2.0 8.9 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.1 8.9 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.4 8.9 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.1 8.9 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 1.8 8.9 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 1.7 8.9 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 3.5 8.9 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 2.0 8.9 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.2 8.9 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 0.99 8.9 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 4.0 8.9 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 0.87 8.9 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 1.6 8.9 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 1.0 8.9 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 1.6 8.9 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 1.0 8.9 NA1 SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 1.8 8.9 NA1 Page 34 of 111Total Page Count: 111 Exhibit M - 132 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:25 1210.02 Palo Alto Airport B-12-1.0 SoilSample Matrix: Lab Sample ID: 1105106-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.6 8.9 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.77 8.9 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 3.7 8.9 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.76 8.9 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 1.6 8.9 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.59 4.5 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.68 8.9 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 1.7 8.9 NA1 SW8260B NA 405068ug/KgNDIsopropyl Benzene 05/20/11 1.1 8.9 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.1 8.9 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 2.7 8.9 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 1.0 8.9 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 3.0 8.9 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.4 8.9 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.4 8.9 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 0.97 8.9 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.5 8.9 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 1.6 8.9 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.3 8.9 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 1.9 8.9 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.2 8.9 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 3.8 8.9 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.3 8.9 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 1.9 8.9 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 2.5 8.9 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 2.6 8.9 NA1 SW8260B NA 405068%103(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%109(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%109(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 35 of 111Total Page Count: 111 Exhibit M - 133 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:25 1210.02 Palo Alto Airport B-12-1.0 SoilSample Matrix: Lab Sample ID: 1105106-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101xmg/Kg38TPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101xmg/Kg62TPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%116Pentacosane (S) 05/22/11 61.5 133 26731 x-Not typical of Diesel or Motor Oil standard pattern (possibly fuel heavier than diesel, but lighter than motor oil).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 15 89 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 15 89 NA1 TPH-GCMS NA 405070%62(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 36 of 111Total Page Count: 111 Exhibit M - 134 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 8:30 1210.02 Palo Alto Airport B-12-7.0 SoilSample Matrix: Lab Sample ID: 1105106-010A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/KgNDTPH as Motor Oil (SG) 05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%89.2Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 17 100 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 17 100 NA1 TPH-GCMS NA 405070%48(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 37 of 111Total Page Count: 111 Exhibit M - 135 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:20 1210.02 Palo Alto Airport B-10-1.0 SoilSample Matrix: Lab Sample ID: 1105106-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 4.2 9.7 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 4.5 9.7 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.6 9.7 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 4.5 9.7 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 2.8 9.7 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.5 9.7 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 3.6 9.7 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 1.9 9.7 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 1.1 9.7 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.5 9.7 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 20 49 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 2.1 9.7 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.2 9.7 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.3 9.7 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.7 9.7 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.2 9.7 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 2.2 9.7 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.2 9.7 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.6 9.7 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.2 9.7 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.4 9.7 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.5 9.7 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 2.0 9.7 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 1.8 9.7 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 3.8 9.7 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 2.1 9.7 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.3 9.7 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 1.1 9.7 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 4.4 9.7 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.4 9.7 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 0.95 9.7 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 1.8 9.7 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 1.1 9.7 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 1.8 9.7 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 1.1 9.7 NA1 SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 2.0 9.7 NA1 Page 38 of 111Total Page Count: 111 Exhibit M - 136 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:20 1210.02 Palo Alto Airport B-10-1.0 SoilSample Matrix: Lab Sample ID: 1105106-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.7 9.7 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.84 9.7 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 4.1 9.7 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.83 9.7 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 1.8 9.7 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.64 4.9 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.74 9.7 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 1.8 9.7 NA1 SW8260B NA 405068ug/KgNDIsopropyl Benzene 05/20/11 1.2 9.7 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.4 9.7 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.2 9.7 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 2.9 9.7 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 1.1 9.7 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 3.2 9.7 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.5 9.7 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.5 9.7 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.4 9.7 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 1.1 9.7 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.6 9.7 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.4 9.7 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 1.7 9.7 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.5 9.7 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 2.1 9.7 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.3 9.7 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 4.1 9.7 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.5 9.7 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 2.1 9.7 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 2.8 9.7 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 2.8 9.7 NA1 SW8260B NA 405068%109(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%113(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%127(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 39 of 111Total Page Count: 111 Exhibit M - 137 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:20 1210.02 Palo Alto Airport B-10-1.0 SoilSample Matrix: Lab Sample ID: 1105106-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 1.5 4.0 26731 SW8015B(M) 5/20/11 405101mg/Kg35TPH as Motor Oil (SG)05/22/11 3.6 8.0 26731 SW8015B(M) 5/20/11 405101%93.4Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 16 97 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 16 97 NA1 TPH-GCMS NA 405070%57(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 40 of 111Total Page Count: 111 Exhibit M - 138 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 9:25 1210.02 Palo Alto Airport B-10-6.5 SoilSample Matrix: Lab Sample ID: 1105106-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/KgNDTPH as Motor Oil (SG) 05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%94.4Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 17 100 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 17 100 NA1 TPH-GCMS NA 405070%56(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 41 of 111Total Page Count: 111 Exhibit M - 139 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:10 1210.02 Palo Alto Airport B-15-1.0 SoilSample Matrix: Lab Sample ID: 1105106-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405050mg/KgNDAntimony05/20/11 0.20 5.0 26661 SW6010B 5/19/11 405050mg/Kg7.8Arsenic05/20/11 0.28 1.7 26661 SW6010B 5/19/11 405050mg/Kg51Barium05/20/11 1 5.0 26661 SW6010B 5/19/11 405050mg/KgNDBeryllium05/20/11 0.0840 2.0 26661 SW6010B 5/19/11 405050mg/Kg1.0Cadmium05/20/11 0.0590 1.0 26661 SW6010B 5/19/11 405050mg/Kg58Chromium05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg17Cobalt05/20/11 0.14 5.0 26661 SW6010B 5/19/11 405050mg/Kg30Copper05/20/11 0.0900 5.0 26661 SW6010B 5/19/11 405050mg/Kg12Lead05/20/11 0.043 1.0 26661 SW6010B 5/19/11 405050mg/Kg5.1Molybdenum05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg66Nickel05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSelenium05/20/11 0.29 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSilver05/20/11 1.0 1.0 26661 SW6010B 5/19/11 405050mg/KgNDThallium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg52Vanadium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg75Zinc05/20/11 0.59 5.0 26661 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/17/11 405006mg/KgNDMercury 05/18/11 0.01 0.10 26441 Page 42 of 111Total Page Count: 111 Exhibit M - 140 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:10 1210.02 Palo Alto Airport B-15-1.0 SoilSample Matrix: Lab Sample ID: 1105106-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/23/11 405125ug/KgNDalpha-BHC 05/23/11 0.44 2.0 26951 SW8081A 5/23/11 405125ug/KgNDgamma-BHC 05/23/11 0.40 2.0 26951 SW8081A 5/23/11 405125ug/KgNDbeta-BHC 05/23/11 0.36 2.0 26951 SW8081A 5/23/11 405125ug/KgNDdelta-BHC 05/23/11 0.49 2.0 26951 SW8081A 5/23/11 405125ug/KgNDHeptachlor 05/23/11 1.1 2.0 26951 SW8081A 5/23/11 405125ug/KgNDAldrin 05/23/11 0.44 2.0 26951 SW8081A 5/23/11 405125ug/KgNDHeptachlor epoxide 05/23/11 0.32 2.0 26951 SW8081A 5/23/11 405125ug/KgNDgamma-Chlordane 05/23/11 0.42 2.0 26951 SW8081A 5/23/11 405125ug/KgNDalpha-Chlordane 05/23/11 0.36 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndosulfan I 05/23/11 0.59 2.0 26951 SW8081A 5/23/11 405125ug/KgND4,4'-DDE 05/23/11 0.48 2.0 26951 SW8081A 5/23/11 405125ug/KgNDDieldrin 05/23/11 0.43 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndrin 05/23/11 0.57 2.0 26951 SW8081A 5/23/11 405125ug/KgND4,4'-DDD 05/23/11 0.47 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndosulfan II 05/23/11 1.5 2.0 26951 SW8081A 5/23/11 405125ug/KgND4,4'-DDT 05/23/11 0.81 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndrin aldehyde 05/23/11 1.0 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndosulfan sulfate 05/23/11 0.49 2.0 26951 SW8081A 5/23/11 405125ug/KgNDMethoxychlor 05/23/11 0.62 5.0 26951 SW8081A 5/23/11 405125ug/KgNDEndrin Ketone 05/23/11 0.40 2.0 26951 SW8081A 5/23/11 405125ug/KgNDChlordane 05/23/11 10 20 26951 SW8081A 5/23/11 405125ug/KgNDToxaphene 05/23/11 10 100 26951 SW8081A 5/23/11 405125%77.5TCMX (S) 05/23/11 52.5 139 26951 SW8081A 5/23/11 405125%63.3DCBP (S) 05/23/11 50.2 139 26951 Page 43 of 111Total Page Count: 111 Exhibit M - 141 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:10 1210.02 Palo Alto Airport B-15-1.0 SoilSample Matrix: Lab Sample ID: 1105106-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/19/11 405088mg/KgNDAroclor1016 05/22/11 0.0230 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1221 05/22/11 0.0920 0.20 26571 SW8082 5/19/11 405088mg/KgNDAroclor1232 05/22/11 0.0460 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1242 05/22/11 0.0430 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1248 05/22/11 0.0360 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1254 05/22/11 0.0240 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1260 05/22/11 0.0270 0.10 26571 SW8082 5/19/11 405088%59.0TCMX (S) 05/22/11 50.4 136 26571 SW8082 5/19/11 405088S%55.0DCBP (S) 05/22/11 55.1 113 26571 Surrogate recovery of DCBP is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 44 of 111Total Page Count: 111 Exhibit M - 142 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:10 1210.02 Palo Alto Airport B-15-1.0 SoilSample Matrix: Lab Sample ID: 1105106-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 3.8 8.6 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 4.0 8.6 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.3 8.6 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 4.0 8.6 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 2.5 8.6 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.3 8.6 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 3.2 8.6 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 1.7 8.6 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 0.96 8.6 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.2 8.6 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 18 43 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 1.9 8.6 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.1 8.6 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.1 8.6 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.5 8.6 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.1 8.6 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 2.0 8.6 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.0 8.6 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.4 8.6 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.0 8.6 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.2 8.6 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.3 8.6 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 1.8 8.6 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 1.6 8.6 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 3.3 8.6 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 1.9 8.6 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.1 8.6 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 0.96 8.6 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 3.9 8.6 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.2 8.6 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 0.84 8.6 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 1.6 8.6 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 0.99 8.6 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 1.6 8.6 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 0.96 8.6 NA1 SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 1.8 8.6 NA1 Page 45 of 111Total Page Count: 111 Exhibit M - 143 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:10 1210.02 Palo Alto Airport B-15-1.0 SoilSample Matrix: Lab Sample ID: 1105106-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.5 8.6 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.74 8.6 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 3.6 8.6 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.74 8.6 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 1.6 8.6 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.57 4.3 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.66 8.6 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 1.6 8.6 NA1 SW8260B NA 405068ug/KgNDIsopropyl Benzene 05/20/11 1.1 8.6 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.2 8.6 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.0 8.6 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 2.6 8.6 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 0.97 8.6 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 2.9 8.6 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.4 8.6 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.4 8.6 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.2 8.6 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 0.93 8.6 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.4 8.6 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.3 8.6 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 1.5 8.6 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.3 8.6 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 1.9 8.6 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.1 8.6 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 3.6 8.6 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.2 8.6 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 1.8 8.6 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 2.4 8.6 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 2.5 8.6 NA1 SW8260B NA 405068%108(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%113(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%123(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 46 of 111Total Page Count: 111 Exhibit M - 144 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:10 1210.02 Palo Alto Airport B-15-1.0 SoilSample Matrix: Lab Sample ID: 1105106-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/KgNDTPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%82.4Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 15 86 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 15 86 NA1 TPH-GCMS NA 405070%54(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 47 of 111Total Page Count: 111 Exhibit M - 145 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:15 1210.02 Palo Alto Airport B-15-7.0 SoilSample Matrix: Lab Sample ID: 1105106-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405050mg/KgNDAntimony05/20/11 0.20 5.0 26661 SW6010B 5/19/11 405050mg/Kg4.3Arsenic05/20/11 0.28 1.7 26661 SW6010B 5/19/11 405050mg/Kg36Barium05/20/11 1 5.0 26661 SW6010B 5/19/11 405050mg/KgNDBeryllium05/20/11 0.0840 2.0 26661 SW6010B 5/19/11 405050mg/KgNDCadmium05/20/11 0.0590 1.0 26661 SW6010B 5/19/11 405050mg/Kg33Chromium05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg6.1Cobalt05/20/11 0.14 5.0 26661 SW6010B 5/19/11 405050mg/Kg23Copper05/20/11 0.0900 5.0 26661 SW6010B 5/19/11 405050mg/Kg5.7Lead05/20/11 0.043 1.0 26661 SW6010B 5/19/11 405050mg/Kg5.4Molybdenum05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg38Nickel05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSelenium05/20/11 0.29 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSilver05/20/11 1.0 1.0 26661 SW6010B 5/19/11 405050mg/KgNDThallium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg37Vanadium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg59Zinc05/20/11 0.59 5.0 26661 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/17/11 405006mg/KgNDMercury 05/18/11 0.01 0.10 26441 Page 48 of 111Total Page Count: 111 Exhibit M - 146 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:15 1210.02 Palo Alto Airport B-15-7.0 SoilSample Matrix: Lab Sample ID: 1105106-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/23/11 405125ug/KgNDalpha-BHC 05/23/11 0.44 2.0 26951 SW8081A 5/23/11 405125ug/KgNDgamma-BHC 05/23/11 0.40 2.0 26951 SW8081A 5/23/11 405125ug/KgNDbeta-BHC 05/23/11 0.36 2.0 26951 SW8081A 5/23/11 405125ug/KgNDdelta-BHC 05/23/11 0.49 2.0 26951 SW8081A 5/23/11 405125ug/KgNDHeptachlor 05/23/11 1.1 2.0 26951 SW8081A 5/23/11 405125ug/KgNDAldrin 05/23/11 0.44 2.0 26951 SW8081A 5/23/11 405125ug/KgNDHeptachlor epoxide 05/23/11 0.32 2.0 26951 SW8081A 5/23/11 405125ug/KgNDgamma-Chlordane 05/23/11 0.42 2.0 26951 SW8081A 5/23/11 405125ug/KgNDalpha-Chlordane 05/23/11 0.36 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndosulfan I 05/23/11 0.59 2.0 26951 SW8081A 5/23/11 405125ug/KgND4,4'-DDE 05/23/11 0.48 2.0 26951 SW8081A 5/23/11 405125ug/KgNDDieldrin 05/23/11 0.43 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndrin 05/23/11 0.57 2.0 26951 SW8081A 5/23/11 405125ug/KgND4,4'-DDD 05/23/11 0.47 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndosulfan II 05/23/11 1.5 2.0 26951 SW8081A 5/23/11 405125ug/KgND4,4'-DDT 05/23/11 0.81 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndrin aldehyde 05/23/11 1.0 2.0 26951 SW8081A 5/23/11 405125ug/KgNDEndosulfan sulfate 05/23/11 0.49 2.0 26951 SW8081A 5/23/11 405125ug/KgNDMethoxychlor 05/23/11 0.62 5.0 26951 SW8081A 5/23/11 405125ug/KgNDEndrin Ketone 05/23/11 0.40 2.0 26951 SW8081A 5/23/11 405125ug/KgNDChlordane 05/23/11 10 20 26951 SW8081A 5/23/11 405125ug/KgNDToxaphene 05/23/11 10 100 26951 SW8081A 5/23/11 405125%67.9TCMX (S) 05/23/11 52.5 139 26951 SW8081A 5/23/11 405125%68.1DCBP (S) 05/23/11 50.2 139 26951 Page 49 of 111Total Page Count: 111 Exhibit M - 147 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:15 1210.02 Palo Alto Airport B-15-7.0 SoilSample Matrix: Lab Sample ID: 1105106-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/19/11 405088mg/KgNDAroclor1016 05/22/11 0.0230 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1221 05/22/11 0.0920 0.20 26571 SW8082 5/19/11 405088mg/KgNDAroclor1232 05/22/11 0.0460 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1242 05/22/11 0.0430 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1248 05/22/11 0.0360 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1254 05/22/11 0.0240 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1260 05/22/11 0.0270 0.10 26571 SW8082 5/19/11 405088%50.9TCMX (S) 05/22/11 50.4 136 26571 SW8082 5/19/11 405088S%34.2DCBP (S) 05/22/11 55.1 113 26571 Surrogate recovery of DCBP is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 50 of 111Total Page Count: 111 Exhibit M - 148 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:15 1210.02 Palo Alto Airport B-15-7.0 SoilSample Matrix: Lab Sample ID: 1105106-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 4.8 11 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 5.0 11 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.9 11 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 5.1 11 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 3.1 11 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 4.0 11 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 2.2 11 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.8 11 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 23 55 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 2.4 11 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.6 11 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.9 11 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 2.5 11 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.8 11 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 2.2 11 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 2.1 11 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 4.2 11 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 2.4 11 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 4.9 11 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.5 11 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 1.1 11 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 1.2 11 NA1 Page 51 of 111Total Page Count: 111 Exhibit M - 149 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:15 1210.02 Palo Alto Airport B-15-7.0 SoilSample Matrix: Lab Sample ID: 1105106-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 2.2 11 NA1 SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.9 11 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.94 11 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 4.6 11 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.94 11 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.72 5.5 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.83 11 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 2.1 11 NA1 SW8260B NA 405068ug/KgNDIsopropyl Benzene 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 3.3 11 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 3.6 11 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.8 11 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 2.4 11 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 4.6 11 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.8 11 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 2.3 11 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 3.1 11 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 3.1 11 NA1 SW8260B NA 405068%106(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%120(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%117(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 52 of 111Total Page Count: 111 Exhibit M - 150 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 10:15 1210.02 Palo Alto Airport B-15-7.0 SoilSample Matrix: Lab Sample ID: 1105106-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/KgNDTPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%82.9Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 19 110 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 19 110 NA1 TPH-GCMS NA 405070%56(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 53 of 111Total Page Count: 111 Exhibit M - 151 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 11:20 1210.02 Palo Alto Airport B-19-3.0 SoilSample Matrix: Lab Sample ID: 1105106-015A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101xmg/Kg6.8TPH as Motor Oil (SG) 05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%88.0Pentacosane (S) 05/22/11 61.5 133 26731 x-Unknown hydrocarbon peaks present within the motor oil quantitation range.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS 5/23/11 405110ug/Kg4100TPH(Aviation Gas) 05/23/11 85 500 26895 TPH-GCMS 5/23/11 405110ug/KgNDTPH(Gasoline) 05/23/11 85 500 26895 TPH-GCMS 5/23/11 405110%77(S) 4-Bromofluorobenzene 05/23/11 43.9 127 26895 Page 54 of 111Total Page Count: 111 Exhibit M - 152 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 11:25 1210.02 Palo Alto Airport B-19-7.5 SoilSample Matrix: Lab Sample ID: 1105106-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/KgNDTPH as Motor Oil (SG) 05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%83.7Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 17 100 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 17 100 NA1 TPH-GCMS NA 405070%49(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 55 of 111Total Page Count: 111 Exhibit M - 153 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:20 1210.02 Palo Alto Airport B-20-2.0 SoilSample Matrix: Lab Sample ID: 1105106-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 4.3 9.8 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 4.5 9.8 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.6 9.8 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 4.6 9.8 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 2.8 9.8 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.5 9.8 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 3.6 9.8 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 1.9 9.8 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 1.1 9.8 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.5 9.8 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 20 49 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 2.1 9.8 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.3 9.8 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.4 9.8 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.7 9.8 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.2 9.8 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 2.2 9.8 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.2 9.8 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.6 9.8 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.2 9.8 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.4 9.8 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.5 9.8 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 2.0 9.8 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 1.9 9.8 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 3.8 9.8 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 2.2 9.8 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.3 9.8 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 1.1 9.8 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 4.4 9.8 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.4 9.8 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 0.96 9.8 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 1.8 9.8 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 1.1 9.8 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 1.8 9.8 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 1.1 9.8 NA1 SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 2.0 9.8 NA1 Page 56 of 111Total Page Count: 111 Exhibit M - 154 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:20 1210.02 Palo Alto Airport B-20-2.0 SoilSample Matrix: Lab Sample ID: 1105106-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.7 9.8 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.84 9.8 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 4.1 9.8 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.84 9.8 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 1.8 9.8 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.65 4.9 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.75 9.8 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 1.9 9.8 NA1 SW8260B NA 405068ug/Kg11Isopropyl Benzene 05/20/11 1.2 9.8 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.4 9.8 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.2 9.8 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 3.0 9.8 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 1.1 9.8 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 3.3 9.8 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.6 9.8 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.6 9.8 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.4 9.8 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 1.1 9.8 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.6 9.8 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.4 9.8 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 1.8 9.8 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.5 9.8 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 2.1 9.8 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.3 9.8 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 4.1 9.8 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.5 9.8 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 2.1 9.8 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 2.8 9.8 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 2.8 9.8 NA1 SW8260B NA 405068%126(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%115(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%136(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 57 of 111Total Page Count: 111 Exhibit M - 155 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:20 1210.02 Palo Alto Airport B-20-2.0 SoilSample Matrix: Lab Sample ID: 1105106-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101xmg/Kg12TPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%71.4Pentacosane (S) 05/22/11 61.5 133 26731 x-Unknown hydrocarbon peaks present within the motor oil quantitation range.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405100ug/Kg2200TPH(Aviation Gas) 05/21/11 85 500 NA5 TPH-GCMS NA 405100ug/KgNDTPH(Gasoline) 05/21/11 85 500 NA5 TPH-GCMS NA 405100%90(S) 4-Bromofluorobenzene 05/21/11 43.9 127 NA5 Page 58 of 111Total Page Count: 111 Exhibit M - 156 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:25 1210.02 Palo Alto Airport B-20-7.0 SoilSample Matrix: Lab Sample ID: 1105106-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405110ug/KgNDDichlorodifluoromethane 05/23/11 22 50 NA5 SW8260B NA 405110ug/KgNDChloromethane 05/23/11 23 50 NA5 SW8260B NA 405110ug/KgNDVinyl Chloride 05/23/11 13 50 NA5 SW8260B NA 405110ug/KgNDBromomethane 05/23/11 23 50 NA5 SW8260B NA 405110ug/KgNDTrichlorofluoromethane 05/23/11 14 50 NA5 SW8260B NA 405110ug/KgND1,1-Dichloroethene 05/23/11 7.7 50 NA5 SW8260B NA 405110ug/KgNDFreon 113 05/23/11 19 50 NA5 SW8260B NA 405110ug/KgNDMethylene Chloride 05/23/11 9.9 50 NA5 SW8260B NA 405110ug/KgNDtrans-1,2-Dichloroethene 05/23/11 5.6 50 NA5 SW8260B NA 405110ug/KgNDMTBE 05/23/11 13 50 NA5 SW8260B NA 405110ug/KgNDtert-Butanol 05/23/11 100 250 NA5 SW8260B NA 405110ug/KgNDDiisopropyl ether (DIPE) 05/23/11 11 50 NA5 SW8260B NA 405110ug/KgND1,1-Dichloroethane 05/23/11 6.4 50 NA5 SW8260B NA 405110ug/KgNDETBE 05/23/11 12 50 NA5 SW8260B NA 405110ug/KgNDcis-1,2-Dichloroethene 05/23/11 8.8 50 NA5 SW8260B NA 405110ug/KgND2,2-Dichloropropane 05/23/11 6.2 50 NA5 SW8260B NA 405110ug/KgNDBromochloromethane 05/23/11 11 50 NA5 SW8260B NA 405110ug/KgNDChloroform 05/23/11 6.1 50 NA5 SW8260B NA 405110ug/KgNDCarbon Tetrachloride 05/23/11 8.1 50 NA5 SW8260B NA 405110ug/KgND1,1,1-Trichloroethane 05/23/11 6.1 50 NA5 SW8260B NA 405110ug/KgND1,1-Dichloropropene 05/23/11 7.2 50 NA5 SW8260B NA 405110ug/KgNDBenzene 05/23/11 7.5 50 NA5 SW8260B NA 405110ug/KgNDTAME 05/23/11 10 50 NA5 SW8260B NA 405110ug/KgND1,2-Dichloroethane 05/23/11 9.5 50 NA5 SW8260B NA 405110ug/KgNDTrichloroethylene 05/23/11 19 50 NA5 SW8260B NA 405110ug/KgNDDibromomethane 05/23/11 11 50 NA5 SW8260B NA 405110ug/KgND1,2-Dichloropropane 05/23/11 6.5 50 NA5 SW8260B NA 405110ug/KgNDBromodichloromethane 05/23/11 5.6 50 NA5 SW8260B NA 405110ug/KgND2-Chloroethyl vinyl ether 05/23/11 22 50 NA5 SW8260B NA 405110ug/KgNDcis-1,3-Dichloropropene 05/23/11 7.1 50 NA5 SW8260B NA 405110ug/KgNDToluene 05/23/11 4.9 50 NA5 SW8260B NA 405110ug/KgNDTetrachloroethylene 05/23/11 9.0 50 NA5 SW8260B NA 405110ug/KgNDtrans-1,3-Dichloropropene 05/23/11 5.8 50 NA5 SW8260B NA 405110ug/KgND1,1,2-Trichloroethane 05/23/11 9.1 50 NA5 SW8260B NA 405110ug/KgNDDibromochloromethane 05/23/11 5.6 50 NA5 Page 59 of 111Total Page Count: 111 Exhibit M - 157 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:25 1210.02 Palo Alto Airport B-20-7.0 SoilSample Matrix: Lab Sample ID: 1105106-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405110ug/KgND1,3-Dichloropropane 05/23/11 10 50 NA5 SW8260B NA 405110ug/KgND1,2-Dibromoethane 05/23/11 8.7 50 NA5 SW8260B NA 405110ug/KgNDEthyl Benzene 05/23/11 4.3 50 NA5 SW8260B NA 405110ug/KgNDChlorobenzene 05/23/11 21 50 NA5 SW8260B NA 405110ug/KgND1,1,1,2-Tetrachloroethane 05/23/11 4.3 50 NA5 SW8260B NA 405110ug/KgNDm,p-Xylene 05/23/11 9.3 50 NA5 SW8260B NA 405110ug/KgNDo-Xylene 05/23/11 3.3 25 NA5 SW8260B NA 405110ug/KgNDStyrene 05/23/11 3.8 50 NA5 SW8260B NA 405110ug/KgNDBromoform 05/23/11 9.5 50 NA5 SW8260B NA 405110ug/KgNDIsopropyl Benzene 05/23/11 6.2 50 NA5 SW8260B NA 405110ug/KgNDn-Propylbenzene 05/23/11 7.1 50 NA5 SW8260B NA 405110ug/KgNDBromobenzene 05/23/11 5.9 50 NA5 SW8260B NA 405110ug/KgND1,1,2,2-Tetrachloroethane 05/23/11 15 50 NA5 SW8260B NA 405110ug/KgND1,3,5-Trimethylbenzene 05/23/11 5.6 50 NA5 SW8260B NA 405110ug/KgND1,2,3-Trichloropropane 05/23/11 17 50 NA5 SW8260B NA 405110ug/KgND4-Chlorotoluene 05/23/11 7.9 50 NA5 SW8260B NA 405110ug/KgND2-Chlorotoluene 05/23/11 7.9 50 NA5 SW8260B NA 405110ug/KgNDtert-Butylbenzene 05/23/11 7.2 50 NA5 SW8260B NA 405110ug/KgND1,2,4-Trimethylbenzene 05/23/11 5.4 50 NA5 SW8260B NA 405110ug/KgNDsec-Butyl Benzene 05/23/11 8.2 50 NA5 SW8260B NA 405110ug/KgNDp-Isopropyltoluene 05/23/11 7.3 50 NA5 SW8260B NA 405110ug/KgND1,3-Dichlorobenzene 05/23/11 9.0 50 NA5 SW8260B NA 405110ug/KgND1,4-Dichlorobenzene 05/23/11 7.5 50 NA5 SW8260B NA 405110ug/KgNDn-Butylbenzene 05/23/11 11 50 NA5 SW8260B NA 405110ug/KgND1,2-Dichlorobenzene 05/23/11 6.6 50 NA5 SW8260B NA 405110ug/KgND1,2-Dibromo-3-Chloropropane 05/23/11 21 50 NA5 SW8260B NA 405110ug/KgNDHexachlorobutadiene 05/23/11 13 50 NA5 SW8260B NA 405110ug/KgND1,2,4-Trichlorobenzene 05/23/11 11 50 NA5 SW8260B NA 405110ug/KgNDNaphthalene 05/23/11 14 50 NA5 SW8260B NA 405110ug/KgND1,2,3-Trichlorobenzene 05/23/11 14 50 NA5 SW8260B NA 405110%97.5(S) Dibromofluoromethane 05/23/11 59.8 148 NA5 SW8260B NA 405110%111(S) Toluene-d8 05/23/11 55.2 133 NA5 SW8260B NA 405110%93.2(S) 4-Bromofluorobenzene 05/23/11 55.8 141 NA5 Sample analyzed at a 5 fold diltution due to interference from high concentration of Aviation Fuel.NOTE: Page 60 of 111Total Page Count: 111 Exhibit M - 158 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 12:25 1210.02 Palo Alto Airport B-20-7.0 SoilSample Matrix: Lab Sample ID: 1105106-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/KgNDTPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%65.9Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS 5/23/11 405110ug/Kg2200TPH(Aviation Gas) 05/23/11 85 500 26895 TPH-GCMS 5/23/11 405110ug/KgNDTPH(Gasoline) 05/23/11 85 500 26895 TPH-GCMS 5/23/11 405110%79(S) 4-Bromofluorobenzene 05/23/11 43.9 127 26895 Page 61 of 111Total Page Count: 111 Exhibit M - 159 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 14:05 1210.02 Palo Alto Airport B-17-1.0 SoilSample Matrix: Lab Sample ID: 1105106-019A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/Kg27TPH as Motor Oil (SG) 05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%71.9Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 17 100 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 17 100 NA1 TPH-GCMS NA 405070%47(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 62 of 111Total Page Count: 111 Exhibit M - 160 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 14:10 1210.02 Palo Alto Airport B-17-7.0 SoilSample Matrix: Lab Sample ID: 1105106-020A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/Kg4.3TPH as Motor Oil (SG) 05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%78.7Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405100ug/KgNDTPH(Aviation Gas) 05/21/11 17 100 NA1 TPH-GCMS NA 405100ug/KgNDTPH(Gasoline) 05/21/11 17 100 NA1 TPH-GCMS NA 405100%62(S) 4-Bromofluorobenzene 05/21/11 43.9 127 NA1 Page 63 of 111Total Page Count: 111 Exhibit M - 161 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:10 1210.02 Palo Alto Airport B-16-1.0 SoilSample Matrix: Lab Sample ID: 1105106-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405050mg/KgNDAntimony05/20/11 0.20 5.0 26661 SW6010B 5/19/11 405050mg/Kg4.8Arsenic05/20/11 0.28 1.7 26661 SW6010B 5/19/11 405050mg/Kg120Barium05/20/11 1 5.0 26661 SW6010B 5/19/11 405050mg/KgNDBeryllium05/20/11 0.0840 2.0 26661 SW6010B 5/19/11 405050mg/KgNDCadmium05/20/11 0.0590 1.0 26661 SW6010B 5/19/11 405050mg/Kg59Chromium05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg9.9Cobalt05/20/11 0.14 5.0 26661 SW6010B 5/19/11 405050mg/Kg32Copper05/20/11 0.0900 5.0 26661 SW6010B 5/19/11 405050mg/Kg7.9Lead05/20/11 0.043 1.0 26661 SW6010B 5/19/11 405050mg/KgNDMolybdenum05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg49Nickel05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSelenium05/20/11 0.29 5.0 26661 SW6010B 5/19/11 405050mg/Kg2.3Silver05/20/11 1.0 1.0 26661 SW6010B 5/19/11 405050mg/KgNDThallium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg51Vanadium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg51Zinc05/20/11 0.59 5.0 26661 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/17/11 405006mg/KgNDMercury 05/18/11 0.01 0.10 26441 Page 64 of 111Total Page Count: 111 Exhibit M - 162 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:10 1210.02 Palo Alto Airport B-16-1.0 SoilSample Matrix: Lab Sample ID: 1105106-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/19/11 405122ug/KgNDalpha-BHC 05/20/11 0.44 2.0 26581 SW8081A 5/19/11 405122ug/KgNDgamma-BHC 05/20/11 0.40 2.0 26581 SW8081A 5/19/11 405122ug/KgNDbeta-BHC 05/20/11 0.36 2.0 26581 SW8081A 5/19/11 405122ug/KgNDdelta-BHC 05/20/11 0.49 2.0 26581 SW8081A 5/19/11 405122ug/KgNDHeptachlor 05/20/11 1.1 2.0 26581 SW8081A 5/19/11 405122ug/KgNDAldrin 05/20/11 0.44 2.0 26581 SW8081A 5/19/11 405122ug/KgNDHeptachlor epoxide 05/20/11 0.32 2.0 26581 SW8081A 5/19/11 405122ug/KgNDgamma-Chlordane 05/20/11 0.42 2.0 26581 SW8081A 5/19/11 405122ug/KgNDalpha-Chlordane 05/20/11 0.36 2.0 26581 SW8081A 5/19/11 405122ug/KgNDEndosulfan I 05/20/11 0.59 2.0 26581 SW8081A 5/19/11 405122ug/KgND4,4'-DDE 05/20/11 0.48 2.0 26581 SW8081A 5/19/11 405122ug/KgNDDieldrin 05/20/11 0.43 2.0 26581 SW8081A 5/19/11 405122ug/KgNDEndrin 05/20/11 0.57 2.0 26581 SW8081A 5/19/11 405122ug/KgND4,4'-DDD 05/20/11 0.47 2.0 26581 SW8081A 5/19/11 405122ug/KgNDEndosulfan II 05/20/11 1.5 2.0 26581 SW8081A 5/19/11 405122ug/KgND4,4'-DDT 05/20/11 0.81 2.0 26581 SW8081A 5/19/11 405122ug/KgNDEndrin aldehyde 05/20/11 1.0 2.0 26581 SW8081A 5/19/11 405122ug/KgNDEndosulfan sulfate 05/20/11 0.49 2.0 26581 SW8081A 5/19/11 405122ug/KgNDMethoxychlor 05/20/11 0.62 5.0 26581 SW8081A 5/19/11 405122ug/KgNDEndrin Ketone 05/20/11 0.40 2.0 26581 SW8081A 5/19/11 405122ug/KgNDChlordane 05/20/11 10 20 26581 SW8081A 5/19/11 405122ug/KgNDToxaphene 05/20/11 10 100 26581 SW8081A 5/19/11 405122%68.6TCMX (S) 05/20/11 52.5 139 26581 SW8081A 5/19/11 405122S%47.3DCBP (S) 05/20/11 50.2 139 26581 Surrogate recovery of DCBP is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 65 of 111Total Page Count: 111 Exhibit M - 163 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:10 1210.02 Palo Alto Airport B-16-1.0 SoilSample Matrix: Lab Sample ID: 1105106-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/19/11 405088mg/KgNDAroclor1016 05/22/11 0.0230 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1221 05/22/11 0.0920 0.20 26571 SW8082 5/19/11 405088mg/KgNDAroclor1232 05/22/11 0.0460 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1242 05/22/11 0.0430 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1248 05/22/11 0.0360 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1254 05/22/11 0.0240 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1260 05/22/11 0.0270 0.10 26571 SW8082 5/19/11 405088%76.1TCMX (S) 05/22/11 50.4 136 26571 SW8082 5/19/11 405088S%50.6DCBP (S) 05/22/11 55.1 113 26571 Surrogate recovery of DCBP is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 66 of 111Total Page Count: 111 Exhibit M - 164 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:10 1210.02 Palo Alto Airport B-16-1.0 SoilSample Matrix: Lab Sample ID: 1105106-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 3.7 8.4 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 3.9 8.4 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.2 8.4 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 3.9 8.4 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 2.4 8.4 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.3 8.4 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 3.1 8.4 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 1.7 8.4 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 0.93 8.4 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.2 8.4 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 17 42 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 1.8 8.4 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.1 8.4 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.0 8.4 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.5 8.4 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.0 8.4 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 1.9 8.4 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.0 8.4 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.4 8.4 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.0 8.4 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.2 8.4 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.3 8.4 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 1.7 8.4 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 1.6 8.4 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 3.3 8.4 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 1.8 8.4 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.1 8.4 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 0.94 8.4 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 3.8 8.4 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.2 8.4 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 0.82 8.4 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 1.5 8.4 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 0.97 8.4 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 1.5 8.4 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 0.94 8.4 NA1 SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 1.7 8.4 NA1 Page 67 of 111Total Page Count: 111 Exhibit M - 165 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:10 1210.02 Palo Alto Airport B-16-1.0 SoilSample Matrix: Lab Sample ID: 1105106-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.5 8.4 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.72 8.4 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 3.5 8.4 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.72 8.4 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 1.6 8.4 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.56 4.2 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.64 8.4 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 1.6 8.4 NA1 SW8260B NA 405068ug/KgNDIsopropyl Benzene 05/20/11 1.0 8.4 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.2 8.4 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.0 8.4 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 2.5 8.4 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 0.95 8.4 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 2.8 8.4 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.3 8.4 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.3 8.4 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.2 8.4 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 0.91 8.4 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.4 8.4 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.2 8.4 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 1.5 8.4 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.3 8.4 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 1.8 8.4 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.1 8.4 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 3.6 8.4 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.1 8.4 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 1.8 8.4 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 2.4 8.4 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 2.4 8.4 NA1 SW8260B NA 405068%121(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%96.4(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%94.2(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 68 of 111Total Page Count: 111 Exhibit M - 166 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:10 1210.02 Palo Alto Airport B-16-1.0 SoilSample Matrix: Lab Sample ID: 1105106-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/Kg4.4TPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%88.0Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/Kg2000TPH(Aviation Gas) 05/20/11 14 84 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 14 84 NA1 TPH-GCMS NA 405070%69(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Sample chromatogram match Aviation gas standard pattern (possibly aged Aviation gas). Reported value includes amount of heavier hydrocarbons within range of C5-C12 quantified as Gasoline. NOTE: Page 69 of 111Total Page Count: 111 Exhibit M - 167 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:15 1210.02 Palo Alto Airport B-16-7.0 SoilSample Matrix: Lab Sample ID: 1105106-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405050mg/Kg13Antimony05/20/11 0.20 5.0 26661 SW6010B 5/19/11 405050mg/Kg1.9Arsenic05/20/11 0.28 1.7 26661 SW6010B 5/19/11 405050mg/Kg89Barium05/20/11 1 5.0 26661 SW6010B 5/19/11 405050mg/KgNDBeryllium05/20/11 0.0840 2.0 26661 SW6010B 5/19/11 405050mg/KgNDCadmium05/20/11 0.0590 1.0 26661 SW6010B 5/19/11 405050mg/Kg91Chromium05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg26Cobalt05/20/11 0.14 5.0 26661 SW6010B 5/19/11 405050mg/Kg44Copper05/20/11 0.0900 5.0 26661 SW6010B 5/19/11 405050mg/Kg7.4Lead05/20/11 0.043 1.0 26661 SW6010B 5/19/11 405050mg/KgNDMolybdenum05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg71Nickel05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSelenium05/20/11 0.29 5.0 26661 SW6010B 5/19/11 405050mg/Kg8.5Silver05/20/11 1.0 1.0 26661 SW6010B 5/19/11 405050mg/KgNDThallium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg100Vanadium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg45Zinc05/20/11 0.59 5.0 26661 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/17/11 405006mg/KgNDMercury 05/18/11 0.01 0.10 26441 Page 70 of 111Total Page Count: 111 Exhibit M - 168 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:15 1210.02 Palo Alto Airport B-16-7.0 SoilSample Matrix: Lab Sample ID: 1105106-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/19/11 405122ug/KgNDalpha-BHC 05/20/11 4.4 20 265810 SW8081A 5/19/11 405122ug/KgNDgamma-BHC 05/20/11 4.0 20 265810 SW8081A 5/19/11 405122ug/KgNDbeta-BHC 05/20/11 3.6 20 265810 SW8081A 5/19/11 405122ug/KgNDdelta-BHC 05/20/11 4.9 20 265810 SW8081A 5/19/11 405122ug/KgNDHeptachlor 05/20/11 11 20 265810 SW8081A 5/19/11 405122ug/KgNDAldrin 05/20/11 4.4 20 265810 SW8081A 5/19/11 405122ug/KgNDHeptachlor epoxide 05/20/11 3.2 20 265810 SW8081A 5/19/11 405122ug/KgNDgamma-Chlordane 05/20/11 4.2 20 265810 SW8081A 5/19/11 405122ug/KgNDalpha-Chlordane 05/20/11 3.6 20 265810 SW8081A 5/19/11 405122ug/KgNDEndosulfan I 05/20/11 5.9 20 265810 SW8081A 5/19/11 405122ug/KgND4,4'-DDE 05/20/11 4.8 20 265810 SW8081A 5/19/11 405122ug/KgNDDieldrin 05/20/11 4.3 20 265810 SW8081A 5/19/11 405122ug/KgNDEndrin 05/20/11 5.7 20 265810 SW8081A 5/19/11 405122ug/KgND4,4'-DDD 05/20/11 4.7 20 265810 SW8081A 5/19/11 405122ug/KgNDEndosulfan II 05/20/11 15 20 265810 SW8081A 5/19/11 405122ug/KgND4,4'-DDT 05/20/11 8.1 20 265810 SW8081A 5/19/11 405122ug/KgNDEndrin aldehyde 05/20/11 10 20 265810 SW8081A 5/19/11 405122ug/KgNDEndosulfan sulfate 05/20/11 4.9 20 265810 SW8081A 5/19/11 405122ug/KgNDMethoxychlor 05/20/11 6.2 50 265810 SW8081A 5/19/11 405122ug/KgNDEndrin Ketone 05/20/11 4.0 20 265810 SW8081A 5/19/11 405122ug/KgNDChlordane 05/20/11 100 200 265810 SW8081A 5/19/11 405122ug/KgNDToxaphene 05/20/11 100 100 265810 SW8081A 5/19/11 405122%90.6TCMX (S) 05/20/11 52.5 139 265810 SW8081A 5/19/11 405122%66.8DCBP (S) 05/20/11 50.2 139 265810 Reporting limits increased due to the nature of the sample matrix (dark color extract). Toxaphene reported to the MDL.NOTE: Page 71 of 111Total Page Count: 111 Exhibit M - 169 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:15 1210.02 Palo Alto Airport B-16-7.0 SoilSample Matrix: Lab Sample ID: 1105106-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/19/11 405088mg/KgNDAroclor1016 05/22/11 0.0230 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1221 05/22/11 0.0920 0.20 26571 SW8082 5/19/11 405088mg/KgNDAroclor1232 05/22/11 0.0460 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1242 05/22/11 0.0430 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1248 05/22/11 0.0360 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1254 05/22/11 0.0240 0.10 26571 SW8082 5/19/11 405088mg/KgNDAroclor1260 05/22/11 0.0270 0.10 26571 SW8082 5/19/11 405088%72.0TCMX (S) 05/22/11 50.4 136 26571 SW8082 5/19/11 405088%56.7DCBP (S) 05/22/11 55.1 113 26571 Page 72 of 111Total Page Count: 111 Exhibit M - 170 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:15 1210.02 Palo Alto Airport B-16-7.0 SoilSample Matrix: Lab Sample ID: 1105106-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDDichlorodifluoromethane 05/20/11 4.6 11 NA1 SW8260B NA 405068ug/KgNDChloromethane 05/20/11 4.9 11 NA1 SW8260B NA 405068ug/KgNDVinyl Chloride 05/20/11 2.8 11 NA1 SW8260B NA 405068ug/KgNDBromomethane 05/20/11 4.9 11 NA1 SW8260B NA 405068ug/KgNDTrichlorofluoromethane 05/20/11 3.1 11 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDFreon 113 05/20/11 3.9 11 NA1 SW8260B NA 405068ug/KgNDMethylene Chloride 05/20/11 2.1 11 NA1 SW8260B NA 405068ug/KgNDtrans-1,2-Dichloroethene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.7 11 NA1 SW8260B NA 405068ug/KgNDtert-Butanol 05/20/11 22 53 NA1 SW8260B NA 405068ug/KgNDDiisopropyl ether (DIPE) 05/20/11 2.3 11 NA1 SW8260B NA 405068ug/KgND1,1-Dichloroethane 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgNDETBE 05/20/11 2.6 11 NA1 SW8260B NA 405068ug/KgNDcis-1,2-Dichloroethene 05/20/11 1.9 11 NA1 SW8260B NA 405068ug/KgND2,2-Dichloropropane 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgNDBromochloromethane 05/20/11 2.4 11 NA1 SW8260B NA 405068ug/KgNDChloroform 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgNDCarbon Tetrachloride 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgND1,1,1-Trichloroethane 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgND1,1-Dichloropropene 05/20/11 1.5 11 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDTAME 05/20/11 2.2 11 NA1 SW8260B NA 405068ug/KgND1,2-Dichloroethane 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgNDTrichloroethylene 05/20/11 4.1 11 NA1 SW8260B NA 405068ug/KgNDDibromomethane 05/20/11 2.3 11 NA1 SW8260B NA 405068ug/KgND1,2-Dichloropropane 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgNDBromodichloromethane 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgND2-Chloroethyl vinyl ether 05/20/11 4.8 11 NA1 SW8260B NA 405068ug/KgNDcis-1,3-Dichloropropene 05/20/11 1.5 11 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 1.0 11 NA1 SW8260B NA 405068ug/KgNDTetrachloroethylene 05/20/11 1.9 11 NA1 SW8260B NA 405068ug/KgNDtrans-1,3-Dichloropropene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgND1,1,2-Trichloroethane 05/20/11 1.9 11 NA1 SW8260B NA 405068ug/KgNDDibromochloromethane 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgND1,3-Dichloropropane 05/20/11 2.2 11 NA1 Page 73 of 111Total Page Count: 111 Exhibit M - 171 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:15 1210.02 Palo Alto Airport B-16-7.0 SoilSample Matrix: Lab Sample ID: 1105106-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgND1,2-Dibromoethane 05/20/11 1.8 11 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.91 11 NA1 SW8260B NA 405068ug/KgNDChlorobenzene 05/20/11 4.5 11 NA1 SW8260B NA 405068ug/KgND1,1,1,2-Tetrachloroethane 05/20/11 0.91 11 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.70 5.3 NA1 SW8260B NA 405068ug/KgNDStyrene 05/20/11 0.81 11 NA1 SW8260B NA 405068ug/KgNDBromoform 05/20/11 2.0 11 NA1 SW8260B NA 405068ug/KgNDIsopropyl Benzene 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgNDn-Propylbenzene 05/20/11 1.5 11 NA1 SW8260B NA 405068ug/KgNDBromobenzene 05/20/11 1.3 11 NA1 SW8260B NA 405068ug/KgND1,1,2,2-Tetrachloroethane 05/20/11 3.2 11 NA1 SW8260B NA 405068ug/KgND1,3,5-Trimethylbenzene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichloropropane 05/20/11 3.5 11 NA1 SW8260B NA 405068ug/KgND4-Chlorotoluene 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgND2-Chlorotoluene 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgNDtert-Butylbenzene 05/20/11 1.5 11 NA1 SW8260B NA 405068ug/KgND1,2,4-Trimethylbenzene 05/20/11 1.2 11 NA1 SW8260B NA 405068ug/KgNDsec-Butyl Benzene 05/20/11 1.7 11 NA1 SW8260B NA 405068ug/KgNDp-Isopropyltoluene 05/20/11 1.5 11 NA1 SW8260B NA 405068ug/KgND1,3-Dichlorobenzene 05/20/11 1.9 11 NA1 SW8260B NA 405068ug/KgND1,4-Dichlorobenzene 05/20/11 1.6 11 NA1 SW8260B NA 405068ug/KgNDn-Butylbenzene 05/20/11 2.3 11 NA1 SW8260B NA 405068ug/KgND1,2-Dichlorobenzene 05/20/11 1.4 11 NA1 SW8260B NA 405068ug/KgND1,2-Dibromo-3-Chloropropane 05/20/11 4.5 11 NA1 SW8260B NA 405068ug/KgNDHexachlorobutadiene 05/20/11 2.7 11 NA1 SW8260B NA 405068ug/KgND1,2,4-Trichlorobenzene 05/20/11 2.3 11 NA1 SW8260B NA 405068ug/KgNDNaphthalene 05/20/11 3.0 11 NA1 SW8260B NA 405068ug/KgND1,2,3-Trichlorobenzene 05/20/11 3.0 11 NA1 SW8260B NA 405068%118(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%107(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%137(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 74 of 111Total Page Count: 111 Exhibit M - 172 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 15:15 1210.02 Palo Alto Airport B-16-7.0 SoilSample Matrix: Lab Sample ID: 1105106-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/Kg46TPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%81.8Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 19 110 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 19 110 NA1 TPH-GCMS NA 405070%45(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 75 of 111Total Page Count: 111 Exhibit M - 173 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 17:30 1210.02 Palo Alto Airport IDW-S SoilSample Matrix: Lab Sample ID: 1105106-023A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/19/11 405050mg/KgNDAntimony05/20/11 0.20 5.0 26661 SW6010B 5/19/11 405050mg/Kg2.2Arsenic05/20/11 0.28 1.7 26661 SW6010B 5/19/11 405050mg/Kg44Barium05/20/11 1 5.0 26661 SW6010B 5/19/11 405050mg/KgNDBeryllium05/20/11 0.0840 2.0 26661 SW6010B 5/19/11 405050mg/KgNDCadmium05/20/11 0.0590 1.0 26661 SW6010B 5/19/11 405050mg/Kg44Chromium05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg5.4Cobalt05/20/11 0.14 5.0 26661 SW6010B 5/19/11 405050mg/Kg16Copper05/20/11 0.0900 5.0 26661 SW6010B 5/19/11 405050mg/Kg8.4Lead05/20/11 0.043 1.0 26661 SW6010B 5/19/11 405050mg/KgNDMolybdenum05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/Kg37Nickel05/20/11 0.0590 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSelenium05/20/11 0.29 5.0 26661 SW6010B 5/19/11 405050mg/KgNDSilver05/20/11 1.0 1.0 26661 SW6010B 5/19/11 405050mg/KgNDThallium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg33Vanadium05/20/11 0.12 5.0 26661 SW6010B 5/19/11 405050mg/Kg38Zinc05/20/11 0.59 5.0 26661 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/17/11 405006mg/KgNDMercury 05/18/11 0.01 0.10 26441 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405068ug/KgNDMTBE 05/20/11 2.6 10 NA1 SW8260B NA 405068ug/KgNDBenzene 05/20/11 1.5 10 NA1 SW8260B NA 405068ug/KgNDToluene 05/20/11 0.98 10 NA1 SW8260B NA 405068ug/KgNDEthyl Benzene 05/20/11 0.86 10 NA1 SW8260B NA 405068ug/KgNDm,p-Xylene 05/20/11 1.9 10 NA1 SW8260B NA 405068ug/KgNDo-Xylene 05/20/11 0.66 5.0 NA1 SW8260B NA 405068%98.3(S) Dibromofluoromethane 05/20/11 59.8 148 NA1 SW8260B NA 405068%98.5(S) Toluene-d8 05/20/11 55.2 133 NA1 SW8260B NA 405068%99.8(S) 4-Bromofluorobenzene 05/20/11 55.8 141 NA1 Page 76 of 111Total Page Count: 111 Exhibit M - 174 SAMPLE RESULTS Report prepared for: Date Reported: 05/26/11 Date Received: 05/13/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/13/11 / 17:30 1210.02 Palo Alto Airport IDW-S SoilSample Matrix: Lab Sample ID: 1105106-023A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/20/11 405101mg/KgNDTPH as Diesel (SG) 05/22/11 0.76 2.0 26731 SW8015B(M) 5/20/11 405101mg/Kg4.8TPH as Motor Oil (SG)05/22/11 1.8 4.0 26731 SW8015B(M) 5/20/11 405101%78.7Pentacosane (S) 05/22/11 61.5 133 26731 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405070ug/KgNDTPH(Aviation Gas) 05/20/11 17 100 NA1 TPH-GCMS NA 405070ug/KgNDTPH(Gasoline) 05/20/11 17 100 NA1 TPH-GCMS NA 405070%48(S) 4-Bromofluorobenzene 05/20/11 43.9 127 NA1 Page 77 of 111Total Page Count: 111 Exhibit M - 175 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/15/11 Prep Batch: Analytical Batch: 404986 mg/L 05/15/11 26113510_TPHSG1105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0440 0.10TPH as Diesel (SG)ND 0.0920 0.20TPH as Motor Oil (SG)ND Pentacosane (S) 75.9 Work Order: Matrix: Units: Prep Method: 7471ABAnalytical Method: Prep Date: Analyzed Date: 05/17/11 Prep Batch: Analytical Batch: 405006 mg/Kg 05/18/11 264474711105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.01 0.10Mercury ND Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405043 mg/Kg 05/20/11 26573545_PCB1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 118 DCBP (S) 113 Page 78 of 111Total Page Count: 111 Exhibit M - 176 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405088 mg/Kg 05/22/11 26573545_PCB1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 108 DCBP (S) 101 Page 79 of 111Total Page Count: 111 Exhibit M - 177 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405064 ug/Kg 05/18/11 26583545_OCP1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor ND 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 109 DCBP (S) 112 Page 80 of 111Total Page Count: 111 Exhibit M - 178 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405122 ug/Kg 05/20/11 26583545_OCP1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor ND 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 99.0 DCBP (S) 95.7 Page 81 of 111Total Page Count: 111 Exhibit M - 179 MB Summary Report Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405050 mg/Kg 05/20/11 266630501105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.20 5.0Antimony ND 0.28 1.7Arsenic ND 15.0BariumND 0.0840 2.0Beryllium ND 0.059 1.0Cadmium ND 0.059 5.0Chromium 0.11 0.14 5.0Cobalt ND 0.090 5.0Copper 0.52 0.043 1.0Lead 0.18 0.059 5.0Molybdenum 0.075 0.059 5.0Nickel 0.12 0.29 5.0Selenium ND 1.0 1.0Silver ND 0.12 5.0Thallium ND 0.12 5.0Vanadium ND 0.59 5.0Zinc ND Work Order: Matrix: Units: Prep Method: SW7470AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405046 mg/L 05/20/11 26677470A1105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.00005 0.0002Mercury ND Page 82 of 111Total Page Count: 111 Exhibit M - 180 MB Summary Report Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405051 mg/Kg 05/20/11 267030051105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.004 0.009Antimony (Dissolved)ND 0.005 0.009Arsenic (Dissolved)ND 0.002 0.009Barium (Dissolved)ND 0.002 0.005Beryllium (Dissolved)ND 0.001 0.005Cadmium (Dissolved)ND 0.002 0.005Chromium (Dissolved)ND 0.002 0.005Cobalt (Dissolved)ND 0.003 0.009Copper (Dissolved)ND 0.005 0.014Lead (Dissolved)ND 0.002 0.009Molybdenum (Dissolved)ND 0.002 0.009Nickel (Dissolved)ND 0.004 0.02Selenium (Dissolved)ND 0.002 0.005Silver (Dissolved)ND 0.004 0.009Thallium (dissolved)ND 0.004 0.009Vanadium (Dissolved)ND 0.002 0.009Zinc (dissolved)ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 405101 mg/Kg 05/22/11 26733545_TPHSG1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.76 2.0TPH as Diesel (SG)ND 1.8 4.0TPH as Motor Oil (SG)ND Pentacosane (S) 82.1 Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 405073 ug/L 05/20/11 268050301105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 22 50TPH(Gasoline) ND (S) 4-Bromofluorobenzene 81.9 Page 83 of 111Total Page Count: 111 Exhibit M - 181 MB Summary Report Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 405073 ug/L 05/20/11 268050301105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 22 50TPH(Aviation Gas) ND 22 50TPH(Gasoline) ND 22 50TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 82 Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/23/11 Prep Batch: Analytical Batch: 405107 ug/L 05/23/11 268850301105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 22 50TPH(Aviation Gas) ND 22 50TPH(Gasoline) ND (S) 4-Bromofluorobenzene 83 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: 05/23/11 Prep Batch: Analytical Batch: 405110 ug/Kg 05/23/11 268950351105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 72 Page 84 of 111Total Page Count: 111 Exhibit M - 182 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/23/11 Prep Batch: Analytical Batch: 405125 ug/Kg 05/23/11 26953545_OCP1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor ND 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 92.2 DCBP (S) 93.1 Page 85 of 111Total Page Count: 111 Exhibit M - 183 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405068 ug/Kg 05/20/11 NANA1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 4.4 10Dichlorodifluoromethane ND 4.6 10Chloromethane ND 2.6 10Vinyl Chloride ND 4.7 10Bromomethane ND 2.9 10Trichlorofluoromethane ND 1.5 101,1-Dichloroethene ND 3.7 10Freon 113 ND 2.0 10Methylene Chloride ND 1.1 10trans-1,2-Dichloroethene ND 2.6 10MTBE ND 21 50tert-Butanol ND 2.2 10Diisopropyl ether (DIPE) ND 1.3 101,1-Dichloroethane ND 2.4 10ETBE ND 1.8 10cis-1,2-Dichloroethene ND 1.2 102,2-Dichloropropane ND 2.3 10Bromochloromethane ND 1.2 10Chloroform ND 1.6 10Carbon Tetrachloride ND 1.2 101,1,1-Trichloroethane ND 1.4 101,1-Dichloropropene ND 1.5 10Benzene ND 2.1 10TAME ND 1.9 101,2-Dichloroethane ND 3.9 10Trichloroethylene ND 2.2 10Dibromomethane ND 1.3 101,2-Dichloropropane ND 1.1 10Bromodichloromethane ND 4.5 102-Chloroethyl vinyl ether ND 1.4 10cis-1,3-Dichloropropene ND 0.98 10Toluene ND 1.8 10Tetrachloroethylene ND 1.2 10trans-1,3-Dichloropropene ND 1.8 101,1,2-Trichloroethane ND 1.1 10Dibromochloromethane ND 2.1 101,3-Dichloropropane ND 1.7 101,2-Dibromoethane ND 0.86 10Ethyl Benzene ND 4.2 10Chlorobenzene ND 0.86 101,1,1,2-Tetrachloroethane ND 1.9 10m,p-Xylene ND Page 86 of 111Total Page Count: 111 Exhibit M - 184 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405068 ug/Kg 05/20/11 NANA1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.66 5.0o-Xylene ND 0.77 10Styrene ND 1.9 10Bromoform ND 1.2 10Isopropyl Benzene ND 1.4 10n-Propylbenzene ND 1.2 10Bromobenzene ND 3.0 101,1,2,2-Tetrachloroethane ND 1.1 101,3,5-Trimethylbenzene ND 3.3 101,2,3-Trichloropropane ND 1.6 104-Chlorotoluene ND 1.6 102-Chlorotoluene ND 1.4 10tert-Butylbenzene ND 1.1 101,2,4-Trimethylbenzene ND 1.6 10sec-Butyl Benzene ND 1.5 10p-Isopropyltoluene ND 1.8 101,3-Dichlorobenzene ND 1.5 101,4-Dichlorobenzene ND 2.2 10n-Butylbenzene ND 1.3 101,2-Dichlorobenzene ND 4.2 101,2-Dibromo-3-Chloropropane ND 2.6 10Hexachlorobutadiene ND 2.1 101,2,4-Trichlorobenzene ND 2.8 10Naphthalene ND 2.9 101,2,3-Trichlorobenzene ND (S) Dibromofluoromethane 110 (S) Toluene-d8 107 (S) 4-Bromofluorobenzene 91.3 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405070 ug/Kg 05/20/11 NANA1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 64 Page 87 of 111Total Page Count: 111 Exhibit M - 185 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405073 ug/L 05/20/11 NANA1105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.41 0.50Dichlorodifluoromethane ND 0.41 0.50Chloromethane ND 0.37 0.50Vinyl Chloride ND 0.37 0.50Bromomethane ND 0.34 0.50Trichlorofluoromethane ND 0.29 0.501,1-Dichloroethene ND 0.38 0.50Freon 113 ND 0.18 5.0Methylene Chloride ND 0.31 0.50trans-1,2-Dichloroethene ND 0.38 0.50MTBE ND 1.5 5.0tert-Butanol 3.6 0.36 0.50Diisopropyl ether (DIPE) ND 0.28 0.501,1-Dichloroethane ND 0.40 0.50ETBE ND 0.33 0.50cis-1,2-Dichloroethene ND 0.37 0.502,2-Dichloropropane ND 0.34 0.50Bromochloromethane ND 0.29 0.50Chloroform ND 0.26 0.50Carbon Tetrachloride ND 0.32 0.501,1,1-Trichloroethane ND 0.40 0.501,1-Dichloropropene ND 0.33 0.50Benzene ND 0.32 0.50TAME ND 0.28 0.501,2-Dichloroethane ND 0.38 0.50Trichloroethylene ND 0.21 0.50Dibromomethane ND 0.37 0.501,2-Dichloropropane ND 0.23 0.50Bromodichloromethane ND 0.91 2.02-Chloroethyl vinyl ether ND 0.30 0.50cis-1,3-Dichloropropene ND 0.19 0.50Toluene ND 0.15 0.50Tetrachloroethylene ND 0.20 0.50trans-1,3-Dichloropropene ND 0.20 0.501,1,2-Trichloroethane ND 0.21 0.50Dibromochloromethane ND 0.18 0.501,3-Dichloropropane ND 0.19 0.501,2-Dibromoethane ND 0.14 0.50Chlorobenzene ND 0.15 0.50Ethyl Benzene ND 0.10 0.501,1,1,2-Tetrachloroethane ND 0.20 1.0m,p-Xylene ND Page 88 of 111Total Page Count: 111 Exhibit M - 186 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405073 ug/L 05/20/11 NANA1105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.13 0.50o-Xylene ND 0.20 0.50Styrene ND 0.45 1.0Bromoform ND 0.28 0.50Isopropyl Benzene ND 0.39 0.50Bromobenzene ND 0.26 0.501,1,2,2-Tetrachloroethane ND 0.30 0.50n-Propylbenzene ND 0.33 0.502-Chlorotoluene ND 0.20 0.501,3,5-Trimethylbenzene ND 0.32 0.504-Chlorotoluene ND 0.29 0.50tert-Butylbenzene ND 0.59 1.01,2,3-Trichloropropane ND 0.33 0.501,2,4-Trimethylbenzene ND 0.24 0.50sec-Butyl Benzene ND 0.25 0.50p-Isopropyltoluene ND 0.31 0.501,3-Dichlorobenzene ND 0.37 0.501,4-Dichlorobenzene ND 0.32 0.50n-Butylbenzene ND 0.39 0.501,2-Dichlorobenzene ND 0.45 1.01,2-Dibromo-3-Chloropropane ND 0.22 0.50Hexachlorobutadiene ND 0.48 1.01,2,4-Trichlorobenzene ND 0.57 1.0Naphthalene ND 0.52 1.01,2,3-Trichlorobenzene ND 100 100Ethanol ND TIC (S) Dibromofluoromethane 109 (S) Toluene-d8 95.1 (S) 4-Bromofluorobenzene 93.6 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405100 ug/Kg 05/21/11 NANA1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 78 Page 89 of 111Total Page Count: 111 Exhibit M - 187 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405107 ug/L 05/23/11 NANA1105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.41 0.50Dichlorodifluoromethane ND 0.41 0.50Chloromethane ND 0.37 0.50Vinyl Chloride ND 0.37 0.50Bromomethane ND 0.34 0.50Trichlorofluoromethane ND 0.29 0.501,1-Dichloroethene ND 0.38 0.50Freon 113 ND 0.18 5.0Methylene Chloride ND 0.31 0.50trans-1,2-Dichloroethene ND 0.38 0.50MTBE ND 1.5 5.0tert-Butanol ND 0.36 0.50Diisopropyl ether (DIPE) ND 0.28 0.501,1-Dichloroethane ND 0.40 0.50ETBE ND 0.33 0.50cis-1,2-Dichloroethene ND 0.37 0.502,2-Dichloropropane ND 0.34 0.50Bromochloromethane ND 0.29 0.50Chloroform ND 0.26 0.50Carbon Tetrachloride ND 0.32 0.501,1,1-Trichloroethane ND 0.40 0.501,1-Dichloropropene ND 0.33 0.50Benzene ND 0.32 0.50TAME ND 0.28 0.501,2-Dichloroethane ND 0.38 0.50Trichloroethylene ND 0.21 0.50Dibromomethane ND 0.37 0.501,2-Dichloropropane ND 0.23 0.50Bromodichloromethane ND 0.91 2.02-Chloroethyl vinyl ether ND 0.30 0.50cis-1,3-Dichloropropene ND 0.19 0.50Toluene ND 0.15 0.50Tetrachloroethylene ND 0.20 0.50trans-1,3-Dichloropropene ND 0.20 0.501,1,2-Trichloroethane ND 0.21 0.50Dibromochloromethane ND 0.18 0.501,3-Dichloropropane ND 0.19 0.501,2-Dibromoethane ND 0.14 0.50Chlorobenzene ND 0.15 0.50Ethyl Benzene ND 0.10 0.501,1,1,2-Tetrachloroethane ND 0.20 1.0m,p-Xylene ND Page 90 of 111Total Page Count: 111 Exhibit M - 188 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405107 ug/L 05/23/11 NANA1105106 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.13 0.50o-Xylene ND 0.20 0.50Styrene ND 0.45 1.0Bromoform ND 0.28 0.50Isopropyl Benzene ND 0.39 0.50Bromobenzene ND 0.26 0.501,1,2,2-Tetrachloroethane ND 0.30 0.50n-Propylbenzene ND 0.33 0.502-Chlorotoluene ND 0.20 0.501,3,5-Trimethylbenzene ND 0.32 0.504-Chlorotoluene ND 0.29 0.50tert-Butylbenzene ND 0.59 1.01,2,3-Trichloropropane ND 0.33 0.501,2,4-Trimethylbenzene ND 0.24 0.50sec-Butyl Benzene ND 0.25 0.50p-Isopropyltoluene ND 0.31 0.501,3-Dichlorobenzene ND 0.37 0.501,4-Dichlorobenzene ND 0.32 0.50n-Butylbenzene ND 0.39 0.501,2-Dichlorobenzene ND 0.45 1.01,2-Dibromo-3-Chloropropane ND 0.22 0.50Hexachlorobutadiene ND 0.48 1.01,2,4-Trichlorobenzene ND 0.57 1.0Naphthalene ND 0.52 1.01,2,3-Trichlorobenzene ND 100 100Ethanol ND TIC (S) Dibromofluoromethane 85.6 (S) Toluene-d8 79.8 (S) 4-Bromofluorobenzene 104 Page 91 of 111Total Page Count: 111 Exhibit M - 189 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405110 ug/Kg 05/23/11 NANA1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 4.4 10Dichlorodifluoromethane ND 4.6 10Chloromethane ND 2.6 10Vinyl Chloride ND 4.7 10Bromomethane ND 2.9 10Trichlorofluoromethane ND 1.5 101,1-Dichloroethene ND 3.7 10Freon 113 ND 2.0 10Methylene Chloride ND 1.1 10trans-1,2-Dichloroethene ND 2.6 10MTBE ND 21 50tert-Butanol ND 2.2 10Diisopropyl ether (DIPE) ND 1.3 101,1-Dichloroethane ND 2.4 10ETBE ND 1.8 10cis-1,2-Dichloroethene ND 1.2 102,2-Dichloropropane ND 2.3 10Bromochloromethane ND 1.2 10Chloroform ND 1.6 10Carbon Tetrachloride ND 1.2 101,1,1-Trichloroethane ND 1.4 101,1-Dichloropropene ND 1.5 10Benzene ND 2.1 10TAME ND 1.9 101,2-Dichloroethane ND 3.9 10Trichloroethylene ND 2.2 10Dibromomethane ND 1.3 101,2-Dichloropropane ND 1.1 10Bromodichloromethane ND 4.5 102-Chloroethyl vinyl ether ND 1.4 10cis-1,3-Dichloropropene ND 0.98 10Toluene ND 1.8 10Tetrachloroethylene ND 1.2 10trans-1,3-Dichloropropene ND 1.8 101,1,2-Trichloroethane ND 1.1 10Dibromochloromethane ND 2.1 101,3-Dichloropropane ND 1.7 101,2-Dibromoethane ND 0.86 10Ethyl Benzene ND 4.2 10Chlorobenzene ND 0.86 101,1,1,2-Tetrachloroethane ND 1.9 10m,p-Xylene ND Page 92 of 111Total Page Count: 111 Exhibit M - 190 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405110 ug/Kg 05/23/11 NANA1105106 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.66 5.0o-Xylene ND 0.77 10Styrene ND 1.9 10Bromoform ND 1.2 10Isopropyl Benzene ND 1.4 10n-Propylbenzene ND 1.2 10Bromobenzene ND 3.0 101,1,2,2-Tetrachloroethane ND 1.1 101,3,5-Trimethylbenzene ND 3.3 101,2,3-Trichloropropane ND 1.6 104-Chlorotoluene ND 1.6 102-Chlorotoluene ND 1.4 10tert-Butylbenzene ND 1.1 101,2,4-Trimethylbenzene ND 1.6 10sec-Butyl Benzene ND 1.5 10p-Isopropyltoluene ND 1.8 101,3-Dichlorobenzene ND 1.5 101,4-Dichlorobenzene ND 2.2 10n-Butylbenzene ND 1.3 101,2-Dichlorobenzene ND 4.2 101,2-Dibromo-3-Chloropropane ND 2.6 10Hexachlorobutadiene ND 2.1 101,2,4-Trichlorobenzene ND 2.8 10Naphthalene 3.9 2.9 101,2,3-Trichlorobenzene ND (S) Dibromofluoromethane 101 (S) Toluene-d8 106 (S) 4-Bromofluorobenzene 90.5 Page 93 of 111Total Page Count: 111 Exhibit M - 191 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/15/11 Prep Batch: Analytical Batch: 40498605/15/11 mg/L 3510_TPHSG 2611 Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0440 21.6 3034.5 - 95.6TPH as Diesel (SG)43.3 53.7ND 100 57.9 - 125Pentacosane (S) 67.1 77.8ND Work Order: Matrix: Units: Prep Method: 7471BAnalytical Method: Prep Date: Analyzed Date: 05/17/11 Prep Batch: Analytical Batch: 40500605/18/11 mg/Kg 7471 2644 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 1.250.01 0.927 3080.5 - 133Mercury108 107ND Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40504305/20/11 mg/Kg 3545_PCB 2657 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 4.77 3055.6 - 135Aroclor1016 94.2 89.8ND 0.10 0.50.0270 12.0 3065.6 - 132Aroclor1260 90.1 79.9ND 1.5 68.9 - 123TCMX (S) 96.8 104ND 1.5 69.5 - 119DCBP (S) 108 111ND Page 94 of 111Total Page Count: 111 Exhibit M - 192 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40506405/18/11 ug/Kg 3545_OCP 2658 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 200.40 1.47 3056.9 - 120gamma-BHC 95.3 96.7ND 2.0 201.1 0.749 3063.6 - 117Heptachlor 101 100ND 2.0 200.44 2.09 3053 - 123Aldrin 98.6 101ND 2.0 200.43 2.85 3044 - 130Dieldrin 101 104ND 2.0 200.57 3.48 3044.1 - 121Endrin 99.5 103ND 2.0 200.81 6.26 3052.8 - 1344,4'-DDT 102 109ND 2100 52.5 - 139TCMX (S) 97.8 98.1ND 2100 50.2 - 139DCBP (S) 102 105ND Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40505005/20/11 mg/Kg 3050 2666 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 5.0 500.20 0.981 3030.7 - 130Antimony93.2 92.3ND 1.7 500.28 1.75 3071 - 121Arsenic94.1 92.5ND 5.0 501 0.868 3070.2 - 130Barium96.3 97.1ND 2.0 500.0840 4.86 3073.3 - 115Beryllium95.4 99.7ND 1.0 500.059 0.0437 3068.7 - 110Cadmium91.6 91.6ND 5.0 500.059 1.12 3076 - 116Chromium95.7 96.80.11 5.0 500.14 0.784 3057.4 - 122Cobalt94.0 94.7ND 5.0 500.090 1.63 3074.8 - 119Copper96.2 97.80.52 1.0 500.13 0.780 3067.9 - 118Lead96.5 95.80.18 5.0 500.059 0.281 3062.9 - 123Molybdenum99.7 99.40.075 5.0 500.059 0.760 3061.5 - 122Nickel94.4 95.10.12 5.0 500.29 0.979 3062 - 111Selenium90.3 89.4ND 1.0 501.0 0.606 3081.1 - 109Silver93.8 94.4ND 5.0 500.12 0.687 3039.2 - 125Thallium93.5 92.9ND 5.0 500.12 0.679 3065.8 - 122Vanadium95.4 96.1ND 5.0 500.59 1.29 3059.9 - 122Zinc90.8 92.0ND Page 95 of 111Total Page Count: 111 Exhibit M - 193 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW7470AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40504605/20/11 mg/L 7470A 2667 Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.0002 0.0150.00005 1.07 2080 - 120Mercury109 106ND Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40505105/20/11 mg/Kg 3005 2670 Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.009 10.004 2.62 2080 - 120Antimony (Dissolved)93.1 90.5ND 0.009 10.005 3.73 2080 - 120Arsenic (Dissolved)93.6 90.5ND 0.009 10.002 1.36 2080 - 120Barium (Dissolved)93.4 94.2ND 0.005 10.002 3.03 2080 - 120Beryllium (Dissolved)91.8 89.1ND 0.005 10.001 0.154 2080 - 120Cadmium (Dissolved)92.6 92.8ND 0.005 10.002 0.661 2080 - 120Chromium (Dissolved)93.7 94.6ND 0.005 10.002 1.80 2080 - 120Cobalt (Dissolved)93.3 94.6ND 0.009 10.003 1.12 2080 - 120Copper (Dissolved)94.0 95.0ND 0.014 10.005 2.52 2080 - 120Lead (Dissolved)94.5 92.6ND 0.009 10.002 1.90 2080 - 120Molybdenum (Dissolved)94.6 93.2ND 0.009 10.002 1.10 2080 - 120Nickel (Dissolved)94.0 95.0ND 0.02 10.004 1.78 2080 - 120Selenium (Dissolved)94.9 93.3ND 0.005 10.002 0.654 2080 - 120Silver (Dissolved)94.6 95.6ND 0.009 10.004 2.19 2080 - 120Thallium (dissolved)93.7 91.9ND 0.009 10.004 0.121 2080 - 120Vanadium (Dissolved)92.5 92.8ND 0.009 10.002 0.183 2080 - 120Zinc (dissolved)95.3 95.1ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 40510105/22/11 mg/Kg 3545_TPHSG 2673 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 33.330.76 0.199 3050.8 - 111TPH as Diesel (SG)83.2 83.3ND 100 61.5 - 133Pentacosane (S) 128 125ND Page 96 of 111Total Page Count: 111 Exhibit M - 194 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 40507305/20/11 ug/L 5030 2680 Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 227.2722 3.40 3052.4 - 127TPH(Gasoline) 89.3 86.3ND 11.36 58.4 - 133(S) 4-Bromofluorobenzene 82.4 91.881.9 Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/23/11 Prep Batch: Analytical Batch: 40510705/23/11 ug/L 5030 2688 Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 227.2722 11.5 3052.4 - 127TPH(Gasoline) 116 131ND 11.36 58.4 - 133(S) 4-Bromofluorobenzene 88.2 83.883 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: 05/23/11 Prep Batch: Analytical Batch: 40511005/23/11 ug/Kg 5035 2689 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 17.7 3048.2 - 132TPH(Gasoline) 86.4 103ND 50 57 - 127(S) 4-Bromofluorobenzene 69.7 71.472 Page 97 of 111Total Page Count: 111 Exhibit M - 195 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/23/11 Prep Batch: Analytical Batch: 40512505/23/11 ug/Kg 3545_OCP 2695 Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 200.40 11.3 3056.9 - 120gamma-BHC 81.8 91.7ND 2.0 201.1 4.23 3063.6 - 117Heptachlor 84.1 87.7ND 2.0 200.44 7.70 3053 - 123Aldrin 85.0 91.8ND 2.0 200.43 13.1 3044 - 130Dieldrin 85.9 98.0ND 2.0 200.57 4.90 3044.1 - 121Endrin 90.0 94.6ND 2.0 200.81 13.5 3052.8 - 1344,4'-DDT 85.4 97.8ND 350 52.5 - 139TCMX (S) 84.7 92.4ND 350 50.2 - 139DCBP (S) 94.1 94.5ND Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40506805/20/11 ug/Kg NA NA Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 10 501.5 14.1 3053.7 - 1391,1-Dichloroethene 106 122ND 10 501.5 4.91 3066.5 - 135Benzene 105 111ND 10 503.9 3.69 3057.5 - 150Trichloroethylene 97.5 101ND 10 500.98 1.20 3056.8 - 134Toluene 105 106ND 10 504.2 2.82 3057.4 - 134Chlorobenzene 102 105ND 50 59.8 - 148(S) Dibromofluoromethane 106 110ND 50 55.2 - 133(S) Toluene-d8 104 102ND 50 55.8 - 141(S) 4-Bromofluorobenzene 94.4 100ND Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40507005/20/11 ug/Kg NA NA Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 2.44 3048.2 - 132TPH(Gasoline) 94.0 96.4ND 50 57 - 127(S) 4-Bromofluorobenzene 68.2 75.864 Page 98 of 111Total Page Count: 111 Exhibit M - 196 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40507305/20/11 ug/L NA NA Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.50 17.040.29 19.6 3061.4 - 1291,1-Dichloroethene 90.7 111ND 0.50 17.040.33 17.8 3066.9 - 140Benzene 78.4 94.0ND 0.50 17.040.38 6.73 3069.3 - 144Trichloroethylene 87.3 81.7ND 0.50 17.040.19 4.41 3076.6 - 123Toluene 98.9 94.9ND 0.50 17.040.14 0.713 3073.9 - 137Chlorobenzene 107 107ND 11.36 61.2 - 131(S) Dibromofluoromethane 112 115ND 11.36 75.1 - 127(S) Toluene-d8 94.3 124ND 11.36 64.1 - 120(S) 4-Bromofluorobenzene 109 95.6ND Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40510005/21/11 ug/Kg NA NA Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 12.6 3048.2 - 132TPH(Gasoline) 102.274 90.1ND 50 57 - 127(S) 4-Bromofluorobenzene 75.68 67.478 Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40510705/23/11 ug/L NA NA Water 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.50 17.040.29 7.10 3061.4 - 1291,1-Dichloroethene 93.4 100 0.50 17.040.33 3.00 3066.9 - 140Benzene 88.8 91.3 0.50 17.040.38 27.4 3069.3 - 144Trichloroethylene 79.0 104 0.50 17.040.19 1.03 3076.6 - 123Toluene 91.8 90.6 0.50 17.040.14 13.1 3073.9 - 137Chlorobenzene 102 116 11.36 61.2 - 131(S) Dibromofluoromethane 101 119 11.36 75.1 - 127(S) Toluene-d8 94.4 111 11.36 64.1 - 120(S) 4-Bromofluorobenzene 95.2 114 Page 99 of 111Total Page Count: 111 Exhibit M - 197 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40511005/23/11 ug/Kg NA NA Soil 1105106 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 10 501.5 28.8 3053.7 - 1391,1-Dichloroethene 67.3 90.0 10 501.5 0.956 3066.5 - 135Benzene 94.7 93.7 10 503.9 4.42 3057.5 - 150Trichloroethylene 90.1 94.3 10 500.98 0.376 3056.8 - 134Toluene 101 101 10 504.2 1.46 3057.4 - 134Chlorobenzene 87.0 88.3 50 59.8 - 148(S) Dibromofluoromethane 103 95.5 50 55.2 - 133(S) Toluene-d8 107 109 50 55.8 - 141(S) 4-Bromofluorobenzene 72.4 78.1 Page 100 of 111Total Page Count: 111 Exhibit M - 198 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: 05/17/11 1105106-013ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: 7471B 40500605/18/11 mg/Kg 26447471 Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 1.25 60 - 1400.01 S0.10 17.9 30Mercury52.0 43.20.00024 Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: 05/19/11 1105106-008ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW7470A 40504605/20/11 mg/L 26677470A Water Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.015 75 - 1250.00005 S0.0002 2.53 20Mercury26.7 26.1-0.00001 Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: 05/19/11 1105106-013ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW6010B 40505005/20/11 mg/Kg 26663050 Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 30.7 - 1300.20 5.0 5.61 30Antimony69.0 65.20.015 50 71 - 1210.28 1.7 6.33 30Arsenic78.2 72.40.16 50 70.2 - 1301 S5.0 0.130 30Barium54.1 54.21.0 50 73.3 - 1150.0840 2.0 2.49 30Beryllium92.8 90.70.00 50 68.7 - 1100.059 1.0 4.86 30Cadmium82.6 78.60.020 50 76 - 1160.059 5.0 5.26 30Chromium86.8 76.41.2 50 57.4 - 1220.14 5.0 0.652 30Cobalt65.0 64.40.35 50 74.8 - 1190.090 S5.0 4.07 30Copper72.2 66.70.61 50 67.9 - 1180.13 1.0 0.288 30Lead69.8 69.50.24 50 62.9 - 1230.059 5.0 1.42 30Molybdenum82.4 81.10.100 50 61.5 - 1220.059 S5.0 2.32 30Nickel35.9 32.21.3 50 62 - 1110.29 5.0 2.16 30Selenium83.2 85.10.050 50 81.1 - 1091.0 1.0 5.01 30Silver94.1 89.50.00 50 39.2 - 1250.12 5.0 5.11 30Thallium73.8 70.10.00 50 65.8 - 1220.12 5.0 3.86 30Vanadium82.2 75.11.0 50 59.9 - 1220.59 S5.0 0.905 30Zinc61.4 59.11.5 Page 101 of 111Total Page Count: 111 Exhibit M - 199 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: NA 1105106-013ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8260B 40506805/20/11 ug/Kg NANA Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 53.7 - 1391.6 10 0.684 301,1-Dichloroethene 95.2 98.60 50 66.5 - 1351.5 10 0.606 30Benzene 101 1040 50 57.5 - 1504.0 10 0.672 30Trichloroethylene 93.8 97.20 50 56.8 - 1341.0 10 5.70 30Toluene 102 1110 50 57.4 - 1344.3 10 1.49 30Chlorobenzene 95.4 99.70 51 59.8 - 148(S) Dibromofluoromethane 111 114 51 55.2 - 133(S) Toluene-d8 106 113 51 55.8 - 141(S) 4-Bromofluorobenzene 120 111 Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: 05/19/11 1105106-013ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8082 40508805/22/11 mg/Kg 26573545_PCB Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 1 55.6 - 1350.0230 0.10 1.36 30Aroclor1016 98.9 1000.01253 0.5 65.6 - 1320.0270 0.10 1.17 30Aroclor1260 91.3 92.40.00037 1.5 50.4 - 136TCMX (S) 102 100 1.5 69.5 - 119DCBP (S) 101 96.5 Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: 05/20/11 1105106-013ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8015B(M)40510105/22/11 mg/Kg 26733545_TPHSG Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 33.33 50.8 - 1110.76 2.0 3.84 30TPH as Diesel (SG)67.9 70.57.9545 100 61.5 - 133Pentacosane (S) 93.1 96.5 Page 102 of 111Total Page Count: 111 Exhibit M - 200 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105106 Analyzed Date: Prep Date: Matrix: Prep Method: 05/23/11 1105106-013ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8081A 40512505/23/11 ug/Kg 26953545_OCP Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 20 53 - 1230.44 2.0 2.97 30Aldrin 71.5 73.70.2371 20 56.9 - 1200.40 2.0 2.14 30gamma-BHC 77.2 78.80 20 63.6 - 1171.1 2.0 1.12 30Heptachlor 75.7 76.60.2961 20 44 - 1300.43 2.0 11.1 30Dieldrin 71.9 80.70.5741 20 44.1 - 1210.57 2.0 4.79 30Endrin 78.2 82.10.3564 20 52.8 - 1340.81 2.0 14.2 304,4'-DDT 72.8 84.81.201 350 52.5 - 139TCMX (S) 78.0 79.6 350 50.2 - 139DCBP (S) 70.3 72.2 Page 103 of 111Total Page Count: 111 Exhibit M - 201 Laboratory Qualifiers and Definitions Method Detection Limit (MDL) - the minimum concentration of a substance that can be measured and reported with a 99% confidence that the analyte concentration is greater than zero Matrix Spike (MS/MSD) - Client sample spiked with identical concentrations of target analyte (s). The spiking occurs prior to the sample preparation and analysis. They are used to document the precision and bias of a method in a given sample matrix. Matrix - the component or substrate that contains the analyte of interest (e.g., - groundwater, sediment, soil, waste water, etc) Laboratory Control Sample (LCS ad LCSD) - A known matrix spiked with compounds representative of the target analyte(s). This is used to document laboratory performance. Duplicate - a field sample and/or laboratory QC sample prepared in duplicate following all of the same processes and procedures used on the original sample (sample duplicate, LCSD, MSD) Blank (Method/Preparation Blank) -MB/PB - An analyte-free matrix to which all reagents are added in the same volumes/proportions as used in sample processing. The method blank is used to document contamination resulting from the analytical process. Practical Quantitation Limit (PQL) - a laboratory determined value at 2 to 5 times above the MDL that can be reproduced in a manner that results in a 99% confidence level that the result is both accurate and precise. PQLs reflect all preparation factors and/or dilution factors that have been applied to the sample during the preparation and/or analytical processes. Precision (%RPD) - The agreement among a set of replicate/duplicate measurements without regard to known value of the replicates Surrogate (S) or (Surr) - An organic compound which is similar to the target analyte(s) in chemical composition and behavior in the analytical process, but which is not normally found in environmental samples. Surrogates are used in most organic analysis to demonstrate matrix compatibility with the chosen method of analysis Tentatively Identified Compound (TIC) - A compound not contained within the analytical calibration standards but present in the GCMS library of defined compounds. When the library is searched for an unknown compound, it can frequently give a tentative identification to the compound based on retention time and primary and secondary ion match. TICs are reported as estimates and are candidates for further investigation. Units: the unit of measure used to express the reported result - mg/L and mg/Kg (equivalent to PPM - parts per million in liquid and solid), ug/L and ug/Kg (equivalent to PPB - parts per billion in liquid and solid), ug/m3, mg.m3, ppbv and ppmv (all units of measure for reporting concentrations in air), % ( equivalent to 10000 ppm or 1,000,000 ppb), ug/Wipe ( concentration found on the surface of a single Wipe usually taken over a 100cm2 surface) B - Indicates when the anlayte is found in the associated method or preparation blank D - Surrogate is not recoverable due to the necessary dilution of the sample E - Indicates the reportable value is outside of the calibration range of the instrument but within the linear range of the instrument (unless otherwise noted) Values reported with an E qualifier should be considered as estimated. H- Indicates that the recommended holding time for the analyte or compound has been exceeded J- Indicates a value between the method MDL and PQL and that the reported concentration should be considered as estimated rather the quantitative NA - Not Analyzed N/A - Not Applicable NR - Not recoverable - a matrix spike concentration is not recoverable due to a concentration within the original sample that is greater than four times the spike concentration added R- The % RPD between a duplicate set of samples is outside of the absolute values established by laboratory control charts S- Spike recovery is outside of established method and/or laboratory control limits. Further explanation of the use of this qualifier should be included within a case narrative X -Used to indicate that a value based on pattern identification is within the pattern range but not typical of the pattern found in standards. Further explanation may or may not be provided within the sample footnote and/or the case narrative. DEFINITIONS: Accuracy/Bias (% Recovery) - The closeness of agreement between an observed value and an accepted reference value. LABORATORY QUALIFIERS: Page 104 of 111Total Page Count: 111 Exhibit M - 202 pH Adjusted by: pH Checked by: °C6 N/A Yes Yes Yes Temperature: Water-pH acceptable upon receipt? Water-VOA vials have zero headspace? Container/Temp Blank temperature in compliance? All samples received within holding time? Sample Preservation and Hold Time (HT) Information YesSamples containers intact? Yes Yes Not Present Yes Sufficient sample volume for indicated test? Samples in proper container/bottle? Custody seals intact on shipping container/cooler? Shipping Container/Cooler In Good Condition? Sample Receipt Information Yes Yes Yes Not Present Chain of custody agrees with sample labels? Chain of custody signed when relinquished and received? Chain of custody present? Custody seals intact on sample bottles? Chain of Custody (COC) Information Checklist Completed By: PS Carrier Name: Gold Bullet Courier Physically Logged By: PS/NG Received By: NG Date and Time Received: 5/13/2011 18:35 Work Order No.: 1105106 Project Name: Palo Alto Airport Client Name: Northgate Environmental Management Inc. Sample Receipt Checklist Page 105 of 111Total Page Count: 111 Exhibit M - 203 Login Summary Report Report Due Date: 5 DAy TAT!! 23 samples (8 waters - 15 soils) Report dissolved metals for water. SiO2 clean up on waters and soils! Report to Dennis and Anya 18:35 5/13/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 5/23/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105106Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID B-27-W1105106-001A Water 06/27/1105/13/11 7:55 W_GCMS-TPPH W_8260Full W_TPHDOSG B-12-W1105106-002A Water 06/27/1105/13/11 8:35 W_8260Full W_GCMS-TPPH W_TPHDOSG B-10-W1105106-003A Water 06/27/1105/13/11 9:35 W_GCMS-TPPH W_TPHDOSG W_8260Full B-19-W1105106-004A Water 06/27/1105/13/11 11:30 W_GCMS-TPPH W_TPHDOSG W_8260Full B-20-W1105106-005A Water 06/27/1105/13/11 12:30 W_GCMS-TPPH W_TPHDOSG W_8260Full B-17-W1105106-006A Water 06/27/1105/13/11 14:10 W_GCMS-TPPH W_8260Full W_TPHDOSG B-15-W1105106-007A Water 06/27/1105/13/11 16:20 W_D7470AHG W_8260Full W_GCMS-TPPH W_D6010BCAM17 W_TPHDOSG Sample Note: Use for MS/MSD for 8260,Metals. B-15-W-FD1105106-008A Water 06/27/1105/13/11 16:20 W_D7470AHG W_GCMS-TPPH W_8260Full W_D6010BCAM17 Page 106 of 111Total Page Count: 111 Exhibit M - 204 Login Summary Report Report Due Date: 5 DAy TAT!! 23 samples (8 waters - 15 soils) Report dissolved metals for water. SiO2 clean up on waters and soils! Report to Dennis and Anya 18:35 5/13/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 5/23/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105106Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID W_TPHDOSG B-12-1.01105106-009A Soil 11/09/1105/13/11 8:25 S_YBGCMS-TPPH S_8260Full S_TPHDOSG Sample Note: For 8260 use pretarred vials for all soils. B-12-7.01105106-010A Soil 11/09/1105/13/11 8:30 S_YBGCMS-TPPH S_TPHDOSG B-10-1.01105106-011A Soil 11/09/1105/13/11 9:20 S_YBGCMS-TPPH S_TPHDOSG S_8260Full B-10-6.51105106-012A Soil 11/09/1105/13/11 9:25 S_YBGCMS-TPPH S_TPHDOSG B-15-1.01105106-013A Soil 11/09/1105/13/11 10:10 S_6010BCAM17 S_YBGCMS-TPPH S_7471BHG S_8260Full S_8081AOCP S_TPHDOSG S_8082PCB Sample Note: Use for MS/MSD for 8260,8081,8082,Metals. B-15-7.01105106-014A Soil 11/09/1105/13/11 10:15 S_6010BCAM17 S_8260Full S_8081AOCP S_8082PCB S_TPHDOSG S_YBGCMS-TPPH S_7471BHG B-19-3.01105106-015A Soil 11/09/1105/13/11 11:20 S_YBGCMS-TPPH Page 107 of 111Total Page Count: 111 Exhibit M - 205 Login Summary Report Report Due Date: 5 DAy TAT!! 23 samples (8 waters - 15 soils) Report dissolved metals for water. SiO2 clean up on waters and soils! Report to Dennis and Anya 18:35 5/13/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 5/23/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105106Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID S_TPHDOSG B-19-7.51105106-016A Soil 11/09/1105/13/11 11:25 S_YBGCMS-TPPH S_TPHDOSG B-20-2.01105106-017A Soil 11/09/1105/13/11 12:20 S_YBGCMS-TPPH S_8260Full S_TPHDOSG B-20-7.01105106-018A Soil 11/09/1105/13/11 12:25 S_8260Full S_YBGCMS-TPPH S_TPHDOSG B-17-1.01105106-019A Soil 11/09/1105/13/11 14:05 S_YBGCMS-TPPH S_TPHDOSG B-17-7.01105106-020A Soil 11/09/1105/13/11 14:10 S_YBGCMS-TPPH S_YBGCMS-TPPH S_TPHDOSG B-16-1.01105106-021A Soil 11/09/1105/13/11 15:10 S_6010BCAM17 S_8082PCB S_TPHDOSG S_8081AOCP S_7471BHG S_8260Full S_YBGCMS-TPPH B-16-7.01105106-022A Soil 11/09/1105/13/11 15:15 S_6010BCAM17 S_TPHDOSG S_8082PCB S_8081AOCP S_8260Full S_YBGCMS-TPPH S_7471BHG IDW-S1105106-023A Soil 11/09/1105/13/11 17:30 Page 108 of 111Total Page Count: 111 Exhibit M - 206 Login Summary Report Report Due Date: 5 DAy TAT!! 23 samples (8 waters - 15 soils) Report dissolved metals for water. SiO2 clean up on waters and soils! Report to Dennis and Anya 18:35 5/13/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 5/23/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105106Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID S_6010BCAM17 S_TPHDOSG S_8260MBTEX S_YBGCMS-TPPH S_7471BHG Page 109 of 111Total Page Count: 111 Exhibit M - 207 Page 110 of 111Total Page Count: 111 Exhibit M - 208 Page 111 of 111Total Page Count: 111 Exhibit M - 209 Northgate Environmental Management Inc. 300 Frank H. Ogawa Plaza, Suite 510 Oakland, California 94612 Tel: 5108390688 Fax: (510) 839-4350 RE: Palo Alto Airport Torrent Laboratory, Inc. received 19 sample(s) on May 10, 2011 for the analyses presented in the following Report. Dear Dennis Laduzinsky: Work Order No.: 1105070 Rev: 3 All data for associated QC met EPA or laboratory specification(s) except where noted in the case narrative. Torrent Laboratory, Inc. is certified by the State of California, ELAP #1991. If you have any questions regarding these test results, please feel free to contact the Project Management Team at (408)263-5258; ext 204. Date June 07, 2011 Nutan Kabir Page 1 of 90Total Page Count: 90 Exhibit M - 210 Date: 6/7/2011 Client: Northgate Environmental Management Inc. Project: Palo Alto Airport Work Order: 1105070 CASE NARRATIVE No issues encountered with the receiving, preparation, analysis or reporting of the results associated with this work order. Analytical Comments for method SW7470, For MS/MSD, QC Analytical Batch ID 404940, The % recoveries for Mercury are outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. Note :For samples analyzed from pretarred 5035 VOAs final results and PQL (Reporting Limit) have been corrected for actual sample mass. Where limited sample mass was received, results are reported to the MDL. Note for 8260B and TPPH analysis for all water samples: Due to samples matrix (strong sulfur smell and foaming during purging), samples were analyzed at the lowest dilution factor possible without introducing liquid on to the column. Results are reported to the MDL. REVISIONS: Per Client request Samples 006A,010A analyzed for PCBs on a 3 day tat. Rev1 6/6/11 Report revised to expand comments regarding dilutions necesssary for analysis of VOC TPH Gas and Aviation fuels in water. No data or QC affected by this revision. Rev 2 (6/6/11) Report revised to provide results reported to the MDL for W_6010B samples 1105070-015 and -016. Due to extremely high salt content, a dilution was necessary in order to analyze the sampls by ICP (method 6010B). Rev 3 (7/15/11) Page 2 of 90Total Page Count: 90 Exhibit M - 211 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/10/11 Date Reported: 06/07/11 Sample Result Summary 1105070-001B-23-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg134.01.8SW8015B(M) 1 1105070-002B-23-4.5 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg6.41.70.28SW6010B 1 Barium mg/Kg645.01SW6010B 1 Chromium mg/Kg445.00.0590SW6010B 1 Cobalt mg/Kg105.00.14SW6010B 1 Copper mg/Kg275.00.0900SW6010B 1 Lead mg/Kg111.00.043SW6010B 1 Nickel mg/Kg465.00.0590SW6010B 1 Vanadium mg/Kg445.00.12SW6010B 1 Zinc mg/Kg505.00.59SW6010B 1 TPH as Motor Oil (SG)mg/Kg194.01.8SW8015B(M) 1 Page 3 of 90Total Page Count: 90 Exhibit M - 212 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/10/11 Date Reported: 06/07/11 Sample Result Summary 1105070-003B-24-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Antimony mg/Kg365.00.20SW6010B 1 Arsenic mg/Kg6.91.70.28SW6010B 1 Barium mg/Kg135.01SW6010B 1 Chromium mg/Kg1205.00.0590SW6010B 1 Cobalt mg/Kg365.00.14SW6010B 1 Copper mg/Kg685.00.0900SW6010B 1 Lead mg/Kg1.91.00.043SW6010B 1 Nickel mg/Kg795.00.0590SW6010B 1 Silver mg/Kg241.01.0SW6010B 1 Vanadium mg/Kg1405.00.12SW6010B 1 Zinc mg/Kg595.00.59SW6010B 1 1105070-004B-24-3.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105070-005B-24-4.5 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. Page 4 of 90Total Page Count: 90 Exhibit M - 213 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/10/11 Date Reported: 06/07/11 Sample Result Summary 1105070-006B-22-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg2.81.70.28SW6010B 1 Barium mg/Kg4505.01SW6010B 1 Chromium mg/Kg345.00.0590SW6010B 1 Cobalt mg/Kg9.95.00.14SW6010B 1 Copper mg/Kg155.00.0900SW6010B 1 Nickel mg/Kg555.00.0590SW6010B 1 Silver mg/Kg1.41.01.0SW6010B 1 Vanadium mg/Kg255.00.12SW6010B 1 Zinc mg/Kg265.00.59SW6010B 1 TPH as Motor Oil (SG)mg/Kg5200480220SW8015B(M) 1 1105070-007B-22-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105070-008B-14-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg308.03.6SW8015B(M) 1 Page 5 of 90Total Page Count: 90 Exhibit M - 214 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/10/11 Date Reported: 06/07/11 Sample Result Summary 1105070-009B-14-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105070-010B-13-1.5 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg4400240110SW8015B(M) 2 1105070-011B-13-7.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. Page 6 of 90Total Page Count: 90 Exhibit M - 215 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/10/11 Date Reported: 06/07/11 Sample Result Summary 1105070-012B-26-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Antimony mg/Kg165.00.20SW6010B 1 Arsenic mg/Kg4.21.70.28SW6010B 1 Barium mg/Kg945.01SW6010B 1 Chromium mg/Kg1105.00.0590SW6010B 1 Cobalt mg/Kg225.00.14SW6010B 1 Copper mg/Kg475.00.0900SW6010B 1 Lead mg/Kg4.01.00.043SW6010B 1 Nickel mg/Kg915.00.0590SW6010B 1 Silver mg/Kg7.31.01.0SW6010B 1 Vanadium mg/Kg895.00.12SW6010B 1 Zinc mg/Kg475.00.59SW6010B 1 1105070-013B-26-6.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105070-014B-23-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. Page 7 of 90Total Page Count: 90 Exhibit M - 216 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/10/11 Date Reported: 06/07/11 Sample Result Summary 1105070-015B-24-W Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic (Dissolved)mg/L0.130.20.1SW6010B 25 Barium (Dissolved)mg/L0.0710.20.05SW6010B 25 1105070-016B-22-W Parameters: PQLMDL UnitResultsDFAnalysis Method Barium (Dissolved)mg/L1.80.20.05SW6010B 25 1105070-017B-14-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105070-018B-13-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. Page 8 of 90Total Page Count: 90 Exhibit M - 217 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:00 1210.02 Palo Alto Airport B-23-1.0 SoilSample Matrix: Lab Sample ID: 1105070-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 404980ug/KgNDalpha-BHC 05/15/11 1.8 8.0 26064 SW8081A 5/14/11 404980ug/KgNDgamma-BHC 05/15/11 1.6 8.0 26064 SW8081A 5/14/11 404980ug/KgNDbeta-BHC 05/15/11 1.5 8.0 26064 SW8081A 5/14/11 404980ug/KgNDdelta-BHC 05/15/11 2.0 8.0 26064 SW8081A 5/14/11 404980ug/KgNDHeptachlor 05/15/11 4.4 8.0 26064 SW8081A 5/14/11 404980ug/KgNDAldrin 05/15/11 1.8 8.0 26064 SW8081A 5/14/11 404980ug/KgNDHeptachlor epoxide 05/15/11 1.3 8.0 26064 SW8081A 5/14/11 404980ug/KgNDgamma-Chlordane 05/15/11 1.7 8.0 26064 SW8081A 5/14/11 404980ug/KgNDalpha-Chlordane 05/15/11 1.4 8.0 26064 SW8081A 5/14/11 404980ug/KgNDEndosulfan I 05/15/11 2.4 8.0 26064 SW8081A 5/14/11 404980ug/KgND4,4'-DDE 05/15/11 1.9 8.0 26064 SW8081A 5/14/11 404980ug/KgNDDieldrin 05/15/11 1.7 8.0 26064 SW8081A 5/14/11 404980ug/KgNDEndrin 05/15/11 2.3 8.0 26064 SW8081A 5/14/11 404980ug/KgND4,4'-DDD 05/15/11 1.9 8.0 26064 SW8081A 5/14/11 404980ug/KgNDEndosulfan II 05/15/11 6.1 8.0 26064 SW8081A 5/14/11 404980ug/KgND4,4'-DDT 05/15/11 3.2 8.0 26064 SW8081A 5/14/11 404980ug/KgNDEndrin aldehyde 05/15/11 4.1 8.0 26064 SW8081A 5/14/11 404980ug/KgNDEndosulfan sulfate 05/15/11 2.0 8.0 26064 SW8081A 5/14/11 404980ug/KgNDMethoxychlor 05/15/11 2.5 20 26064 SW8081A 5/14/11 404980ug/KgNDEndrin Ketone 05/15/11 1.6 8.0 26064 SW8081A 5/14/11 404980ug/KgNDChlordane 05/15/11 40 80 26064 SW8081A 5/14/11 404980ug/KgNDToxaphene 05/15/11 40 400 26064 SW8081A 5/14/11 404980%103TCMX (S) 05/15/11 52.5 139 26064 SW8081A 5/14/11 404980%94.8DCBP (S) 05/15/11 50.2 139 26064 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Page 9 of 90Total Page Count: 90 Exhibit M - 218 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:00 1210.02 Palo Alto Airport B-23-1.0 SoilSample Matrix: Lab Sample ID: 1105070-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 404997mg/KgNDAroclor1016 05/16/11 0.0230 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1221 05/16/11 0.0920 0.20 26091 SW8082 5/14/11 404997mg/KgNDAroclor1232 05/16/11 0.0460 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1242 05/16/11 0.0430 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1248 05/16/11 0.0360 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1254 05/16/11 0.0240 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1260 05/16/11 0.0270 0.10 26091 SW8082 5/14/11 404997%96.6TCMX (S) 05/16/11 50.4 136 26091 SW8082 5/14/11 404997%89.0DCBP (S) 05/16/11 55.1 113 26091 Page 10 of 90Total Page Count: 90 Exhibit M - 219 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:00 1210.02 Palo Alto Airport B-23-1.0 SoilSample Matrix: Lab Sample ID: 1105070-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 4.4 10 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 4.6 10 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 2.6 10 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 4.7 10 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 2.9 10 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.5 10 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 3.7 10 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 2.0 10 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 1.1 10 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 2.6 10 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 21 50 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 2.2 10 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.3 10 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 2.4 10 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 1.8 10 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.2 10 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 2.3 10 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.2 10 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 1.6 10 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.2 10 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.4 10 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.5 10 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 2.1 10 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 1.9 10 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 3.9 10 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 2.2 10 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.3 10 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 1.1 10 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 4.5 10 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.4 10 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 0.98 10 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 1.8 10 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 1.2 10 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 1.8 10 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 1.1 10 NA1 SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 2.1 10 NA1 Page 11 of 90Total Page Count: 90 Exhibit M - 220 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:00 1210.02 Palo Alto Airport B-23-1.0 SoilSample Matrix: Lab Sample ID: 1105070-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 1.7 10 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 0.86 10 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 4.2 10 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 0.86 10 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 1.9 10 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.66 5.0 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.77 10 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 1.9 10 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.2 10 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.4 10 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 1.2 10 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 3.0 10 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 1.1 10 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 3.3 10 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 1.6 10 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 1.6 10 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.4 10 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 1.1 10 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 1.6 10 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.5 10 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 1.8 10 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.5 10 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 2.2 10 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.3 10 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 4.2 10 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 2.6 10 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 2.1 10 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 2.8 10 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 2.9 10 NA1 SW8260B NA 404969%104(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%107(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969%101(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 Page 12 of 90Total Page Count: 90 Exhibit M - 221 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:00 1210.02 Palo Alto Airport B-23-1.0 SoilSample Matrix: Lab Sample ID: 1105070-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404984mg/KgNDTPH as Diesel (SG) 05/15/11 0.76 2.0 26101 SW8015B(M) 5/14/11 404984mg/Kg13TPH as Motor Oil (SG)05/15/11 1.8 4.0 26101 SW8015B(M) 5/14/11 404984%90.3Pentacosane (S) 05/15/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 404970%80(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 13 of 90Total Page Count: 90 Exhibit M - 222 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:10 1210.02 Palo Alto Airport B-23-4.5 SoilSample Matrix: Lab Sample ID: 1105070-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/11/11 404930mg/KgNDAntimony05/12/11 0.20 5.0 25951 SW6010B 5/11/11 404930mg/Kg6.4Arsenic05/12/11 0.28 1.7 25951 SW6010B 5/11/11 404930mg/Kg64Barium05/12/11 1 5.0 25951 SW6010B 5/11/11 404930mg/KgNDBeryllium05/12/11 0.0840 2.0 25951 SW6010B 5/11/11 404930mg/KgNDCadmium05/12/11 0.0590 1.0 25951 SW6010B 5/11/11 404930mg/Kg44Chromium05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg10Cobalt05/12/11 0.14 5.0 25951 SW6010B 5/11/11 404930mg/Kg27Copper05/12/11 0.0900 5.0 25951 SW6010B 5/11/11 404930mg/Kg11Lead05/12/11 0.043 1.0 25951 SW6010B 5/11/11 404930mg/KgNDMolybdenum05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg46Nickel05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/KgNDSelenium05/12/11 0.29 5.0 25951 SW6010B 5/11/11 404930mg/KgNDSilver05/12/11 1.0 1.0 25951 SW6010B 5/11/11 404930mg/KgNDThallium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg44Vanadium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg50Zinc05/12/11 0.59 5.0 25951 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/11/11 404941mg/KgNDMercury 05/12/11 0.01 0.10 25971 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404984mg/KgNDTPH as Diesel (SG) 05/15/11 0.76 2.0 26101 SW8015B(M) 5/14/11 404984mg/Kg19TPH as Motor Oil (SG) 05/15/11 1.8 4.0 26101 SW8015B(M) 5/14/11 404984%82.8Pentacosane (S) 05/15/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404971ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Mineral Spirits) 05/13/11 17 100 NA1 TPH-GCMS NA 404971S%52(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S-Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 14 of 90Total Page Count: 90 Exhibit M - 223 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:35 1210.02 Palo Alto Airport B-24-1.0 SoilSample Matrix: Lab Sample ID: 1105070-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/11/11 404930mg/Kg36Antimony05/12/11 0.20 5.0 25951 SW6010B 5/11/11 404930mg/Kg6.9Arsenic05/12/11 0.28 1.7 25951 SW6010B 5/11/11 404930mg/Kg13Barium05/12/11 1 5.0 25951 SW6010B 5/11/11 404930mg/KgNDBeryllium05/12/11 0.0840 2.0 25951 SW6010B 5/11/11 404930mg/KgNDCadmium05/12/11 0.0590 1.0 25951 SW6010B 5/11/11 404930mg/Kg120Chromium05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg36Cobalt05/12/11 0.14 5.0 25951 SW6010B 5/11/11 404930mg/Kg68Copper05/12/11 0.0900 5.0 25951 SW6010B 5/11/11 404930mg/Kg1.9Lead05/12/11 0.043 1.0 25951 SW6010B 5/11/11 404930mg/KgNDMolybdenum05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg79Nickel05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/KgNDSelenium05/12/11 0.29 5.0 25951 SW6010B 5/11/11 404930mg/Kg24Silver05/12/11 1.0 1.0 25951 SW6010B 5/11/11 404930mg/KgNDThallium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg140Vanadium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg59Zinc05/12/11 0.59 5.0 25951 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/11/11 404941mg/KgNDMercury 05/12/11 0.01 0.10 25971 Page 15 of 90Total Page Count: 90 Exhibit M - 224 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:35 1210.02 Palo Alto Airport B-24-1.0 SoilSample Matrix: Lab Sample ID: 1105070-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 404980ug/KgNDalpha-BHC 05/15/11 0.44 2.0 26061 SW8081A 5/14/11 404980ug/KgNDgamma-BHC 05/15/11 0.40 2.0 26061 SW8081A 5/14/11 404980ug/KgNDbeta-BHC 05/15/11 0.36 2.0 26061 SW8081A 5/14/11 404980ug/KgNDdelta-BHC 05/15/11 0.49 2.0 26061 SW8081A 5/14/11 404980ug/KgNDHeptachlor 05/15/11 1.1 2.0 26061 SW8081A 5/14/11 404980ug/KgNDAldrin 05/15/11 0.44 2.0 26061 SW8081A 5/14/11 404980ug/KgNDHeptachlor epoxide 05/15/11 0.32 2.0 26061 SW8081A 5/14/11 404980ug/KgNDgamma-Chlordane 05/15/11 0.42 2.0 26061 SW8081A 5/14/11 404980ug/KgNDalpha-Chlordane 05/15/11 0.36 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan I 05/15/11 0.59 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDE 05/15/11 0.48 2.0 26061 SW8081A 5/14/11 404980ug/KgNDDieldrin 05/15/11 0.43 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin 05/15/11 0.57 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDD 05/15/11 0.47 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan II 05/15/11 1.5 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDT 05/15/11 0.81 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin aldehyde 05/15/11 1.0 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan sulfate 05/15/11 0.49 2.0 26061 SW8081A 5/14/11 404980ug/KgNDMethoxychlor 05/15/11 0.62 5.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin Ketone 05/15/11 0.40 2.0 26061 SW8081A 5/14/11 404980ug/KgNDChlordane 05/15/11 10 20 26061 SW8081A 5/14/11 404980ug/KgNDToxaphene 05/15/11 10 100 26061 SW8081A 5/14/11 404980%91.6TCMX (S) 05/15/11 52.5 139 26061 SW8081A 5/14/11 404980%85.9DCBP (S) 05/15/11 50.2 139 26061 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Page 16 of 90Total Page Count: 90 Exhibit M - 225 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:35 1210.02 Palo Alto Airport B-24-1.0 SoilSample Matrix: Lab Sample ID: 1105070-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 404997mg/KgNDAroclor1016 05/16/11 0.0230 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1221 05/16/11 0.0920 0.20 26091 SW8082 5/14/11 404997mg/KgNDAroclor1232 05/16/11 0.0460 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1242 05/16/11 0.0430 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1248 05/16/11 0.0360 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1254 05/16/11 0.0240 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1260 05/16/11 0.0270 0.10 26091 SW8082 5/14/11 404997%101TCMX (S) 05/16/11 50.4 136 26091 SW8082 5/14/11 404997%100DCBP (S) 05/16/11 55.1 113 26091 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404985mg/KgNDTPH as Diesel (SG) 05/16/11 0.76 2.0 26101 SW8015B(M) 5/14/11 404985mg/KgNDTPH as Motor Oil (SG) 05/16/11 1.8 4.0 26101 SW8015B(M) 5/14/11 404985%102Pentacosane (S) 05/16/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404971ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Mineral Spirits) 05/13/11 17 100 NA1 TPH-GCMS NA 404971%69(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 17 of 90Total Page Count: 90 Exhibit M - 226 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:45 1210.02 Palo Alto Airport B-24-3.0 SoilSample Matrix: Lab Sample ID: 1105070-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 3.6 8.2 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 3.8 8.2 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 2.2 8.2 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 3.8 8.2 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 2.4 8.2 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.3 8.2 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 3.0 8.2 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 1.6 8.2 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 0.91 8.2 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 2.1 8.2 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 17 41 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 1.8 8.2 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.0 8.2 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 2.0 8.2 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 1.4 8.2 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.0 8.2 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 1.9 8.2 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.0 8.2 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 1.3 8.2 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.0 8.2 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 1.7 8.2 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 1.6 8.2 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 3.2 8.2 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 1.8 8.2 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.1 8.2 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 0.92 8.2 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 3.7 8.2 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 0.81 8.2 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 1.5 8.2 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 0.95 8.2 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 1.5 8.2 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 0.92 8.2 NA1 SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 1.7 8.2 NA1 Page 18 of 90Total Page Count: 90 Exhibit M - 227 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:45 1210.02 Palo Alto Airport B-24-3.0 SoilSample Matrix: Lab Sample ID: 1105070-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 1.4 8.2 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 0.71 8.2 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 3.5 8.2 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 0.70 8.2 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 1.5 8.2 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.54 4.1 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.63 8.2 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 1.6 8.2 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.0 8.2 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 0.97 8.2 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 2.5 8.2 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 0.92 8.2 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 2.7 8.2 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 1.3 8.2 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 1.3 8.2 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 0.89 8.2 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 1.3 8.2 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 1.5 8.2 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.2 8.2 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 1.8 8.2 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.1 8.2 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 3.5 8.2 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 2.1 8.2 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 1.7 8.2 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 2.3 8.2 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 2.4 8.2 NA1 SW8260B NA 404969%104(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%111(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969%110(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 Page 19 of 90Total Page Count: 90 Exhibit M - 228 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:45 1210.02 Palo Alto Airport B-24-3.0 SoilSample Matrix: Lab Sample ID: 1105070-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 14 82 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 14 82 NA1 TPH-GCMS NA 404970%78(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 20 of 90Total Page Count: 90 Exhibit M - 229 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 11:40 1210.02 Palo Alto Airport B-24-4.5 SoilSample Matrix: Lab Sample ID: 1105070-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404984mg/KgNDTPH as Diesel (SG) 05/15/11 0.76 2.0 26101 SW8015B(M) 5/14/11 404984mg/KgNDTPH as Motor Oil (SG) 05/15/11 1.8 4.0 26101 SW8015B(M) 5/14/11 404984%90.2Pentacosane (S) 05/15/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404971ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Mineral Spirits) 05/13/11 17 100 NA1 TPH-GCMS NA 404971S%43(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S-Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 21 of 90Total Page Count: 90 Exhibit M - 230 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 0:55 1210.02 Palo Alto Airport B-22-1.0 SoilSample Matrix: Lab Sample ID: 1105070-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/11/11 404930mg/KgNDAntimony05/12/11 0.20 5.0 25951 SW6010B 5/11/11 404930mg/Kg2.8Arsenic05/12/11 0.28 1.7 25951 SW6010B 5/11/11 404930mg/Kg450Barium05/12/11 1 5.0 25951 SW6010B 5/11/11 404930mg/KgNDBeryllium05/12/11 0.0840 2.0 25951 SW6010B 5/11/11 404930mg/KgNDCadmium05/12/11 0.0590 1.0 25951 SW6010B 5/11/11 404930mg/Kg34Chromium05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg9.9Cobalt05/12/11 0.14 5.0 25951 SW6010B 5/11/11 404930mg/Kg15Copper05/12/11 0.0900 5.0 25951 SW6010B 5/11/11 404930mg/KgNDLead05/12/11 0.043 1.0 25951 SW6010B 5/11/11 404930mg/KgNDMolybdenum05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg55Nickel05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/KgNDSelenium05/12/11 0.29 5.0 25951 SW6010B 5/11/11 404930mg/Kg1.4Silver05/12/11 1.0 1.0 25951 SW6010B 5/11/11 404930mg/KgNDThallium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg25Vanadium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg26Zinc05/12/11 0.59 5.0 25951 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/11/11 404941mg/KgNDMercury 05/12/11 0.01 0.10 25971 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 6/1/11 405286mg/KgNDAroclor1016 06/02/11 0.460 2.0 278620 SW8082 6/1/11 405286mg/KgNDAroclor1221 06/02/11 1.84 4.0 278620 SW8082 6/1/11 405286mg/KgNDAroclor1232 06/02/11 0.920 2.0 278620 SW8082 6/1/11 405286mg/KgNDAroclor1242 06/02/11 0.860 2.0 278620 SW8082 6/1/11 405286mg/KgNDAroclor1248 06/02/11 0.720 2.0 278620 SW8082 6/1/11 405286mg/KgNDAroclor1254 06/02/11 0.480 2.0 278620 SW8082 6/1/11 405286mg/KgNDAroclor1260 06/02/11 0.540 2.0 278620 SW8082 6/1/11 405286S,D %0.000TCMX (S) 06/02/11 50.4 136 278620 SW8082 6/1/11 405286S,D %0.000DCBP (S) 06/02/11 55.1 113 278620 D - Surrogates not recoverable due to dilution of the sample. Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Page 22 of 90Total Page Count: 90 Exhibit M - 231 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 0:55 1210.02 Palo Alto Airport B-22-1.0 SoilSample Matrix: Lab Sample ID: 1105070-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 4.2 9.7 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 4.5 9.7 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 2.6 9.7 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 4.5 9.7 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 2.8 9.7 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.5 9.7 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 3.6 9.7 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 1.9 9.7 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 1.1 9.7 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 2.5 9.7 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 20 49 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 2.1 9.7 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.2 9.7 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 2.3 9.7 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 1.7 9.7 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.2 9.7 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 2.2 9.7 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.2 9.7 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 1.6 9.7 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.2 9.7 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.4 9.7 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.5 9.7 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 2.0 9.7 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 1.8 9.7 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 3.8 9.7 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 2.1 9.7 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.3 9.7 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 1.1 9.7 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 4.4 9.7 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.4 9.7 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 0.95 9.7 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 1.8 9.7 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 1.1 9.7 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 1.8 9.7 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 1.1 9.7 NA1 SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 2.0 9.7 NA1 Page 23 of 90Total Page Count: 90 Exhibit M - 232 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 0:55 1210.02 Palo Alto Airport B-22-1.0 SoilSample Matrix: Lab Sample ID: 1105070-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 1.7 9.7 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 0.84 9.7 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 4.1 9.7 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 0.83 9.7 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 1.8 9.7 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.64 4.9 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.74 9.7 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 1.8 9.7 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.2 9.7 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.4 9.7 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 1.2 9.7 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 2.9 9.7 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 1.1 9.7 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 3.2 9.7 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 1.5 9.7 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 1.5 9.7 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.4 9.7 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 1.1 9.7 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 1.6 9.7 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.4 9.7 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 1.7 9.7 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.5 9.7 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 2.1 9.7 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.3 9.7 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 4.1 9.7 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 2.5 9.7 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 2.1 9.7 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 2.8 9.7 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 2.8 9.7 NA1 SW8260B NA 404969%103(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%111(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969%91.3(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 Page 24 of 90Total Page Count: 90 Exhibit M - 233 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 0:55 1210.02 Palo Alto Airport B-22-1.0 SoilSample Matrix: Lab Sample ID: 1105070-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/16/11 404996mg/KgNDTPH as Diesel (SG) 05/16/11 92 240 26241 SW8015B(M) 5/16/11 404996mg/Kg5200TPH as Motor Oil (SG)05/16/11 220 480 26241 SW8015B(M) 5/16/11 404996%117Pentacosane (S) 05/16/11 61.5 133 26241 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 16 97 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 16 97 NA1 TPH-GCMS NA 404970%71(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 25 of 90Total Page Count: 90 Exhibit M - 234 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 13:05 1210.02 Palo Alto Airport B-22-7.0 SoilSample Matrix: Lab Sample ID: 1105070-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 404980ug/KgNDalpha-BHC 05/15/11 0.44 2.0 26061 SW8081A 5/14/11 404980ug/KgNDgamma-BHC 05/15/11 0.40 2.0 26061 SW8081A 5/14/11 404980ug/KgNDbeta-BHC 05/15/11 0.36 2.0 26061 SW8081A 5/14/11 404980ug/KgNDdelta-BHC 05/15/11 0.49 2.0 26061 SW8081A 5/14/11 404980ug/KgNDHeptachlor 05/15/11 1.1 2.0 26061 SW8081A 5/14/11 404980ug/KgNDAldrin 05/15/11 0.44 2.0 26061 SW8081A 5/14/11 404980ug/KgNDHeptachlor epoxide 05/15/11 0.32 2.0 26061 SW8081A 5/14/11 404980ug/KgNDgamma-Chlordane 05/15/11 0.42 2.0 26061 SW8081A 5/14/11 404980ug/KgNDalpha-Chlordane 05/15/11 0.36 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan I 05/15/11 0.59 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDE 05/15/11 0.48 2.0 26061 SW8081A 5/14/11 404980ug/KgNDDieldrin 05/15/11 0.43 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin 05/15/11 0.57 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDD 05/15/11 0.47 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan II 05/15/11 1.5 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDT 05/15/11 0.81 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin aldehyde 05/15/11 1.0 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan sulfate 05/15/11 0.49 2.0 26061 SW8081A 5/14/11 404980ug/KgNDMethoxychlor 05/15/11 0.62 5.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin Ketone 05/15/11 0.40 2.0 26061 SW8081A 5/14/11 404980ug/KgNDChlordane 05/15/11 10 20 26061 SW8081A 5/14/11 404980ug/KgNDToxaphene 05/15/11 10 100 26061 SW8081A 5/14/11 404980%55.9TCMX (S) 05/15/11 52.5 139 26061 SW8081A 5/14/11 404980%83.7DCBP (S) 05/15/11 50.2 139 26061 Page 26 of 90Total Page Count: 90 Exhibit M - 235 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 13:05 1210.02 Palo Alto Airport B-22-7.0 SoilSample Matrix: Lab Sample ID: 1105070-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/16/11 404999mg/KgNDAroclor1016 05/17/11 0.0230 0.10 26291 SW8082 5/16/11 404999mg/KgNDAroclor1221 05/17/11 0.0920 0.20 26291 SW8082 5/16/11 404999mg/KgNDAroclor1232 05/17/11 0.0460 0.10 26291 SW8082 5/16/11 404999mg/KgNDAroclor1242 05/17/11 0.0430 0.10 26291 SW8082 5/16/11 404999mg/KgNDAroclor1248 05/17/11 0.0360 0.10 26291 SW8082 5/16/11 404999mg/KgNDAroclor1254 05/17/11 0.0240 0.10 26291 SW8082 5/16/11 404999mg/KgNDAroclor1260 05/17/11 0.0270 0.10 26291 SW8082 5/16/11 404999%54.4TCMX (S) 05/17/11 50.4 136 26291 SW8082 5/16/11 404999S%43.3DCBP (S) 05/17/11 55.1 113 26291 Surrogate recovery of DCBP is bias low due to nature of sample matrix; recovery of second surrogate supports data quality.NOTE: Page 27 of 90Total Page Count: 90 Exhibit M - 236 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 13:05 1210.02 Palo Alto Airport B-22-7.0 SoilSample Matrix: Lab Sample ID: 1105070-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 5.4 12 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 5.7 12 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 3.3 12 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 5.8 12 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 3.6 12 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.9 12 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 4.6 12 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 2.5 12 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 1.4 12 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 3.2 12 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 26 62 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 2.7 12 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.6 12 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 3.0 12 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 2.2 12 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.5 12 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 2.8 12 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.5 12 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 2.0 12 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.5 12 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.8 12 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.9 12 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 2.5 12 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 2.4 12 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 4.8 12 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 2.7 12 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.6 12 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 1.4 12 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 5.6 12 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.7 12 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 1.2 12 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 2.2 12 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 1.4 12 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 2.3 12 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 1.4 12 NA1 Page 28 of 90Total Page Count: 90 Exhibit M - 237 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 13:05 1210.02 Palo Alto Airport B-22-7.0 SoilSample Matrix: Lab Sample ID: 1105070-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 2.6 12 NA1 SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 2.2 12 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 1.1 12 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 5.2 12 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 1.1 12 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 2.3 12 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.82 6.2 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.95 12 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 2.4 12 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.5 12 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.8 12 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 1.5 12 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 3.7 12 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 1.4 12 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 4.1 12 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 2.0 12 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 2.0 12 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.8 12 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 1.3 12 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 2.0 12 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.8 12 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 2.2 12 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.9 12 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 2.7 12 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.6 12 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 5.2 12 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 3.2 12 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 2.6 12 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 3.5 12 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 3.6 12 NA1 SW8260B NA 404969%104(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%119(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969%116(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 Page 29 of 90Total Page Count: 90 Exhibit M - 238 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 13:05 1210.02 Palo Alto Airport B-22-7.0 SoilSample Matrix: Lab Sample ID: 1105070-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404985mg/KgNDTPH as Diesel (SG) 05/16/11 0.76 2.0 26101 SW8015B(M) 5/14/11 404985mg/KgNDTPH as Motor Oil (SG)05/16/11 1.8 4.0 26101 SW8015B(M) 5/14/11 404985%89.2Pentacosane (S) 05/16/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 21 120 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 21 120 NA1 TPH-GCMS NA 404970%64(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 30 of 90Total Page Count: 90 Exhibit M - 239 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:05 1210.02 Palo Alto Airport B-14-1.0 SoilSample Matrix: Lab Sample ID: 1105070-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 3.7 8.4 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 3.9 8.4 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 2.2 8.4 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 3.9 8.4 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 2.4 8.4 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.3 8.4 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 3.1 8.4 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 1.7 8.4 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 0.93 8.4 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 2.2 8.4 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 17 42 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 1.8 8.4 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.1 8.4 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 2.0 8.4 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 1.5 8.4 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.0 8.4 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 1.9 8.4 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.0 8.4 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 1.4 8.4 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.0 8.4 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.2 8.4 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.3 8.4 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 1.7 8.4 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 1.6 8.4 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 3.3 8.4 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 1.8 8.4 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.1 8.4 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 0.94 8.4 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 3.8 8.4 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.2 8.4 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 0.82 8.4 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 1.5 8.4 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 0.97 8.4 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 1.5 8.4 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 0.94 8.4 NA1 SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 1.7 8.4 NA1 Page 31 of 90Total Page Count: 90 Exhibit M - 240 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:05 1210.02 Palo Alto Airport B-14-1.0 SoilSample Matrix: Lab Sample ID: 1105070-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 1.5 8.4 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 0.72 8.4 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 3.5 8.4 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 0.72 8.4 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 1.6 8.4 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.56 4.2 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.64 8.4 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 1.6 8.4 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.0 8.4 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.2 8.4 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 1.0 8.4 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 2.5 8.4 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 0.95 8.4 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 2.8 8.4 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 1.3 8.4 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 1.3 8.4 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.2 8.4 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 0.91 8.4 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 1.4 8.4 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.2 8.4 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 1.5 8.4 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.3 8.4 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 1.8 8.4 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.1 8.4 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 3.6 8.4 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 2.1 8.4 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 1.8 8.4 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 2.4 8.4 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 2.4 8.4 NA1 SW8260B NA 404969%110(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%120(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969S%150(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 S-Surrogate recovery was out of limit-high bias. Data was acceptable as no target analytes were present in sample. No corrective action required.NOTE: Page 32 of 90Total Page Count: 90 Exhibit M - 241 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:05 1210.02 Palo Alto Airport B-14-1.0 SoilSample Matrix: Lab Sample ID: 1105070-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/16/11 404996mg/KgNDTPH as Diesel (SG) 05/16/11 1.5 4.0 26241 SW8015B(M) 5/16/11 404996mg/Kg30TPH as Motor Oil (SG)05/16/11 3.6 8.0 26241 SW8015B(M) 5/16/11 404996%108Pentacosane (S) 05/16/11 61.5 133 26241 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 14 84 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 14 84 NA1 TPH-GCMS NA 404970S%52(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S-Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 33 of 90Total Page Count: 90 Exhibit M - 242 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:10 1210.02 Palo Alto Airport B-14-7.0 SoilSample Matrix: Lab Sample ID: 1105070-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 6.6 15 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 7.0 15 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 4.0 15 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 7.1 15 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 4.4 15 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 2.4 15 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 5.6 15 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 3.0 15 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 1.7 15 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 3.9 15 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 32 76 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 3.3 15 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.9 15 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 3.7 15 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 2.7 15 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.9 15 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 3.5 15 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.8 15 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 2.4 15 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.8 15 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 2.2 15 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 2.3 15 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 3.1 15 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 2.9 15 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 5.9 15 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 3.3 15 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 2.0 15 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 1.7 15 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 6.8 15 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 2.1 15 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 1.5 15 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 2.7 15 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 1.8 15 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 2.8 15 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 1.7 15 NA1 Page 34 of 90Total Page Count: 90 Exhibit M - 243 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:10 1210.02 Palo Alto Airport B-14-7.0 SoilSample Matrix: Lab Sample ID: 1105070-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 3.1 15 NA1 SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 2.6 15 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 1.3 15 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 6.4 15 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 1.3 15 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 2.8 15 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 1.0 7.6 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 1.2 15 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 2.9 15 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.9 15 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 2.2 15 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 1.8 15 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 4.6 15 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 1.7 15 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 5.1 15 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 2.4 15 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 2.4 15 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 2.2 15 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 1.7 15 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 2.5 15 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 2.2 15 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 2.7 15 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 2.3 15 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 3.3 15 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 2.0 15 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 6.4 15 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 3.9 15 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 3.2 15 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 4.3 15 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 4.4 15 NA1 SW8260B NA 404969%105(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%130(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969S%170(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 S-Surrogate recovery was out of limit-high bias. Data was acceptable as no target analytes were present in sample. No corrective action required.NOTE: Page 35 of 90Total Page Count: 90 Exhibit M - 244 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:10 1210.02 Palo Alto Airport B-14-7.0 SoilSample Matrix: Lab Sample ID: 1105070-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/16/11 404996mg/KgNDTPH as Diesel (SG) 05/16/11 0.76 2.0 26241 SW8015B(M) 5/16/11 404996mg/KgNDTPH as Motor Oil (SG)05/16/11 1.8 4.0 26241 SW8015B(M) 5/16/11 404996%88.2Pentacosane (S) 05/16/11 61.5 133 26241 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404971ug/KgNDTPH(Aviation Gas) 05/13/11 14 82 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Gasoline) 05/13/11 14 82 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Mineral Spirits) 05/13/11 14 82 NA1 TPH-GCMS NA 404971S%46(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S- Surrogate recovery out of limit. Sample was analyzed twice.NOTE: Page 36 of 90Total Page Count: 90 Exhibit M - 245 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:15 1210.02 Palo Alto Airport B-13-1.5 SoilSample Matrix: Lab Sample ID: 1105070-010A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 6/1/11 405286mg/KgNDAroclor1016 06/02/11 0.230 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1221 06/02/11 0.920 2.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1232 06/02/11 0.460 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1242 06/02/11 0.430 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1248 06/02/11 0.360 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1254 06/02/11 0.240 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1260 06/02/11 0.270 1.0 278610 SW8082 6/1/11 405286%114TCMX (S) 06/02/11 50.4 136 278610 SW8082 6/1/11 405286%106DCBP (S) 06/02/11 55.1 113 278610 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/16/11 404996mg/KgNDTPH as Diesel (SG) 05/16/11 46 120 26242 SW8015B(M) 5/16/11 404996mg/Kg4400TPH as Motor Oil (SG)05/16/11 110 240 26242 SW8015B(M) 5/16/11 404996S,D %0.000Pentacosane (S) 05/16/11 61.5 133 26242 D - Surrogates not recoverable due to dilution of the sample.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404971ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Mineral Spirits) 05/13/11 17 100 NA1 TPH-GCMS NA 404971S%39(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S- Surrogate recovery out of limit. Sample was analyzed twice.NOTE: Page 37 of 90Total Page Count: 90 Exhibit M - 246 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:20 1210.02 Palo Alto Airport B-13-7.0 SoilSample Matrix: Lab Sample ID: 1105070-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 4.7 11 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 5.0 11 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 2.9 11 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 5.0 11 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 3.1 11 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.7 11 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 4.0 11 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 2.1 11 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 1.2 11 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 2.8 11 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 22 54 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 2.4 11 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 1.4 11 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 2.6 11 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 1.9 11 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 1.3 11 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 2.5 11 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 1.3 11 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 1.7 11 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 1.3 11 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.6 11 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.6 11 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 2.2 11 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 2.1 11 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 4.2 11 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 2.4 11 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.4 11 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 1.2 11 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 4.8 11 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.5 11 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 1.1 11 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 2.0 11 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 1.2 11 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 2.0 11 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 1.2 11 NA1 SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 2.2 11 NA1 Page 38 of 90Total Page Count: 90 Exhibit M - 247 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:20 1210.02 Palo Alto Airport B-13-7.0 SoilSample Matrix: Lab Sample ID: 1105070-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 1.9 11 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 0.93 11 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 4.5 11 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 0.93 11 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 2.0 11 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.71 5.4 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.83 11 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 2.0 11 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 1.3 11 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.5 11 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 1.3 11 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 3.3 11 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 1.2 11 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 3.6 11 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 1.7 11 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 1.7 11 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.5 11 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 1.2 11 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 1.8 11 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.6 11 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 1.9 11 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.6 11 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 2.4 11 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.4 11 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 4.6 11 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 2.8 11 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 2.3 11 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 3.1 11 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 3.1 11 NA1 SW8260B NA 404969%105(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%114(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969%107(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 Page 39 of 90Total Page Count: 90 Exhibit M - 248 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:20 1210.02 Palo Alto Airport B-13-7.0 SoilSample Matrix: Lab Sample ID: 1105070-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/16/11 404996mg/KgNDTPH as Diesel (SG) 05/16/11 0.76 2.0 26241 SW8015B(M) 5/16/11 404996mg/KgNDTPH as Motor Oil (SG)05/16/11 1.8 4.0 26241 SW8015B(M) 5/16/11 404996%96.3Pentacosane (S) 05/16/11 61.5 133 26241 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 18 110 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 18 110 NA1 TPH-GCMS NA 404970%67(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 40 of 90Total Page Count: 90 Exhibit M - 249 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:00 1210.02 Palo Alto Airport B-26-1.0 SoilSample Matrix: Lab Sample ID: 1105070-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/11/11 404930mg/Kg16Antimony05/12/11 0.20 5.0 25951 SW6010B 5/11/11 404930mg/Kg4.2Arsenic05/12/11 0.28 1.7 25951 SW6010B 5/11/11 404930mg/Kg94Barium05/12/11 1 5.0 25951 SW6010B 5/11/11 404930mg/KgNDBeryllium05/12/11 0.0840 2.0 25951 SW6010B 5/11/11 404930mg/KgNDCadmium05/12/11 0.0590 1.0 25951 SW6010B 5/11/11 404930mg/Kg110Chromium05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg22Cobalt05/12/11 0.14 5.0 25951 SW6010B 5/11/11 404930mg/Kg47Copper05/12/11 0.0900 5.0 25951 SW6010B 5/11/11 404930mg/Kg4.0Lead05/12/11 0.043 1.0 25951 SW6010B 5/11/11 404930mg/KgNDMolybdenum05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/Kg91Nickel05/12/11 0.0590 5.0 25951 SW6010B 5/11/11 404930mg/KgNDSelenium05/12/11 0.29 5.0 25951 SW6010B 5/11/11 404930mg/Kg7.3Silver05/12/11 1.0 1.0 25951 SW6010B 5/11/11 404930mg/KgNDThallium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg89Vanadium05/12/11 0.12 5.0 25951 SW6010B 5/11/11 404930mg/Kg47Zinc05/12/11 0.59 5.0 25951 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/11/11 404941mg/KgNDMercury 05/12/11 0.01 0.10 25971 Page 41 of 90Total Page Count: 90 Exhibit M - 250 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:00 1210.02 Palo Alto Airport B-26-1.0 SoilSample Matrix: Lab Sample ID: 1105070-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 404980ug/KgNDalpha-BHC 05/15/11 0.44 2.0 26061 SW8081A 5/14/11 404980ug/KgNDgamma-BHC 05/15/11 0.40 2.0 26061 SW8081A 5/14/11 404980ug/KgNDbeta-BHC 05/15/11 0.36 2.0 26061 SW8081A 5/14/11 404980ug/KgNDdelta-BHC 05/15/11 0.49 2.0 26061 SW8081A 5/14/11 404980ug/KgNDHeptachlor 05/15/11 1.1 2.0 26061 SW8081A 5/14/11 404980ug/KgNDAldrin 05/15/11 0.44 2.0 26061 SW8081A 5/14/11 404980ug/KgNDHeptachlor epoxide 05/15/11 0.32 2.0 26061 SW8081A 5/14/11 404980ug/KgNDgamma-Chlordane 05/15/11 0.42 2.0 26061 SW8081A 5/14/11 404980ug/KgNDalpha-Chlordane 05/15/11 0.36 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan I 05/15/11 0.59 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDE 05/15/11 0.48 2.0 26061 SW8081A 5/14/11 404980ug/KgNDDieldrin 05/15/11 0.43 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin 05/15/11 0.57 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDD 05/15/11 0.47 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan II 05/15/11 1.5 2.0 26061 SW8081A 5/14/11 404980ug/KgND4,4'-DDT 05/15/11 0.81 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin aldehyde 05/15/11 1.0 2.0 26061 SW8081A 5/14/11 404980ug/KgNDEndosulfan sulfate 05/15/11 0.49 2.0 26061 SW8081A 5/14/11 404980ug/KgNDMethoxychlor 05/15/11 0.62 5.0 26061 SW8081A 5/14/11 404980ug/KgNDEndrin Ketone 05/15/11 0.40 2.0 26061 SW8081A 5/14/11 404980ug/KgNDChlordane 05/15/11 10 20 26061 SW8081A 5/14/11 404980ug/KgNDToxaphene 05/15/11 10 100 26061 SW8081A 5/14/11 404980%88.4TCMX (S) 05/15/11 52.5 139 26061 SW8081A 5/14/11 404980%84.7DCBP (S) 05/15/11 50.2 139 26061 Page 42 of 90Total Page Count: 90 Exhibit M - 251 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:00 1210.02 Palo Alto Airport B-26-1.0 SoilSample Matrix: Lab Sample ID: 1105070-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 404997mg/KgNDAroclor1016 05/16/11 0.0230 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1221 05/16/11 0.0920 0.20 26091 SW8082 5/14/11 404997mg/KgNDAroclor1232 05/16/11 0.0460 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1242 05/16/11 0.0430 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1248 05/16/11 0.0360 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1254 05/16/11 0.0240 0.10 26091 SW8082 5/14/11 404997mg/KgNDAroclor1260 05/16/11 0.0270 0.10 26091 SW8082 5/14/11 404997%71.4TCMX (S) 05/16/11 50.4 136 26091 SW8082 5/14/11 404997%69.2DCBP (S) 05/16/11 55.1 113 26091 Page 43 of 90Total Page Count: 90 Exhibit M - 252 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:00 1210.02 Palo Alto Airport B-26-1.0 SoilSample Matrix: Lab Sample ID: 1105070-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgNDDichlorodifluoromethane 05/13/11 3.4 7.7 NA1 SW8260B NA 404969ug/KgNDChloromethane 05/13/11 3.5 7.7 NA1 SW8260B NA 404969ug/KgNDVinyl Chloride 05/13/11 2.0 7.7 NA1 SW8260B NA 404969ug/KgNDBromomethane 05/13/11 3.6 7.7 NA1 SW8260B NA 404969ug/KgNDTrichlorofluoromethane 05/13/11 2.2 7.7 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethene 05/13/11 1.2 7.7 NA1 SW8260B NA 404969ug/KgNDFreon 113 05/13/11 2.9 7.7 NA1 SW8260B NA 404969ug/KgNDMethylene Chloride 05/13/11 1.5 7.7 NA1 SW8260B NA 404969ug/KgNDtrans-1,2-Dichloroethene 05/13/11 0.86 7.7 NA1 SW8260B NA 404969ug/KgNDMTBE 05/13/11 2.0 7.7 NA1 SW8260B NA 404969ug/KgNDtert-Butanol 05/13/11 16 39 NA1 SW8260B NA 404969ug/KgNDDiisopropyl ether (DIPE) 05/13/11 1.7 7.7 NA1 SW8260B NA 404969ug/KgND1,1-Dichloroethane 05/13/11 0.98 7.7 NA1 SW8260B NA 404969ug/KgNDETBE 05/13/11 1.9 7.7 NA1 SW8260B NA 404969ug/KgNDcis-1,2-Dichloroethene 05/13/11 1.4 7.7 NA1 SW8260B NA 404969ug/KgND2,2-Dichloropropane 05/13/11 0.95 7.7 NA1 SW8260B NA 404969ug/KgNDBromochloromethane 05/13/11 1.8 7.7 NA1 SW8260B NA 404969ug/KgNDChloroform 05/13/11 0.94 7.7 NA1 SW8260B NA 404969ug/KgNDCarbon Tetrachloride 05/13/11 1.2 7.7 NA1 SW8260B NA 404969ug/KgND1,1,1-Trichloroethane 05/13/11 0.94 7.7 NA1 SW8260B NA 404969ug/KgND1,1-Dichloropropene 05/13/11 1.1 7.7 NA1 SW8260B NA 404969ug/KgNDBenzene 05/13/11 1.2 7.7 NA1 SW8260B NA 404969ug/KgNDTAME 05/13/11 1.6 7.7 NA1 SW8260B NA 404969ug/KgND1,2-Dichloroethane 05/13/11 1.5 7.7 NA1 SW8260B NA 404969ug/KgNDTrichloroethylene 05/13/11 3.0 7.7 NA1 SW8260B NA 404969ug/KgNDDibromomethane 05/13/11 1.7 7.7 NA1 SW8260B NA 404969ug/KgND1,2-Dichloropropane 05/13/11 1.0 7.7 NA1 SW8260B NA 404969ug/KgNDBromodichloromethane 05/13/11 0.86 7.7 NA1 SW8260B NA 404969ug/KgND2-Chloroethyl vinyl ether 05/13/11 3.5 7.7 NA1 SW8260B NA 404969ug/KgNDcis-1,3-Dichloropropene 05/13/11 1.1 7.7 NA1 SW8260B NA 404969ug/KgNDToluene 05/13/11 0.76 7.7 NA1 SW8260B NA 404969ug/KgNDTetrachloroethylene 05/13/11 1.4 7.7 NA1 SW8260B NA 404969ug/KgNDtrans-1,3-Dichloropropene 05/13/11 0.89 7.7 NA1 SW8260B NA 404969ug/KgND1,1,2-Trichloroethane 05/13/11 1.4 7.7 NA1 SW8260B NA 404969ug/KgNDDibromochloromethane 05/13/11 0.86 7.7 NA1 SW8260B NA 404969ug/KgND1,3-Dichloropropane 05/13/11 1.6 7.7 NA1 Page 44 of 90Total Page Count: 90 Exhibit M - 253 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:00 1210.02 Palo Alto Airport B-26-1.0 SoilSample Matrix: Lab Sample ID: 1105070-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404969ug/KgND1,2-Dibromoethane 05/13/11 1.3 7.7 NA1 SW8260B NA 404969ug/KgNDEthyl Benzene 05/13/11 0.66 7.7 NA1 SW8260B NA 404969ug/KgNDChlorobenzene 05/13/11 3.2 7.7 NA1 SW8260B NA 404969ug/KgND1,1,1,2-Tetrachloroethane 05/13/11 0.66 7.7 NA1 SW8260B NA 404969ug/KgNDm,p-Xylene 05/13/11 1.4 7.7 NA1 SW8260B NA 404969ug/KgNDo-Xylene 05/13/11 0.51 3.9 NA1 SW8260B NA 404969ug/KgNDStyrene 05/13/11 0.59 7.7 NA1 SW8260B NA 404969ug/KgNDBromoform 05/13/11 1.5 7.7 NA1 SW8260B NA 404969ug/KgNDIsopropyl Benzene 05/13/11 0.95 7.7 NA1 SW8260B NA 404969ug/KgNDn-Propylbenzene 05/13/11 1.1 7.7 NA1 SW8260B NA 404969ug/KgNDBromobenzene 05/13/11 0.91 7.7 NA1 SW8260B NA 404969ug/KgND1,1,2,2-Tetrachloroethane 05/13/11 2.3 7.7 NA1 SW8260B NA 404969ug/KgND1,3,5-Trimethylbenzene 05/13/11 0.87 7.7 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichloropropane 05/13/11 2.6 7.7 NA1 SW8260B NA 404969ug/KgND4-Chlorotoluene 05/13/11 1.2 7.7 NA1 SW8260B NA 404969ug/KgND2-Chlorotoluene 05/13/11 1.2 7.7 NA1 SW8260B NA 404969ug/KgNDtert-Butylbenzene 05/13/11 1.1 7.7 NA1 SW8260B NA 404969ug/KgND1,2,4-Trimethylbenzene 05/13/11 0.84 7.7 NA1 SW8260B NA 404969ug/KgNDsec-Butyl Benzene 05/13/11 1.3 7.7 NA1 SW8260B NA 404969ug/KgNDp-Isopropyltoluene 05/13/11 1.1 7.7 NA1 SW8260B NA 404969ug/KgND1,3-Dichlorobenzene 05/13/11 1.4 7.7 NA1 SW8260B NA 404969ug/KgND1,4-Dichlorobenzene 05/13/11 1.2 7.7 NA1 SW8260B NA 404969ug/KgNDn-Butylbenzene 05/13/11 1.7 7.7 NA1 SW8260B NA 404969ug/KgND1,2-Dichlorobenzene 05/13/11 1.0 7.7 NA1 SW8260B NA 404969ug/KgND1,2-Dibromo-3-Chloropropane 05/13/11 3.3 7.7 NA1 SW8260B NA 404969ug/KgNDHexachlorobutadiene 05/13/11 2.0 7.7 NA1 SW8260B NA 404969ug/KgND1,2,4-Trichlorobenzene 05/13/11 1.6 7.7 NA1 SW8260B NA 404969ug/KgNDNaphthalene 05/13/11 2.2 7.7 NA1 SW8260B NA 404969ug/KgND1,2,3-Trichlorobenzene 05/13/11 2.2 7.7 NA1 SW8260B NA 404969%101(S) Dibromofluoromethane 05/13/11 59.8 148 NA1 SW8260B NA 404969%105(S) Toluene-d8 05/13/11 55.2 133 NA1 SW8260B NA 404969%98.9(S) 4-Bromofluorobenzene 05/13/11 55.8 141 NA1 Page 45 of 90Total Page Count: 90 Exhibit M - 254 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:00 1210.02 Palo Alto Airport B-26-1.0 SoilSample Matrix: Lab Sample ID: 1105070-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404985mg/KgNDTPH as Diesel (SG) 05/16/11 0.76 2.0 26101 SW8015B(M) 5/14/11 404985mg/KgNDTPH as Motor Oil (SG)05/16/11 1.8 4.0 26101 SW8015B(M) 5/14/11 404985%104Pentacosane (S) 05/16/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404970ug/KgNDTPH(Aviation Gas) 05/13/11 13 77 NA1 TPH-GCMS NA 404970ug/KgNDTPH(Gasoline) 05/13/11 13 77 NA1 TPH-GCMS NA 404970%77(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 Page 46 of 90Total Page Count: 90 Exhibit M - 255 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 17:05 1210.02 Palo Alto Airport B-26-6.0 SoilSample Matrix: Lab Sample ID: 1105070-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/16/11 404996mg/KgNDTPH as Diesel (SG) 05/16/11 0.76 2.0 26241 SW8015B(M) 5/16/11 404996mg/KgNDTPH as Motor Oil (SG) 05/16/11 1.8 4.0 26241 SW8015B(M) 5/16/11 404996%96.9Pentacosane (S) 05/16/11 61.5 133 26241 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 404971ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 404971ug/KgNDTPH(Mineral Spirits) 05/13/11 17 100 NA1 TPH-GCMS NA 404971S%53(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S-Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 47 of 90Total Page Count: 90 Exhibit M - 256 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:45 1210.02 Palo Alto Airport B-23-W WaterSample Matrix: Lab Sample ID: 1105070-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LNDDichlorodifluoromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDChloromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDVinyl Chloride 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromomethane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDTrichlorofluoromethane 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDFreon 113 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDMethylene Chloride 05/13/11 1.9 55 NA11 SW8260B NA 404954ug/LNDtrans-1,2-Dichloroethene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LNDMTBE 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butanol 05/13/11 17 55 NA11 SW8260B NA 404954ug/LNDDiisopropyl ether (DIPE) 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethane 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDETBE 05/13/11 4.4 5.5 NA11 SW8260B NA 404954ug/LNDcis-1,2-Dichloroethene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND2,2-Dichloropropane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromochloromethane 05/13/11 3.8 5.5 NA11 SW8260B NA 404954ug/LNDChloroform 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDCarbon Tetrachloride 05/13/11 2.9 5.5 NA11 SW8260B NA 404954ug/LND1,1,1-Trichloroethane 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloropropene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LNDBenzene 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LNDTAME 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloroethane 05/13/11 3.0 5.5 NA11 SW8260B NA 404954ug/LNDTrichloroethylene 05/13/11 4.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromomethane 05/13/11 2.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloropropane 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LNDBromodichloromethane 05/13/11 2.5 5.5 NA11 SW8260B NA 404954ug/LND2-Chloroethyl vinyl ether 05/13/11 10 22 NA11 SW8260B NA 404954ug/LNDcis-1,3-Dichloropropene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LNDToluene 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDTetrachloroethylene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDtrans-1,3-Dichloropropene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND1,1,2-Trichloroethane 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromochloromethane 05/13/11 2.4 5.5 NA11 Page 48 of 90Total Page Count: 90 Exhibit M - 257 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:45 1210.02 Palo Alto Airport B-23-W WaterSample Matrix: Lab Sample ID: 1105070-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LND1,3-Dichloropropane 05/13/11 2.0 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromoethane 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDChlorobenzene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDEthyl Benzene 05/13/11 1.7 5.5 NA11 SW8260B NA 404954ug/LND1,1,1,2-Tetrachloroethane 05/13/11 1.1 5.5 NA11 SW8260B NA 404954ug/LNDm,p-Xylene 05/13/11 2.2 11 NA11 SW8260B NA 404954ug/LNDo-Xylene 05/13/11 1.4 5.5 NA11 SW8260B NA 404954ug/LNDStyrene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDBromoform 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDIsopropyl Benzene 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDBromobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,1,2,2-Tetrachloroethane 05/13/11 2.8 5.5 NA11 SW8260B NA 404954ug/LNDn-Propylbenzene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LND2-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,3,5-Trimethylbenzene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND4-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butylbenzene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LND1,2,3-Trichloropropane 05/13/11 6.5 11 NA11 SW8260B NA 404954ug/LND1,2,4-Trimethylbenzene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDsec-Butyl Benzene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LNDp-Isopropyltoluene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LND1,3-Dichlorobenzene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LND1,4-Dichlorobenzene 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDn-Butylbenzene 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichlorobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromo-3-Chloropropane 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDHexachlorobutadiene 05/13/11 2.4 5.5 NA11 SW8260B NA 404954ug/LND1,2,4-Trichlorobenzene 05/13/11 5.3 11 NA11 SW8260B NA 404954ug/LNDNaphthalene 05/13/11 6.3 11 NA11 SW8260B NA 404954ug/LND1,2,3-Trichlorobenzene 05/13/11 5.8 11 NA11 SW8260B NA 404954%106(S) Dibromofluoromethane 05/13/11 61.2 131 NA11 SW8260B NA 404954%103(S) Toluene-d8 05/13/11 75.1 127 NA11 SW8260B NA 404954%116(S) 4-Bromofluorobenzene 05/13/11 64.1 120 NA11 For reporting limits, please see case narrativeNOTE: Page 49 of 90Total Page Count: 90 Exhibit M - 258 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 10:45 1210.02 Palo Alto Airport B-23-W WaterSample Matrix: Lab Sample ID: 1105070-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH 5/13/11 404954ug/LNDTPH(Aviation Gas) 05/13/11 240 550 260711 8260TPH 5/13/11 404954ug/LNDTPH(Gasoline) 05/13/11 240 550 260711 8260TPH 5/13/11 404954%52(S) 4-Bromofluorobenzene 05/13/11 34 114 260711 For reporting limits, please see case narrative.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0456 0.11 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG)05/14/11 0.103 0.23 26051 SW8015B(M) 5/14/11 404983%76.5Pentacosane (S) 05/14/11 57.9 125 26051 Reporting limits increased due to limited sample volume available (sediment present).NOTE: Page 50 of 90Total Page Count: 90 Exhibit M - 259 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 12:05 1210.02 Palo Alto Airport B-24-W WaterSample Matrix: Lab Sample ID: 1105070-015A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LNDDichlorodifluoromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDChloromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDVinyl Chloride 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromomethane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDTrichlorofluoromethane 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDFreon 113 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDMethylene Chloride 05/13/11 1.9 55 NA11 SW8260B NA 404954ug/LNDtrans-1,2-Dichloroethene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LNDMTBE 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butanol 05/13/11 17 55 NA11 SW8260B NA 404954ug/LNDDiisopropyl ether (DIPE) 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethane 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDETBE 05/13/11 4.4 5.5 NA11 SW8260B NA 404954ug/LNDcis-1,2-Dichloroethene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND2,2-Dichloropropane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromochloromethane 05/13/11 3.8 5.5 NA11 SW8260B NA 404954ug/LNDChloroform 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDCarbon Tetrachloride 05/13/11 2.9 5.5 NA11 SW8260B NA 404954ug/LND1,1,1-Trichloroethane 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloropropene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LNDBenzene 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LNDTAME 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloroethane 05/13/11 3.0 5.5 NA11 SW8260B NA 404954ug/LNDTrichloroethylene 05/13/11 4.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromomethane 05/13/11 2.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloropropane 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LNDBromodichloromethane 05/13/11 2.5 5.5 NA11 SW8260B NA 404954ug/LND2-Chloroethyl vinyl ether 05/13/11 10 22 NA11 SW8260B NA 404954ug/LNDcis-1,3-Dichloropropene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LNDToluene 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDTetrachloroethylene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDtrans-1,3-Dichloropropene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND1,1,2-Trichloroethane 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromochloromethane 05/13/11 2.4 5.5 NA11 Page 51 of 90Total Page Count: 90 Exhibit M - 260 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 12:05 1210.02 Palo Alto Airport B-24-W WaterSample Matrix: Lab Sample ID: 1105070-015A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LND1,3-Dichloropropane 05/13/11 2.0 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromoethane 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDChlorobenzene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDEthyl Benzene 05/13/11 1.7 5.5 NA11 SW8260B NA 404954ug/LND1,1,1,2-Tetrachloroethane 05/13/11 1.1 5.5 NA11 SW8260B NA 404954ug/LNDm,p-Xylene 05/13/11 2.2 11 NA11 SW8260B NA 404954ug/LNDo-Xylene 05/13/11 1.4 5.5 NA11 SW8260B NA 404954ug/LNDStyrene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDBromoform 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDIsopropyl Benzene 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDBromobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,1,2,2-Tetrachloroethane 05/13/11 2.8 5.5 NA11 SW8260B NA 404954ug/LNDn-Propylbenzene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LND2-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,3,5-Trimethylbenzene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND4-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butylbenzene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LND1,2,3-Trichloropropane 05/13/11 6.5 11 NA11 SW8260B NA 404954ug/LND1,2,4-Trimethylbenzene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDsec-Butyl Benzene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LNDp-Isopropyltoluene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LND1,3-Dichlorobenzene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LND1,4-Dichlorobenzene 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDn-Butylbenzene 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichlorobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromo-3-Chloropropane 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDHexachlorobutadiene 05/13/11 2.4 5.5 NA11 SW8260B NA 404954ug/LND1,2,4-Trichlorobenzene 05/13/11 5.3 11 NA11 SW8260B NA 404954ug/LNDNaphthalene 05/13/11 6.3 11 NA11 SW8260B NA 404954ug/LND1,2,3-Trichlorobenzene 05/13/11 5.8 11 NA11 SW8260B NA 404954%121(S) Dibromofluoromethane 05/13/11 61.2 131 NA11 SW8260B NA 404954%101(S) Toluene-d8 05/13/11 75.1 127 NA11 SW8260B NA 404954%85.2(S) 4-Bromofluorobenzene 05/13/11 64.1 120 NA11 Page 52 of 90Total Page Count: 90 Exhibit M - 261 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 12:05 1210.02 Palo Alto Airport B-24-W WaterSample Matrix: Lab Sample ID: 1105070-015A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW6010B 5/11/11 404926mg/LNDAntimony (Dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926Jmg/L0.13Arsenic (Dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926Jmg/L0.071Barium (Dissolved)05/16/11 0.05 0.2 259125 SW6010B 5/11/11 404926mg/LNDBeryllium (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDCadmium (Dissolved)05/16/11 0.03 0.1 259125 SW6010B 5/11/11 404926mg/LNDChromium (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDCobalt (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDCopper (Dissolved)05/16/11 0.08 0.2 259125 SW6010B 5/11/11 404926mg/LNDLead (Dissolved)05/16/11 0.1 0.35 259125 SW6010B 5/11/11 404926mg/LNDMolybdenum (Dissolved)05/16/11 0.05 0.2 259125 SW6010B 5/11/11 404926mg/LNDNickel (Dissolved)05/16/11 0.05 0.2 259125 SW6010B 5/11/11 404926mg/LNDSelenium (Dissolved)05/16/11 0.1 0.5 259125 SW6010B 5/11/11 404926mg/LNDSilver (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDThallium (dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926mg/LNDVanadium (Dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926mg/LNDZinc (dissolved)05/16/11 0.05 0.2 259125 Due to high salt content resulting in shut down of the ICP plasma, samples required a 25X dilution in order to reduce the interference to a level where analysis was possible. NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/11/11 404940mg/LNDMercury 05/12/11 0.00005 0.0002 25941 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH 5/13/11 404954ug/LNDTPH(Aviation Gas) 05/13/11 240 550 260711 8260TPH 5/13/11 404954ug/LNDTPH(Gasoline) 05/13/11 240 550 260711 8260TPH 5/13/11 404954%39(S) 4-Bromofluorobenzene 05/13/11 34 114 260711 Page 53 of 90Total Page Count: 90 Exhibit M - 262 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 12:05 1210.02 Palo Alto Airport B-24-W WaterSample Matrix: Lab Sample ID: 1105070-015A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0444 0.11 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG)05/14/11 0.0999 0.22 26051 SW8015B(M) 5/14/11 404983%72.6Pentacosane (S) 05/14/11 57.9 125 26051 Reporting limits increased due to limited sample volume available (sediment present).NOTE: Page 54 of 90Total Page Count: 90 Exhibit M - 263 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:40 1210.02 Palo Alto Airport B-22-W WaterSample Matrix: Lab Sample ID: 1105070-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LNDDichlorodifluoromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDChloromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDVinyl Chloride 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromomethane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDTrichlorofluoromethane 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDFreon 113 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDMethylene Chloride 05/13/11 1.9 55 NA11 SW8260B NA 404954ug/LNDtrans-1,2-Dichloroethene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LNDMTBE 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butanol 05/13/11 17 55 NA11 SW8260B NA 404954ug/LNDDiisopropyl ether (DIPE) 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethane 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDETBE 05/13/11 4.4 5.5 NA11 SW8260B NA 404954ug/LNDcis-1,2-Dichloroethene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND2,2-Dichloropropane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromochloromethane 05/13/11 3.8 5.5 NA11 SW8260B NA 404954ug/LNDChloroform 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDCarbon Tetrachloride 05/13/11 2.9 5.5 NA11 SW8260B NA 404954ug/LND1,1,1-Trichloroethane 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloropropene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LNDBenzene 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LNDTAME 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloroethane 05/13/11 3.0 5.5 NA11 SW8260B NA 404954ug/LNDTrichloroethylene 05/13/11 4.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromomethane 05/13/11 2.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloropropane 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LNDBromodichloromethane 05/13/11 2.5 5.5 NA11 SW8260B NA 404954ug/LND2-Chloroethyl vinyl ether 05/13/11 10 22 NA11 SW8260B NA 404954ug/LNDcis-1,3-Dichloropropene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LNDToluene 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDTetrachloroethylene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDtrans-1,3-Dichloropropene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND1,1,2-Trichloroethane 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromochloromethane 05/13/11 2.4 5.5 NA11 Page 55 of 90Total Page Count: 90 Exhibit M - 264 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:40 1210.02 Palo Alto Airport B-22-W WaterSample Matrix: Lab Sample ID: 1105070-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LND1,3-Dichloropropane 05/13/11 2.0 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromoethane 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDChlorobenzene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDEthyl Benzene 05/13/11 1.7 5.5 NA11 SW8260B NA 404954ug/LND1,1,1,2-Tetrachloroethane 05/13/11 1.1 5.5 NA11 SW8260B NA 404954ug/LNDm,p-Xylene 05/13/11 2.2 11 NA11 SW8260B NA 404954ug/LNDo-Xylene 05/13/11 1.4 5.5 NA11 SW8260B NA 404954ug/LNDStyrene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDBromoform 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDIsopropyl Benzene 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDBromobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,1,2,2-Tetrachloroethane 05/13/11 2.8 5.5 NA11 SW8260B NA 404954ug/LNDn-Propylbenzene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LND2-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,3,5-Trimethylbenzene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND4-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butylbenzene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LND1,2,3-Trichloropropane 05/13/11 6.5 11 NA11 SW8260B NA 404954ug/LND1,2,4-Trimethylbenzene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDsec-Butyl Benzene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LNDp-Isopropyltoluene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LND1,3-Dichlorobenzene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LND1,4-Dichlorobenzene 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDn-Butylbenzene 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichlorobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromo-3-Chloropropane 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDHexachlorobutadiene 05/13/11 2.4 5.5 NA11 SW8260B NA 404954ug/LND1,2,4-Trichlorobenzene 05/13/11 5.3 11 NA11 SW8260B NA 404954ug/LNDNaphthalene 05/13/11 6.3 11 NA11 SW8260B NA 404954ug/LND1,2,3-Trichlorobenzene 05/13/11 5.8 11 NA11 SW8260B NA 404954%111(S) Dibromofluoromethane 05/13/11 61.2 131 NA11 SW8260B NA 404954%100(S) Toluene-d8 05/13/11 75.1 127 NA11 SW8260B NA 404954%119(S) 4-Bromofluorobenzene 05/13/11 64.1 120 NA11 For reporting limits, please see case narrative.NOTE: Page 56 of 90Total Page Count: 90 Exhibit M - 265 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:40 1210.02 Palo Alto Airport B-22-W WaterSample Matrix: Lab Sample ID: 1105070-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW6010B 5/11/11 404926mg/LNDAntimony (Dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926mg/LNDArsenic (Dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926mg/L1.8Barium (Dissolved)05/16/11 0.05 0.2 259125 SW6010B 5/11/11 404926mg/LNDBeryllium (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDCadmium (Dissolved)05/16/11 0.03 0.1 259125 SW6010B 5/11/11 404926mg/LNDChromium (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDCobalt (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDCopper (Dissolved)05/16/11 0.08 0.2 259125 SW6010B 5/11/11 404926mg/LNDLead (Dissolved)05/16/11 0.1 0.35 259125 SW6010B 5/11/11 404926mg/LNDMolybdenum (Dissolved)05/16/11 0.05 0.2 259125 SW6010B 5/11/11 404926mg/LNDNickel (Dissolved)05/16/11 0.05 0.2 259125 SW6010B 5/11/11 404926mg/LNDSelenium (Dissolved)05/16/11 0.1 0.5 259125 SW6010B 5/11/11 404926mg/LNDSilver (Dissolved)05/16/11 0.05 0.1 259125 SW6010B 5/11/11 404926mg/LNDThallium (dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926mg/LNDVanadium (Dissolved)05/16/11 0.1 0.2 259125 SW6010B 5/11/11 404926mg/LNDZinc (dissolved)05/16/11 0.05 0.2 259125 Due to high salt content resulting in shut down of the ICP plasma, samples required a 25X dilution in order to reduce the interference to a level where analysis was possible. NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/11/11 404940mg/LNDMercury 05/12/11 0.00005 0.0002 25941 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH 5/13/11 404954ug/LNDTPH(Aviation Gas) 05/13/11 240 550 260711 8260TPH 5/13/11 404954ug/LNDTPH(Gasoline) 05/13/11 240 550 260711 8260TPH 5/13/11 404954%58(S) 4-Bromofluorobenzene 05/13/11 34 114 260711 For reporting limits, please see case narrative.NOTE: Page 57 of 90Total Page Count: 90 Exhibit M - 266 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 15:40 1210.02 Palo Alto Airport B-22-W WaterSample Matrix: Lab Sample ID: 1105070-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG)05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983%80.5Pentacosane (S) 05/14/11 57.9 125 26051 Page 58 of 90Total Page Count: 90 Exhibit M - 267 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:40 1210.02 Palo Alto Airport B-14-W WaterSample Matrix: Lab Sample ID: 1105070-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LNDDichlorodifluoromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDChloromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDVinyl Chloride 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromomethane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDTrichlorofluoromethane 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDFreon 113 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDMethylene Chloride 05/13/11 1.9 55 NA11 SW8260B NA 404954ug/LNDtrans-1,2-Dichloroethene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LNDMTBE 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butanol 05/13/11 17 55 NA11 SW8260B NA 404954ug/LNDDiisopropyl ether (DIPE) 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethane 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDETBE 05/13/11 4.4 5.5 NA11 SW8260B NA 404954ug/LNDcis-1,2-Dichloroethene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND2,2-Dichloropropane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromochloromethane 05/13/11 3.8 5.5 NA11 SW8260B NA 404954ug/LNDChloroform 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDCarbon Tetrachloride 05/13/11 2.9 5.5 NA11 SW8260B NA 404954ug/LND1,1,1-Trichloroethane 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloropropene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LNDBenzene 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LNDTAME 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloroethane 05/13/11 3.0 5.5 NA11 SW8260B NA 404954ug/LNDTrichloroethylene 05/13/11 4.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromomethane 05/13/11 2.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloropropane 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LNDBromodichloromethane 05/13/11 2.5 5.5 NA11 SW8260B NA 404954ug/LND2-Chloroethyl vinyl ether 05/13/11 10 22 NA11 SW8260B NA 404954ug/LNDcis-1,3-Dichloropropene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LNDToluene 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDTetrachloroethylene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDtrans-1,3-Dichloropropene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND1,1,2-Trichloroethane 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromochloromethane 05/13/11 2.4 5.5 NA11 Page 59 of 90Total Page Count: 90 Exhibit M - 268 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:40 1210.02 Palo Alto Airport B-14-W WaterSample Matrix: Lab Sample ID: 1105070-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LND1,3-Dichloropropane 05/13/11 2.0 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromoethane 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDChlorobenzene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDEthyl Benzene 05/13/11 1.7 5.5 NA11 SW8260B NA 404954ug/LND1,1,1,2-Tetrachloroethane 05/13/11 1.1 5.5 NA11 SW8260B NA 404954ug/LNDm,p-Xylene 05/13/11 2.2 11 NA11 SW8260B NA 404954ug/LNDo-Xylene 05/13/11 1.4 5.5 NA11 SW8260B NA 404954ug/LNDStyrene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDBromoform 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDIsopropyl Benzene 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDBromobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,1,2,2-Tetrachloroethane 05/13/11 2.8 5.5 NA11 SW8260B NA 404954ug/LNDn-Propylbenzene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LND2-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,3,5-Trimethylbenzene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND4-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butylbenzene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LND1,2,3-Trichloropropane 05/13/11 6.5 11 NA11 SW8260B NA 404954ug/LND1,2,4-Trimethylbenzene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDsec-Butyl Benzene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LNDp-Isopropyltoluene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LND1,3-Dichlorobenzene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LND1,4-Dichlorobenzene 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDn-Butylbenzene 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichlorobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromo-3-Chloropropane 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDHexachlorobutadiene 05/13/11 2.4 5.5 NA11 SW8260B NA 404954ug/LND1,2,4-Trichlorobenzene 05/13/11 5.3 11 NA11 SW8260B NA 404954ug/LNDNaphthalene 05/13/11 6.3 11 NA11 SW8260B NA 404954ug/LND1,2,3-Trichlorobenzene 05/13/11 5.8 11 NA11 SW8260B NA 404954%113(S) Dibromofluoromethane 05/13/11 61.2 131 NA11 SW8260B NA 404954%102(S) Toluene-d8 05/13/11 75.1 127 NA11 SW8260B NA 404954%103(S) 4-Bromofluorobenzene 05/13/11 64.1 120 NA11 Page 60 of 90Total Page Count: 90 Exhibit M - 269 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 14:40 1210.02 Palo Alto Airport B-14-W WaterSample Matrix: Lab Sample ID: 1105070-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH 5/13/11 404954ug/LNDTPH(Aviation Gas) 05/13/11 240 550 260711 8260TPH 5/13/11 404954ug/LNDTPH(Gasoline) 05/13/11 240 550 260711 8260TPH 5/13/11 404954S%22(S) 4-Bromofluorobenzene 05/13/11 34 114 260711 For reporting limits, please see case narrative.S-Surrogate recovery out of control limits, matrix effect suspected.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG)05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983%69.1Pentacosane (S) 05/14/11 57.9 125 26051 Page 61 of 90Total Page Count: 90 Exhibit M - 270 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 16:25 1210.02 Palo Alto Airport B-13-W WaterSample Matrix: Lab Sample ID: 1105070-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LNDDichlorodifluoromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDChloromethane 05/13/11 4.5 5.5 NA11 SW8260B NA 404954ug/LNDVinyl Chloride 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromomethane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDTrichlorofluoromethane 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDFreon 113 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDMethylene Chloride 05/13/11 1.9 55 NA11 SW8260B NA 404954ug/LNDtrans-1,2-Dichloroethene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LNDMTBE 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butanol 05/13/11 17 55 NA11 SW8260B NA 404954ug/LNDDiisopropyl ether (DIPE) 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloroethane 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDETBE 05/13/11 4.4 5.5 NA11 SW8260B NA 404954ug/LNDcis-1,2-Dichloroethene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND2,2-Dichloropropane 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDBromochloromethane 05/13/11 3.8 5.5 NA11 SW8260B NA 404954ug/LNDChloroform 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LNDCarbon Tetrachloride 05/13/11 2.9 5.5 NA11 SW8260B NA 404954ug/LND1,1,1-Trichloroethane 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,1-Dichloropropene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LNDBenzene 05/13/11 3.7 5.5 NA11 SW8260B NA 404954ug/LNDTAME 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloroethane 05/13/11 3.0 5.5 NA11 SW8260B NA 404954ug/LNDTrichloroethylene 05/13/11 4.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromomethane 05/13/11 2.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichloropropane 05/13/11 4.0 5.5 NA11 SW8260B NA 404954ug/LNDBromodichloromethane 05/13/11 2.5 5.5 NA11 SW8260B NA 404954ug/LND2-Chloroethyl vinyl ether 05/13/11 10 22 NA11 SW8260B NA 404954ug/LNDcis-1,3-Dichloropropene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LNDToluene 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDTetrachloroethylene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDtrans-1,3-Dichloropropene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND1,1,2-Trichloroethane 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDDibromochloromethane 05/13/11 2.4 5.5 NA11 Page 62 of 90Total Page Count: 90 Exhibit M - 271 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 16:25 1210.02 Palo Alto Airport B-13-W WaterSample Matrix: Lab Sample ID: 1105070-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404954ug/LND1,3-Dichloropropane 05/13/11 2.0 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromoethane 05/13/11 2.1 5.5 NA11 SW8260B NA 404954ug/LNDChlorobenzene 05/13/11 1.6 5.5 NA11 SW8260B NA 404954ug/LNDEthyl Benzene 05/13/11 1.7 5.5 NA11 SW8260B NA 404954ug/LND1,1,1,2-Tetrachloroethane 05/13/11 1.1 5.5 NA11 SW8260B NA 404954ug/LNDm,p-Xylene 05/13/11 2.2 11 NA11 SW8260B NA 404954ug/LNDo-Xylene 05/13/11 1.4 5.5 NA11 SW8260B NA 404954ug/LNDStyrene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LNDBromoform 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDIsopropyl Benzene 05/13/11 3.1 5.5 NA11 SW8260B NA 404954ug/LNDBromobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,1,2,2-Tetrachloroethane 05/13/11 2.8 5.5 NA11 SW8260B NA 404954ug/LNDn-Propylbenzene 05/13/11 3.3 5.5 NA11 SW8260B NA 404954ug/LND2-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LND1,3,5-Trimethylbenzene 05/13/11 2.2 5.5 NA11 SW8260B NA 404954ug/LND4-Chlorotoluene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDtert-Butylbenzene 05/13/11 3.2 5.5 NA11 SW8260B NA 404954ug/LND1,2,3-Trichloropropane 05/13/11 6.5 11 NA11 SW8260B NA 404954ug/LND1,2,4-Trimethylbenzene 05/13/11 3.6 5.5 NA11 SW8260B NA 404954ug/LNDsec-Butyl Benzene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LNDp-Isopropyltoluene 05/13/11 2.7 5.5 NA11 SW8260B NA 404954ug/LND1,3-Dichlorobenzene 05/13/11 3.4 5.5 NA11 SW8260B NA 404954ug/LND1,4-Dichlorobenzene 05/13/11 4.1 5.5 NA11 SW8260B NA 404954ug/LNDn-Butylbenzene 05/13/11 3.5 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dichlorobenzene 05/13/11 4.3 5.5 NA11 SW8260B NA 404954ug/LND1,2-Dibromo-3-Chloropropane 05/13/11 4.9 11 NA11 SW8260B NA 404954ug/LNDHexachlorobutadiene 05/13/11 2.4 5.5 NA11 SW8260B NA 404954ug/LND1,2,4-Trichlorobenzene 05/13/11 5.3 11 NA11 SW8260B NA 404954ug/LNDNaphthalene 05/13/11 6.3 11 NA11 SW8260B NA 404954ug/LND1,2,3-Trichlorobenzene 05/13/11 5.8 11 NA11 SW8260B NA 404954%110(S) Dibromofluoromethane 05/13/11 61.2 131 NA11 SW8260B NA 404954%109(S) Toluene-d8 05/13/11 75.1 127 NA11 SW8260B NA 404954%115(S) 4-Bromofluorobenzene 05/13/11 64.1 120 NA11 For reporting limits, please see case narrative.NOTE: Page 63 of 90Total Page Count: 90 Exhibit M - 272 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/10/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/10/11 / 16:25 1210.02 Palo Alto Airport B-13-W WaterSample Matrix: Lab Sample ID: 1105070-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH 5/13/11 404954ug/LNDTPH(Aviation Gas) 05/13/11 240 550 260711 8260TPH 5/13/11 404954ug/LNDTPH(Gasoline) 05/13/11 240 550 260711 8260TPH 5/13/11 404954S%29(S) 4-Bromofluorobenzene 05/13/11 34 114 260711 For reporting limits, please see case narrative.S-Surrogate recovery out of control limits. Duplicate analysis yielded similar results indicating a matrix effect. NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG) 05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983%70.3Pentacosane (S) 05/14/11 57.9 125 26051 Page 64 of 90Total Page Count: 90 Exhibit M - 273 MB Summary Report Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 404926 mg/Kg 05/16/11 259130051105070 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.004 0.009Antimony (Dissolved)ND 0.005 0.009Arsenic (Dissolved)ND 0.002 0.009Barium (Dissolved)ND 0.002 0.005Beryllium (Dissolved)ND 0.001 0.005Cadmium (Dissolved)ND 0.002 0.005Chromium (Dissolved)ND 0.002 0.005Cobalt (Dissolved)ND 0.003 0.009Copper (Dissolved)ND 0.005 0.014Lead (Dissolved)ND 0.002 0.009Molybdenum (Dissolved)ND 0.002 0.009Nickel (Dissolved)ND 0.004 0.02Selenium (Dissolved)ND 0.002 0.005Silver (Dissolved)ND 0.004 0.009Thallium (dissolved)ND 0.004 0.009Vanadium (Dissolved)ND 0.002 0.009Zinc (dissolved)ND Work Order: Matrix: Units: Prep Method: SW7470AAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 404940 mg/L 05/12/11 25947470A1105070 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.00005 0.0002Mercury ND Page 65 of 90Total Page Count: 90 Exhibit M - 274 MB Summary Report Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 404930 mg/Kg 05/12/11 259530501105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.20 5.0Antimony ND 0.28 1.7Arsenic ND 15.0BariumND 0.0840 2.0Beryllium ND 0.059 1.0Cadmium ND 0.059 5.0Chromium 0.11 0.14 5.0Cobalt ND 0.090 5.0Copper ND 0.043 1.0Lead 0.27 0.059 5.0Molybdenum 0.070 0.059 5.0Nickel 0.13 0.29 5.0Selenium ND 1.0 1.0Silver ND 0.12 5.0Thallium ND 0.12 5.0Vanadium ND 0.59 5.0Zinc ND Work Order: Matrix: Units: Prep Method: 7471ABAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 404941 mg/Kg 05/12/11 259774711105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.01 0.10Mercury ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404983 mg/L 05/14/11 26053510_TPHSG1105070 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0440 0.10TPH as Diesel (SG)ND 0.0920 0.20TPH as Motor Oil (SG)ND Pentacosane (S) 68.4 Page 66 of 90Total Page Count: 90 Exhibit M - 275 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404980 ug/Kg 05/15/11 26063545_OCP1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor ND 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 87.9 DCBP (S) 83.6 Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/13/11 Prep Batch: Analytical Batch: 404954 ug/L 05/13/11 260750301105070 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 22 50TPH(Aviation Gas) ND 22 50TPH(Gasoline) ND (S) 4-Bromofluorobenzene 110 Page 67 of 90Total Page Count: 90 Exhibit M - 276 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404997 mg/Kg 05/16/11 26093545_PCB1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 0.023 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 93.8 DCBP (S) 90.6 Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404984 mg/Kg 05/15/11 26103545_TPHSG1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.76 2.0TPH as Diesel (SG)ND 1.8 4.0TPH as Motor Oil (SG)ND Pentacosane (S) 92.9 Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 404996 mg/Kg 05/16/11 26243545_TPHSG1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.76 2.0TPH as Diesel (SG)ND 1.8 4.0TPH as Motor Oil (SG)ND Pentacosane (S) 102 Page 68 of 90Total Page Count: 90 Exhibit M - 277 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 404999 mg/Kg 05/17/11 26293545_PCB1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 98.0 DCBP (S) 96.2 Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 404999 mg/Kg 05/17/11 26293545_PCB1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 106 DCBP (S) 105 Page 69 of 90Total Page Count: 90 Exhibit M - 278 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 06/01/11 Prep Batch: Analytical Batch: 405263 mg/Kg 06/01/11 27863545_PCB1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 95.7 DCBP (S) 101 Page 70 of 90Total Page Count: 90 Exhibit M - 279 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404954 ug/L 05/13/11 NANA1105070 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.41 0.50Dichlorodifluoromethane ND 0.41 0.50Chloromethane ND 0.37 0.50Vinyl Chloride ND 0.37 0.50Bromomethane ND 0.34 0.50Trichlorofluoromethane ND 0.29 0.501,1-Dichloroethene ND 0.38 0.50Freon 113 ND 0.18 5.0Methylene Chloride ND 0.31 0.50trans-1,2-Dichloroethene ND 0.38 0.50MTBE ND 1.5 5.0tert-Butanol 2.4 0.36 0.50Diisopropyl ether (DIPE) ND 0.28 0.501,1-Dichloroethane ND 0.40 0.50ETBE ND 0.33 0.50cis-1,2-Dichloroethene ND 0.37 0.502,2-Dichloropropane ND 0.34 0.50Bromochloromethane ND 0.29 0.50Chloroform ND 0.26 0.50Carbon Tetrachloride ND 0.32 0.501,1,1-Trichloroethane ND 0.40 0.501,1-Dichloropropene ND 0.33 0.50Benzene ND 0.32 0.50TAME ND 0.28 0.501,2-Dichloroethane ND 0.38 0.50Trichloroethylene ND 0.21 0.50Dibromomethane ND 0.37 0.501,2-Dichloropropane ND 0.23 0.50Bromodichloromethane ND 0.91 2.02-Chloroethyl vinyl ether ND 0.30 0.50cis-1,3-Dichloropropene ND 0.19 0.50Toluene ND 0.15 0.50Tetrachloroethylene ND 0.20 0.50trans-1,3-Dichloropropene ND 0.20 0.501,1,2-Trichloroethane ND 0.21 0.50Dibromochloromethane ND 0.18 0.501,3-Dichloropropane ND 0.19 0.501,2-Dibromoethane ND 0.14 0.50Chlorobenzene ND 0.15 0.50Ethyl Benzene ND 0.10 0.501,1,1,2-Tetrachloroethane ND 0.20 1.0m,p-Xylene ND Page 71 of 90Total Page Count: 90 Exhibit M - 280 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404954 ug/L 05/13/11 NANA1105070 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.13 0.50o-Xylene ND 0.20 0.50Styrene ND 0.45 1.0Bromoform ND 0.28 0.50Isopropyl Benzene ND 0.39 0.50Bromobenzene ND 0.26 0.501,1,2,2-Tetrachloroethane ND 0.30 0.50n-Propylbenzene ND 0.33 0.502-Chlorotoluene ND 0.20 0.501,3,5-Trimethylbenzene ND 0.32 0.504-Chlorotoluene ND 0.29 0.50tert-Butylbenzene ND 0.59 1.01,2,3-Trichloropropane ND 0.33 0.501,2,4-Trimethylbenzene ND 0.24 0.50sec-Butyl Benzene ND 0.25 0.50p-Isopropyltoluene ND 0.31 0.501,3-Dichlorobenzene ND 0.37 0.501,4-Dichlorobenzene ND 0.32 0.50n-Butylbenzene ND 0.39 0.501,2-Dichlorobenzene ND 0.45 1.01,2-Dibromo-3-Chloropropane ND 0.22 0.50Hexachlorobutadiene ND 0.48 1.01,2,4-Trichlorobenzene ND 0.57 1.0Naphthalene ND 0.52 1.01,2,3-Trichlorobenzene ND 100 100Ethanol ND TIC (S) Dibromofluoromethane 113 (S) Toluene-d8 104 (S) 4-Bromofluorobenzene 114 Page 72 of 90Total Page Count: 90 Exhibit M - 281 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404969 ug/Kg 05/13/11 NANA1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 4.4 10Dichlorodifluoromethane ND 4.6 10Chloromethane ND 2.6 10Vinyl Chloride ND 4.7 10Bromomethane ND 2.9 10Trichlorofluoromethane ND 1.5 101,1-Dichloroethene ND 3.7 10Freon 113 ND 2.0 10Methylene Chloride ND 1.1 10trans-1,2-Dichloroethene ND 2.6 10MTBE ND 21 50tert-Butanol ND 2.2 10Diisopropyl ether (DIPE) ND 1.3 101,1-Dichloroethane ND 2.4 10ETBE ND 1.8 10cis-1,2-Dichloroethene ND 1.2 102,2-Dichloropropane ND 2.3 10Bromochloromethane ND 1.2 10Chloroform ND 1.6 10Carbon Tetrachloride ND 1.2 101,1,1-Trichloroethane ND 1.4 101,1-Dichloropropene ND 1.5 10Benzene ND 2.1 10TAME ND 1.9 101,2-Dichloroethane ND 3.9 10Trichloroethylene ND 2.2 10Dibromomethane ND 1.3 101,2-Dichloropropane ND 1.1 10Bromodichloromethane ND 4.5 102-Chloroethyl vinyl ether ND 1.4 10cis-1,3-Dichloropropene ND 0.98 10Toluene ND 1.8 10Tetrachloroethylene ND 1.2 10trans-1,3-Dichloropropene ND 1.8 101,1,2-Trichloroethane ND 1.1 10Dibromochloromethane ND 2.1 101,3-Dichloropropane ND 1.7 101,2-Dibromoethane ND 0.86 10Ethyl Benzene ND 4.2 10Chlorobenzene ND 0.86 101,1,1,2-Tetrachloroethane ND 1.9 10m,p-Xylene ND Page 73 of 90Total Page Count: 90 Exhibit M - 282 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404969 ug/Kg 05/13/11 NANA1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.66 5.0o-Xylene ND 0.77 10Styrene ND 1.9 10Bromoform ND 1.2 10Isopropyl Benzene ND 1.4 10n-Propylbenzene ND 1.2 10Bromobenzene ND 3.0 101,1,2,2-Tetrachloroethane ND 1.1 101,3,5-Trimethylbenzene ND 3.3 101,2,3-Trichloropropane ND 1.6 104-Chlorotoluene ND 1.6 102-Chlorotoluene ND 1.4 10tert-Butylbenzene ND 1.1 101,2,4-Trimethylbenzene ND 1.6 10sec-Butyl Benzene ND 1.5 10p-Isopropyltoluene ND 1.8 101,3-Dichlorobenzene ND 1.5 101,4-Dichlorobenzene ND 2.2 10n-Butylbenzene ND 1.3 101,2-Dichlorobenzene ND 4.2 101,2-Dibromo-3-Chloropropane ND 2.6 10Hexachlorobutadiene ND 2.1 101,2,4-Trichlorobenzene ND 2.8 10Naphthalene ND 2.9 101,2,3-Trichlorobenzene ND (S) Dibromofluoromethane 102 (S) Toluene-d8 106 (S) 4-Bromofluorobenzene 96.1 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404970 ug/Kg 05/13/11 NANA1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 74 Page 74 of 90Total Page Count: 90 Exhibit M - 283 MB Summary Report Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404971 ug/Kg 05/13/11 NANA1105070 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 73 Page 75 of 90Total Page Count: 90 Exhibit M - 284 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 40492605/16/11 mg/Kg 3005 2591 Water 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.009 10.004 2.05 2080 - 120Antimony (Dissolved)90.9 89.0ND 0.009 10.005 3.14 2080 - 120Arsenic (Dissolved)91.5 89.1ND 0.009 10.002 2.89 2080 - 120Barium (Dissolved)94.0 91.3ND 0.005 10.002 2.74 2080 - 120Beryllium (Dissolved)95.3 92.4ND 0.005 10.001 2.63 2080 - 120Cadmium (Dissolved)92.0 89.5ND 0.005 10.002 3.47 2080 - 120Chromium (Dissolved)93.3 89.7ND 0.005 10.002 2.44 2080 - 120Cobalt (Dissolved)94.4 91.7ND 0.009 10.003 3.48 2080 - 120Copper (Dissolved)93.6 90.7ND 0.014 10.005 3.28 2080 - 120Lead (Dissolved)93.5 90.9ND 0.009 10.002 2.36 2080 - 120Molybdenum (Dissolved)93.3 90.7ND 0.009 10.002 4.58 2080 - 120Nickel (Dissolved)94.5 90.7ND 0.02 10.004 3.34 2080 - 120Selenium (Dissolved)93.6 90.8ND 0.005 10.002 3.58 2080 - 120Silver (Dissolved)93.7 90.6ND 0.009 10.004 2.49 2080 - 120Thallium (dissolved)92.8 90.6ND 0.009 10.004 4.16 2080 - 120Vanadium (Dissolved)93.5 90.1ND 0.009 10.002 3.11 2080 - 120Zinc (dissolved)93.7 91.1ND Work Order: Matrix: Units: Prep Method: SW7470AAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 40494005/12/11 mg/L 7470A 2594 Water 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.0002 0.0150.00005 6.59 2080 - 120Mercury108 114ND Page 76 of 90Total Page Count: 90 Exhibit M - 285 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 40493005/12/11 mg/Kg 3050 2595 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 5.0 500.20 0.983 3030.7 - 130Antimony99.2 98.2ND 1.7 500.28 2.31 3071 - 121Arsenic98.4 96.2ND 5.0 501 0.0991 3070.2 - 130Barium101 101ND 2.0 500.0840 3.58 3073.3 - 115Beryllium103 99.4ND 1.0 500.059 0.591 3068.7 - 110Cadmium96.7 96.1ND 5.0 500.059 1.39 3076 - 116Chromium100 98.60.11 5.0 500.14 0.596 3057.4 - 122Cobalt101 100ND 5.0 500.090 0.491 3074.8 - 119Copper102 102ND 1.0 500.13 1.14 3067.9 - 118Lead99.7 98.60.27 5.0 500.059 0.584 3062.9 - 123Molybdenum103 1020.070 5.0 500.059 0.854 3061.5 - 122Nickel100 99.20.13 5.0 500.29 0.000 3062 - 111Selenium95.6 95.6ND 1.0 501.0 0.473 3081.1 - 109Silver97.5 97.0ND 5.0 500.12 1.13 3039.2 - 125Thallium98.2 97.1ND 5.0 500.12 1.48 3065.8 - 122Vanadium101 99.5ND 5.0 500.59 0.332 3059.9 - 122Zinc96.6 96.3ND Work Order: Matrix: Units: Prep Method: 7471BAnalytical Method: Prep Date: Analyzed Date: 05/11/11 Prep Batch: Analytical Batch: 40494105/12/11 mg/Kg 7471 2597 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 1.250.01 6.93 3080.5 - 133Mercury122 114ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40498305/14/11 mg/L 3510_TPHSG 2605 Water 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0440 20.2 3034.5 - 95.6TPH as Diesel (SG)41.9 51.4ND 100 57.9 - 125Pentacosane (S) 66.6 71.1ND Page 77 of 90Total Page Count: 90 Exhibit M - 286 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40498005/15/11 ug/Kg 3545_OCP 2606 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 200.40 15.6 3056.9 - 120gamma-BHC 78.0 91.3ND 2.0 201.1 14.4 3063.6 - 117Heptachlor 81.7 94.5ND 2.0 200.44 14.1 3053 - 123Aldrin 80.1 92.3ND 2.0 200.43 21.0 3044 - 130Dieldrin 82.0 101ND 2.0 200.57 12.6 3044.1 - 121Endrin 86.3 97.9ND 2.0 200.81 14.7 3052.8 - 1344,4'-DDT 93.3 108ND 350 52.5 - 139TCMX (S) 78.9 91.9ND 350 50.2 - 139DCBP (S) 77.1 88.2ND Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/13/11 Prep Batch: Analytical Batch: 40495405/13/11 ug/L 5030 2607 Water 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 227.2722 5.50 3052.4 - 127TPH(Gasoline) 120 113ND 11.36 58.4 - 133(S) 4-Bromofluorobenzene 102 103110 Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40499705/16/11 mg/Kg 3545_PCB 2609 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 6.19 3055.6 - 135Aroclor1016 82.0 87.20.023 0.10 0.50.0270 4.13 3065.6 - 132Aroclor1260 83.9 87.4ND 1.5 68.9 - 123TCMX (S) 87.4 97.6ND 1.5 69.5 - 119DCBP (S) 96.8 105ND Page 78 of 90Total Page Count: 90 Exhibit M - 287 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40498405/15/11 mg/Kg 3545_TPHSG 2610 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 33.330.76 4.97 3050.8 - 111TPH as Diesel (SG)67.9 64.5ND 100 61.5 - 133Pentacosane (S) 100 100ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 40499605/16/11 mg/Kg 3545_TPHSG 2624 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 33.330.76 6.04 3050.8 - 111TPH as Diesel (SG)78.1 73.4ND 100 61.5 - 133Pentacosane (S) 111 106ND Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 40499905/17/11 mg/Kg 3545_PCB 2629 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 4.02 3055.6 - 135Aroclor1016 82.4 85.7ND 0.10 0.50.0270 4.44 3065.6 - 132Aroclor1260 78.8 82.4ND 1.5 68.9 - 123TCMX (S) 84.2 86.4ND 1.5 69.5 - 119DCBP (S) 94.0 95.6ND Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 06/01/11 Prep Batch: Analytical Batch: 40526306/01/11 mg/Kg 3545_PCB 2786 Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 0.0753 3055.6 - 135Aroclor1016 94.3 94.3ND 0.10 0.50.0270 1.02 3065.6 - 132Aroclor1260 90.3 89.3ND 0.25 68.9 - 123TCMX (S) 95.4 93.2ND 0.250 69.5 - 119DCBP (S) 98.0 93.7ND Page 79 of 90Total Page Count: 90 Exhibit M - 288 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40495405/13/11 ug/L NA NA Water 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.50 17.040.29 3.21 3061.4 - 1291,1-Dichloroethene 126 122ND 0.50 17.040.33 1.14 3066.9 - 140Benzene 103 102ND 0.50 17.040.38 6.88 3069.3 - 144Trichloroethylene 98.2 105ND 0.50 17.040.19 11.7 3076.6 - 123Toluene 99.5 112ND 0.50 17.040.14 10.1 3073.9 - 137Chlorobenzene 96.3 107ND 11.36 61.2 - 131(S) Dibromofluoromethane 117 109ND 11.36 75.1 - 127(S) Toluene-d8 105 111ND 11.36 64.1 - 120(S) 4-Bromofluorobenzene 107 111ND Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40496905/13/11 ug/Kg NA NA Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 10 501.5 9.69 3053.7 - 1391,1-Dichloroethene 83.9 76.2ND 10 501.5 1.03 3066.5 - 135Benzene 91.5 90.5ND 10 503.9 1.32 3057.5 - 150Trichloroethylene 86.8 85.7ND 10 500.98 13.2 3056.8 - 134Toluene 105 91.8ND 10 504.2 4.86 3057.4 - 134Chlorobenzene 91.4 87.1ND 50 59.8 - 148(S) Dibromofluoromethane 100 102ND 50 55.2 - 133(S) Toluene-d8 109 102ND 50 55.8 - 141(S) 4-Bromofluorobenzene 79.8 99.0ND Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40497005/13/11 ug/Kg NA NA Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 4.11 3048.2 - 132TPH(Gasoline) 90.6 87.0ND 50 57 - 127(S) 4-Bromofluorobenzene 79.0 76.874 Page 80 of 90Total Page Count: 90 Exhibit M - 289 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40497105/13/11 ug/Kg NA NA Soil 1105070 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 13.5 3048.2 - 132TPH(Gasoline) 74.8 85.7ND 50 57 - 127(S) 4-Bromofluorobenzene 71.3 72.573 Page 81 of 90Total Page Count: 90 Exhibit M - 290 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105070 Analyzed Date: Prep Date: Matrix: Prep Method: 05/11/11 1105070-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW7470A 40494005/12/11 mg/L 25947470A Water Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.015 75 - 1250.00005 S0.0002 0.401 20Mercury16.8 16.50.00002 Work Order: 1105070 Analyzed Date: Prep Date: Matrix: Prep Method: NA 1105070-015A11xSpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8260B 40495405/13/11 ug/L NANA Water Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 17.04 61.4 - 1290.29 0.50 1.04 301,1-Dichloroethene 79.3 78.50 17.04 66.9 - 1400.33 0.50 9.68 30Benzene 69.8 76.90 17.04 69.3 - 1440.38 0.50 23.7 30Trichloroethylene 99.4 78.30 17.04 76.6 - 1230.19 0.50 15.8 30Toluene 100 85.70 17.04 73.9 - 1370.14 0.50 11.1 30Chlorobenzene 119 1060 11.36 61.2 - 131(S) Dibromofluoromethane 115 100 11.36 75.1 - 127(S) Toluene-d8 117 97.2 11.36 64.1 - 120(S) 4-Bromofluorobenzene 88.7 101 Work Order: 1105070 Analyzed Date: Prep Date: Matrix: Prep Method: NA 1105070-001ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8260B 40496905/13/11 ug/Kg NANA Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 43.5 53.7 - 1391.3 8.7 0.157 301,1-Dichloroethene 76.4 76.30 43.5 66.5 - 1351.3 8.7 6.93 30Benzene 84.4 90.50 43.5 57.5 - 1503.4 8.7 3.04 30Trichloroethylene 81.6 84.20 43.5 56.8 - 1340.85 8.7 9.95 30Toluene 84.8 93.70 43.5 57.4 - 1343.7 8.7 12.0 30Chlorobenzene 74.3 83.80 43.5 59.8 - 148(S) Dibromofluoromethane 108 106 43.5 55.2 - 133(S) Toluene-d8 102 106 43.5 55.8 - 141(S) 4-Bromofluorobenzene 91.9 83.0 Page 82 of 90Total Page Count: 90 Exhibit M - 291 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105070 Analyzed Date: Prep Date: Matrix: Prep Method: 05/14/11 1105070-001ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8081A 40498005/15/11 ug/Kg 26063545_OCP Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 20 53 - 1231.8 8.0 0.819 30Aldrin 110 1090 20 56.9 - 1201.6 8.0 0.525 30gamma-BHC 106 1060 20 63.6 - 1174.4 8.0 2.58 30Heptachlor 112 1150.082 20 44 - 1301.7 8.0 0.681 30Dieldrin 110 1090.053 20 44.1 - 1212.3 8.0 0.396 30Endrin 114 1140 20 52.8 - 1343.2 8.0 7.24 304,4'-DDT 112 1210.085 350 52.5 - 139TCMX (S) 107 106 350 50.2 - 139DCBP (S) 99.4 99.1 Work Order: 1105070 Analyzed Date: Prep Date: Matrix: Prep Method: 05/14/11 1105070-001ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8015B(M) 40498405/15/11 mg/Kg 26103545_TPHSG Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 33.33 50.8 - 1110.76 2.0 0.714 30TPH as Diesel (SG) 54.0 53.613.7832 100 61.5 - 133Pentacosane (S) 86.3 86.4 Work Order: 1105070 Analyzed Date: Prep Date: Matrix: Prep Method: 05/14/11 1105070-001ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8082 40499705/16/11 mg/Kg 26093545_PCB Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 1 55.6 - 1350.0230 0.10 1.65 30Aroclor1016 83.3 84.70.0196 0.5 65.6 - 1320.0270 0.10 1.83 30Aroclor1260 82.1 83.60.0077 1.5 50.4 - 136TCMX (S) 89.6 88.0 1.5 69.5 - 119DCBP (S) 96.8 98.6 Page 83 of 90Total Page Count: 90 Exhibit M - 292 Laboratory Qualifiers and Definitions Method Detection Limit (MDL) - the minimum concentration of a substance that can be measured and reported with a 99% confidence that the analyte concentration is greater than zero Matrix Spike (MS/MSD) - Client sample spiked with identical concentrations of target analyte (s). The spiking occurs prior to the sample preparation and analysis. They are used to document the precision and bias of a method in a given sample matrix. Matrix - the component or substrate that contains the analyte of interest (e.g., - groundwater, sediment, soil, waste water, etc) Laboratory Control Sample (LCS ad LCSD) - A known matrix spiked with compounds representative of the target analyte(s). This is used to document laboratory performance. Duplicate - a field sample and/or laboratory QC sample prepared in duplicate following all of the same processes and procedures used on the original sample (sample duplicate, LCSD, MSD) Blank (Method/Preparation Blank) -MB/PB - An analyte-free matrix to which all reagents are added in the same volumes/proportions as used in sample processing. The method blank is used to document contamination resulting from the analytical process. Practical Quantitation Limit (PQL) - a laboratory determined value at 2 to 5 times above the MDL that can be reproduced in a manner that results in a 99% confidence level that the result is both accurate and precise. PQLs reflect all preparation factors and/or dilution factors that have been applied to the sample during the preparation and/or analytical processes. Precision (%RPD) - The agreement among a set of replicate/duplicate measurements without regard to known value of the replicates Surrogate (S) or (Surr) - An organic compound which is similar to the target analyte(s) in chemical composition and behavior in the analytical process, but which is not normally found in environmental samples. Surrogates are used in most organic analysis to demonstrate matrix compatibility with the chosen method of analysis Tentatively Identified Compound (TIC) - A compound not contained within the analytical calibration standards but present in the GCMS library of defined compounds. When the library is searched for an unknown compound, it can frequently give a tentative identification to the compound based on retention time and primary and secondary ion match. TICs are reported as estimates and are candidates for further investigation. Units: the unit of measure used to express the reported result - mg/L and mg/Kg (equivalent to PPM - parts per million in liquid and solid), ug/L and ug/Kg (equivalent to PPB - parts per billion in liquid and solid), ug/m3, mg.m3, ppbv and ppmv (all units of measure for reporting concentrations in air), % ( equivalent to 10000 ppm or 1,000,000 ppb), ug/Wipe ( concentration found on the surface of a single Wipe usually taken over a 100cm2 surface) B - Indicates when the anlayte is found in the associated method or preparation blank D - Surrogate is not recoverable due to the necessary dilution of the sample E - Indicates the reportable value is outside of the calibration range of the instrument but within the linear range of the instrument (unless otherwise noted) Values reported with an E qualifier should be considered as estimated. H- Indicates that the recommended holding time for the analyte or compound has been exceeded J- Indicates a value between the method MDL and PQL and that the reported concentration should be considered as estimated rather the quantitative NA - Not Analyzed N/A - Not Applicable NR - Not recoverable - a matrix spike concentration is not recoverable due to a concentration within the original sample that is greater than four times the spike concentration added R- The % RPD between a duplicate set of samples is outside of the absolute values established by laboratory control charts S- Spike recovery is outside of established method and/or laboratory control limits. Further explanation of the use of this qualifier should be included within a case narrative X -Used to indicate that a value based on pattern identification is within the pattern range but not typical of the pattern found in standards. Further explanation may or may not be provided within the sample footnote and/or the case narrative. DEFINITIONS: Accuracy/Bias (% Recovery) - The closeness of agreement between an observed value and an accepted reference value. LABORATORY QUALIFIERS: Page 84 of 90Total Page Count: 90 Exhibit M - 293 Chilling Begun pH Adjusted by: pH Checked by: °C12 N/A Yes Yes Temperature: Water-pH acceptable upon receipt? Water-VOA vials have zero headspace? Container/Temp Blank temperature in compliance? All samples received within holding time? Sample Preservation and Hold Time (HT) Information YesSamples containers intact? Yes Yes Not Present Yes Sufficient sample volume for indicated test? Samples in proper container/bottle? Custody seals intact on shipping container/cooler? Shipping Container/Cooler In Good Condition? Sample Receipt Information Yes Yes Yes Not Present Chain of custody agrees with sample labels? Chain of custody signed when relinquished and received? Chain of custody present? Custody seals intact on sample bottles? Chain of Custody (COC) Information Checklist Completed By: ps Carrier Name: Gold Bullet Courier Physically Logged By: ps Received By: ng Date and Time Received: 5/10/2011 18:50 Work Order No.: 1105070 Project Name: Palo Alto Airport Client Name: Northgate Environmental Management Inc. Sample Receipt Checklist Page 85 of 90Total Page Count: 90 Exhibit M - 294 Login Summary Report Report Due Date: 5 Day TAT!! 13 Soils and 5 Waters! Filter and preserve 015 and 016 water for Dissolved metals upon lab receipt. SiO2 clean up on all TPHDO samples (per Anya). report to Dennis and Anya! 18:50 5/10/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105070Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID B-23-1.01105070-001A Soil 11/06/1105/10/11 10:00 S_YBGCMS-TPPH S_8260Full S_8082PCB S_8081AOCP S_TPHDOSG Sample Note: MS/MSD analysis for VOCs, pesticides, PCBs, and metals for SOIL. VOCs take from pre tarred voas. B-23-4.51105070-002A Soil 11/06/1105/10/11 10:10 S_6010BCAM17 S_7471BHG S_TPHDOSG S_YBGCMS-TPPH B-24-1.01105070-003A Soil 11/06/1105/10/11 11:35 S_6010BCAM17 S_7471BHG S_8081AOCP S_TPHDOSG S_8082PCB S_YBGCMS-TPPH B-24-3.01105070-004A Soil 11/06/1105/10/11 11:45 S_YBGCMS-TPPH S_8260Full Sample Note: 8260-pretarred vials B-24-4.51105070-005A Soil 11/06/1105/10/11 11:40 S_YBGCMS-TPPH S_TPHDOSG B-22-1.01105070-006A Soil 11/06/1105/10/11 0:55 S_7471BHG S_YBGCMS-TPPH S_8260Full S_TPHDOSG S_8082PCB S_6010BCAM17 Sample Note: 8082 added on a 3 day rush due on 6/6/11 B-22-7.01105070-007A Soil 11/06/1105/10/11 13:05 Page 86 of 90Total Page Count: 90 Exhibit M - 295 Login Summary Report Report Due Date: 5 Day TAT!! 13 Soils and 5 Waters! Filter and preserve 015 and 016 water for Dissolved metals upon lab receipt. SiO2 clean up on all TPHDO samples (per Anya). report to Dennis and Anya! 18:50 5/10/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105070Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID S_8260Full S_8082PCB S_8081AOCP S_TPHDOSG S_YBGCMS-TPPH B-14-1.01105070-008A Soil 11/06/1105/10/11 14:05 S_YBGCMS-TPPH S_8260Full S_TPHDOSG B-14-7.01105070-009A Soil 11/06/1105/10/11 14:10 S_8260Full S_YBGCMS-TPPH S_TPHDOSG B-13-1.51105070-010A Soil 11/06/1105/10/11 15:15 S_YBGCMS-TPPH S_TPHDOSG S_8082PCB Sample Note: 8082 added on a 3 day rush due on 6/6/11 B-13-7.01105070-011A Soil 11/06/1105/10/11 15:20 S_YBGCMS-TPPH S_8260Full S_TPHDOSG B-26-1.01105070-012A Soil 11/06/1105/10/11 17:00 S_7471BHG S_8260Full S_8082PCB S_YBGCMS-TPPH S_6010BCAM17 S_TPHDOSG S_8081AOCP B-26-6.01105070-013A Soil 11/06/1105/10/11 17:05 S_YBGCMS-TPPH S_TPHDOSG B-23-W1105070-014A Water 11/06/1105/10/11 10:45 W_8260Full W_TPHDOSG Page 87 of 90Total Page Count: 90 Exhibit M - 296 Login Summary Report Report Due Date: 5 Day TAT!! 13 Soils and 5 Waters! Filter and preserve 015 and 016 water for Dissolved metals upon lab receipt. SiO2 clean up on all TPHDO samples (per Anya). report to Dennis and Anya! 18:50 5/10/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105070Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID W_GCMS-TPPH B-24-W1105070-015A Water 06/24/1105/10/11 12:05 W_D6010BCAM17 W_TPHDOSG W_D7470AHG W_GCMS-TPPH W_8260Full Sample Note: MS/MSD analysis for VOCs and metals in WATER B-22-W1105070-016A Water 06/24/1105/10/11 15:40 W_D6010BCAM17 W_D7470AHG W_8260Full W_TPHDOSG W_GCMS-TPPH B-14-W1105070-017A Water 06/24/1105/10/11 14:40 W_8260Full W_GCMS-TPPH W_TPHDOSG B-13-W1105070-018A Water 06/24/1105/10/11 16:25 W_8260Full W_GCMS-TPPH W_TPHDOSG Page 88 of 90Total Page Count: 90 Exhibit M - 297 Page 89 of 90Total Page Count: 90 Exhibit M - 298 Page 90 of 90Total Page Count: 90 Exhibit M - 299 Northgate Environmental Management Inc. 300 Frank H. Ogawa Plaza, Suite 510 Oakland, California 94612 Tel: 5108390688 Fax: (510) 839-4350 RE: Palo Alto Airport Torrent Laboratory, Inc. received 25 sample(s) on May 12, 2011 for the analyses presented in the following Report. Dear Dennis Laduzinsky: Work Order No.: 1105094 Rev: 3 All data for associated QC met EPA or laboratory specification(s) except where noted in the case narrative. Torrent Laboratory, Inc. is certified by the State of California, ELAP #1991. If you have any questions regarding these test results, please feel free to contact the Project Management Team at (408)263-5258; ext 204. Date June 07, 2011 Nutan Kabir Page 1 of 121Total Page Count: 121 Exhibit M - 300 Date: 6/7/2011 Client: Northgate Environmental Management Inc. Project: Palo Alto Airport Work Order: 1105094 CASE NARRATIVE Note for dissolved metals anlayses by EPA 6010B, sample erquireed a 100X dilution due to matrix interference. Note for 8260B and TPPH: For samples analyzed from pre-tared 5035 VOAs final results and PQL (Reporting Limit) have been corrected for actual sample mass. Where limited sample mass was submitted, results are reported to the MDL. Note for 8260B and TPPH analysis for some water samples: Due to samples matrix (strong sulfur smell and foaming during purging), samples were analyzed at the lowest dilution factor possible without introducing liquid on to the column. Results are reported to the MDL. Analytical Comments for method S_TPHDO, 1105094-016 MS QC Analytical Batch ID 405075_, Note:The % recovery for TPH as Diesel is outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. Analytical Comments for method S_8081OCP, 1105094-016 MS/MSD QC Analytical Batch ID 405064_, Note:The % recoveries for Heptachlor and gamma (BHC) are outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. Analytical Comments for method S_6010B, 1105094-016 MSD QC Analytical Batch ID 404993_, Note:The % recovery for Bariuml is outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. Analytical Comments for method W_D7470, 1105094-016 MS/MSD QC Analytical Batch ID 404967_, Note:The % recoveries for mercury are outside of laboratory control limits but are within % RPD limits. The associated LCS/LCSD % recoveries and % RPD are within limits. No corrective action required. REVISIONS Per Client request sample 015A analyzed for PCBs on a 3 day tat. Rev1 6/6/11 Report revised to expand comments regarding dilutions necesssary for analysis of VOC TPH Gas and Aviation fuels in water. No data or QC affected by this revision. Rev 2 (6/6/11) Report revised to provide results reported to the MDL for W_6010B samples 1105070-017, -021, and -025. Due to extremely high salt content, a dilution was necessary in order to analyze the sampls by ICP (method 6010B). Tev 3 (7/15/11) Page 2 of 121Total Page Count: 121 Exhibit M - 301 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-001B-31-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg6.91.70.28SW6010B 1 Barium mg/Kg445.01SW6010B 1 Chromium mg/Kg455.00.0590SW6010B 1 Cobalt mg/Kg105.00.14SW6010B 1 Copper mg/Kg315.00.0900SW6010B 1 Lead mg/Kg181.00.043SW6010B 1 Nickel mg/Kg405.00.0590SW6010B 1 Vanadium mg/Kg425.00.12SW6010B 1 Zinc mg/Kg595.00.59SW6010B 1 Mercury mg/Kg0.150.100.01SW7471A 1 TPH as Diesel (SG)mg/Kg4.82.00.76SW8015B(M) 1 TPH as Motor Oil (SG)mg/Kg104.01.8SW8015B(M) 1 1105094-002B-31-6.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105094-003B-29-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg504.01.8SW8015B(M) 1 Page 3 of 121Total Page Count: 121 Exhibit M - 302 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-004B-29-5.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg174.01.8SW8015B(M) 1 Arsenic mg/Kg8.11.70.28SW6010B 1 Barium mg/Kg385.01SW6010B 1 Cadmium mg/Kg1.71.00.0590SW6010B 1 Chromium mg/Kg515.00.0590SW6010B 1 Cobalt mg/Kg105.00.14SW6010B 1 Copper mg/Kg305.00.0900SW6010B 1 Lead mg/Kg211.00.043SW6010B 1 Nickel mg/Kg535.00.0590SW6010B 1 Vanadium mg/Kg425.00.12SW6010B 1 Zinc mg/Kg755.00.59SW6010B 1 Mercury mg/Kg0.360.100.01SW7471A 1 1105094-005B-3-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method alpha-Chlordane ug/Kg1.58.01.4SW8081A 4 TPH as Motor Oil (SG)mg/Kg8.54.01.8SW8015B(M) 1 Page 4 of 121Total Page Count: 121 Exhibit M - 303 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-006B-3-5.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg3.61.70.28SW6010B 1 Barium mg/Kg1605.01SW6010B 1 Cadmium mg/Kg1.31.00.0590SW6010B 1 Chromium mg/Kg275.00.0590SW6010B 1 Cobalt mg/Kg125.00.14SW6010B 1 Copper mg/Kg255.00.0900SW6010B 1 Lead mg/Kg111.00.043SW6010B 1 Nickel mg/Kg625.00.0590SW6010B 1 Vanadium mg/Kg295.00.12SW6010B 1 Zinc mg/Kg835.00.59SW6010B 1 TPH as Motor Oil (SG)mg/Kg9.14.01.8SW8015B(M) 1 1105094-007B-28-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg9.91.70.28SW6010B 1 Barium mg/Kg495.01SW6010B 1 Chromium mg/Kg485.00.0590SW6010B 1 Cobalt mg/Kg145.00.14SW6010B 1 Copper mg/Kg265.00.0900SW6010B 1 Lead mg/Kg201.00.043SW6010B 1 Nickel mg/Kg565.00.0590SW6010B 1 Vanadium mg/Kg435.00.12SW6010B 1 Zinc mg/Kg645.00.59SW6010B 1 Mercury mg/Kg0.120.100.01SW7471A 1 TPH as Motor Oil (SG)mg/Kg144.01.8SW8015B(M) 1 Page 5 of 121Total Page Count: 121 Exhibit M - 304 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-008B-28-4.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg5.64.01.8SW8015B(M) 1 1105094-009B-27-0.5 Parameters: PQLMDL UnitResultsDFAnalysis Method Heptachlor epoxide ug/Kg1.38.01.3SW8081A 4 TPH as Motor Oil (SG)mg/Kg154.01.8SW8015B(M) 1 1105094-010B-27-4.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Antimony mg/Kg5.05.00.20SW6010B 1 Arsenic mg/Kg5.01.70.28SW6010B 1 Barium mg/Kg1605.01SW6010B 1 Chromium mg/Kg455.00.0590SW6010B 1 Cobalt mg/Kg125.00.14SW6010B 1 Copper mg/Kg335.00.0900SW6010B 1 Lead mg/Kg181.00.043SW6010B 1 Nickel mg/Kg365.00.0590SW6010B 1 Silver mg/Kg3.61.01.0SW6010B 1 Vanadium mg/Kg515.00.12SW6010B 1 Zinc mg/Kg515.00.59SW6010B 1 TPH as Diesel (SG)mg/Kg174.01.5SW8015B(M) 1 TPH as Motor Oil (SG)mg/Kg2408.03.6SW8015B(M) 1 Page 6 of 121Total Page Count: 121 Exhibit M - 305 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-011B-30-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105094-012B-30-2.0 Parameters: PQLMDL UnitResultsDFAnalysis Method Arsenic mg/Kg4.31.70.28SW6010B 1 Barium mg/Kg175.01SW6010B 1 Chromium mg/Kg425.00.0590SW6010B 1 Cobalt mg/Kg7.15.00.14SW6010B 1 Copper mg/Kg155.00.0900SW6010B 1 Lead mg/Kg5.41.00.043SW6010B 1 Nickel mg/Kg405.00.0590SW6010B 1 Vanadium mg/Kg375.00.12SW6010B 1 Zinc mg/Kg425.00.59SW6010B 1 Page 7 of 121Total Page Count: 121 Exhibit M - 306 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-013B-11-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH(Gasoline) ug/Kg170000010000017000TPH-GCMS 1000 Ethyl Benzene ug/Kg11000100086SW8260B 100 m,p-Xylene ug/Kg350001000190SW8260B 100 Isopropyl Benzene ug/Kg13001000120SW8260B 100 n-Propylbenzene ug/Kg56001000140SW8260B 100 1,3,5-Trimethylbenzene ug/Kg91001000110SW8260B 100 1,2,4-Trimethylbenzene ug/Kg260001000110SW8260B 100 n-Butylbenzene ug/Kg11001000220SW8260B 100 Naphthalene ug/Kg57001000280SW8260B 100 TPH as Diesel (SG)mg/Kg160124.6SW8015B(M) 3 TPH as Motor Oil (SG)mg/Kg2102411SW8015B(M) 3 1105094-014B-11-12.0 Parameters: PQLMDL UnitResultsDFAnalysis Method MTBE ug/Kg72112.8SW8260B 1 Benzene ug/Kg2.8111.6SW8260B 1 Ethyl Benzene ug/Kg20110.94SW8260B 1 m,p-Xylene ug/Kg56112.0SW8260B 1 o-Xylene ug/Kg1.65.50.72SW8260B 1 Isopropyl Benzene ug/Kg1.6111.4SW8260B 1 n-Propylbenzene ug/Kg6.9111.6SW8260B 1 1,3,5-Trimethylbenzene ug/Kg13111.2SW8260B 1 1,2,4-Trimethylbenzene ug/Kg42111.2SW8260B 1 Naphthalene ug/Kg20113.1SW8260B 1 TPH as Diesel (SG)mg/Kg2.22.00.76SW8015B(M) 1 TPH(Gasoline) ug/Kg110011019TPH-GCMS 1 Page 8 of 121Total Page Count: 121 Exhibit M - 307 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-015B-25-1.0 Parameters: PQLMDL UnitResultsDFAnalysis Method TPH as Motor Oil (SG)mg/Kg5900360160SW8015B(M) 3 1105094-016B-25-4.5 Parameters: PQLMDL UnitResultsDFAnalysis Method alpha-Chlordane ug/Kg7.5407.2SW8081A 20 4,4'-DDE ug/Kg18409.5SW8081A 20 TPH as Motor Oil (SG)mg/Kg1107.93.6SW8015B(M) 1 Arsenic mg/Kg2.51.70.28SW6010B 1 Barium mg/Kg925.01SW6010B 1 Chromium mg/Kg185.00.0590SW6010B 1 Copper mg/Kg135.00.0900SW6010B 1 Lead mg/Kg4.51.00.043SW6010B 1 Nickel mg/Kg195.00.0590SW6010B 1 Silver mg/Kg1.51.01.0SW6010B 1 Vanadium mg/Kg225.00.12SW6010B 1 Zinc mg/Kg255.00.59SW6010B 1 1105094-017B-31-W Parameters: PQLMDL UnitResultsDFAnalysis Method Naphthalene ug/L2.51.00.57SW8260B 1 Page 9 of 121Total Page Count: 121 Exhibit M - 308 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-018B-29-W Parameters: PQLMDL UnitResultsDFAnalysis Method Naphthalene ug/L3.31.00.57SW8260B 1 1105094-019B-29-WD Parameters: PQLMDL UnitResultsDFAnalysis Method Naphthalene ug/L4.21.00.57SW8260B 1 1105094-020B-3-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105094-021B-28-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105094-022B-30-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. Page 10 of 121Total Page Count: 121 Exhibit M - 309 Report prepared for: Dennis Laduzinsky Northgate Environmental Management Inc. Date Received: 05/12/11 Date Reported: 06/07/11 Sample Result Summary 1105094-023B-11-W Parameters: PQLMDL UnitResultsDFAnalysis Method MTBE ug/L210.500.38SW8260B 1 Ethyl Benzene ug/L5.40.500.15SW8260B 1 m,p-Xylene ug/L161.00.20SW8260B 1 o-Xylene ug/L1.10.500.13SW8260B 1 n-Propylbenzene ug/L1.10.500.30SW8260B 1 1,3,5-Trimethylbenzene ug/L2.60.500.20SW8260B 1 1,2,4-Trimethylbenzene ug/L8.40.500.33SW8260B 1 Naphthalene ug/L1.01.00.57SW8260B 1 TPH(Gasoline) ug/L46050228260TPH 1 1105094-024B-25-W Parameters: PQLMDL UnitResultsDFAnalysis Method All compounds were non-detectable for this sample. 1105094-025B-31-WD Parameters: PQLMDL UnitResultsDFAnalysis Method Thallium (dissolved)mg/L0.440.90.4SW6010B 100 Page 11 of 121Total Page Count: 121 Exhibit M - 310 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 8:50 1210.02 Palo Alto Airport B-31-1.0 SoilSample Matrix: Lab Sample ID: 1105094-001A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/16/11 404988mg/KgNDAntimony05/17/11 0.20 5.0 26311 SW6010B 5/16/11 404988mg/Kg6.9Arsenic05/17/11 0.28 1.7 26311 SW6010B 5/16/11 404988mg/Kg44Barium05/17/11 1 5.0 26311 SW6010B 5/16/11 404988mg/KgNDBeryllium05/17/11 0.0840 2.0 26311 SW6010B 5/16/11 404988mg/KgNDCadmium05/17/11 0.0590 1.0 26311 SW6010B 5/16/11 404988mg/Kg45Chromium05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg10Cobalt05/17/11 0.14 5.0 26311 SW6010B 5/16/11 404988mg/Kg31Copper05/17/11 0.0900 5.0 26311 SW6010B 5/16/11 404988mg/Kg18Lead05/17/11 0.043 1.0 26311 SW6010B 5/16/11 404988mg/KgNDMolybdenum05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg40Nickel05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSelenium05/17/11 0.29 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSilver05/17/11 1.0 1.0 26311 SW6010B 5/16/11 404988mg/KgNDThallium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg42Vanadium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg59Zinc05/17/11 0.59 5.0 26311 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/16/11 404991mg/Kg0.15Mercury 05/17/11 0.01 0.10 26341 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075xmg/Kg4.8TPH as Diesel (SG) 05/20/11 0.76 2.0 26641 SW8015B(M) 5/19/11 405075xmg/Kg10TPH as Motor Oil (SG) 05/20/11 1.8 4.0 26641 SW8015B(M) 5/19/11 405075%94.6Pentacosane (S) 05/20/11 61.5 133 26641 x-Not typical of Diesel or Motor Oil standard pattern (possibly fuel heavier than diesel but lighter than motor oil).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004S%47(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S-Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 12 of 121Total Page Count: 121 Exhibit M - 311 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 8:55 1210.02 Palo Alto Airport B-31-6.0 SoilSample Matrix: Lab Sample ID: 1105094-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 405037ug/KgNDalpha-BHC 05/17/11 0.44 2.0 26081 SW8081A 5/14/11 405037ug/KgNDgamma-BHC 05/17/11 0.40 2.0 26081 SW8081A 5/14/11 405037ug/KgNDbeta-BHC 05/17/11 0.36 2.0 26081 SW8081A 5/14/11 405037ug/KgNDdelta-BHC 05/17/11 0.49 2.0 26081 SW8081A 5/14/11 405037ug/KgNDHeptachlor 05/17/11 1.1 2.0 26081 SW8081A 5/14/11 405037ug/KgNDAldrin 05/17/11 0.44 2.0 26081 SW8081A 5/14/11 405037ug/KgNDHeptachlor epoxide 05/17/11 0.32 2.0 26081 SW8081A 5/14/11 405037ug/KgNDgamma-Chlordane 05/17/11 0.42 2.0 26081 SW8081A 5/14/11 405037ug/KgNDalpha-Chlordane 05/17/11 0.36 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan I 05/17/11 0.59 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDE 05/17/11 0.48 2.0 26081 SW8081A 5/14/11 405037ug/KgNDDieldrin 05/17/11 0.43 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin 05/17/11 0.57 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDD 05/17/11 0.47 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan II 05/17/11 1.5 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDT 05/17/11 0.81 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin aldehyde 05/17/11 1.0 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan sulfate 05/17/11 0.49 2.0 26081 SW8081A 5/14/11 405037ug/KgNDMethoxychlor 05/17/11 0.62 5.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin Ketone 05/17/11 0.40 2.0 26081 SW8081A 5/14/11 405037ug/KgNDChlordane 05/17/11 10 20 26081 SW8081A 5/14/11 405037ug/KgNDToxaphene 05/17/11 10 100 26081 SW8081A 5/14/11 405037S%43.5TCMX (S) 05/17/11 52.5 139 26081 SW8081A 5/14/11 405037%59.7DCBP (S) 05/17/11 50.2 139 26081 Surrogate recovery of TCMX is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 13 of 121Total Page Count: 121 Exhibit M - 312 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 8:55 1210.02 Palo Alto Airport B-31-6.0 SoilSample Matrix: Lab Sample ID: 1105094-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 405041mg/KgNDAroclor1016 05/18/11 0.0230 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1221 05/18/11 0.0920 0.20 26091 SW8082 5/14/11 405041mg/KgNDAroclor1232 05/18/11 0.0460 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1242 05/18/11 0.0430 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1248 05/18/11 0.0360 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1254 05/18/11 0.0240 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1260 05/18/11 0.0270 0.10 26091 SW8082 5/14/11 405041S%44.9TCMX (S) 05/18/11 50.4 136 26091 SW8082 5/14/11 405041%64.9DCBP (S) 05/18/11 55.1 113 26091 Surrogate recovery of TCMX is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 14 of 121Total Page Count: 121 Exhibit M - 313 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 8:55 1210.02 Palo Alto Airport B-31-6.0 SoilSample Matrix: Lab Sample ID: 1105094-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 4.5 10 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 4.7 10 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.7 10 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 4.8 10 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 3.0 10 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.6 10 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 3.8 10 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 2.0 10 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 1.1 10 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 2.7 10 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 21 52 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 2.3 10 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.3 10 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 2.5 10 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.8 10 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 1.3 10 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 2.4 10 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 1.3 10 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.7 10 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 1.3 10 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 2.1 10 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 2.0 10 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 4.0 10 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 2.3 10 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.3 10 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 1.2 10 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 4.6 10 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 1.0 10 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.9 10 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 1.2 10 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.9 10 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 1.2 10 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 2.1 10 NA1 Page 15 of 121Total Page Count: 121 Exhibit M - 314 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 8:55 1210.02 Palo Alto Airport B-31-6.0 SoilSample Matrix: Lab Sample ID: 1105094-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.8 10 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.89 10 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 4.3 10 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.88 10 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.9 10 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.68 5.2 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.79 10 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 2.0 10 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 1.3 10 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 1.2 10 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 3.1 10 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 1.2 10 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 3.4 10 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.6 10 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.6 10 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 1.1 10 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.7 10 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.8 10 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.5 10 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 2.3 10 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.4 10 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 4.4 10 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.6 10 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 2.2 10 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.9 10 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 3.0 10 NA1 SW8260B NA 404995%112(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%108(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%105(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 16 of 121Total Page Count: 121 Exhibit M - 315 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 8:55 1210.02 Palo Alto Airport B-31-6.0 SoilSample Matrix: Lab Sample ID: 1105094-002A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26101 SW8015B(M) 5/14/11 405075mg/KgNDTPH as Motor Oil (SG)05/20/11 1.8 4.0 26101 SW8015B(M) 5/14/11 405075%92.7Pentacosane (S) 05/20/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 18 100 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 18 100 NA1 TPH-GCMS NA 405020%55(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 Page 17 of 121Total Page Count: 121 Exhibit M - 316 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:35 1210.02 Palo Alto Airport B-29-1.0 SoilSample Matrix: Lab Sample ID: 1105094-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8081A 5/14/11 405037ug/KgNDalpha-BHC 05/17/11 8.8 40 260820 SW8081A 5/14/11 405037ug/KgNDgamma-BHC 05/17/11 7.9 40 260820 SW8081A 5/14/11 405037ug/KgNDbeta-BHC 05/17/11 7.3 40 260820 SW8081A 5/14/11 405037ug/KgNDdelta-BHC 05/17/11 9.8 40 260820 SW8081A 5/14/11 405037ug/KgNDHeptachlor 05/17/11 22 40 260820 SW8081A 5/14/11 405037ug/KgNDAldrin 05/17/11 8.8 40 260820 SW8081A 5/14/11 405037ug/KgNDHeptachlor epoxide 05/17/11 6.3 40 260820 SW8081A 5/14/11 405037ug/KgNDgamma-Chlordane 05/17/11 8.4 40 260820 SW8081A 5/14/11 405037ug/KgNDalpha-Chlordane 05/17/11 7.2 40 260820 SW8081A 5/14/11 405037ug/KgNDEndosulfan I 05/17/11 12 40 260820 SW8081A 5/14/11 405037ug/KgND4,4'-DDE 05/17/11 9.5 40 260820 SW8081A 5/14/11 405037ug/KgNDDieldrin 05/17/11 8.5 40 260820 SW8081A 5/14/11 405037ug/KgNDEndrin 05/17/11 11 40 260820 SW8081A 5/14/11 405037ug/KgND4,4'-DDD 05/17/11 9.4 40 260820 SW8081A 5/14/11 405037ug/KgNDEndosulfan II 05/17/11 31 40 260820 SW8081A 5/14/11 405037ug/KgND4,4'-DDT 05/17/11 16 40 260820 SW8081A 5/14/11 405037ug/KgNDEndrin aldehyde 05/17/11 21 40 260820 SW8081A 5/14/11 405037ug/KgNDEndosulfan sulfate 05/17/11 9.8 40 260820 SW8081A 5/14/11 405037ug/KgNDMethoxychlor 05/17/11 12 100 260820 SW8081A 5/14/11 405037ug/KgNDEndrin Ketone 05/17/11 8.0 40 260820 SW8081A 5/14/11 405037ug/KgNDChlordane 05/17/11 200 400 260820 SW8081A 5/14/11 405037ug/KgNDToxaphene 05/17/11 200 2000 260820 SW8081A 5/14/11 405037%133TCMX (S) 05/17/11 52.5 139 260820 SW8081A 5/14/11 405037%106DCBP (S) 05/17/11 50.2 139 260820 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Page 18 of 121Total Page Count: 121 Exhibit M - 317 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:35 1210.02 Palo Alto Airport B-29-1.0 SoilSample Matrix: Lab Sample ID: 1105094-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 405041mg/KgNDAroclor1016 05/18/11 0.0230 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1221 05/18/11 0.0920 0.20 26091 SW8082 5/14/11 405041mg/KgNDAroclor1232 05/18/11 0.0460 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1242 05/18/11 0.0430 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1248 05/18/11 0.0360 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1254 05/18/11 0.0240 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1260 05/18/11 0.0270 0.10 26091 SW8082 5/14/11 405041%70.5TCMX (S) 05/18/11 50.4 136 26091 SW8082 5/14/11 405041%65.7DCBP (S) 05/18/11 55.1 113 26091 Page 19 of 121Total Page Count: 121 Exhibit M - 318 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:35 1210.02 Palo Alto Airport B-29-1.0 SoilSample Matrix: Lab Sample ID: 1105094-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 3.1 7.0 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 3.2 7.0 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 1.8 7.0 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 3.3 7.0 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 2.0 7.0 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.1 7.0 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 2.6 7.0 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 1.4 7.0 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 0.78 7.0 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 1.8 7.0 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 15 35 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 1.5 7.0 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 0.90 7.0 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 1.7 7.0 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.2 7.0 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 0.87 7.0 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 1.6 7.0 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 0.85 7.0 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.1 7.0 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 0.85 7.0 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.0 7.0 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.1 7.0 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 1.4 7.0 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 1.3 7.0 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 2.7 7.0 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 1.5 7.0 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 0.91 7.0 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 0.78 7.0 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 3.1 7.0 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 0.99 7.0 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 0.69 7.0 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.3 7.0 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 0.81 7.0 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.3 7.0 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 0.78 7.0 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 1.4 7.0 NA1 Page 20 of 121Total Page Count: 121 Exhibit M - 319 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:35 1210.02 Palo Alto Airport B-29-1.0 SoilSample Matrix: Lab Sample ID: 1105094-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.2 7.0 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.60 7.0 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 2.9 7.0 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.60 7.0 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.3 7.0 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.46 3.5 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.54 7.0 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 1.3 7.0 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 0.87 7.0 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.0 7.0 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 0.83 7.0 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 2.1 7.0 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 0.79 7.0 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 2.3 7.0 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.1 7.0 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.1 7.0 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.0 7.0 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 0.76 7.0 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.1 7.0 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.0 7.0 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.3 7.0 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.0 7.0 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 1.5 7.0 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 0.92 7.0 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 3.0 7.0 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 1.8 7.0 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 1.5 7.0 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.0 7.0 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 2.0 7.0 NA1 SW8260B NA 404995%113(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%120(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%139(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 21 of 121Total Page Count: 121 Exhibit M - 320 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:35 1210.02 Palo Alto Airport B-29-1.0 SoilSample Matrix: Lab Sample ID: 1105094-003A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26101 SW8015B(M) 5/14/11 405075mg/Kg50TPH as Motor Oil (SG)05/20/11 1.8 4.0 26101 SW8015B(M) 5/14/11 405075%81.1Pentacosane (S) 05/20/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 12 70 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 12 70 NA1 TPH-GCMS NA 405020S%39(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 S- Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 22 of 121Total Page Count: 121 Exhibit M - 321 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:40 1210.02 Palo Alto Airport B-29-5.0 SoilSample Matrix: Lab Sample ID: 1105094-004A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/16/11 404988mg/KgNDAntimony05/17/11 0.20 5.0 26311 SW6010B 5/16/11 404988mg/Kg8.1Arsenic05/17/11 0.28 1.7 26311 SW6010B 5/16/11 404988mg/Kg38Barium05/17/11 1 5.0 26311 SW6010B 5/16/11 404988mg/KgNDBeryllium05/17/11 0.0840 2.0 26311 SW6010B 5/16/11 404988mg/Kg1.7Cadmium05/17/11 0.0590 1.0 26311 SW6010B 5/16/11 404988mg/Kg51Chromium05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg10Cobalt05/17/11 0.14 5.0 26311 SW6010B 5/16/11 404988mg/Kg30Copper05/17/11 0.0900 5.0 26311 SW6010B 5/16/11 404988mg/Kg21Lead05/17/11 0.043 1.0 26311 SW6010B 5/16/11 404988mg/KgNDMolybdenum05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg53Nickel05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSelenium05/17/11 0.29 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSilver05/17/11 1.0 1.0 26311 SW6010B 5/16/11 404988mg/KgNDThallium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg42Vanadium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg75Zinc05/17/11 0.59 5.0 26311 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/16/11 404991mg/Kg0.36Mercury 05/17/11 0.01 0.10 26341 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26641 SW8015B(M) 5/19/11 405075mg/Kg17TPH as Motor Oil (SG) 05/20/11 1.8 4.0 26641 SW8015B(M) 5/19/11 405075%91.0Pentacosane (S) 05/20/11 61.5 133 26641 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004%47(S) 4-Bromofluorobenzene 05/13/11 43.9 127 NA1 Page 23 of 121Total Page Count: 121 Exhibit M - 322 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:40 1210.02 Palo Alto Airport B-3-1.0 SoilSample Matrix: Lab Sample ID: 1105094-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8081A 5/14/11 405037ug/KgNDalpha-BHC 05/17/11 1.8 8.0 26084 SW8081A 5/14/11 405037ug/KgNDgamma-BHC 05/17/11 1.6 8.0 26084 SW8081A 5/14/11 405037ug/KgNDbeta-BHC 05/17/11 1.5 8.0 26084 SW8081A 5/14/11 405037ug/KgNDdelta-BHC 05/17/11 2.0 8.0 26084 SW8081A 5/14/11 405037ug/KgNDHeptachlor 05/17/11 4.4 8.0 26084 SW8081A 5/14/11 405037ug/KgNDAldrin 05/17/11 1.8 8.0 26084 SW8081A 5/14/11 405037ug/KgNDHeptachlor epoxide 05/17/11 1.3 8.0 26084 SW8081A 5/14/11 405037ug/KgNDgamma-Chlordane 05/17/11 1.7 8.0 26084 SW8081A 5/14/11 405037J ug/Kg1.5alpha-Chlordane 05/17/11 1.4 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndosulfan I 05/17/11 2.4 8.0 26084 SW8081A 5/14/11 405037ug/KgND4,4'-DDE 05/17/11 1.9 8.0 26084 SW8081A 5/14/11 405037ug/KgNDDieldrin 05/17/11 1.7 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndrin 05/17/11 2.3 8.0 26084 SW8081A 5/14/11 405037ug/KgND4,4'-DDD 05/17/11 1.9 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndosulfan II 05/17/11 6.1 8.0 26084 SW8081A 5/14/11 405037ug/KgND4,4'-DDT 05/17/11 3.2 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndrin aldehyde 05/17/11 4.1 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndosulfan sulfate 05/17/11 2.0 8.0 26084 SW8081A 5/14/11 405037ug/KgNDMethoxychlor 05/17/11 2.5 20 26084 SW8081A 5/14/11 405037ug/KgNDEndrin Ketone 05/17/11 1.6 8.0 26084 SW8081A 5/14/11 405037ug/KgNDChlordane 05/17/11 40 80 26084 SW8081A 5/14/11 405037ug/KgNDToxaphene 05/17/11 40 400 26084 SW8081A 5/14/11 405037%81.9TCMX (S) 05/17/11 52.5 139 26084 SW8081A 5/14/11 405037%59.9DCBP (S) 05/17/11 50.2 139 26084 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Page 24 of 121Total Page Count: 121 Exhibit M - 323 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:40 1210.02 Palo Alto Airport B-3-1.0 SoilSample Matrix: Lab Sample ID: 1105094-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 405041mg/KgNDAroclor1016 05/18/11 0.0230 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1221 05/18/11 0.0920 0.20 26091 SW8082 5/14/11 405041mg/KgNDAroclor1232 05/18/11 0.0460 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1242 05/18/11 0.0430 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1248 05/18/11 0.0360 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1254 05/18/11 0.0240 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1260 05/18/11 0.0270 0.10 26091 SW8082 5/14/11 405041%57.1TCMX (S) 05/18/11 50.4 136 26091 SW8082 5/14/11 405041S%47.1DCBP (S) 05/18/11 55.1 113 26091 Surrogate recovery of DCBP is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 25 of 121Total Page Count: 121 Exhibit M - 324 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:40 1210.02 Palo Alto Airport B-3-1.0 SoilSample Matrix: Lab Sample ID: 1105094-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 3.5 8.0 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 3.7 8.0 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.1 8.0 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 3.7 8.0 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 2.3 8.0 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.2 8.0 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 3.0 8.0 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 1.6 8.0 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 0.89 8.0 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 2.1 8.0 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 17 40 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 1.8 8.0 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.0 8.0 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 1.9 8.0 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.4 8.0 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 0.99 8.0 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 1.8 8.0 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 0.97 8.0 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.3 8.0 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 0.97 8.0 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.2 8.0 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.2 8.0 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 1.6 8.0 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 1.5 8.0 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 3.1 8.0 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 1.8 8.0 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.0 8.0 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 0.89 8.0 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 3.6 8.0 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.1 8.0 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 0.79 8.0 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.4 8.0 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 0.92 8.0 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.5 8.0 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 0.90 8.0 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 1.6 8.0 NA1 Page 26 of 121Total Page Count: 121 Exhibit M - 325 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:40 1210.02 Palo Alto Airport B-3-1.0 SoilSample Matrix: Lab Sample ID: 1105094-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.4 8.0 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.69 8.0 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 3.4 8.0 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.69 8.0 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.5 8.0 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.53 4.0 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.61 8.0 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 1.5 8.0 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 0.99 8.0 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.1 8.0 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 0.95 8.0 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 2.4 8.0 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 0.90 8.0 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 2.7 8.0 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.3 8.0 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.3 8.0 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.1 8.0 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 0.87 8.0 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.3 8.0 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.2 8.0 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.4 8.0 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.2 8.0 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 1.7 8.0 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.0 8.0 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 3.4 8.0 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.0 8.0 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 1.7 8.0 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.3 8.0 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 2.3 8.0 NA1 SW8260B NA 404995%95.4(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%123(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995S%145(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 S-Surrogate recovery out of limit-high bias. Data deemed acceptable as no associated target analytes were observed in the sample. No corrective action required. NOTE: Page 27 of 121Total Page Count: 121 Exhibit M - 326 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:40 1210.02 Palo Alto Airport B-3-1.0 SoilSample Matrix: Lab Sample ID: 1105094-005A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26101 SW8015B(M) 5/14/11 405075mg/Kg8.5TPH as Motor Oil (SG)05/20/11 1.8 4.0 26101 SW8015B(M) 5/14/11 405075%84.2Pentacosane (S) 05/20/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 14 80 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 14 80 NA1 TPH-GCMS NA 405020S%35(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 S- Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 28 of 121Total Page Count: 121 Exhibit M - 327 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:50 1210.02 Palo Alto Airport B-3-5.0 SoilSample Matrix: Lab Sample ID: 1105094-006A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/16/11 404988mg/KgNDAntimony05/17/11 0.20 5.0 26311 SW6010B 5/16/11 404988mg/Kg3.6Arsenic05/17/11 0.28 1.7 26311 SW6010B 5/16/11 404988mg/Kg160Barium05/17/11 1 5.0 26311 SW6010B 5/16/11 404988mg/KgNDBeryllium05/17/11 0.0840 2.0 26311 SW6010B 5/16/11 404988mg/Kg1.3Cadmium05/17/11 0.0590 1.0 26311 SW6010B 5/16/11 404988mg/Kg27Chromium05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg12Cobalt05/17/11 0.14 5.0 26311 SW6010B 5/16/11 404988mg/Kg25Copper05/17/11 0.0900 5.0 26311 SW6010B 5/16/11 404988mg/Kg11Lead05/17/11 0.043 1.0 26311 SW6010B 5/16/11 404988mg/KgNDMolybdenum05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg62Nickel05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSelenium05/17/11 0.29 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSilver05/17/11 1.0 1.0 26311 SW6010B 5/16/11 404988mg/KgNDThallium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg29Vanadium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg83Zinc05/17/11 0.59 5.0 26311 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/16/11 404991mg/KgNDMercury 05/17/11 0.01 0.10 26341 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26641 SW8015B(M) 5/19/11 405075mg/Kg9.1TPH as Motor Oil (SG) 05/20/11 1.8 4.0 26641 SW8015B(M) 5/19/11 405075%89.4Pentacosane (S) 05/20/11 61.5 133 26641 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004S%42(S) 4-Bromofluorobenzene 05/13/11 43.9 127 NA1 S - Surrogate recovery out of limits. Duplicate analysis yielded similar results indicating a matrix effect.NOTE: Page 29 of 121Total Page Count: 121 Exhibit M - 328 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:25 1210.02 Palo Alto Airport B-28-1.0 SoilSample Matrix: Lab Sample ID: 1105094-007A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/16/11 404988mg/KgNDAntimony05/17/11 0.20 5.0 26311 SW6010B 5/16/11 404988mg/Kg9.9Arsenic05/17/11 0.28 1.7 26311 SW6010B 5/16/11 404988mg/Kg49Barium05/17/11 1 5.0 26311 SW6010B 5/16/11 404988mg/KgNDBeryllium05/17/11 0.0840 2.0 26311 SW6010B 5/16/11 404988mg/KgNDCadmium05/17/11 0.0590 1.0 26311 SW6010B 5/16/11 404988mg/Kg48Chromium05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg14Cobalt05/17/11 0.14 5.0 26311 SW6010B 5/16/11 404988mg/Kg26Copper05/17/11 0.0900 5.0 26311 SW6010B 5/16/11 404988mg/Kg20Lead05/17/11 0.043 1.0 26311 SW6010B 5/16/11 404988mg/KgNDMolybdenum05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg56Nickel05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSelenium05/17/11 0.29 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSilver05/17/11 1.0 1.0 26311 SW6010B 5/16/11 404988mg/KgNDThallium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg43Vanadium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg64Zinc05/17/11 0.59 5.0 26311 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/16/11 404991mg/Kg0.12Mercury 05/17/11 0.01 0.10 26341 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26641 SW8015B(M) 5/19/11 405075mg/Kg14TPH as Motor Oil (SG) 05/20/11 1.8 4.0 26641 SW8015B(M) 5/19/11 405075%105Pentacosane (S) 05/20/11 61.5 133 26641 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004%53(S) 4-Bromofluorobenzene 05/13/11 43.9 127 NA1 Page 30 of 121Total Page Count: 121 Exhibit M - 329 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:30 1210.02 Palo Alto Airport B-28-4.0 SoilSample Matrix: Lab Sample ID: 1105094-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 405037ug/KgNDalpha-BHC 05/17/11 0.44 2.0 26081 SW8081A 5/14/11 405037ug/KgNDgamma-BHC 05/17/11 0.40 2.0 26081 SW8081A 5/14/11 405037ug/KgNDbeta-BHC 05/17/11 0.36 2.0 26081 SW8081A 5/14/11 405037ug/KgNDdelta-BHC 05/17/11 0.49 2.0 26081 SW8081A 5/14/11 405037ug/KgNDHeptachlor 05/17/11 1.1 2.0 26081 SW8081A 5/14/11 405037ug/KgNDAldrin 05/17/11 0.44 2.0 26081 SW8081A 5/14/11 405037ug/KgNDHeptachlor epoxide 05/17/11 0.32 2.0 26081 SW8081A 5/14/11 405037ug/KgNDgamma-Chlordane 05/17/11 0.42 2.0 26081 SW8081A 5/14/11 405037ug/KgNDalpha-Chlordane 05/17/11 0.36 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan I 05/17/11 0.59 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDE 05/17/11 0.48 2.0 26081 SW8081A 5/14/11 405037ug/KgNDDieldrin 05/17/11 0.43 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin 05/17/11 0.57 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDD 05/17/11 0.47 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan II 05/17/11 1.5 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDT 05/17/11 0.81 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin aldehyde 05/17/11 1.0 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan sulfate 05/17/11 0.49 2.0 26081 SW8081A 5/14/11 405037ug/KgNDMethoxychlor 05/17/11 0.62 5.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin Ketone 05/17/11 0.40 2.0 26081 SW8081A 5/14/11 405037ug/KgNDChlordane 05/17/11 10 20 26081 SW8081A 5/14/11 405037ug/KgNDToxaphene 05/17/11 10 100 26081 SW8081A 5/14/11 405037S%35.5TCMX (S) 05/17/11 52.5 139 26081 SW8081A 5/14/11 405037%52.3DCBP (S) 05/17/11 50.2 139 26081 Surrogate recovery of TCMX is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 31 of 121Total Page Count: 121 Exhibit M - 330 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:30 1210.02 Palo Alto Airport B-28-4.0 SoilSample Matrix: Lab Sample ID: 1105094-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 405041mg/KgNDAroclor1016 05/18/11 0.0230 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1221 05/18/11 0.0920 0.20 26091 SW8082 5/14/11 405041mg/KgNDAroclor1232 05/18/11 0.0460 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1242 05/18/11 0.0430 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1248 05/18/11 0.0360 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1254 05/18/11 0.0240 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1260 05/18/11 0.0270 0.10 26091 SW8082 5/14/11 405041S%39.7TCMX (S) 05/18/11 50.4 136 26091 SW8082 5/14/11 405041%60.0DCBP (S) 05/18/11 55.1 113 26091 Surrogate recovery of TCMX is bias low possibly due to matrix effects; recovery of second surrogate supports data quality.NOTE: Page 32 of 121Total Page Count: 121 Exhibit M - 331 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:30 1210.02 Palo Alto Airport B-28-4.0 SoilSample Matrix: Lab Sample ID: 1105094-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 4.0 9.2 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 4.2 9.2 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.4 9.2 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 4.3 9.2 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 2.7 9.2 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.4 9.2 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 3.4 9.2 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 1.8 9.2 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 2.4 9.2 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 19 46 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.2 9.2 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 2.2 9.2 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.6 9.2 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 2.1 9.2 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.4 9.2 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 1.9 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 1.8 9.2 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 3.6 9.2 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.2 9.2 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 4.1 9.2 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 0.90 9.2 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 1.9 9.2 NA1 Page 33 of 121Total Page Count: 121 Exhibit M - 332 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:30 1210.02 Palo Alto Airport B-28-4.0 SoilSample Matrix: Lab Sample ID: 1105094-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.6 9.2 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.79 9.2 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 3.9 9.2 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.79 9.2 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.61 4.6 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.70 9.2 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 2.8 9.2 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 3.1 9.2 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.6 9.2 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.4 9.2 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.2 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 3.9 9.2 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.3 9.2 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.6 9.2 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 2.6 9.2 NA1 SW8260B NA 404995%100(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%116(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%114(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 34 of 121Total Page Count: 121 Exhibit M - 333 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:30 1210.02 Palo Alto Airport B-28-4.0 SoilSample Matrix: Lab Sample ID: 1105094-008A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26101 SW8015B(M) 5/14/11 405075mg/Kg5.6TPH as Motor Oil (SG)05/20/11 1.8 4.0 26101 SW8015B(M) 5/14/11 405075%83.8Pentacosane (S) 05/20/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 16 92 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 16 92 NA1 TPH-GCMS NA 405020%47(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 Page 35 of 121Total Page Count: 121 Exhibit M - 334 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 12:15 1210.02 Palo Alto Airport B-27-0.5 SoilSample Matrix: Lab Sample ID: 1105094-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8081A 5/14/11 405037ug/KgNDalpha-BHC 05/17/11 1.8 8.0 26084 SW8081A 5/14/11 405037ug/KgNDgamma-BHC 05/17/11 1.6 8.0 26084 SW8081A 5/14/11 405037ug/KgNDbeta-BHC 05/17/11 1.5 8.0 26084 SW8081A 5/14/11 405037ug/KgNDdelta-BHC 05/17/11 2.0 8.0 26084 SW8081A 5/14/11 405037ug/KgNDHeptachlor 05/17/11 4.4 8.0 26084 SW8081A 5/14/11 405037ug/KgNDAldrin 05/17/11 1.8 8.0 26084 SW8081A 5/14/11 405037ug/Kg1.3Heptachlor epoxide 05/17/11 1.3 8.0 26084 SW8081A 5/14/11 405037ug/KgNDgamma-Chlordane 05/17/11 1.7 8.0 26084 SW8081A 5/14/11 405037ug/KgNDalpha-Chlordane 05/17/11 1.4 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndosulfan I 05/17/11 2.4 8.0 26084 SW8081A 5/14/11 405037ug/KgND4,4'-DDE 05/17/11 1.9 8.0 26084 SW8081A 5/14/11 405037ug/KgNDDieldrin 05/17/11 1.7 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndrin 05/17/11 2.3 8.0 26084 SW8081A 5/14/11 405037ug/KgND4,4'-DDD 05/17/11 1.9 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndosulfan II 05/17/11 6.1 8.0 26084 SW8081A 5/14/11 405037ug/KgND4,4'-DDT 05/17/11 3.2 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndrin aldehyde 05/17/11 4.1 8.0 26084 SW8081A 5/14/11 405037ug/KgNDEndosulfan sulfate 05/17/11 2.0 8.0 26084 SW8081A 5/14/11 405037ug/KgNDMethoxychlor 05/17/11 2.5 20 26084 SW8081A 5/14/11 405037ug/KgNDEndrin Ketone 05/17/11 1.6 8.0 26084 SW8081A 5/14/11 405037ug/KgNDChlordane 05/17/11 40 80 26084 SW8081A 5/14/11 405037ug/KgNDToxaphene 05/17/11 40 400 26084 SW8081A 5/14/11 405037%132TCMX (S) 05/17/11 52.5 139 26084 SW8081A 5/14/11 405037%115DCBP (S) 05/17/11 50.2 139 26084 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Page 36 of 121Total Page Count: 121 Exhibit M - 335 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 12:15 1210.02 Palo Alto Airport B-27-0.5 SoilSample Matrix: Lab Sample ID: 1105094-009A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 405041mg/KgNDAroclor1016 05/18/11 0.0230 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1221 05/18/11 0.0920 0.20 26091 SW8082 5/14/11 405041mg/KgNDAroclor1232 05/18/11 0.0460 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1242 05/18/11 0.0430 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1248 05/18/11 0.0360 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1254 05/18/11 0.0240 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1260 05/18/11 0.0270 0.10 26091 SW8082 5/14/11 405041%107TCMX (S) 05/18/11 50.4 136 26091 SW8082 5/14/11 405041%102DCBP (S) 05/18/11 55.1 113 26091 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26101 SW8015B(M) 5/14/11 405075mg/Kg15TPH as Motor Oil (SG) 05/20/11 1.8 4.0 26101 SW8015B(M) 5/14/11 405075%90.3Pentacosane (S) 05/20/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004%49(S) 4-Bromofluorobenzene 05/13/11 43.9 127 NA1 Page 37 of 121Total Page Count: 121 Exhibit M - 336 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 12:20 1210.02 Palo Alto Airport B-27-4.0 SoilSample Matrix: Lab Sample ID: 1105094-010A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/16/11 404988mg/Kg5.0Antimony05/17/11 0.20 5.0 26311 SW6010B 5/16/11 404988mg/Kg5.0Arsenic05/17/11 0.28 1.7 26311 SW6010B 5/16/11 404988mg/Kg160Barium05/17/11 1 5.0 26311 SW6010B 5/16/11 404988mg/KgNDBeryllium05/17/11 0.0840 2.0 26311 SW6010B 5/16/11 404988mg/KgNDCadmium05/17/11 0.0590 1.0 26311 SW6010B 5/16/11 404988mg/Kg45Chromium05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg12Cobalt05/17/11 0.14 5.0 26311 SW6010B 5/16/11 404988mg/Kg33Copper05/17/11 0.0900 5.0 26311 SW6010B 5/16/11 404988mg/Kg18Lead05/17/11 0.043 1.0 26311 SW6010B 5/16/11 404988mg/KgNDMolybdenum05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg36Nickel05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSelenium05/17/11 0.29 5.0 26311 SW6010B 5/16/11 404988mg/Kg3.6Silver05/17/11 1.0 1.0 26311 SW6010B 5/16/11 404988mg/KgNDThallium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg51Vanadium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg51Zinc05/17/11 0.59 5.0 26311 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/16/11 404991mg/KgNDMercury 05/17/11 0.01 0.10 26341 Page 38 of 121Total Page Count: 121 Exhibit M - 337 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 12:20 1210.02 Palo Alto Airport B-27-4.0 SoilSample Matrix: Lab Sample ID: 1105094-010A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 4.0 9.2 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 4.2 9.2 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.4 9.2 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 4.3 9.2 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 2.7 9.2 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.4 9.2 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 3.4 9.2 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 1.8 9.2 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 2.4 9.2 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 19 46 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.2 9.2 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 2.2 9.2 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.6 9.2 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 2.1 9.2 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.4 9.2 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 1.9 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 1.8 9.2 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 3.6 9.2 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.2 9.2 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 4.1 9.2 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 0.90 9.2 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 1.9 9.2 NA1 Page 39 of 121Total Page Count: 121 Exhibit M - 338 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 12:20 1210.02 Palo Alto Airport B-27-4.0 SoilSample Matrix: Lab Sample ID: 1105094-010A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.6 9.2 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.79 9.2 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 3.9 9.2 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.79 9.2 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.61 4.6 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.70 9.2 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 1.7 9.2 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 1.1 9.2 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 2.8 9.2 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 3.1 9.2 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 1.0 9.2 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.5 9.2 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.3 9.2 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.6 9.2 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.4 9.2 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.2 9.2 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 3.9 9.2 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.3 9.2 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 2.0 9.2 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.6 9.2 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 2.6 9.2 NA1 SW8260B NA 404995%111(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%120(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%141(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 40 of 121Total Page Count: 121 Exhibit M - 339 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 12:20 1210.02 Palo Alto Airport B-27-4.0 SoilSample Matrix: Lab Sample ID: 1105094-010A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075xmg/Kg17TPH as Diesel (SG) 05/20/11 1.5 4.0 26641 SW8015B(M) 5/19/11 405075mg/Kg240TPH as Motor Oil (SG)05/20/11 3.6 8.0 26641 SW8015B(M) 5/19/11 405075%111Pentacosane (S) 05/20/11 61.5 133 26641 x-Not typical of Diesel standard pattern (possibly fuel heavier than diesel or aged motor oil).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 16 92 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 16 92 NA1 TPH-GCMS NA 405020S%41(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 S- Surrogate recovery out of limit. Matrix effect suspected.NOTE: Page 41 of 121Total Page Count: 121 Exhibit M - 340 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:00 1210.02 Palo Alto Airport B-30-1.0 SoilSample Matrix: Lab Sample ID: 1105094-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8081A 5/14/11 405037ug/KgNDalpha-BHC 05/17/11 0.44 2.0 26081 SW8081A 5/14/11 405037ug/KgNDgamma-BHC 05/17/11 0.40 2.0 26081 SW8081A 5/14/11 405037ug/KgNDbeta-BHC 05/17/11 0.36 2.0 26081 SW8081A 5/14/11 405037ug/KgNDdelta-BHC 05/17/11 0.49 2.0 26081 SW8081A 5/14/11 405037ug/KgNDHeptachlor 05/17/11 1.1 2.0 26081 SW8081A 5/14/11 405037ug/KgNDAldrin 05/17/11 0.44 2.0 26081 SW8081A 5/14/11 405037ug/KgNDHeptachlor epoxide 05/17/11 0.32 2.0 26081 SW8081A 5/14/11 405037ug/KgNDgamma-Chlordane 05/17/11 0.42 2.0 26081 SW8081A 5/14/11 405037ug/KgNDalpha-Chlordane 05/17/11 0.36 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan I 05/17/11 0.59 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDE 05/17/11 0.48 2.0 26081 SW8081A 5/14/11 405037ug/KgNDDieldrin 05/17/11 0.43 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin 05/17/11 0.57 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDD 05/17/11 0.47 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan II 05/17/11 1.5 2.0 26081 SW8081A 5/14/11 405037ug/KgND4,4'-DDT 05/17/11 0.81 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin aldehyde 05/17/11 1.0 2.0 26081 SW8081A 5/14/11 405037ug/KgNDEndosulfan sulfate 05/17/11 0.49 2.0 26081 SW8081A 5/14/11 405037ug/KgNDMethoxychlor 05/17/11 0.62 5.0 26081 SW8081A 5/14/11 405037ug/KgNDEndrin Ketone 05/17/11 0.40 2.0 26081 SW8081A 5/14/11 405037ug/KgNDChlordane 05/17/11 10 20 26081 SW8081A 5/14/11 405037ug/KgNDToxaphene 05/17/11 10 100 26081 SW8081A 5/14/11 405037%104TCMX (S) 05/17/11 52.5 139 26081 SW8081A 5/14/11 405037%102DCBP (S) 05/17/11 50.2 139 26081 Page 42 of 121Total Page Count: 121 Exhibit M - 341 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:00 1210.02 Palo Alto Airport B-30-1.0 SoilSample Matrix: Lab Sample ID: 1105094-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/14/11 405041mg/KgNDAroclor1016 05/18/11 0.0230 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1221 05/18/11 0.0920 0.20 26091 SW8082 5/14/11 405041mg/KgNDAroclor1232 05/18/11 0.0460 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1242 05/18/11 0.0430 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1248 05/18/11 0.0360 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1254 05/18/11 0.0240 0.10 26091 SW8082 5/14/11 405041mg/KgNDAroclor1260 05/18/11 0.0270 0.10 26091 SW8082 5/14/11 405041%81.8TCMX (S) 05/18/11 50.4 136 26091 SW8082 5/14/11 405041%80.5DCBP (S) 05/18/11 55.1 113 26091 Page 43 of 121Total Page Count: 121 Exhibit M - 342 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:00 1210.02 Palo Alto Airport B-30-1.0 SoilSample Matrix: Lab Sample ID: 1105094-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 3.4 7.8 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 3.6 7.8 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.1 7.8 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 3.6 7.8 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 2.2 7.8 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.2 7.8 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 2.9 7.8 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 1.5 7.8 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 0.87 7.8 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 2.0 7.8 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 16 39 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 1.7 7.8 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.0 7.8 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 1.9 7.8 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.4 7.8 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 0.97 7.8 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 1.8 7.8 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 0.95 7.8 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.3 7.8 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 0.95 7.8 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.1 7.8 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.2 7.8 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 1.6 7.8 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 1.5 7.8 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 3.0 7.8 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 1.7 7.8 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.0 7.8 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 0.87 7.8 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 3.5 7.8 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.1 7.8 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 0.77 7.8 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.4 7.8 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 0.90 7.8 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.4 7.8 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 0.87 7.8 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 1.6 7.8 NA1 Page 44 of 121Total Page Count: 121 Exhibit M - 343 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:00 1210.02 Palo Alto Airport B-30-1.0 SoilSample Matrix: Lab Sample ID: 1105094-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.4 7.8 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.67 7.8 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 3.3 7.8 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.67 7.8 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.4 7.8 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.52 3.9 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.60 7.8 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 1.5 7.8 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 0.97 7.8 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.1 7.8 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 0.93 7.8 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 2.4 7.8 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 0.88 7.8 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 2.6 7.8 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.2 7.8 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.2 7.8 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.1 7.8 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 0.85 7.8 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.3 7.8 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.1 7.8 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.4 7.8 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.2 7.8 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 1.7 7.8 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.0 7.8 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 3.3 7.8 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.0 7.8 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 1.7 7.8 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.2 7.8 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 2.2 7.8 NA1 SW8260B NA 404995%92.5(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%112(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%137(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 45 of 121Total Page Count: 121 Exhibit M - 344 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:00 1210.02 Palo Alto Airport B-30-1.0 SoilSample Matrix: Lab Sample ID: 1105094-011A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26101 SW8015B(M) 5/14/11 405075mg/KgNDTPH as Motor Oil (SG)05/20/11 1.8 4.0 26101 SW8015B(M) 5/14/11 405075%108Pentacosane (S) 05/20/11 61.5 133 26101 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 13 78 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 13 78 NA1 TPH-GCMS NA 405020%48(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 Page 46 of 121Total Page Count: 121 Exhibit M - 345 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:10 1210.02 Palo Alto Airport B-30-2.0 SoilSample Matrix: Lab Sample ID: 1105094-012A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/16/11 404988mg/KgNDAntimony05/17/11 0.20 5.0 26311 SW6010B 5/16/11 404988mg/Kg4.3Arsenic05/17/11 0.28 1.7 26311 SW6010B 5/16/11 404988mg/Kg17Barium05/17/11 1 5.0 26311 SW6010B 5/16/11 404988mg/KgNDBeryllium05/17/11 0.0840 2.0 26311 SW6010B 5/16/11 404988mg/KgNDCadmium05/17/11 0.0590 1.0 26311 SW6010B 5/16/11 404988mg/Kg42Chromium05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg7.1Cobalt05/17/11 0.14 5.0 26311 SW6010B 5/16/11 404988mg/Kg15Copper05/17/11 0.0900 5.0 26311 SW6010B 5/16/11 404988mg/Kg5.4Lead05/17/11 0.043 1.0 26311 SW6010B 5/16/11 404988mg/KgNDMolybdenum05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/Kg40Nickel05/17/11 0.0590 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSelenium05/17/11 0.29 5.0 26311 SW6010B 5/16/11 404988mg/KgNDSilver05/17/11 1.0 1.0 26311 SW6010B 5/16/11 404988mg/KgNDThallium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg37Vanadium05/17/11 0.12 5.0 26311 SW6010B 5/16/11 404988mg/Kg42Zinc05/17/11 0.59 5.0 26311 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/16/11 404991mg/KgNDMercury 05/17/11 0.01 0.10 26341 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 0.76 2.0 26641 SW8015B(M) 5/19/11 405075mg/KgNDTPH as Motor Oil (SG) 05/20/11 1.8 4.0 26641 SW8015B(M) 5/19/11 405075%95.1Pentacosane (S) 05/20/11 61.5 133 26641 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004S%42(S) 4-Bromofluorobenzene 05/13/11 43.9 127 NA1 S - Surrogate recovery out of limits. Duplicate analysis yielded similar results indicating a matrix effect.NOTE: Page 47 of 121Total Page Count: 121 Exhibit M - 346 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:10 1210.02 Palo Alto Airport B-11-1.0 SlurrySample Matrix: Lab Sample ID: 1105094-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405044ug/KgNDDichlorodifluoromethane 05/18/11 440 1000 NA100 SW8260B NA 405044ug/KgNDChloromethane 05/18/11 460 1000 NA100 SW8260B NA 405044ug/KgNDVinyl Chloride 05/18/11 260 1000 NA100 SW8260B NA 405044ug/KgNDBromomethane 05/18/11 470 1000 NA100 SW8260B NA 405044ug/KgNDTrichlorofluoromethane 05/18/11 290 1000 NA100 SW8260B NA 405044ug/KgND1,1-Dichloroethene 05/18/11 150 1000 NA100 SW8260B NA 405044ug/KgNDFreon 113 05/18/11 370 1000 NA100 SW8260B NA 405044ug/KgNDMethylene Chloride 05/18/11 200 1000 NA100 SW8260B NA 405044ug/KgNDtrans-1,2-Dichloroethene 05/18/11 110 1000 NA100 SW8260B NA 405044ug/KgNDMTBE 05/18/11 260 1000 NA100 SW8260B NA 405044ug/KgNDtert-Butanol 05/18/11 2100 5000 NA100 SW8260B NA 405044ug/KgNDDiisopropyl ether (DIPE) 05/18/11 220 1000 NA100 SW8260B NA 405044ug/KgND1,1-Dichloroethane 05/18/11 130 1000 NA100 SW8260B NA 405044ug/KgNDETBE 05/18/11 240 1000 NA100 SW8260B NA 405044ug/KgNDcis-1,2-Dichloroethene 05/18/11 180 1000 NA100 SW8260B NA 405044ug/KgND2,2-Dichloropropane 05/18/11 120 1000 NA100 SW8260B NA 405044ug/KgNDBromochloromethane 05/18/11 230 1000 NA100 SW8260B NA 405044ug/KgNDChloroform 05/18/11 120 1000 NA100 SW8260B NA 405044ug/KgNDCarbon Tetrachloride 05/18/11 160 1000 NA100 SW8260B NA 405044ug/KgND1,1,1-Trichloroethane 05/18/11 120 1000 NA100 SW8260B NA 405044ug/KgND1,1-Dichloropropene 05/18/11 140 1000 NA100 SW8260B NA 405044ug/KgNDBenzene 05/18/11 150 1000 NA100 SW8260B NA 405044ug/KgNDTAME 05/18/11 210 1000 NA100 SW8260B NA 405044ug/KgND1,2-Dichloroethane 05/18/11 190 1000 NA100 SW8260B NA 405044ug/KgNDTrichloroethylene 05/18/11 390 1000 NA100 SW8260B NA 405044ug/KgNDDibromomethane 05/18/11 220 1000 NA100 SW8260B NA 405044ug/KgND1,2-Dichloropropane 05/18/11 130 1000 NA100 SW8260B NA 405044ug/KgNDBromodichloromethane 05/18/11 110 1000 NA100 SW8260B NA 405044ug/KgND2-Chloroethyl vinyl ether 05/18/11 450 1000 NA100 SW8260B NA 405044ug/KgNDcis-1,3-Dichloropropene 05/18/11 140 1000 NA100 SW8260B NA 405044ug/KgNDToluene 05/18/11 98 1000 NA100 SW8260B NA 405044ug/KgNDTetrachloroethylene 05/18/11 180 1000 NA100 SW8260B NA 405044ug/KgNDtrans-1,3-Dichloropropene 05/18/11 120 1000 NA100 SW8260B NA 405044ug/KgND1,1,2-Trichloroethane 05/18/11 180 1000 NA100 SW8260B NA 405044ug/KgNDDibromochloromethane 05/18/11 110 1000 NA100 SW8260B NA 405044ug/KgND1,3-Dichloropropane 05/18/11 210 1000 NA100 Page 48 of 121Total Page Count: 121 Exhibit M - 347 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:10 1210.02 Palo Alto Airport B-11-1.0 SlurrySample Matrix: Lab Sample ID: 1105094-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405044ug/KgND1,2-Dibromoethane 05/18/11 170 1000 NA100 SW8260B NA 405044ug/Kg11000Ethyl Benzene 05/18/11 86 1000 NA100 SW8260B NA 405044ug/KgNDChlorobenzene 05/18/11 420 1000 NA100 SW8260B NA 405044ug/KgND1,1,1,2-Tetrachloroethane 05/18/11 86 1000 NA100 SW8260B NA 405044ug/Kg35000m,p-Xylene 05/18/11 190 1000 NA100 SW8260B NA 405044ug/KgNDo-Xylene 05/18/11 66 500 NA100 SW8260B NA 405044ug/KgNDStyrene 05/18/11 77 1000 NA100 SW8260B NA 405044ug/KgNDBromoform 05/18/11 190 1000 NA100 SW8260B NA 405044ug/Kg1300Isopropyl Benzene 05/18/11 120 1000 NA100 SW8260B NA 405044ug/Kg5600n-Propylbenzene 05/18/11 140 1000 NA100 SW8260B NA 405044ug/KgNDBromobenzene 05/18/11 120 1000 NA100 SW8260B NA 405044ug/KgND1,1,2,2-Tetrachloroethane 05/18/11 300 1000 NA100 SW8260B NA 405044ug/Kg91001,3,5-Trimethylbenzene 05/18/11 110 1000 NA100 SW8260B NA 405044ug/KgND1,2,3-Trichloropropane 05/18/11 330 1000 NA100 SW8260B NA 405044ug/KgND4-Chlorotoluene 05/18/11 160 1000 NA100 SW8260B NA 405044ug/KgND2-Chlorotoluene 05/18/11 160 1000 NA100 SW8260B NA 405044ug/KgNDtert-Butylbenzene 05/18/11 140 1000 NA100 SW8260B NA 405044ug/Kg260001,2,4-Trimethylbenzene 05/18/11 110 1000 NA100 SW8260B NA 405044ug/KgNDsec-Butyl Benzene 05/18/11 160 1000 NA100 SW8260B NA 405044ug/KgNDp-Isopropyltoluene 05/18/11 150 1000 NA100 SW8260B NA 405044ug/KgND1,3-Dichlorobenzene 05/18/11 180 1000 NA100 SW8260B NA 405044ug/KgND1,4-Dichlorobenzene 05/18/11 150 1000 NA100 SW8260B NA 405044ug/Kg1100n-Butylbenzene 05/18/11 220 1000 NA100 SW8260B NA 405044ug/KgND1,2-Dichlorobenzene 05/18/11 130 1000 NA100 SW8260B NA 405044ug/KgND1,2-Dibromo-3-Chloropropane 05/18/11 420 1000 NA100 SW8260B NA 405044ug/KgNDHexachlorobutadiene 05/18/11 260 1000 NA100 SW8260B NA 405044ug/KgND1,2,4-Trichlorobenzene 05/18/11 210 1000 NA100 SW8260B NA 405044ug/Kg5700Naphthalene 05/18/11 280 1000 NA100 SW8260B NA 405044ug/KgND1,2,3-Trichlorobenzene 05/18/11 290 1000 NA100 SW8260B NA 405044%102(S) Dibromofluoromethane 05/18/11 59.8 148 NA100 SW8260B NA 405044%117(S) Toluene-d8 05/18/11 55.2 133 NA100 SW8260B NA 405044%109(S) 4-Bromofluorobenzene 05/18/11 55.8 141 NA100 Sample was analyzed from Sleeve (methanol extract required).NOTE: Page 49 of 121Total Page Count: 121 Exhibit M - 348 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:10 1210.02 Palo Alto Airport B-11-1.0 SlurrySample Matrix: Lab Sample ID: 1105094-013A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075xmg/Kg160TPH as Diesel (SG) 05/20/11 4.6 12 26643 SW8015B(M) 5/19/11 405075mg/Kg210TPH as Motor Oil (SG)05/20/11 11 24 26643 SW8015B(M) 5/19/11 405075%90.3Pentacosane (S) 05/20/11 61.5 133 26643 x- Not typical of Diesel standard pattern (possibly aged diesel or fuel lighter than diesel).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. TPH-GCMS NA 405045ug/KgNDTPH(Aviation Gas) 05/18/11 17000 100000 NA1000 TPH-GCMS NA 405045ug/Kg1700000TPH(Gasoline) 05/18/11 17000 100000 NA1000 TPH-GCMS NA 405045%75(S) 4-Bromofluorobenzene 05/18/11 43.9 127 NA1000 Result is elevated due to contribution from heavy end hydrocarbons (possibly aged gasoline) in the C5-C12 range quantified as Gasoline (possibly aged gasoline) . Sample was analyzed from Sleeve (methanol extraction required). NOTE: Page 50 of 121Total Page Count: 121 Exhibit M - 349 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:30 1210.02 Palo Alto Airport B-11-12.0 SlurrySample Matrix: Lab Sample ID: 1105094-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 4.8 11 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 5.0 11 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.9 11 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 5.1 11 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 3.1 11 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.7 11 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 4.0 11 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 2.2 11 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 1.2 11 NA1 SW8260B NA 404995ug/Kg72MTBE 05/16/11 2.8 11 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 23 55 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 2.4 11 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.4 11 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 2.6 11 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.9 11 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 1.4 11 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 2.5 11 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 1.3 11 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.8 11 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 1.3 11 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.6 11 NA1 SW8260B NA 404995J ug/Kg2.8Benzene 05/16/11 1.6 11 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 2.2 11 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 2.1 11 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 4.2 11 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 2.4 11 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.4 11 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 1.2 11 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 4.9 11 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.5 11 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 1.1 11 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 2.0 11 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 1.3 11 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 2.0 11 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 1.2 11 NA1 Page 51 of 121Total Page Count: 121 Exhibit M - 350 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:30 1210.02 Palo Alto Airport B-11-12.0 SlurrySample Matrix: Lab Sample ID: 1105094-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 2.2 11 NA1 SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.9 11 NA1 SW8260B NA 404995ug/Kg20Ethyl Benzene 05/16/11 0.94 11 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 4.6 11 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.94 11 NA1 SW8260B NA 404995ug/Kg56m,p-Xylene 05/16/11 2.0 11 NA1 SW8260B NA 404995J ug/Kg1.6o-Xylene 05/16/11 0.72 5.5 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.83 11 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 2.1 11 NA1 SW8260B NA 404995J ug/Kg1.6Isopropyl Benzene 05/16/11 1.4 11 NA1 SW8260B NA 404995J ug/Kg6.9n-Propylbenzene 05/16/11 1.6 11 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 1.3 11 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 3.3 11 NA1 SW8260B NA 404995ug/Kg131,3,5-Trimethylbenzene 05/16/11 1.2 11 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 3.6 11 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.7 11 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.7 11 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.6 11 NA1 SW8260B NA 404995ug/Kg421,2,4-Trimethylbenzene 05/16/11 1.2 11 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.8 11 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.6 11 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 2.0 11 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.6 11 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 2.4 11 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.4 11 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 4.6 11 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.8 11 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 2.3 11 NA1 SW8260B NA 404995ug/Kg20Naphthalene 05/16/11 3.1 11 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 3.1 11 NA1 SW8260B NA 404995%93.4(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%115(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%131(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 52 of 121Total Page Count: 121 Exhibit M - 351 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:30 1210.02 Palo Alto Airport B-11-12.0 SlurrySample Matrix: Lab Sample ID: 1105094-014A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075xmg/Kg2.2TPH as Diesel (SG) 05/20/11 0.76 2.0 26641 SW8015B(M) 5/19/11 405075mg/KgNDTPH as Motor Oil (SG)05/20/11 1.8 4.0 26641 SW8015B(M) 5/19/11 405075%89.5Pentacosane (S) 05/20/11 61.5 133 26641 x-Not typical of Diesel standard pattern (unknown hydrocarbons present).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 19 110 NA1 TPH-GCMS NA 405020ug/Kg1100TPH(Gasoline) 05/16/11 19 110 NA1 TPH-GCMS NA 405020%48(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 Page 53 of 121Total Page Count: 121 Exhibit M - 352 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:00 1210.02 Palo Alto Airport B-25-1.0 SoilSample Matrix: Lab Sample ID: 1105094-015A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 6/1/11 405286mg/KgNDAroclor1016 06/02/11 0.230 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1221 06/02/11 0.920 2.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1232 06/02/11 0.460 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1242 06/02/11 0.430 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1248 06/02/11 0.360 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1254 06/02/11 0.240 1.0 278610 SW8082 6/1/11 405286mg/KgNDAroclor1260 06/02/11 0.270 1.0 278610 SW8082 6/1/11 405286%118TCMX (S) 06/02/11 50.4 136 278610 SW8082 6/1/11 405286%102DCBP (S) 06/02/11 55.1 113 278610 Reporting limits increased due to the nature of the sample matrix (dark color extract).NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 69 180 26643 SW8015B(M) 5/19/11 405075mg/Kg5900TPH as Motor Oil (SG)05/20/11 160 360 26643 SW8015B(M) 5/19/11 405075S,D %0.000Pentacosane (S) 05/20/11 61.5 133 26643 D - Surrogates not recoverable due to dilution of the sample.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405004ug/KgNDTPH(Aviation Gas) 05/13/11 17 100 NA1 TPH-GCMS NA 405004ug/KgNDTPH(Gasoline) 05/13/11 17 100 NA1 TPH-GCMS NA 405004S%10(S) 4-Bromofluorobenzene 05/13/11 57 127 NA1 S - Surrogate recovery out of limits. Duplicate analysis yielded similar results indicating a matrix effect.NOTE: Page 54 of 121Total Page Count: 121 Exhibit M - 353 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:05 1210.02 Palo Alto Airport B-25-4.5 SoilSample Matrix: Lab Sample ID: 1105094-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW6010B 5/17/11 405005mg/KgNDAntimony05/18/11 0.20 5.0 26421 SW6010B 5/17/11 405005mg/Kg2.5Arsenic05/18/11 0.28 1.7 26421 SW6010B 5/17/11 405005mg/Kg92Barium05/18/11 1 5.0 26421 SW6010B 5/17/11 405005mg/KgNDBeryllium05/18/11 0.0840 2.0 26421 SW6010B 5/17/11 405005mg/KgNDCadmium05/18/11 0.0590 1.0 26421 SW6010B 5/17/11 405005mg/Kg18Chromium05/18/11 0.0590 5.0 26421 SW6010B 5/17/11 405005mg/KgNDCobalt05/18/11 0.14 5.0 26421 SW6010B 5/17/11 405005mg/Kg13Copper05/18/11 0.0900 5.0 26421 SW6010B 5/17/11 405005mg/Kg4.5Lead05/18/11 0.043 1.0 26421 SW6010B 5/17/11 405005mg/KgNDMolybdenum05/18/11 0.0590 5.0 26421 SW6010B 5/17/11 405005mg/Kg19Nickel05/18/11 0.0590 5.0 26421 SW6010B 5/17/11 405005mg/KgNDSelenium05/18/11 0.29 5.0 26421 SW6010B 5/17/11 405005mg/Kg1.5Silver05/18/11 1.0 1.0 26421 SW6010B 5/17/11 405005mg/KgNDThallium05/18/11 0.12 5.0 26421 SW6010B 5/17/11 405005mg/Kg22Vanadium05/18/11 0.12 5.0 26421 SW6010B 5/17/11 405005mg/Kg25Zinc05/18/11 0.59 5.0 26421 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7471A 5/17/11 405006mg/KgNDMercury 05/18/11 0.01 0.10 26441 Page 55 of 121Total Page Count: 121 Exhibit M - 354 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:05 1210.02 Palo Alto Airport B-25-4.5 SoilSample Matrix: Lab Sample ID: 1105094-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8081A 5/19/11 405064ug/KgNDalpha-BHC 05/18/11 8.8 40 265820 SW8081A 5/19/11 405064ug/KgNDgamma-BHC 05/18/11 7.9 40 265820 SW8081A 5/19/11 405064ug/KgNDbeta-BHC 05/18/11 7.3 40 265820 SW8081A 5/19/11 405064ug/KgNDdelta-BHC 05/18/11 9.8 40 265820 SW8081A 5/19/11 405064ug/KgNDHeptachlor 05/18/11 22 40 265820 SW8081A 5/19/11 405064ug/KgNDAldrin 05/18/11 8.8 40 265820 SW8081A 5/19/11 405064ug/KgNDHeptachlor epoxide 05/18/11 6.3 40 265820 SW8081A 5/19/11 405064ug/KgNDgamma-Chlordane 05/18/11 8.4 40 265820 SW8081A 5/19/11 405064J ug/Kg7.5alpha-Chlordane 05/18/11 7.2 40 265820 SW8081A 5/19/11 405064ug/KgNDEndosulfan I 05/18/11 12 40 265820 SW8081A 5/19/11 405064J ug/Kg184,4'-DDE 05/18/11 9.5 40 265820 SW8081A 5/19/11 405064ug/KgNDDieldrin 05/18/11 8.5 40 265820 SW8081A 5/19/11 405064ug/KgNDEndrin 05/18/11 11 40 265820 SW8081A 5/19/11 405064ug/KgND4,4'-DDD 05/18/11 9.4 40 265820 SW8081A 5/19/11 405064ug/KgNDEndosulfan II 05/18/11 31 40 265820 SW8081A 5/19/11 405064ug/KgND4,4'-DDT 05/18/11 16 40 265820 SW8081A 5/19/11 405064ug/KgNDEndrin aldehyde 05/18/11 21 40 265820 SW8081A 5/19/11 405064ug/KgNDEndosulfan sulfate 05/18/11 9.8 40 265820 SW8081A 5/19/11 405064ug/KgNDMethoxychlor 05/18/11 12 100 265820 SW8081A 5/19/11 405064ug/KgNDEndrin Ketone 05/18/11 8.0 40 265820 SW8081A 5/19/11 405064ug/KgNDChlordane 05/18/11 200 400 265820 SW8081A 5/19/11 405064ug/KgNDToxaphene 05/18/11 200 2000 265820 SW8081A 5/19/11 405064%108TCMX (S) 05/18/11 52.5 139 265820 SW8081A 5/19/11 405064S%229DCBP (S) 05/18/11 50.2 139 265820 Reporting limits increased due to the nature of the sample matrix (dark color extract). Surrogate recovery of DCBP is bias high due to matrix interference; recovery of second surrogate supports data quality. NOTE: Page 56 of 121Total Page Count: 121 Exhibit M - 355 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:05 1210.02 Palo Alto Airport B-25-4.5 SoilSample Matrix: Lab Sample ID: 1105094-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8082 5/19/11 405043mg/KgNDAroclor1016 05/20/11 0.0230 0.10 26571 SW8082 5/19/11 405043mg/KgNDAroclor1221 05/20/11 0.0920 0.20 26571 SW8082 5/19/11 405043mg/KgNDAroclor1232 05/20/11 0.0460 0.10 26571 SW8082 5/19/11 405043mg/KgNDAroclor1242 05/20/11 0.0430 0.10 26571 SW8082 5/19/11 405043mg/KgNDAroclor1248 05/20/11 0.0360 0.10 26571 SW8082 5/19/11 405043mg/KgNDAroclor1254 05/20/11 0.0240 0.10 26571 SW8082 5/19/11 405043mg/KgNDAroclor1260 05/20/11 0.0270 0.10 26571 SW8082 5/19/11 405043%80.6TCMX (S) 05/20/11 50.4 136 26571 SW8082 5/19/11 405043%83.2DCBP (S) 05/20/11 55.1 113 26571 Page 57 of 121Total Page Count: 121 Exhibit M - 356 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:05 1210.02 Palo Alto Airport B-25-4.5 SoilSample Matrix: Lab Sample ID: 1105094-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgNDDichlorodifluoromethane 05/16/11 4.2 9.5 NA1 SW8260B NA 404995ug/KgNDChloromethane 05/16/11 4.4 9.5 NA1 SW8260B NA 404995ug/KgNDVinyl Chloride 05/16/11 2.5 9.5 NA1 SW8260B NA 404995ug/KgNDBromomethane 05/16/11 4.4 9.5 NA1 SW8260B NA 404995ug/KgNDTrichlorofluoromethane 05/16/11 2.7 9.5 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethene 05/16/11 1.5 9.5 NA1 SW8260B NA 404995ug/KgNDFreon 113 05/16/11 3.5 9.5 NA1 SW8260B NA 404995ug/KgNDMethylene Chloride 05/16/11 1.9 9.5 NA1 SW8260B NA 404995ug/KgNDtrans-1,2-Dichloroethene 05/16/11 1.1 9.5 NA1 SW8260B NA 404995ug/KgNDMTBE 05/16/11 2.5 9.5 NA1 SW8260B NA 404995ug/KgNDtert-Butanol 05/16/11 20 48 NA1 SW8260B NA 404995ug/KgNDDiisopropyl ether (DIPE) 05/16/11 2.1 9.5 NA1 SW8260B NA 404995ug/KgND1,1-Dichloroethane 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgNDETBE 05/16/11 2.3 9.5 NA1 SW8260B NA 404995ug/KgNDcis-1,2-Dichloroethene 05/16/11 1.7 9.5 NA1 SW8260B NA 404995ug/KgND2,2-Dichloropropane 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgNDBromochloromethane 05/16/11 2.2 9.5 NA1 SW8260B NA 404995ug/KgNDChloroform 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgNDCarbon Tetrachloride 05/16/11 1.5 9.5 NA1 SW8260B NA 404995ug/KgND1,1,1-Trichloroethane 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgND1,1-Dichloropropene 05/16/11 1.4 9.5 NA1 SW8260B NA 404995ug/KgNDBenzene 05/16/11 1.4 9.5 NA1 SW8260B NA 404995ug/KgNDTAME 05/16/11 2.0 9.5 NA1 SW8260B NA 404995ug/KgND1,2-Dichloroethane 05/16/11 1.8 9.5 NA1 SW8260B NA 404995ug/KgNDTrichloroethylene 05/16/11 3.7 9.5 NA1 SW8260B NA 404995ug/KgNDDibromomethane 05/16/11 2.1 9.5 NA1 SW8260B NA 404995ug/KgND1,2-Dichloropropane 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgNDBromodichloromethane 05/16/11 1.1 9.5 NA1 SW8260B NA 404995ug/KgND2-Chloroethyl vinyl ether 05/16/11 4.3 9.5 NA1 SW8260B NA 404995ug/KgNDcis-1,3-Dichloropropene 05/16/11 1.3 9.5 NA1 SW8260B NA 404995ug/KgNDToluene 05/16/11 0.93 9.5 NA1 SW8260B NA 404995ug/KgNDTetrachloroethylene 05/16/11 1.7 9.5 NA1 SW8260B NA 404995ug/KgNDtrans-1,3-Dichloropropene 05/16/11 1.1 9.5 NA1 SW8260B NA 404995ug/KgND1,1,2-Trichloroethane 05/16/11 1.7 9.5 NA1 SW8260B NA 404995ug/KgNDDibromochloromethane 05/16/11 1.1 9.5 NA1 SW8260B NA 404995ug/KgND1,3-Dichloropropane 05/16/11 2.0 9.5 NA1 Page 58 of 121Total Page Count: 121 Exhibit M - 357 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:05 1210.02 Palo Alto Airport B-25-4.5 SoilSample Matrix: Lab Sample ID: 1105094-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 404995ug/KgND1,2-Dibromoethane 05/16/11 1.7 9.5 NA1 SW8260B NA 404995ug/KgNDEthyl Benzene 05/16/11 0.82 9.5 NA1 SW8260B NA 404995ug/KgNDChlorobenzene 05/16/11 4.0 9.5 NA1 SW8260B NA 404995ug/KgND1,1,1,2-Tetrachloroethane 05/16/11 0.82 9.5 NA1 SW8260B NA 404995ug/KgNDm,p-Xylene 05/16/11 1.8 9.5 NA1 SW8260B NA 404995ug/KgNDo-Xylene 05/16/11 0.63 4.8 NA1 SW8260B NA 404995ug/KgNDStyrene 05/16/11 0.73 9.5 NA1 SW8260B NA 404995ug/KgNDBromoform 05/16/11 1.8 9.5 NA1 SW8260B NA 404995ug/KgNDIsopropyl Benzene 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgNDn-Propylbenzene 05/16/11 1.4 9.5 NA1 SW8260B NA 404995ug/KgNDBromobenzene 05/16/11 1.1 9.5 NA1 SW8260B NA 404995ug/KgND1,1,2,2-Tetrachloroethane 05/16/11 2.9 9.5 NA1 SW8260B NA 404995ug/KgND1,3,5-Trimethylbenzene 05/16/11 1.1 9.5 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichloropropane 05/16/11 3.2 9.5 NA1 SW8260B NA 404995ug/KgND4-Chlorotoluene 05/16/11 1.5 9.5 NA1 SW8260B NA 404995ug/KgND2-Chlorotoluene 05/16/11 1.5 9.5 NA1 SW8260B NA 404995ug/KgNDtert-Butylbenzene 05/16/11 1.4 9.5 NA1 SW8260B NA 404995ug/KgND1,2,4-Trimethylbenzene 05/16/11 1.0 9.5 NA1 SW8260B NA 404995ug/KgNDsec-Butyl Benzene 05/16/11 1.6 9.5 NA1 SW8260B NA 404995ug/KgNDp-Isopropyltoluene 05/16/11 1.4 9.5 NA1 SW8260B NA 404995ug/KgND1,3-Dichlorobenzene 05/16/11 1.7 9.5 NA1 SW8260B NA 404995ug/KgND1,4-Dichlorobenzene 05/16/11 1.4 9.5 NA1 SW8260B NA 404995ug/KgNDn-Butylbenzene 05/16/11 2.1 9.5 NA1 SW8260B NA 404995ug/KgND1,2-Dichlorobenzene 05/16/11 1.2 9.5 NA1 SW8260B NA 404995ug/KgND1,2-Dibromo-3-Chloropropane 05/16/11 4.0 9.5 NA1 SW8260B NA 404995ug/KgNDHexachlorobutadiene 05/16/11 2.4 9.5 NA1 SW8260B NA 404995ug/KgND1,2,4-Trichlorobenzene 05/16/11 2.0 9.5 NA1 SW8260B NA 404995ug/KgNDNaphthalene 05/16/11 2.7 9.5 NA1 SW8260B NA 404995ug/KgND1,2,3-Trichlorobenzene 05/16/11 2.7 9.5 NA1 SW8260B NA 404995%109(S) Dibromofluoromethane 05/16/11 59.8 148 NA1 SW8260B NA 404995%111(S) Toluene-d8 05/16/11 55.2 133 NA1 SW8260B NA 404995%105(S) 4-Bromofluorobenzene 05/16/11 55.8 141 NA1 Page 59 of 121Total Page Count: 121 Exhibit M - 358 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:05 1210.02 Palo Alto Airport B-25-4.5 SoilSample Matrix: Lab Sample ID: 1105094-016A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/19/11 405075mg/KgNDTPH as Diesel (SG) 05/20/11 1.5 4.0 26641 SW8015B(M) 5/19/11 405075mg/Kg110TPH as Motor Oil (SG)05/20/11 3.6 7.9 26641 SW8015B(M) 5/19/11 405075%69.9Pentacosane (S) 05/20/11 61.5 133 26641 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method TPH-GCMS NA 405020ug/KgNDTPH(Aviation Gas) 05/16/11 16 95 NA1 TPH-GCMS NA 405020ug/KgNDTPH(Gasoline) 05/16/11 16 95 NA1 TPH-GCMS NA 405020%69(S) 4-Bromofluorobenzene 05/16/11 43.9 127 NA1 Page 60 of 121Total Page Count: 121 Exhibit M - 359 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:25 1210.02 Palo Alto Airport B-31-W GroundwaterSample Matrix: Lab Sample ID: 1105094-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LNDMTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 61 of 121Total Page Count: 121 Exhibit M - 360 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:25 1210.02 Palo Alto Airport B-31-W GroundwaterSample Matrix: Lab Sample ID: 1105094-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/L2.5Naphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%99.2(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%93.8(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%94.4(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 62 of 121Total Page Count: 121 Exhibit M - 361 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 15:25 1210.02 Palo Alto Airport B-31-W GroundwaterSample Matrix: Lab Sample ID: 1105094-017A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW6010B 5/13/11 404993mg/LNDAntimony (Dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDArsenic (Dissolved)05/17/11 0.5 0.9 2637100 SW6010B 5/13/11 404993mg/LNDBarium (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDBeryllium (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCadmium (Dissolved)05/17/11 0.1 0.5 2637100 SW6010B 5/13/11 404993mg/LNDChromium (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCobalt (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCopper (Dissolved)05/17/11 0.3 0.9 2637100 SW6010B 5/13/11 404993mg/LNDLead (Dissolved)05/17/11 0.5 1.4 2637100 SW6010B 5/13/11 404993mg/LNDMolybdenum (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDNickel (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDSelenium (Dissolved)05/17/11 0.4 2 2637100 SW6010B 5/13/11 404993mg/LNDSilver (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDThallium (dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDVanadium (Dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDZinc (dissolved)05/17/11 0.2 0.9 2637100 Due to high salt content resulting in shut down of the ICP plasma, samples required a dilution in order to reduce the interference to a level where analysis was possible. NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/13/11 404967mg/LNDMercury 05/16/11 0.00005 0.0002 26181 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%94(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG) 05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983%81.8Pentacosane (S) 05/14/11 57.9 125 26051 Page 63 of 121Total Page Count: 121 Exhibit M - 362 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:50 1210.02 Palo Alto Airport B-29-W GroundwaterSample Matrix: Lab Sample ID: 1105094-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LNDMTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 64 of 121Total Page Count: 121 Exhibit M - 363 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:50 1210.02 Palo Alto Airport B-29-W GroundwaterSample Matrix: Lab Sample ID: 1105094-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/L3.3Naphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%84.1(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%87.9(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%99.8(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 65 of 121Total Page Count: 121 Exhibit M - 364 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:50 1210.02 Palo Alto Airport B-29-W GroundwaterSample Matrix: Lab Sample ID: 1105094-018A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%94(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG) 05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983%78.3Pentacosane (S) 05/14/11 57.9 125 26051 Page 66 of 121Total Page Count: 121 Exhibit M - 365 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:50 1210.02 Palo Alto Airport B-29-WD GroundwaterSample Matrix: Lab Sample ID: 1105094-019A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LNDMTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 67 of 121Total Page Count: 121 Exhibit M - 366 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:50 1210.02 Palo Alto Airport B-29-WD GroundwaterSample Matrix: Lab Sample ID: 1105094-019A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/L4.2Naphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%88.2(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%96.3(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%94.4(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 68 of 121Total Page Count: 121 Exhibit M - 367 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 9:50 1210.02 Palo Alto Airport B-29-WD GroundwaterSample Matrix: Lab Sample ID: 1105094-019A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%90(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG) 05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983%85.0Pentacosane (S) 05/14/11 57.9 125 26051 Page 69 of 121Total Page Count: 121 Exhibit M - 368 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:45 1210.02 Palo Alto Airport B-3-W GroundwaterSample Matrix: Lab Sample ID: 1105094-020A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 3.6 4.4 NA8.8 SW8260B NA 405052ug/LNDChloromethane 05/19/11 3.6 4.4 NA8.8 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDBromomethane 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 3.0 4.4 NA8.8 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 2.5 4.4 NA8.8 SW8260B NA 405052ug/LNDFreon 113 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 1.5 44 NA8.8 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 2.7 4.4 NA8.8 SW8260B NA 405052ug/LNDMTBE 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 13 44 NA8.8 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 3.2 4.4 NA8.8 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 2.5 4.4 NA8.8 SW8260B NA 405052ug/LNDETBE 05/19/11 3.5 4.4 NA8.8 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 2.9 4.4 NA8.8 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 3.0 4.4 NA8.8 SW8260B NA 405052ug/LNDChloroform 05/19/11 2.6 4.4 NA8.8 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 2.3 4.4 NA8.8 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 2.8 4.4 NA8.8 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 3.5 4.4 NA8.8 SW8260B NA 405052ug/LNDBenzene 05/19/11 2.9 4.4 NA8.8 SW8260B NA 405052ug/LNDTAME 05/19/11 2.8 4.4 NA8.8 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 2.4 4.4 NA8.8 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 1.8 4.4 NA8.8 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 3.2 4.4 NA8.8 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 2.0 4.4 NA8.8 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 8.0 18 NA8.8 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 2.6 4.4 NA8.8 SW8260B NA 405052ug/LNDToluene 05/19/11 1.7 4.4 NA8.8 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 1.3 4.4 NA8.8 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 1.8 4.4 NA8.8 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 1.8 4.4 NA8.8 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 1.9 4.4 NA8.8 Page 70 of 121Total Page Count: 121 Exhibit M - 369 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:45 1210.02 Palo Alto Airport B-3-W GroundwaterSample Matrix: Lab Sample ID: 1105094-020A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 1.6 4.4 NA8.8 SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 1.7 4.4 NA8.8 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 1.3 4.4 NA8.8 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 1.4 4.4 NA8.8 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.88 4.4 NA8.8 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 1.8 8.8 NA8.8 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 1.1 4.4 NA8.8 SW8260B NA 405052ug/LNDStyrene 05/19/11 1.7 4.4 NA8.8 SW8260B NA 405052ug/LNDBromoform 05/19/11 4.0 8.8 NA8.8 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 2.5 4.4 NA8.8 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 3.4 4.4 NA8.8 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 2.2 4.4 NA8.8 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 2.6 4.4 NA8.8 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 2.9 4.4 NA8.8 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 1.8 4.4 NA8.8 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 2.9 4.4 NA8.8 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 2.5 4.4 NA8.8 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 5.2 8.8 NA8.8 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 2.9 4.4 NA8.8 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 2.1 4.4 NA8.8 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 2.2 4.4 NA8.8 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 2.7 4.4 NA8.8 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 3.3 4.4 NA8.8 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 2.8 4.4 NA8.8 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 3.5 4.4 NA8.8 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 3.9 8.8 NA8.8 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 2.0 4.4 NA8.8 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 4.3 8.8 NA8.8 SW8260B NA 405052ug/LNDNaphthalene 05/19/11 5.0 8.8 NA8.8 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 4.6 8.8 NA8.8 SW8260B NA 405052%84.5(S) Dibromofluoromethane 05/19/11 61.2 131 NA8.8 SW8260B NA 405052%84.0(S) Toluene-d8 05/19/11 75.1 127 NA8.8 SW8260B NA 405052%84.0(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA8.8 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Page 71 of 121Total Page Count: 121 Exhibit M - 370 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 10:45 1210.02 Palo Alto Airport B-3-W GroundwaterSample Matrix: Lab Sample ID: 1105094-020A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 190 440 26728.8 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 190 440 26728.8 8260TPH 5/20/11 405052%78(S) 4-Bromofluorobenzene 05/19/11 34 114 26728.8 Due to the matrix nature (foaming during purging), sample was analyzed with appropriate dilution.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/14/11 404983mg/LNDTPH as Diesel (SG) 05/14/11 0.0400 0.10 26051 SW8015B(M) 5/14/11 404983mg/LNDTPH as Motor Oil (SG)05/14/11 0.0900 0.20 26051 SW8015B(M) 5/14/11 404983S%42.1Pentacosane (S) 05/14/11 57.9 125 26051 Surrogate recovery falls outside of the control limits due to nature of sample matrix (heavy emulsion during extraction).NOTE: Page 72 of 121Total Page Count: 121 Exhibit M - 371 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:40 1210.02 Palo Alto Airport B-28-W GroundwaterSample Matrix: Lab Sample ID: 1105094-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LNDMTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 73 of 121Total Page Count: 121 Exhibit M - 372 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:40 1210.02 Palo Alto Airport B-28-W GroundwaterSample Matrix: Lab Sample ID: 1105094-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/LNDNaphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%87.1(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%95.8(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%94.7(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 74 of 121Total Page Count: 121 Exhibit M - 373 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 11:40 1210.02 Palo Alto Airport B-28-W GroundwaterSample Matrix: Lab Sample ID: 1105094-021A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW6010B 5/13/11 404993mg/LNDAntimony (Dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDArsenic (Dissolved)05/17/11 0.5 0.9 2637100 SW6010B 5/13/11 404993mg/LNDBarium (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDBeryllium (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCadmium (Dissolved)05/17/11 0.1 0.5 2637100 SW6010B 5/13/11 404993mg/LNDChromium (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCobalt (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCopper (Dissolved)05/17/11 0.3 0.9 2637100 SW6010B 5/13/11 404993mg/LNDLead (Dissolved)05/17/11 0.5 1.4 2637100 SW6010B 5/13/11 404993mg/LNDMolybdenum (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDNickel (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDSelenium (Dissolved)05/17/11 0.4 2 2637100 SW6010B 5/13/11 404993mg/LNDSilver (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDThallium (dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDVanadium (Dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDZinc (dissolved)05/17/11 0.2 0.9 2637100 Due to high salt content resulting in shut down of the ICP plasma, samples required a dilution in order to reduce the interference to a level where analysis was possible. NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/13/11 404967mg/LNDMercury 05/16/11 0.00005 0.0002 26181 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%88(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%74.3Pentacosane (S) 05/15/11 57.9 125 26111 Page 75 of 121Total Page Count: 121 Exhibit M - 374 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:15 1210.02 Palo Alto Airport B-30-W GroundwaterSample Matrix: Lab Sample ID: 1105094-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LNDMTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 76 of 121Total Page Count: 121 Exhibit M - 375 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:15 1210.02 Palo Alto Airport B-30-W GroundwaterSample Matrix: Lab Sample ID: 1105094-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/LNDNaphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%91.1(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%96.7(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%98.2(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 77 of 121Total Page Count: 121 Exhibit M - 376 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 14:15 1210.02 Palo Alto Airport B-30-W GroundwaterSample Matrix: Lab Sample ID: 1105094-022A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%85(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%76.3Pentacosane (S) 05/15/11 57.9 125 26111 Page 78 of 121Total Page Count: 121 Exhibit M - 377 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:30 1210.02 Palo Alto Airport B-11-W GroundwaterSample Matrix: Lab Sample ID: 1105094-023A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/L21MTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 79 of 121Total Page Count: 121 Exhibit M - 378 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:30 1210.02 Palo Alto Airport B-11-W GroundwaterSample Matrix: Lab Sample ID: 1105094-023A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/L5.4Ethyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/L16m,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/L1.1o-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/L1.1n-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/L2.61,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/L8.41,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/L1.0Naphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%83.7(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%96.2(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%97.8(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 80 of 121Total Page Count: 121 Exhibit M - 379 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:30 1210.02 Palo Alto Airport B-11-W GroundwaterSample Matrix: Lab Sample ID: 1105094-023A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/L460TPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%100(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Result is elevated due to contribution from non fuel hydrocarbons within C5-C12 range quantified as Gasoline.NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%80.8Pentacosane (S) 05/15/11 57.9 125 26111 Page 81 of 121Total Page Count: 121 Exhibit M - 380 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:10 1210.02 Palo Alto Airport B-25-W GroundwaterSample Matrix: Lab Sample ID: 1105094-024A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LNDDichlorodifluoromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDChloromethane 05/19/11 0.41 0.50 NA1 SW8260B NA 405052ug/LNDVinyl Chloride 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromomethane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDTrichlorofluoromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDFreon 113 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDMethylene Chloride 05/19/11 0.18 5.0 NA1 SW8260B NA 405052ug/LNDtrans-1,2-Dichloroethene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LNDMTBE 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butanol 05/19/11 1.5 5.0 NA1 SW8260B NA 405052ug/LNDDiisopropyl ether (DIPE) 05/19/11 0.36 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDETBE 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDcis-1,2-Dichloroethene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND2,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromochloromethane 05/19/11 0.34 0.50 NA1 SW8260B NA 405052ug/LNDChloroform 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LNDCarbon Tetrachloride 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LND1,1,1-Trichloroethane 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,1-Dichloropropene 05/19/11 0.40 0.50 NA1 SW8260B NA 405052ug/LNDBenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDTAME 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloroethane 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDTrichloroethylene 05/19/11 0.38 0.50 NA1 SW8260B NA 405052ug/LNDDibromomethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichloropropane 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDBromodichloromethane 05/19/11 0.23 0.50 NA1 SW8260B NA 405052ug/LND2-Chloroethyl vinyl ether 05/19/11 0.91 2.0 NA1 SW8260B NA 405052ug/LNDcis-1,3-Dichloropropene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LNDToluene 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDTetrachloroethylene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LNDtrans-1,3-Dichloropropene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND1,1,2-Trichloroethane 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDDibromochloromethane 05/19/11 0.21 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichloropropane 05/19/11 0.18 0.50 NA1 Page 82 of 121Total Page Count: 121 Exhibit M - 381 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:10 1210.02 Palo Alto Airport B-25-W GroundwaterSample Matrix: Lab Sample ID: 1105094-024A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8260B NA 405052ug/LND1,2-Dibromoethane 05/19/11 0.19 0.50 NA1 SW8260B NA 405052ug/LNDChlorobenzene 05/19/11 0.14 0.50 NA1 SW8260B NA 405052ug/LNDEthyl Benzene 05/19/11 0.15 0.50 NA1 SW8260B NA 405052ug/LND1,1,1,2-Tetrachloroethane 05/19/11 0.10 0.50 NA1 SW8260B NA 405052ug/LNDm,p-Xylene 05/19/11 0.20 1.0 NA1 SW8260B NA 405052ug/LNDo-Xylene 05/19/11 0.13 0.50 NA1 SW8260B NA 405052ug/LNDStyrene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LNDBromoform 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDIsopropyl Benzene 05/19/11 0.28 0.50 NA1 SW8260B NA 405052ug/LNDBromobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,1,2,2-Tetrachloroethane 05/19/11 0.26 0.50 NA1 SW8260B NA 405052ug/LNDn-Propylbenzene 05/19/11 0.30 0.50 NA1 SW8260B NA 405052ug/LND2-Chlorotoluene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LND1,3,5-Trimethylbenzene 05/19/11 0.20 0.50 NA1 SW8260B NA 405052ug/LND4-Chlorotoluene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LNDtert-Butylbenzene 05/19/11 0.29 0.50 NA1 SW8260B NA 405052ug/LND1,2,3-Trichloropropane 05/19/11 0.59 1.0 NA1 SW8260B NA 405052ug/LND1,2,4-Trimethylbenzene 05/19/11 0.33 0.50 NA1 SW8260B NA 405052ug/LNDsec-Butyl Benzene 05/19/11 0.24 0.50 NA1 SW8260B NA 405052ug/LNDp-Isopropyltoluene 05/19/11 0.25 0.50 NA1 SW8260B NA 405052ug/LND1,3-Dichlorobenzene 05/19/11 0.31 0.50 NA1 SW8260B NA 405052ug/LND1,4-Dichlorobenzene 05/19/11 0.37 0.50 NA1 SW8260B NA 405052ug/LNDn-Butylbenzene 05/19/11 0.32 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dichlorobenzene 05/19/11 0.39 0.50 NA1 SW8260B NA 405052ug/LND1,2-Dibromo-3-Chloropropane 05/19/11 0.45 1.0 NA1 SW8260B NA 405052ug/LNDHexachlorobutadiene 05/19/11 0.22 0.50 NA1 SW8260B NA 405052ug/LND1,2,4-Trichlorobenzene 05/19/11 0.48 1.0 NA1 SW8260B NA 405052ug/LNDNaphthalene 05/19/11 0.57 1.0 NA1 SW8260B NA 405052ug/LND1,2,3-Trichlorobenzene 05/19/11 0.52 1.0 NA1 SW8260B NA 405052%90.2(S) Dibromofluoromethane 05/19/11 61.2 131 NA1 SW8260B NA 405052%101(S) Toluene-d8 05/19/11 75.1 127 NA1 SW8260B NA 405052%94.7(S) 4-Bromofluorobenzene 05/19/11 64.1 120 NA1 Page 83 of 121Total Page Count: 121 Exhibit M - 382 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 16:10 1210.02 Palo Alto Airport B-25-W GroundwaterSample Matrix: Lab Sample ID: 1105094-024A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method 8260TPH 5/20/11 405052ug/LNDTPH(Aviation Gas) 05/19/11 22 50 26721 8260TPH 5/20/11 405052ug/LNDTPH(Gasoline) 05/19/11 22 50 26721 8260TPH 5/20/11 405052%87(S) 4-Bromofluorobenzene 05/19/11 34 114 26721 Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW8015B(M) 5/15/11 404986mg/LNDTPH as Diesel (SG) 05/15/11 0.0400 0.10 26111 SW8015B(M) 5/15/11 404986mg/LNDTPH as Motor Oil (SG) 05/15/11 0.0900 0.20 26111 SW8015B(M) 5/15/11 404986%73.3Pentacosane (S) 05/15/11 57.9 125 26111 Page 84 of 121Total Page Count: 121 Exhibit M - 383 SAMPLE RESULTS Report prepared for: Date Reported: 06/07/11 Date Received: 05/12/11 Northgate Environmental Management Inc. Dennis Laduzinsky Client Sample ID: Date/Time Sampled: Project Number: Project Name/Location: 05/12/11 / 13:25 1210.02 Palo Alto Airport B-31-WD GroundwaterSample Matrix: Lab Sample ID: 1105094-025A Tag Number:Palo Alto Airport Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method The results shown below are reported using their MDL. SW6010B 5/13/11 404993mg/LNDAntimony (Dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDArsenic (Dissolved)05/17/11 0.5 0.9 2637100 SW6010B 5/13/11 404993mg/LNDBarium (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDBeryllium (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCadmium (Dissolved)05/17/11 0.1 0.5 2637100 SW6010B 5/13/11 404993mg/LNDChromium (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCobalt (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993mg/LNDCopper (Dissolved)05/17/11 0.3 0.9 2637100 SW6010B 5/13/11 404993mg/LNDLead (Dissolved)05/17/11 0.5 1.4 2637100 SW6010B 5/13/11 404993mg/LNDMolybdenum (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDNickel (Dissolved)05/17/11 0.2 0.9 2637100 SW6010B 5/13/11 404993mg/LNDSelenium (Dissolved)05/17/11 0.4 2 2637100 SW6010B 5/13/11 404993mg/LNDSilver (Dissolved)05/17/11 0.2 0.5 2637100 SW6010B 5/13/11 404993Jmg/L0.44Thallium (dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDVanadium (Dissolved)05/17/11 0.4 0.9 2637100 SW6010B 5/13/11 404993mg/LNDZinc (dissolved)05/17/11 0.2 0.9 2637100 Due to high salt content resulting in shut down of the ICP plasma, samples required a dilution in order to reduce the interference to a level where analysis was possible. NOTE: Parameters: Prep Batch Analytical Batch UnitLab Qualifier ResultsPQLMDLDFDate Analyzed Prep Date Analysis Method SW7470A 5/13/11 404967mg/LNDMercury 05/16/11 0.00005 0.0002 26181 Page 85 of 121Total Page Count: 121 Exhibit M - 384 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404983 mg/L 05/14/11 26053510_TPHSG1105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0440 0.10TPH as Diesel (SG)ND 0.0920 0.20TPH as Motor Oil (SG)ND Pentacosane (S) 68.4 Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 405037 ug/Kg 05/17/11 26083545_OCP1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor 1.1 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 97.8 DCBP (S) 94.6 Page 86 of 121Total Page Count: 121 Exhibit M - 385 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404997 mg/Kg 05/16/11 26093545_PCB1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 0.023 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 93.8 DCBP (S) 90.6 Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 404984 mg/Kg 05/15/11 26103545_TPHSG1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.76 2.0TPH as Diesel (SG)ND 1.8 4.0TPH as Motor Oil (SG)ND Pentacosane (S) 92.9 Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/15/11 Prep Batch: Analytical Batch: 404986 mg/L 05/15/11 26113510_TPHSG1105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0440 0.10TPH as Diesel (SG)ND 0.0920 0.20TPH as Motor Oil (SG)ND Pentacosane (S) 75.9 Page 87 of 121Total Page Count: 121 Exhibit M - 386 MB Summary Report Work Order: Matrix: Units: Prep Method: SW7470AAnalytical Method: Prep Date: Analyzed Date: 05/13/11 Prep Batch: Analytical Batch: 404967 mg/L 05/16/11 26187470A1105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.00005 0.0002Mercury 0.0002 Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 404988 mg/Kg 05/17/11 263130501105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.20 5.0Antimony ND 0.28 1.7Arsenic ND 15.0BariumND 0.0840 2.0Beryllium ND 0.059 1.0Cadmium ND 0.059 5.0Chromium 0.10 0.14 5.0Cobalt ND 0.090 5.0Copper 0.53 0.043 1.0Lead 0.32 0.059 5.0Molybdenum 0.11 0.059 5.0Nickel 0.11 0.29 5.0Selenium ND 1.0 1.0Silver ND 0.12 5.0Thallium 0.13 0.12 5.0Vanadium ND 0.59 5.0Zinc ND Work Order: Matrix: Units: Prep Method: 7471ABAnalytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 404991 mg/Kg 05/17/11 263474711105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.01 0.10Mercury ND Page 88 of 121Total Page Count: 121 Exhibit M - 387 MB Summary Report Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/13/11 Prep Batch: Analytical Batch: 404993 mg/Kg 05/17/11 263730051105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.004 0.009Antimony (Dissolved)ND 0.005 0.009Arsenic (Dissolved)ND 0.002 0.009Barium (Dissolved)ND 0.002 0.005Beryllium (Dissolved)ND 0.001 0.005Cadmium (Dissolved)ND 0.002 0.005Chromium (Dissolved)ND 0.002 0.005Cobalt (Dissolved)ND 0.003 0.009Copper (Dissolved)ND 0.005 0.014Lead (Dissolved)ND 0.002 0.009Molybdenum (Dissolved)ND 0.002 0.009Nickel (Dissolved)ND 0.004 0.02Selenium (Dissolved)ND 0.002 0.005Silver (Dissolved)ND 0.004 0.009Thallium (dissolved)ND 0.004 0.009Vanadium (Dissolved)ND 0.002 0.009Zinc (dissolved)ND Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 404995 ug/Kg 05/16/11 263850351105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Gasoline) ND (S) 4-Bromofluorobenzene 63.0 Page 89 of 121Total Page Count: 121 Exhibit M - 388 MB Summary Report Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/17/11 Prep Batch: Analytical Batch: 405005 mg/Kg 05/18/11 264230501105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.20 5.0Antimony ND 0.28 1.7Arsenic ND 15.0BariumND 0.0840 2.0Beryllium ND 0.059 1.0Cadmium ND 0.059 5.0Chromium 0.090 0.14 5.0Cobalt ND 0.090 5.0Copper 0.52 0.043 1.0Lead 0.23 0.059 5.0Molybdenum 0.14 0.059 5.0Nickel 0.11 0.29 5.0Selenium ND 1.0 1.0Silver ND 0.12 5.0Thallium ND 0.12 5.0Vanadium ND 0.59 5.0Zinc ND Work Order: Matrix: Units: Prep Method: 7471ABAnalytical Method: Prep Date: Analyzed Date: 05/17/11 Prep Batch: Analytical Batch: 405006 mg/Kg 05/18/11 264474711105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.01 0.10Mercury ND Page 90 of 121Total Page Count: 121 Exhibit M - 389 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405043 mg/Kg 05/20/11 26573545_PCB1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 118 DCBP (S) 113 Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405088 mg/Kg 05/22/11 26573545_PCB1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 108 DCBP (S) 101 Page 91 of 121Total Page Count: 121 Exhibit M - 390 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405064 ug/Kg 05/18/11 26583545_OCP1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor ND 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 109 DCBP (S) 112 Page 92 of 121Total Page Count: 121 Exhibit M - 391 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405122 ug/Kg 05/20/11 26583545_OCP1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.44 2.0alpha-BHC ND 0.40 2.0gamma-BHC ND 0.36 2.0beta-BHC ND 0.49 2.0delta-BHC ND 1.1 2.0Heptachlor ND 0.44 2.0Aldrin ND 0.32 2.0Heptachlor epoxide ND 0.42 2.0gamma-Chlordane ND 0.36 2.0alpha-Chlordane ND 0.59 2.0Endosulfan I ND 0.48 2.04,4'-DDE ND 0.43 2.0Dieldrin ND 0.57 2.0Endrin ND 0.47 2.04,4'-DDD ND 1.5 2.0Endosulfan II ND 0.81 2.04,4'-DDT ND 1.0 2.0Endrin aldehyde ND 0.49 2.0Endosulfan sulfate ND 0.62 5.0Methoxychlor ND 0.40 2.0Endrin Ketone ND 10 20Chlordane ND 10 100Toxaphene ND TCMX (S) 99.0 DCBP (S) 95.7 Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 405075 mg/Kg 05/20/11 26643545_TPHSG1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.76 2.0TPH as Diesel (SG)ND 1.8 4.0TPH as Motor Oil (SG)ND Pentacosane (S) 116 Page 93 of 121Total Page Count: 121 Exhibit M - 392 MB Summary Report Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 405052 ug/L 05/19/11 267250301105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 22 50TPH(Aviation Gas) ND 22 50TPH(Gasoline) ND (S) 4-Bromofluorobenzene 99 Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 06/01/11 Prep Batch: Analytical Batch: 405263 mg/Kg 06/01/11 27863545_PCB1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.0230 0.10Aroclor1016 ND 0.0920 0.20Aroclor1221 ND 0.0460 0.10Aroclor1232 ND 0.0430 0.10Aroclor1242 ND 0.0360 0.10Aroclor1248 ND 0.0240 0.10Aroclor1254 ND 0.0270 0.10Aroclor1260 ND TCMX (S) 95.7 DCBP (S) 101 Page 94 of 121Total Page Count: 121 Exhibit M - 393 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404995 ug/Kg 05/16/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 4.4 10Dichlorodifluoromethane ND 4.6 10Chloromethane ND 2.6 10Vinyl Chloride ND 4.7 10Bromomethane ND 2.9 10Trichlorofluoromethane ND 1.5 101,1-Dichloroethene ND 3.7 10Freon 113 ND 2.0 10Methylene Chloride ND 1.1 10trans-1,2-Dichloroethene ND 2.6 10MTBE ND 21 50tert-Butanol ND 2.2 10Diisopropyl ether (DIPE) ND 1.3 101,1-Dichloroethane ND 2.4 10ETBE ND 1.8 10cis-1,2-Dichloroethene ND 1.2 102,2-Dichloropropane ND 2.3 10Bromochloromethane ND 1.2 10Chloroform ND 1.6 10Carbon Tetrachloride ND 1.2 101,1,1-Trichloroethane ND 1.4 101,1-Dichloropropene ND 1.5 10Benzene ND 2.1 10TAME ND 1.9 101,2-Dichloroethane ND 3.9 10Trichloroethylene ND 2.2 10Dibromomethane ND 1.3 101,2-Dichloropropane ND 1.1 10Bromodichloromethane ND 4.5 102-Chloroethyl vinyl ether ND 1.4 10cis-1,3-Dichloropropene ND 0.98 10Toluene ND 1.8 10Tetrachloroethylene ND 1.2 10trans-1,3-Dichloropropene ND 1.8 101,1,2-Trichloroethane ND 1.1 10Dibromochloromethane ND 2.1 101,3-Dichloropropane ND 1.7 101,2-Dibromoethane ND 0.86 10Ethyl Benzene ND 4.2 10Chlorobenzene ND 0.86 101,1,1,2-Tetrachloroethane ND 1.9 10m,p-Xylene ND Page 95 of 121Total Page Count: 121 Exhibit M - 394 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 404995 ug/Kg 05/16/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.66 5.0o-Xylene ND 0.77 10Styrene ND 1.9 10Bromoform ND 1.2 10Isopropyl Benzene ND 1.4 10n-Propylbenzene ND 1.2 10Bromobenzene ND 3.0 101,1,2,2-Tetrachloroethane ND 1.1 101,3,5-Trimethylbenzene ND 3.3 101,2,3-Trichloropropane ND 1.6 104-Chlorotoluene ND 1.6 102-Chlorotoluene ND 1.4 10tert-Butylbenzene ND 1.1 101,2,4-Trimethylbenzene ND 1.6 10sec-Butyl Benzene ND 1.5 10p-Isopropyltoluene ND 1.8 101,3-Dichlorobenzene ND 1.5 101,4-Dichlorobenzene ND 2.2 10n-Butylbenzene ND 1.3 101,2-Dichlorobenzene ND 4.2 101,2-Dibromo-3-Chloropropane ND 2.6 10Hexachlorobutadiene ND 2.1 101,2,4-Trichlorobenzene ND 2.8 10Naphthalene 5.1 2.9 101,2,3-Trichlorobenzene ND (S) Dibromofluoromethane 102 (S) Toluene-d8 107 (S) 4-Bromofluorobenzene 86.8 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405004 ug/Kg 05/13/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 74 Page 96 of 121Total Page Count: 121 Exhibit M - 395 MB Summary Report Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405020 ug/Kg 05/16/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND (S) 4-Bromofluorobenzene 63 Page 97 of 121Total Page Count: 121 Exhibit M - 396 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405044 ug/Kg 05/18/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 4.4 10Dichlorodifluoromethane ND 4.6 10Chloromethane ND 2.6 10Vinyl Chloride ND 4.7 10Bromomethane ND 2.9 10Trichlorofluoromethane ND 1.5 101,1-Dichloroethene ND 3.7 10Freon 113 ND 2.0 10Methylene Chloride ND 1.1 10trans-1,2-Dichloroethene ND 2.6 10MTBE ND 21 50tert-Butanol ND 2.2 10Diisopropyl ether (DIPE) ND 1.3 101,1-Dichloroethane ND 2.4 10ETBE ND 1.8 10cis-1,2-Dichloroethene ND 1.2 102,2-Dichloropropane ND 2.3 10Bromochloromethane ND 1.2 10Chloroform ND 1.6 10Carbon Tetrachloride ND 1.2 101,1,1-Trichloroethane ND 1.4 101,1-Dichloropropene ND 1.5 10Benzene ND 2.1 10TAME ND 1.9 101,2-Dichloroethane ND 3.9 10Trichloroethylene ND 2.2 10Dibromomethane ND 1.3 101,2-Dichloropropane ND 1.1 10Bromodichloromethane ND 4.5 102-Chloroethyl vinyl ether ND 1.4 10cis-1,3-Dichloropropene ND 0.98 10Toluene ND 1.8 10Tetrachloroethylene ND 1.2 10trans-1,3-Dichloropropene ND 1.8 101,1,2-Trichloroethane ND 1.1 10Dibromochloromethane ND 2.1 101,3-Dichloropropane ND 1.7 101,2-Dibromoethane ND 0.86 10Ethyl Benzene ND 4.2 10Chlorobenzene ND 0.86 101,1,1,2-Tetrachloroethane ND 1.9 10m,p-Xylene ND Page 98 of 121Total Page Count: 121 Exhibit M - 397 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405044 ug/Kg 05/18/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.66 5.0o-Xylene ND 0.77 10Styrene ND 1.9 10Bromoform ND 1.2 10Isopropyl Benzene ND 1.4 10n-Propylbenzene ND 1.2 10Bromobenzene ND 3.0 101,1,2,2-Tetrachloroethane ND 1.1 101,3,5-Trimethylbenzene ND 3.3 101,2,3-Trichloropropane ND 1.6 104-Chlorotoluene ND 1.6 102-Chlorotoluene ND 1.4 10tert-Butylbenzene ND 1.1 101,2,4-Trimethylbenzene ND 1.6 10sec-Butyl Benzene ND 1.5 10p-Isopropyltoluene ND 1.8 101,3-Dichlorobenzene ND 1.5 101,4-Dichlorobenzene ND 2.2 10n-Butylbenzene ND 1.3 101,2-Dichlorobenzene ND 4.2 101,2-Dibromo-3-Chloropropane ND 2.6 10Hexachlorobutadiene ND 2.1 101,2,4-Trichlorobenzene ND 2.8 10Naphthalene ND 2.9 101,2,3-Trichlorobenzene ND (S) Dibromofluoromethane 105 (S) Toluene-d8 109 (S) 4-Bromofluorobenzene 92.0 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405045 ug/Kg 05/18/11 NANA1105094 Soil Parameters Method Blank Conc. PQL MDL Lab Qualifier 17 100TPH(Aviation Gas) ND 17 100TPH(Gasoline) ND 17 100TPH(Mineral Spirits) ND (S) 4-Bromofluorobenzene 69 Page 99 of 121Total Page Count: 121 Exhibit M - 398 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405052 ug/L 05/19/11 NANA1105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.41 0.50Dichlorodifluoromethane ND 0.41 0.50Chloromethane ND 0.37 0.50Vinyl Chloride ND 0.37 0.50Bromomethane ND 0.34 0.50Trichlorofluoromethane ND 0.29 0.501,1-Dichloroethene ND 0.38 0.50Freon 113 ND 0.18 5.0Methylene Chloride ND 0.31 0.50trans-1,2-Dichloroethene ND 0.38 0.50MTBE ND 1.5 5.0tert-Butanol 1.7 0.36 0.50Diisopropyl ether (DIPE) ND 0.28 0.501,1-Dichloroethane ND 0.40 0.50ETBE ND 0.33 0.50cis-1,2-Dichloroethene ND 0.37 0.502,2-Dichloropropane ND 0.34 0.50Bromochloromethane ND 0.29 0.50Chloroform ND 0.26 0.50Carbon Tetrachloride ND 0.32 0.501,1,1-Trichloroethane ND 0.40 0.501,1-Dichloropropene ND 0.33 0.50Benzene ND 0.32 0.50TAME ND 0.28 0.501,2-Dichloroethane ND 0.38 0.50Trichloroethylene ND 0.21 0.50Dibromomethane ND 0.37 0.501,2-Dichloropropane ND 0.23 0.50Bromodichloromethane ND 0.91 2.02-Chloroethyl vinyl ether ND 0.30 0.50cis-1,3-Dichloropropene ND 0.19 0.50Toluene ND 0.15 0.50Tetrachloroethylene ND 0.20 0.50trans-1,3-Dichloropropene ND 0.20 0.501,1,2-Trichloroethane ND 0.21 0.50Dibromochloromethane ND 0.18 0.501,3-Dichloropropane ND 0.19 0.501,2-Dibromoethane ND 0.14 0.50Chlorobenzene ND 0.15 0.50Ethyl Benzene ND 0.10 0.501,1,1,2-Tetrachloroethane ND 0.20 1.0m,p-Xylene ND Page 100 of 121Total Page Count: 121 Exhibit M - 399 MB Summary Report Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 405052 ug/L 05/19/11 NANA1105094 Water Parameters Method Blank Conc. PQL MDL Lab Qualifier 0.13 0.50o-Xylene ND 0.20 0.50Styrene ND 0.45 1.0Bromoform ND 0.28 0.50Isopropyl Benzene ND 0.39 0.50Bromobenzene ND 0.26 0.501,1,2,2-Tetrachloroethane ND 0.30 0.50n-Propylbenzene ND 0.33 0.502-Chlorotoluene ND 0.20 0.501,3,5-Trimethylbenzene ND 0.32 0.504-Chlorotoluene ND 0.29 0.50tert-Butylbenzene ND 0.59 1.01,2,3-Trichloropropane ND 0.33 0.501,2,4-Trimethylbenzene ND 0.24 0.50sec-Butyl Benzene ND 0.25 0.50p-Isopropyltoluene ND 0.31 0.501,3-Dichlorobenzene ND 0.37 0.501,4-Dichlorobenzene ND 0.32 0.50n-Butylbenzene ND 0.39 0.501,2-Dichlorobenzene ND 0.45 1.01,2-Dibromo-3-Chloropropane ND 0.22 0.50Hexachlorobutadiene ND 0.48 1.01,2,4-Trichlorobenzene ND 0.57 1.0Naphthalene ND 0.52 1.01,2,3-Trichlorobenzene ND 100 100Ethanol ND TIC (S) Dibromofluoromethane 92.3 (S) Toluene-d8 89.3 (S) 4-Bromofluorobenzene 90.9 Page 101 of 121Total Page Count: 121 Exhibit M - 400 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40498305/14/11 mg/L 3510_TPHSG 2605 Water 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0440 20.2 3034.5 - 95.6TPH as Diesel (SG)41.9 51.4ND 100 57.9 - 125Pentacosane (S) 66.6 71.1ND Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40503705/17/11 ug/Kg 3545_OCP 2608 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 200.40 1.69 3056.9 - 120gamma-BHC 92.6 91.1ND 2.0 201.1 0.330 3063.6 - 117Heptachlor 93.9 93.61.1 2.0 200.44 0.669 3053 - 123Aldrin 95.5 94.8ND 2.0 200.43 0.493 3044 - 130Dieldrin 93.0 93.5ND 2.0 200.57 0.543 3044.1 - 121Endrin 89.2 89.7ND 2.0 200.81 1.13 3052.8 - 1344,4'-DDT 86.1 87.1ND 2100 52.5 - 139TCMX (S) 94.8 92.4ND 2100 50.2 - 139DCBP (S) 89.2 90.8ND Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40499705/16/11 mg/Kg 3545_PCB 2609 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 6.19 3055.6 - 135Aroclor1016 82.0 87.20.023 0.10 0.50.0270 4.13 3065.6 - 132Aroclor1260 83.9 87.4ND 1.5 68.9 - 123TCMX (S) 87.4 97.6ND 1.5 69.5 - 119DCBP (S) 96.8 105ND Page 102 of 121Total Page Count: 121 Exhibit M - 401 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/14/11 Prep Batch: Analytical Batch: 40498405/15/11 mg/Kg 3545_TPHSG 2610 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 33.330.76 4.97 3050.8 - 111TPH as Diesel (SG)67.9 64.5ND 100 61.5 - 133Pentacosane (S) 100 100ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/15/11 Prep Batch: Analytical Batch: 40498605/15/11 mg/L 3510_TPHSG 2611 Water 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0440 21.6 3034.5 - 95.6TPH as Diesel (SG)43.3 53.7ND 100 57.9 - 125Pentacosane (S) 67.1 77.8ND Work Order: Matrix: Units: Prep Method: SW7470AAnalytical Method: Prep Date: Analyzed Date: 05/13/11 Prep Batch: Analytical Batch: 40496705/16/11 mg/L 7470A 2618 Water 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.0002 0.0150.00005 1.17 2080 - 120Mercury114 1150.0002 Page 103 of 121Total Page Count: 121 Exhibit M - 402 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 40498805/17/11 mg/Kg 3050 2631 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 5.0 500.20 3.49 3030.7 - 130Antimony95.2 91.9ND 1.7 500.28 2.98 3071 - 121Arsenic94.2 91.4ND 5.0 501 0.646 3070.2 - 130Barium94.1 94.7ND 2.0 500.0840 0.842 3073.3 - 115Beryllium93.3 92.2ND 1.0 500.059 1.66 3068.7 - 110Cadmium88.5 90.0ND 5.0 500.059 0.902 3076 - 116Chromium93.8 94.70.10 5.0 500.14 0.707 3057.4 - 122Cobalt91.6 92.3ND 5.0 500.090 0.560 3074.8 - 119Copper94.3 94.80.53 1.0 500.13 3.10 3067.9 - 118Lead96.6 93.70.32 5.0 500.059 2.99 3062.9 - 123Molybdenum99.6 96.70.11 5.0 500.059 0.677 3061.5 - 122Nickel91.3 91.90.11 5.0 500.29 2.60 3062 - 111Selenium90.8 88.5ND 1.0 501.0 0.626 3081.1 - 109Silver90.7 91.3ND 5.0 500.12 2.27 3039.2 - 125Thallium93.1 91.00.13 5.0 500.12 1.45 3065.8 - 122Vanadium93.7 95.1ND 5.0 500.59 0.614 3059.9 - 122Zinc89.3 89.9ND Work Order: Matrix: Units: Prep Method: 7471BAnalytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 40499105/17/11 mg/Kg 7471 2634 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 1.250.01 0.173 3080.5 - 133Mercury116 115ND Page 104 of 121Total Page Count: 121 Exhibit M - 403 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/13/11 Prep Batch: Analytical Batch: 40499305/17/11 mg/Kg 3005 2637 Water 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.009 10.004 3.17 2080 - 120Antimony (Dissolved)101 97.9ND 0.009 10.005 2.66 2080 - 120Arsenic (Dissolved)101 98.4ND 0.009 10.002 0.0103 2080 - 120Barium (Dissolved)98.9 99.0ND 0.005 10.002 2.62 2080 - 120Beryllium (Dissolved)98.5 95.5ND 0.005 10.001 1.26 2080 - 120Cadmium (Dissolved)101 99.8ND 0.005 10.002 0.902 2080 - 120Chromium (Dissolved)99.7 99.2ND 0.005 10.002 0.538 2080 - 120Cobalt (Dissolved)98.7 98.5ND 0.009 10.003 0.724 2080 - 120Copper (Dissolved)99.2 98.3ND 0.014 10.005 2.44 2080 - 120Lead (Dissolved)98.6 96.6ND 0.009 10.002 1.54 2080 - 120Molybdenum (Dissolved)98.4 96.5ND 0.009 10.002 0.766 2080 - 120Nickel (Dissolved)99.1 98.3ND 0.02 10.004 1.59 2080 - 120Selenium (Dissolved)97.2 95.5ND 0.005 10.002 0.326 2080 - 120Silver (Dissolved)96.8 97.3ND 0.009 10.004 2.42 2080 - 120Thallium (dissolved)99.1 96.7ND 0.009 10.004 0.0412 2080 - 120Vanadium (Dissolved)99.5 99.0ND 0.009 10.002 0.370 2080 - 120Zinc (dissolved)99.1 99.4ND Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/16/11 Prep Batch: Analytical Batch: 40499505/16/11 ug/Kg 5035 2638 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 6.40 3048.2 - 132TPH(Gasoline) 81.8 87.2ND 50 57 - 127(S) 4-Bromofluorobenzene 66.4 76.463.0 Page 105 of 121Total Page Count: 121 Exhibit M - 404 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW6010BAnalytical Method: Prep Date: Analyzed Date: 05/17/11 Prep Batch: Analytical Batch: 40500505/18/11 mg/Kg 3050 2642 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 5500.2 0.101 3030.7 - 130Antimony98.57 98.7ND 1.7 500.28 0.142 3071 - 121Arsenic98.51 98.6ND 5501.1 2.23 3070.2 - 130Barium102.2 104ND 2500.084 4.00 3073.3 - 115Beryllium98.03 102ND 1500.059 1.81 3068.7 - 110Cadmium98.41 100ND 5500.059 1.17 3076 - 116Chromium101.5 1030.090 5500.14 2.09 3057.4 - 122Cobalt99.28 101ND 5500.09 1.92 3074.8 - 119Copper102.8 1050.52 1500.13 0.543 3067.9 - 118Lead99.76 99.30.23 5500.059 0.0981 3062.9 - 123Molybdenum102.3 1020.14 5500.059 1.90 3061.5 - 122Nickel99.14 1010.11 5500.29 0.564 3062 - 111Selenium94.16 93.7ND 1501 1.91 3081.1 - 109Silver98.58 101ND 5500.12 0.279 3039.2 - 125Thallium96.85 96.6ND 5500.12 1.73 3065.8 - 122Vanadium102.8 105ND 5500.59 2.75 3059.9 - 122Zinc95.55 98.3ND Work Order: Matrix: Units: Prep Method: 7471BAnalytical Method: Prep Date: Analyzed Date: 05/17/11 Prep Batch: Analytical Batch: 40500605/18/11 mg/Kg 7471 2644 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 1.250.01 0.927 3080.5 - 133Mercury108 107ND Page 106 of 121Total Page Count: 121 Exhibit M - 405 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40504305/20/11 mg/Kg 3545_PCB 2657 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 4.77 3055.6 - 135Aroclor1016 94.2 89.8ND 0.10 0.50.0270 12.0 3065.6 - 132Aroclor1260 90.1 79.9ND 1.5 68.9 - 123TCMX (S) 96.8 104ND 1.5 69.5 - 119DCBP (S) 108 111ND Work Order: Matrix: Units: Prep Method: SW8081AAnalytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40506405/18/11 ug/Kg 3545_OCP 2658 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 200.40 1.47 3056.9 - 120gamma-BHC 95.3 96.7ND 2.0 201.1 0.749 3063.6 - 117Heptachlor 101 100ND 2.0 200.44 2.09 3053 - 123Aldrin 98.6 101ND 2.0 200.43 2.85 3044 - 130Dieldrin 101 104ND 2.0 200.57 3.48 3044.1 - 121Endrin 99.5 103ND 2.0 200.81 6.26 3052.8 - 1344,4'-DDT 102 109ND 2100 52.5 - 139TCMX (S) 97.8 98.1ND 2100 50.2 - 139DCBP (S) 102 105ND Work Order: Matrix: Units: Prep Method: SW8015B(M)Analytical Method: Prep Date: Analyzed Date: 05/19/11 Prep Batch: Analytical Batch: 40507505/20/11 mg/Kg 3545_TPHSG 2664 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 2.0 33.330.76 5.00 3050.8 - 111TPH as Diesel (SG)69.6 66.2ND 100 61.5 - 133Pentacosane (S) 95.4 104ND Page 107 of 121Total Page Count: 121 Exhibit M - 406 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: 8260TPHAnalytical Method: Prep Date: Analyzed Date: 05/20/11 Prep Batch: Analytical Batch: 40505205/19/11 ug/L 5030 2672 Water 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 227.2722 24.9 3052.4 - 127TPH(Gasoline) 105 81.9ND 11.36 58.4 - 133(S) 4-Bromofluorobenzene 92.4 88.199 Work Order: Matrix: Units: Prep Method: SW8082Analytical Method: Prep Date: Analyzed Date: 06/01/11 Prep Batch: Analytical Batch: 40526306/01/11 mg/Kg 3545_PCB 2786 Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.10 10.0230 0.0753 3055.6 - 135Aroclor1016 94.3 94.3ND 0.10 0.50.0270 1.02 3065.6 - 132Aroclor1260 90.3 89.3ND 0.25 68.9 - 123TCMX (S) 95.4 93.2ND 0.250 69.5 - 119DCBP (S) 98.0 93.7ND Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40499505/16/11 ug/Kg NA NA Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 10 501.5 8.52 3053.7 - 1391,1-Dichloroethene 85.3 92.8ND 10 501.5 7.91 3066.5 - 135Benzene 108 117ND 10 503.9 0.181 3057.5 - 150Trichloroethylene 99.6 99.4ND 10 500.98 1.40 3056.8 - 134Toluene 105 107ND 10 504.2 4.43 3057.4 - 134Chlorobenzene 96.9 92.8ND 50 59.8 - 148(S) Dibromofluoromethane 114 110ND 50 55.2 - 133(S) Toluene-d8 102 101ND 50 55.8 - 141(S) 4-Bromofluorobenzene 78.1 78.6ND Page 108 of 121Total Page Count: 121 Exhibit M - 407 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40500405/13/11 ug/Kg NA NA Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 4.91 3048.2 - 132TPH(Gasoline) 81.976 78.0ND 50 57 - 127(S) 4-Bromofluorobenzene 69.04 70.774 Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40502005/16/11 ug/Kg NA NA Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 6.40 3048.2 - 132TPH(Gasoline) 81.8 87.2ND 50 57 - 127(S) 4-Bromofluorobenzene 66.4 76.463 Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40504405/18/11 ug/Kg NA NA Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 10 501.5 11.2 3053.7 - 1391,1-Dichloroethene 74.7 83.7ND 10 501.5 4.92 3066.5 - 135Benzene 115 121ND 10 503.9 4.11 3057.5 - 150Trichloroethylene 80.5 77.2ND 10 500.98 3.32 3056.8 - 134Toluene 84.7 87.5ND 10 504.2 1.01 3057.4 - 134Chlorobenzene 88.0 87.1ND 50 59.8 - 148(S) Dibromofluoromethane 130 118ND 50 55.2 - 133(S) Toluene-d8 103 109ND 50 55.8 - 141(S) 4-Bromofluorobenzene 90.0 111ND Page 109 of 121Total Page Count: 121 Exhibit M - 408 LCS/LCSD Summary Report Raw values are used in quality control assessment. Work Order: Matrix: Units: Prep Method: TPH-GCMSAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40504505/18/11 ug/Kg NA NA Soil 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 100 100017 14.7 3048.2 - 132TPH(Gasoline) 105 90.5ND 50 57 - 127(S) 4-Bromofluorobenzene 76.5 63.969 Work Order: Matrix: Units: Prep Method: SW8260BAnalytical Method: Prep Date: Analyzed Date: NA Prep Batch: Analytical Batch: 40505205/19/11 ug/L NA NA Water 1105094 Parameters MDL PQL Method Blank Conc. Spike Conc. LCS % Recovery LCSD % Recovery LCS/LCSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.50 17.040.29 11.4 3061.4 - 1291,1-Dichloroethene 107 95.2ND 0.50 17.040.33 24.3 3066.9 - 140Benzene 68.7 87.7ND 0.50 17.040.38 16.2 3069.3 - 144Trichloroethylene 102 86.8ND 0.50 17.040.19 24.1 3076.6 - 123Toluene 110 86.2ND 0.50 17.040.14 25.1 3073.9 - 137Chlorobenzene 112 86.7ND 11.36 61.2 - 131(S) Dibromofluoromethane 84.8 96.4ND 11.36 75.1 - 127(S) Toluene-d8 92.3 85.7ND 11.36 64.1 - 120(S) 4-Bromofluorobenzene 93.5 91.6ND Page 110 of 121Total Page Count: 121 Exhibit M - 409 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: 05/13/11 1105094-021ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW7470A 40496705/16/11 mg/L 26187470A Water Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 0.015 75 - 1250.00005 S0.0002 10.4 20Mercury57.8 52.10.00003 Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: NA 1105094-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8260B 40499505/16/11 ug/Kg NANA Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 53.7 - 1391.3 8.5 4.26 301,1-Dichloroethene 65.6 60.60 50 66.5 - 1351.3 8.5 5.56 30Benzene 91.4 83.30.95 50 57.5 - 1503.3 8.5 13.4 30Trichloroethylene 73.6 62.10 50 56.8 - 1340.83 8.5 6.93 30Toluene 94.9 85.30.78 50 57.4 - 1343.6 8.5 1.21 30Chlorobenzene 86.5 82.40 42.5 59.8 - 148(S) Dibromofluoromethane 132 109 42.5 55.2 - 133(S) Toluene-d8 120 128 42.5 55.8 - 141(S) 4-Bromofluorobenzene 107 110 Page 111 of 121Total Page Count: 121 Exhibit M - 410 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: 05/17/11 1105094-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW6010B 40500505/18/11 mg/Kg 26423050 Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 50 30.7 - 1300.20 5.0 0.154 30Antimony86.4 86.30.046 50 71 - 1210.28 1.7 0.216 30Arsenic92.2 92.00.051 50 70.2 - 1301 S5.0 10.7 30Barium97.7 69.71.8 50 73.3 - 1150.0840 2.0 0.287 30Beryllium94.3 94.30.00 50 68.7 - 1100.059 1.0 1.53 30Cadmium93.0 94.40.00 50 76 - 1160.059 5.0 5.81 30Chromium96.4 88.60.35 50 57.4 - 1220.14 5.0 0.736 30Cobalt86.2 86.90.099 50 74.8 - 1190.090 5.0 1.92 30Copper97.8 1000.26 50 67.9 - 1180.13 1.0 0.563 30Lead86.5 87.00.091 50 62.9 - 1230.059 5.0 1.49 30Molybdenum90.3 91.70.00 50 61.5 - 1220.059 5.0 10.4 30Nickel90.8 78.30.37 50 62 - 1110.29 5.0 3.08 30Selenium87.8 90.60.018 50 81.1 - 1091.0 1.0 0.985 30Silver98.2 99.00.030 50 39.2 - 1250.12 5.0 2.82 30Thallium77.7 79.90.00 50 65.8 - 1220.12 5.0 1.89 30Vanadium95.2 92.40.44 50 59.9 - 1220.59 5.0 2.16 30Zinc81.3 78.20.50 Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: 05/17/11 1105094-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: 7471B 40500605/18/11 mg/Kg 26447471 Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 1.25 60 - 1400.01 0.10 2.62 30Mercury102 99.10.00056 Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: 05/19/11 1105094-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8082 40504305/20/11 mg/Kg 26573545_PCB Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 1 55.6 - 1350.0230 0.10 2.66 30Aroclor1016 98.6 96.00.00804 0.5 65.6 - 1320.0270 0.10 9.98 30Aroclor1260 88.2 79.80 1.5 50.4 - 136TCMX (S) 102 95.4 1.5 69.5 - 119DCBP (S) 105 104 Page 112 of 121Total Page Count: 121 Exhibit M - 411 MS/MSD Summary Report Raw values are used in quality control assessment. Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: NA 1105094-021ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8260B 40505205/19/11 ug/L NANA Water Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 17.04 61.4 - 1290.29 0.50 3.88 301,1-Dichloroethene 95.7 92.00 17.04 66.9 - 1400.33 0.50 2.41 30Benzene 81.3 79.40 17.04 69.3 - 1440.38 0.50 13.3 30Trichloroethylene 91.0 79.60 17.04 76.6 - 1230.19 0.50 11.8 30Toluene 90.9 80.80 17.04 73.9 - 1370.14 0.50 11.7 30Chlorobenzene 104 92.40 11.36 61.2 - 131(S) Dibromofluoromethane 86.0 86.0 11.36 75.1 - 127(S) Toluene-d8 95.2 88.6 11.36 64.1 - 120(S) 4-Bromofluorobenzene 95.3 97.4 Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: 05/19/11 1105094-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8081A 40506405/18/11 ug/Kg 26583545_OCP Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 20 53 - 1238.8 40 3.03 30Aldrin 104 1070.0416 20 56.9 - 1207.9 S40 5.03 30gamma-BHC 127 1330.083 20 63.6 - 11722 S40 8.90 30Heptachlor 146 1330.0579 20 44 - 1308.5 40 0.466 30Dieldrin 96.1 96.60.1957 20 44.1 - 12111 40 4.26 30Endrin 106 1110.1184 20 52.8 - 13416 40 1.05 304,4'-DDT 89.4 90.70.3363 2100 52.5 - 139TCMX (S) 127 137 2100 50.2 - 139DCBP (S) 111 114 Work Order: 1105094 Analyzed Date: Prep Date: Matrix: Prep Method: 05/19/11 1105094-016ASpiked Sample: Analytical Method: Prep Batch: Units: Analytical Batch: SW8015B(M) 40507505/20/11 mg/Kg 26643545_TPHSG Soil Parameters MDL PQL Sample Conc. Spike Conc. MS % Recovery MSD % Recovery MS/MSD % RPD % Recovery Limits % RPD Limits Lab Qualifier 33.33 50.8 - 1111.5 S4.0 2.48 30TPH as Diesel (SG) 23.6 23.06.0274 100 61.5 - 133Pentacosane (S) 82.2 82.9 Page 113 of 121Total Page Count: 121 Exhibit M - 412 Laboratory Qualifiers and Definitions Method Detection Limit (MDL) - the minimum concentration of a substance that can be measured and reported with a 99% confidence that the analyte concentration is greater than zero Matrix Spike (MS/MSD) - Client sample spiked with identical concentrations of target analyte (s). The spiking occurs prior to the sample preparation and analysis. They are used to document the precision and bias of a method in a given sample matrix. Matrix - the component or substrate that contains the analyte of interest (e.g., - groundwater, sediment, soil, waste water, etc) Laboratory Control Sample (LCS ad LCSD) - A known matrix spiked with compounds representative of the target analyte(s). This is used to document laboratory performance. Duplicate - a field sample and/or laboratory QC sample prepared in duplicate following all of the same processes and procedures used on the original sample (sample duplicate, LCSD, MSD) Blank (Method/Preparation Blank) -MB/PB - An analyte-free matrix to which all reagents are added in the same volumes/proportions as used in sample processing. The method blank is used to document contamination resulting from the analytical process. Practical Quantitation Limit (PQL) - a laboratory determined value at 2 to 5 times above the MDL that can be reproduced in a manner that results in a 99% confidence level that the result is both accurate and precise. PQLs reflect all preparation factors and/or dilution factors that have been applied to the sample during the preparation and/or analytical processes. Precision (%RPD) - The agreement among a set of replicate/duplicate measurements without regard to known value of the replicates Surrogate (S) or (Surr) - An organic compound which is similar to the target analyte(s) in chemical composition and behavior in the analytical process, but which is not normally found in environmental samples. Surrogates are used in most organic analysis to demonstrate matrix compatibility with the chosen method of analysis Tentatively Identified Compound (TIC) - A compound not contained within the analytical calibration standards but present in the GCMS library of defined compounds. When the library is searched for an unknown compound, it can frequently give a tentative identification to the compound based on retention time and primary and secondary ion match. TICs are reported as estimates and are candidates for further investigation. Units: the unit of measure used to express the reported result - mg/L and mg/Kg (equivalent to PPM - parts per million in liquid and solid), ug/L and ug/Kg (equivalent to PPB - parts per billion in liquid and solid), ug/m3, mg.m3, ppbv and ppmv (all units of measure for reporting concentrations in air), % ( equivalent to 10000 ppm or 1,000,000 ppb), ug/Wipe ( concentration found on the surface of a single Wipe usually taken over a 100cm2 surface) B - Indicates when the anlayte is found in the associated method or preparation blank D - Surrogate is not recoverable due to the necessary dilution of the sample E - Indicates the reportable value is outside of the calibration range of the instrument but within the linear range of the instrument (unless otherwise noted) Values reported with an E qualifier should be considered as estimated. H- Indicates that the recommended holding time for the analyte or compound has been exceeded J- Indicates a value between the method MDL and PQL and that the reported concentration should be considered as estimated rather the quantitative NA - Not Analyzed N/A - Not Applicable NR - Not recoverable - a matrix spike concentration is not recoverable due to a concentration within the original sample that is greater than four times the spike concentration added R- The % RPD between a duplicate set of samples is outside of the absolute values established by laboratory control charts S- Spike recovery is outside of established method and/or laboratory control limits. Further explanation of the use of this qualifier should be included within a case narrative X -Used to indicate that a value based on pattern identification is within the pattern range but not typical of the pattern found in standards. Further explanation may or may not be provided within the sample footnote and/or the case narrative. DEFINITIONS: Accuracy/Bias (% Recovery) - The closeness of agreement between an observed value and an accepted reference value. LABORATORY QUALIFIERS: Page 114 of 121Total Page Count: 121 Exhibit M - 413 pH Adjusted by: pH Checked by: °C4 N/A Yes Yes Yes Temperature: Water-pH acceptable upon receipt? Water-VOA vials have zero headspace? Container/Temp Blank temperature in compliance? All samples received within holding time? Sample Preservation and Hold Time (HT) Information YesSamples containers intact? Yes Yes Not Present Yes Sufficient sample volume for indicated test? Samples in proper container/bottle? Custody seals intact on shipping container/cooler? Shipping Container/Cooler In Good Condition? Sample Receipt Information Yes Yes Yes Not Present Chain of custody agrees with sample labels? Chain of custody signed when relinquished and received? Chain of custody present? Custody seals intact on sample bottles? Chain of Custody (COC) Information Checklist Completed By: PS Carrier Name: Gold Bullet Courier Physically Logged By: NG Received By: NG Date and Time Received: 5/12/2011 19:15 Work Order No.: 1105094 Project Name: Palo Alto Airport Client Name: Northgate Environmental Management Inc. Sample Receipt Checklist Page 115 of 121Total Page Count: 121 Exhibit M - 414 Login Summary Report Report Due Date: 5 day TAT! Received 16 soils and 9 waters. 19:15 5/12/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105094Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID B-31-1.01105094-001A Soil 11/08/1105/12/11 8:50 S_6010BCAM17 S_7471BHG S_YBGCMS-TPPH S_TPHDOSG B-31-6.01105094-002A Soil 11/08/1105/12/11 8:55 S_8260Full S_TPHDOSG S_8081AOCP S_8082PCB S_YBGCMS-TPPH Sample Note: For 8260 use pretarred vial. B-29-1.01105094-003A Soil 11/08/1105/12/11 9:35 S_8260Full S_YBGCMS-TPPH S_8082PCB S_8081AOCP S_TPHDOSG B-29-5.01105094-004A Soil 11/08/1105/12/11 9:40 S_6010BCAM17 S_7471BHG S_TPHDOSG S_YBGCMS-TPPH B-3-1.01105094-005A Soil 11/08/1105/12/11 10:40 S_8260Full S_YBGCMS-TPPH S_8082PCB S_8081AOCP S_TPHDOSG B-3-5.01105094-006A Soil 11/08/1105/12/11 10:50 S_6010BCAM17 S_7471BHG S_YBGCMS-TPPH S_TPHDOSG B-28-1.01105094-007A Soil 11/08/1105/12/11 11:25 S_6010BCAM17 Page 116 of 121Total Page Count: 121 Exhibit M - 415 Login Summary Report Report Due Date: 5 day TAT! Received 16 soils and 9 waters. 19:15 5/12/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105094Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID S_7471BHG S_TPHDOSG S_YBGCMS-TPPH B-28-4.01105094-008A Soil 11/08/1105/12/11 11:30 S_8260Full S_8081AOCP S_8082PCB S_YBGCMS-TPPH S_TPHDOSG B-27-0.51105094-009A Soil 11/08/1105/12/11 12:15 S_YBGCMS-TPPH S_8082PCB S_TPHDOSG S_8081AOCP B-27-4.01105094-010A Soil 11/08/1105/12/11 12:20 S_6010BCAM17 S_TPHDOSG S_8260Full S_YBGCMS-TPPH S_7471BHG B-30-1.01105094-011A Soil 11/08/1105/12/11 14:00 S_8260Full S_8081AOCP S_8082PCB S_YBGCMS-TPPH S_TPHDOSG B-30-2.01105094-012A Soil 11/08/1105/12/11 14:10 S_6010BCAM17 S_7471BHG S_YBGCMS-TPPH S_TPHDOSG B-11-1.01105094-013A Soil 11/08/1105/12/11 15:10 S_YBGCMS-TPPH S_TPHDOSG S_8260Full B-11-12.01105094-014A Soil 11/08/1105/12/11 15:30 S_YBGCMS-TPPH Page 117 of 121Total Page Count: 121 Exhibit M - 416 Login Summary Report Report Due Date: 5 day TAT! Received 16 soils and 9 waters. 19:15 5/12/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105094Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID S_TPHDOSG S_8260Full B-25-1.01105094-015A Soil 11/08/1105/12/11 16:00 S_YBGCMS-TPPH S_TPHDOSG S_8082PCB Sample Note: 8082 added on a 3 day rush due on 6/6/11 B-25-4.51105094-016A Soil 11/08/1105/12/11 16:05 S_7471BHG S_8082PCB S_8081AOCP S_TPHDOSG S_YBGCMS-TPPH S_8260Full S_6010BCAM17 Sample Note: Use this sample for MS/MSD for 8260,808,8082,metals. B-31-W1105094-017A Water 06/26/1105/12/11 15:25 W_D6010BCAM17 W_GCMS-TPPH W_8260Full W_TPHDOSG W_D7470AHG B-29-W1105094-018A Water 06/26/1105/12/11 9:50 W_8260Full W_GCMS-TPPH W_TPHDOSG B-29-WD1105094-019A Water 06/26/1105/12/11 9:50 W_8260Full W_GCMS-TPPH W_TPHDOSG B-3-W1105094-020A Water 06/26/1105/12/11 10:45 W_8260Full W_TPHDOSG B-28-W1105094-021A Water 06/26/1105/12/11 11:40 W_D6010BCAM17 W_TPHDOSG Page 118 of 121Total Page Count: 121 Exhibit M - 417 Login Summary Report Report Due Date: 5 day TAT! Received 16 soils and 9 waters. 19:15 5/12/2011 Northgate Environmental Management Inc.TL5143 Palo Alto Airport 1210.02 6/6/2011 TAT Requested: Date Received: Time Received: QC Level: Project Name: Project # : Comments: Client ID: 5+ day:0 1105094Work Order # : SubbedRequested Tests Test On Hold Sample On Hold Scheduled Disposal MatrixCollection Date/Time Client Sample ID WO Sample ID W_GCMS-TPPH W_8260Full W_D7470AHG Sample Note: Use this sample for MS/MSD for 8260,Metals. B-30-W1105094-022A Water 06/26/1105/12/11 14:15 W_8260Full W_TPHDOSG W_GCMS-TPPH B-11-W1105094-023A Water 06/26/1105/12/11 16:30 W_8260Full W_TPHDOSG W_GCMS-TPPH B-25-W1105094-024A Water 06/26/1105/12/11 16:10 W_8260Full W_GCMS-TPPH W_TPHDOSG B-31-WD1105094-025A Water 06/26/1105/12/11 13:25 W_D6010BCAM17 W_D7470AHG Page 119 of 121Total Page Count: 121 Exhibit M - 418 Page 120 of 121Total Page Count: 121 Exhibit M - 419 Page 121 of 121Total Page Count: 121 Exhibit M - 420 Page 1 of 6 Recorded at no charge in accordance ) With Government Code § 6103 at the ) Request of and, when recorded, mail ) To: ) ) City of Palo Alto ) Office of City Attorney ) 250 Hamilton Avenue ) Palo Alto, CA 94301 ) ) Space above for Recorder’s use only PAO FEDERAL OBLIGATIONS ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is made and entered into, effective as of _________ (the “Effective Date”), by and among the County of Santa Clara, a California political subdivision (the “County”), the City of Palo Alto, a California chartered municipal corporation (“Palo Alto”), and the Federal Aviation Administration, a federal agency acting for and on behalf of the United States of America (the “FAA”). RECITALS WHEREAS, Palo Alto Airport [FAA identifier “PAO”] is a federally-assisted general aviation reliever airport located in and owned by Palo Alto and operated by the County pursuant to the Lease Agreement, by and between Palo Alto and the County, dated April 5, 1967, as modified by Amendment Number One, dated October 28, 1968; Amendment Number Two, dated December 23, 1969; Amendment Number Three, dated May 20, 1980; and Amendment Number Four, dated October 12, 1983 (collectively, the “Lease”); and WHEREAS, the County and Palo Alto have entered into that certain Termination Assignment, and Assumption Agreement, dated August __, 2014 (the “Transfer Agreement”) whereby the County and Palo Alto propose to terminate the Lease and transfer the control and operation of PAO to Palo Alto (the “Airport Transfer”); and WHEREAS, in connection with the Airport Transfer, the County desires to assign, and Palo Alto desires to assume, all federal obligations related to PAO, subject to the consent of the FAA. NOW, THEREFORE, in consideration of the covenants, agreement and other terms and conditions contained herein and other good and valuable consideration, the parties agree as follows: Page 2 of 6 AGREEMENT 1. Incorporation of Recitals. The foregoing recitals are incorporated herein and by this reference made a part hereof. 2. Assignment and Assumption of Federal Obligations. a. The County hereby grants, conveys, transfers, and assigns to Palo Alto all of the County's obligations to the federal government as airport sponsor for PAO (collectively, “Federal Obligations”), including, but not limited to, all rights, title, interests, and obligations in, to, and under the Airport Improvement Program Grant Agreements, including the Grant Assurances set forth in such instruments (collectively, the “Grant Agreements”). A list of grants at PAO since 1988 is attached hereto as Exhibit A and incorporated herein by reference. b. Palo Alto hereby accepts and assumes all of the obligations as airport sponsor for PAO and further assumes, covenants, acknowledges, and agrees to be bound by and to perform, observe and be subject to all of the obligations, terms, covenants, and conditions of the Federal Obligations, including in particular the Grant Agreements. 3. FAA Consent and Conditional Release. a. The FAA hereby consents to the assignment and assumption of the Federal Obligations pursuant to this Agreement and to the consummation of the Airport Transfer. Concurrent with the execution and exercise of this Agreement, the FAA is approving Palo Alto as an eligible airport sponsor for federal funds and other assistance. The executed version of FAA approval will appear in Exhibit B to this agreement and will be incorporated herein by reference upon receipt of a copy from FAA. The executed version will be substituted for the form agreement upon receipt of a copy executed by FAA. b. The FAA shall relieve and release the County from the Federal Obligations, including the obligations, terms, covenants, and conditions arising from the Grant Agreements and any previous grants or other federal obligation instruments executed before the Effective Date upon the County's performance of the material obligations necessary for the Airport Transfer set forth in sections 1.1, 1.2, 2.1, 2.4, and 3.1(B) of the Transfer Agreement. The County acknowledges that this release will not affect the County's responsibility for compliance with the Grant Assurance 25 prior to or as part of the Airport Transfer, subject to the limitations of 49 U.S.C. § 47107(n)(7). 4. General Provisions. a. The parties shall execute and deliver all documents and do all other reasonable acts that may be reasonably necessary to carry out and effectuate the intent and purpose of this Agreement. b. This Agreement is binding upon, and inures to the benefit of, the parties and their respective successors and assigns. This Agreement does not and is not intended to confer any rights or remedies upon any person other than the parties hereto. Page 3 of 6 c. This Agreement constitutes the entire understanding and agreement of the parties with respect to the assignment and assumption of the Federal Obligations and actions contemplated hereby and supersedes any prior agreements or understanding whether written or verbal with respect to the subject matter hereof. d. The parties may not amend or waive this Agreement, except pursuant to a writing executed by the party or parties against whom any amendment or waiver is sought to be enforced. e. If any provision of this Agreement is held invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions of this Agreement are not affected or impaired in any way. f. This Agreement shall be governed and construed in accordance with California law. g. This Agreement may be executed in one or more counterparts, each of which will be considered an original, but all of which together will constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement upon the Effective Date. CITY OF PALO ALTO ________________________________ [Name] Mayor ATTEST: ________________________________ City Clerk APPROVED AS TO FORM: __________________________ Senior Asst. City Attorney APPROVED: __________________________ City Manager __________________________ Director of Public Works __________________________ Director of Administrative Services COUNTY OF SANTA CLARA ________________________________ [Name] Chair, Board of Supervisors ATTEST: ________________________________ Clerk, Board of Supervisors APPROVED AS TO FORM AND SUBSTANCE: __________________________ Deputy County Counsel APPROVED: __________________________ County Executive __________________________ Director of Roads and Airport __________________________ Director of Public Works FEDERAL AVIATION ADMINISTRATION By:____________________________________ Name: Title: EXHIBIT A LIST OF GRANTS APPLICABLE TO PAO EXHIBIT B FORM OF FAA APPROVAL OF CITY AS SPONSOR FOR PAO Recorded at no charge in accordance ) With Government Code § 6103 at the ) Request of and, when recorded, mail ) To: ) ) City of Palo Alto ) Office of City Attorney ) 250 Hamilton Avenue ) Palo Alto, CA 94301 ) ) Space above for Recorder’s use only STATE OF CALIFORNIA STATE LANDS COMMISSION STATE LEASE ASSIGNMENT, ACCEPTANCE, AND APPROVAL The undersigned ASSIGNOR, County of Santa Clara, whose address is __________________________________, hereby assigns to the City of Palo Alto all its right, title and interest under State Lease PRC 4598.9, which lease was issued by the State for a period of 46 years and 4 month commencing on the 2nd day of June, 1971. County of Santa Clara Date The undersigned, ASSIGNEE, City of Palo Alto whose address is 250 Hamilton Avenue, Palo Alto, hereby accepts the assignment of State Lease PRC 4598.9, and agrees to perform the conditions, covenants and agreements therein contained on the part of the Lessee to be kept and performed and in the manner therein provided, and further agrees to be bound by the terms of said lease to the same extent as if such ASSIGNEE were the original Lessee, any conditions in any assignment agreement to the contrary notwithstanding. County of Palo Alto Date KNOW ALL MEN BY THESE PRESENTS: That the undersigned State Lands Commission of the State of California, acting by and through Brian Bugsch, its Chief, Land Management Division, hereby consents and approves the herein assignment by and between _____________________ and _________________________ of State Lease PRC _____________________. This consent shall be effective only upon counter-signature by ASSIGNEE. Such consent is made upon the express condition that ASSIGNEE shall be bound by the terms of said lease to the same extent as if such ASSIGNEE were the original Lessee, any conditions in any assignment agreement to the contrary notwithstanding. STATE OF CALIFORNIA STATE LANDS COMMISSION This assignment was authorized by the California State Lands Commission By: Dated: (Month Day Year) Acknowledgement RECORDED AT THE REQUEST OF AND WHEN RECORDED MAIL TO: STATE OF CALIFORNIA California State Lands Commission Attn: Title Unit 100 Howe Avenue, Suite 100-South Sacramento, CA 95825-8202 STATE OF CALIFORNIA OFFICIAL BUSINESS Document entitled to free recordation pursuant to Government Code Section 27383 SPACE ABOVE THIS LINE FOR RECORDER'S USE County: Santa Clara County LEASE NO. PRC This Lease consists of this summary and the following attached and incorporated parts: Section 1 Basic Provisions Section 2 Special Provisions Amending or Supplementing Section 1 or 3 Section 3 General Provisions Exhibit A Land Description Exhibit B Site and Location Map SECTION 1 BASIC PROVISIONS THE STATE OF CALIFORNIA, hereinafter referred to as Lessor acting by and through the CALIFORNIA STATE LANDS COMMISSION (100 Howe Avenue, Suite 100-South, Sacramento, California 95825-8202), pursuant to Division 6 of the Public Resources Code and Title 2, Division 3 of the California Code of Regulations, and for consideration specified in this Lease, does hereby lease, demise, and let to the City of Palo Alto, hereinafter referred to as Lessee, those certain lands described in Exhibit A hereinafter referred to as Lease Premises, subject to the reservations, terms, covenants, and conditions of this Lease. MAILING ADDRESS: City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94303 LEASE TYPE: General Lease – Public Agency Use LAND TYPE: Sovereign LOCATION: Palo Alto Airport, City of Palo Alto, as described in Exhibit A attached and by this reference made a part hereof. LAND USE OR PURPOSE: Continued use and maintenance of an existing airport, storm water pump station and 60-inch diameter steel outfall pipeline, pier and boat dock, Ranger cottage and marshlands and open space. TERM: 45 years; beginning June 19, 2014; ending June 18, 2059, unless sooner terminated as provided under this Lease. CONSIDERATION: The public use and benefit, with the State reserving the right at any time to set a monetary rent if the Commission finds such action to be in the State’s best interest. Subject to modification by Lessor as specified in Paragraph 2(b) of Section 3 - General Provisions. AUTHORIZED IMPROVEMENTS: Palo Alto Airport, storm water pump back station, 60-inch diameter steel outfall pipeline, pier and boat dock, Ranger cottage, marshlands and open space. X EXISTING: Palo Alto Airport, storm water pump back station, 60-inch diameter steel outfall pipeline, pier and boat dock, Ranger cottage, marshlands and open space. X TO BE CONSTRUCTED; N/A CONSTRUCTION MUST BEGIN BY: N/A AND BE COMPLETED BY: N/A LIABILITY INSURANCE: N/A SURETY BOND OR OTHER SECURITY: N/A SECTION 2 SPECIAL PROVISIONS BEFORE THE EXECUTION OF THIS LEASE, ITS PROVISIONS ARE AMENDED, REVISED, OR SUPPLEMENTED AS FOLLOWS: 1. The public shall be allowed access to the pier and boat dock and shall be permitted to use the pier and boat dock; however, such access and use shall be subject to such reasonable rules and regulations of the City of Palo Alto. 2. The issuance of this will become effective upon Lessor’s receipt of the Lease Quitclaim Deed executed by the County of Santa Clara for Lease No. PRC 4598.9. SECTION 3 GENERAL PROVISIONS 1. GENERAL In the case of any conflict between these General Provisions and Special Provisions found in Section 2, the Special Provisions control. 2. DEFINITIONS For the purposes of this Lease, the following terms shall be defined as stated below: “Additions” shall be defined as any use or Improvements other than those expressly authorized in this Lease. “Alterations” shall be defined as any material change in the size, scope, density, type, nature, or intensity of Improvements on the Lease Premises from what is authorized in this Lease. Alterations shall also include any modifications, alterations, or renovations of the land or waterways on the Lease Premises other than those authorized by this Lease. “Breach” shall be defined as a party's unjustified or unexcused nonperformance of a contractual duty the party is required to immediately perform. “Damages” shall include all liabilities, demands, claims, actions or causes of action whether regulatory, legislative or judicial in nature; all assessments, levies, losses, fines, penalties, damages, costs and expenses, including, without limitation: (i) reasonable attorneys’, accountants’, investigators’, and experts’ fees and expenses sustained or incurred in connection with the defense or investigation of any such liability, and (ii) costs and expenses incurred to bring the Lease Premises into compliance with Environmental Laws, a court order, or applicable provisions of a Regulatory Agency. The term “Damages” also includes, expressly, those Damages that arise as a result of strict liability, whether arising under Environmental Laws or otherwise. “Default” shall be defined as a material Breach of magnitude sufficient to justify termination of the Lease. “Environmental Law” shall be defined as and include all federal, state, and local environmental, health, and safety laws, statutes, ordinances, regulations, rules, judgments, orders, and notice requirements, which were in effect as of the date of execution of this Lease or are subsequently enacted and lawfully applied hereto, which regulate or relate to (a) the protection or clean-up of the environment; (b) the use, treatment, storage, transportation, handling or disposal of hazardous, toxic or otherwise dangerous substances, wastes or materials; (c) the quality of the air and the discharge of airborne wastes, gases, particles, or other emissions; (d) the preservation or protection of waterways, groundwater, or drinking water; (e) the health and safety of persons or property; or (f) impose liability with respect to any of the foregoing, including without limitation, the California Environmental Quality Act (CEQA) [PRC §§ 21000 et seq.]; the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) [42 USCS §§ 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 (RCRA) [42 USCS §§ 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act (FWPCA) [33 USCS §§ 1251 et seq.]; the Toxic Substances Control Act (TSCA) [15 USCS §§ 2601 et seq.]; the Hazardous Materials Transportation Act (HMTA) [49 USCS §§ 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USCS §§ 136 et seq.]; the Superfund Amendments and Reauthorization Act [42 USCS §§ 6901 et seq.]; the Clean Air Act [42 USCS §§ 7401 et seq.]; the Safe Drinking Water Act [42 USCS §§ 300f et seq.]; the Solid Waste Disposal Act [42 USCS §§ 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USCS §§ 1201 et seq.]; the Emergency Planning and Community Right to Know Act [42 USCS §§ 11001 et seq.]; the Occupational Safety and Health Act [29 USCS §§ 655 and 657]; the California Underground Storage of Hazardous Substances Act [H & S C §§ 25280 et seq.]; the California Hazardous Substances Account Act [H & S C §§ 25300 et seq.]; the California Hazardous Waste Control Act [H & S C §§ 25100 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [H & S C §§ 24249.5 et seq.]; the Porter-Cologne Water Quality Act [Water C §§ 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above. “Hazardous Material” shall be defined as and include any substance which falls within the definition of hazardous substance, hazardous waste, hazardous material, toxic substance, solid waste, pollutant, or contaminant, under any Environmental Law. “Improvements” shall be defined as any modification, alteration, addition, or removal of any material, and any other action which serves to change the condition of the Lease Premises from the natural state whether situated above, on, or under the Lease Premises. Improvements include, but are not limited to buildings, structures, facilities, decks, docks, wharves, piers, walks, curbs, bridges, buoys, landscaping, roadways, shoreline protective structures of all types, foundations, pilings or similar support structures whether above or below the water line, fences, utilities, pipelines, and any other construction of any type situated on the Lease Premises. “Lease” shall be defined as this lease contract together with all amendments and exhibits. “Lease Premises” shall be defined as the area of land, together with any improvements located thereon, the use and occupancy of which is authorized by this Lease. “Lessor” shall be defined as the state of California, acting by and through the California State Lands Commission, including the Commissioners, their alternates and designates, the Executive Officer, and the staff of the California State Lands Commission. “Regulatory Agency” shall include any Federal, State, County, Municipal, or Local agency having jurisdiction over the Lease Premises. “Repairs” shall be defined as all work of any kind made to maintain, change, restore, strengthen, replace, alter, or otherwise affect any Improvement on the Lease Premises. “Residence” shall be defined as any Improvement, whether permanent, movable, or temporary, or a portion thereof, which is for the time being a home or place of lodging. A Residence includes any Improvement affixed to the land such as trailers or cabins, built on a raised foundation such as stilts or pilings, and floating residences such as boats, barges, arks, and houseboats, and any combination of such Improvements which provide residential accommodations to the Lessee or others. “Residence” shall not include transitory, intermittent, recreational use of facilities such as campgrounds. “Residential Use” shall be defined as Improvements such as, but not limited to, sundecks, and sunrooms which are extensions of, or additions to, the upland property and are not water-dependent uses. Although the various uses or Improvements which may fall under this definition may vary by geographic area, lease type, or other factors, it is the intention of the parties to include in this definition all uses and Improvements which are not water-dependent but residential in nature, or those uses and Improvements which are not consistent with common law public trust principles and values. 3. CONSIDERATION (a) Absolute Triple Net Lease This Lease is an absolute triple net lease, pursuant to which Lessor has no obligation with respect to the payment of taxes, insurance, the cost of maintenance, utilities and repairs or other costs or obligations associated with the Leased Premises, except as expressly stated herein. (b) Rent Lessee agrees to pay Lessor rent as stated in this Lease, in annual installments, for the use and occupancy of the Lease Premises. The first installment shall be due on or before the beginning date of this Lease and all subsequent installments shall be due on or before each anniversary of its beginning date during each year of the Lease term, or as otherwise provided in this Lease. Said sums shall be paid in lawful money of the United States of America. Lessee shall send said rent to the mailing address of Lessor. Timeliness of receipt of remittances sent by mail shall be governed by the postmark date as stated in Government Code Section 11002. Invoices for rent due may be provided by Lessor as a courtesy. Lessor’s failure to, or delinquency in, providing invoices shall neither excuse Lessee from paying rent, nor extend the time for paying rent. (c) Modification Lessor may modify the method, amount, or rate of consideration effective on each fifth anniversary of the beginning date of this Lease. Should Lessor fail to exercise such right effective on any fifth anniversary it may do so effective on any one (1) of the next four (4) anniversaries following such fifth anniversary, without prejudice to its right to effect such modification on the next or any succeeding fifth anniversary of the beginning date. No such modification shall become effective unless Lessee is given at least thirty (30) days’ notice prior to the date of the Commission meeting wherein the rent modification is considered, or thirty (30) days’ notice prior to the effective date of the increase, whichever provides a greater notice period. If the consideration for this Lease is based on a percentage of income, royalties, profits, or any similar business performance indicators, Lessee shall provide Lessor with financial statements and all other documents necessary to determine the relevant basis for income. (d) Penalty and Interest Any installments of rent accruing under this Lease not paid when due shall be subject to a delinquency charge equal to five percent (5%) of the principal sum due. Annual payments shall bear interest as specified in Public Resources Code Section 6224 and the Lessor's then existing administrative regulations governing penalty and interest. (e) Non-Monetary Consideration If the consideration to Lessor for this Lease is the public use, benefit, health, or safety, Lessor shall have the right to review such consideration at any time and set a monetary rental if the Lessor, at its sole discretion, determines that such action is in the best interest of the State. Lessee’s assignment or transfer of this Lease pursuant to Section 3 Paragraph 11 below to any third party which results in royalties, profits, or any form of compensation, whether monetary or otherwise, shall give Lessor the right to reevaluate the requirements of this Lease as stated in Section 3 Paragraph 11. Lessee shall be given at least thirty (30) days’ notice prior to the date of the Commission meeting wherein the rent modification is considered, or thirty (30) days’ notice prior to the effective date that this Lease is converted to a monetary rental, whichever provides more notice. (f) Place for Payment of Rent All rent that becomes due and payable under this Lease shall be paid to Lessor in person or by United States mail at the Sacramento Offices of the California State Lands Commission, currently at 100 Howe Avenue, Suite 100-South, Sacramento, CA 95825-8202, or at any other place or places that Lessor may designate by written notice to Lessee. Alternately, Lessee may contact Lessor’s accounting department for Lessor’s current practices for payment by credit card or electronic fund transfer. 4. BOUNDARIES This Lease is not intended to establish the State's boundaries and is made without prejudice to either party regarding any boundary or title claims which may be asserted presently or in the future. 5. LAND USE (a) General (1) Lessee shall use the Lease Premises only for the purpose or purposes stated in this Lease and only for the operation and maintenance of the Improvements expressly authorized in this Lease. Lessee shall commence use of the Lease Premises within ninety (90) days of the beginning date of this Lease or within ninety (90) days of the date set for construction to commence as set forth in this Lease, whichever is later. (2) All demolition, construction, remodeling, reconstruction, maintenance, repairs, removal, or remediation performed on the Lease Premises at any time by Lessee shall first be authorized by all appropriate Regulatory Agencies. Lessee is solely responsible for determining what approvals, authorizations, or certifications are required, and shall be solely responsible for all costs incurred thereby. In addition, Lessee shall obtain and comply with preventative or remedial measures required by any environmental reports, assessments, or inspections, including, but not limited to those required by the California Environmental Quality Act and/or the National Environmental Policy Act, or as otherwise required by law or reasonably requested by Lessor. Nothing in this Lease shall be interpreted as a pre-approval of any permit, certification, or any other precondition required for the use of the Lease Premises. (b) Continuous Use Lessee's use of the Lease Premises shall be continuous from commencement of the Lease until its expiration. Lessee's discontinuance of such use for a period of ninety (90) days shall be presumed to be an abandonment unless Lessee demonstrates to Lessor’s satisfaction that Lessee’s use of the Lease Premises is consistent with similarly situated properties. In the event of an abandonment, Lessor may elect to terminate the Lease as provided in Paragraph 12(a)(3). Abandonment of the Lease Premises shall not relieve Lessee of any obligations under this Lease. (c) Repairs and Maintenance (1) Lessor shall not be required to make any Repairs in, on, or about all or part of the Lease Premises. Lessee shall, at all times during the term of this Lease and without any cost or expense to Lessor, keep and maintain the Lease Premises, including all Improvements, in good order and repair and in a clean, safe, sanitary, and orderly condition. (2) Lessee shall make, or cause to be made, any Repairs which may be required by any Regulatory Agency. Lessee shall observe and comply with, any law, statute, ordinance, plan, regulation, resolution, or policy applicable to the Lease Premises in making such Repairs. All work shall be performed with reasonable diligence, completed within a reasonable time, and performed at the sole cost and expense of Lessee. (3) Lessee expressly accepts the Lease Premises “as is” and expressly acknowledges that: (i) Lessor has made no representations or warranties as to the suitability of the Lease Premises for any Improvements. Lessee shall conduct all tests necessary to determine the suitability of the Lease Premises for any proposed use or Improvements authorized; and (ii) Lessor has made no representations or warranties as to the quality or value of any Improvements found on the Lease Premises, or of their conformity to any applicable building codes, zoning ordinances, or other regulations. Lessee agrees to inspect any preexisting Improvements at its own cost to determine whether such Improvements are safe and suitable for the Lessee’s intended use; and (iii) Lessee shall neither be entitled to any reduction in rent, nor any extension of the terms of this Lease because of damage to or destruction of any Improvements on the Lease Premises. (iv) Lessee and Lessor agree that any Improvements on the Lease Premises constitute the personal property of Lessee and that fixture law does not apply. (4) In the event that the Lease Premises is partly, or in whole, comprised of tidal, submerged, or waterfront property, Lessee expressly accepts the hazards involved in using or improving such lands. Lessor is not responsible for, and Lessee shall not be reimbursed for nor receive any offset of rent for, any damages or reduced use of the Lease Premises caused by: local or invasive flora or fauna, flooding, erosion, sea level rise, storms, freezing, inclement weather of any kind, acts of god, maintenance or failure of protective structures, and any other such hazards. (d) Additions, Alterations, and Removal No Improvements other than those expressly authorized in this Lease shall be constructed by the Lessee on the Lease Premises without the prior written consent of Lessor. Any Additions or Alterations are expressly prohibited. Lessee is also prohibited from any Additions or Alterations which cause a material change to the environmental impact on or around the Lease Premises. (e) Enjoyment This Lease is non-exclusive, and is subject to the provisions of Section 3, Paragraph 6 below. Lessee shall have the right to exclude persons from the Lease Premises only when their presence or activity constitutes a material interference with Lessee's use and enjoyment of the Lease Premises. (f) Discrimination Lessee, in its use of the Lease Premises, shall not discriminate against any person or class of persons on any basis protected by federal, state, or local law, including: race, color, creed, religion, national origin, sex, sexual orientation, gender identity, age, marital/parental status, veteran status, or disability. (g) Residential Use Unless otherwise provided for in this Lease, no portion of the Lease Premises shall be used as a location for a Residence, for the purpose of mooring or maintaining a structure which is used as a Residence, or for Residential Uses. (h) Commercial Use Unless otherwise provided for in this Lease, the Lease Premises is to be used by Lessee and Lessee’s invitees or guests only. Use of the Lease Premises for commercial purposes; conducting a business, whether for profit or otherwise; and any subleasing, rental, or any transaction whereby Lessee directly or indirectly receives compensation from a third party in exchange for use of the Lease Premises shall constitute an immediate Default of this lease with no cure period. 6. RESERVATIONS, ENCUMBRANCES, AND RIGHTS-OF-WAY (a) Reservations (1) Lessor expressly reserves all natural resources in or on the Lease Premises, including but not limited to timber, minerals, and geothermal resources as defined under Public Resources Code sections 6401, 6407, and 6903, respectively; the right to grant and transfer the same; as well as the right to grant leases in and over the Lease Premises which may be necessary or convenient for the extraction of such natural resources. Such leasing shall be neither inconsistent nor incompatible with the rights or privileges of Lessee under this Lease. (2) Lessor expressly reserves a right to go on the Lease Premises and all Improvements for any purposes associated with this Lease or for carrying out any function required by law, or the rules, regulations, or management policies of the State Lands Commission. Lessor shall have a right of reasonable access to the Lease Premises across Lessee owned or occupied lands adjacent to the Lease Premises for any purpose associated with this Lease. (3) Lessor expressly reserves to the public an easement for convenient access across the Lease Premises to other State-owned lands located near or adjacent to the Lease Premises and a right of reasonable passage across and along any right-of-way granted by this Lease; however, such easement or right-of-way shall be neither inconsistent nor incompatible with the rights or privileges of Lessee under this Lease. (4) Lessor expressly reserves the right to lease, convey, or encumber the Lease Premises, in whole or in part, during the Lease term for any purpose not inconsistent or incompatible with the rights or privileges of Lessee under this Lease. (b) Encumbrances The Lease Premises may be subject to pre-existing contracts, leases, licenses, easements, encumbrances, and claims and is made without warranty by Lessor of title, condition, or fitness of the land for the stated or intended purpose. 7. RULES, REGULATIONS, AND TAXES (a) Lessee shall comply with and be bound by all presently existing or subsequently enacted rules, regulations, statutes or ordinances of the State Lands Commission or any Regulatory Agency. Occupancy or use of the Lease Premises provides no exemption from applicable regulations including, but not limited to, federal, state, county and local regulations, regulations promoting public health, safety, or welfare, building codes, zoning ordinances, and sanitation regulations. Lessee expressly acknowledges that Regulatory Agencies have jurisdiction over the Lease Premises unless such laws are in direct conflict with state law or public trust principles. (b) Lessee understands and agrees that a necessary condition for the granting and continued existence of this Lease is that Lessee obtains and maintains all permits or other entitlements. Lessee expressly acknowledges that issuance of this Lease does not substitute for, or provide preference in obtaining authorizations from other Regulatory Agencies. (c) Taxes (1) In addition to the rent due under this Lease, Lessee accepts responsibility for and shall pay any and all real and personal property taxes, including possessory interest taxes, assessments, special assessments, user fees, service charges, and other charges of any description levied, imposed on, assessed, or associated with the leasehold interest, Improvements on the Lease Premises, any business or activity occurring on the Lease Premises, the Lease Premises itself, or any portion thereof, levied by any governmental agency or entity. Such payment shall not reduce rent due Lessor under this Lease and Lessor shall have no liability for such payment. (2) In the event that this Lease commences, terminates or expires during a tax year, Lessee shall pay the taxes for the period of such year during which this Lease was in effect. (3) Any and all taxes and assessments and installments of taxes and assessments required to be paid by Lessee under this Lease shall be paid when due and the official and original receipt for the payment of such tax, assessment, or installment shall be delivered to Lessor upon request. (4) Lessee shall indemnify and hold Lessor, the Lease Premises, and any Improvements now or hereafter located thereon, free and harmless from any liability, loss, or Damages resulting from any taxes, assessments, or other charges required by this Lease to be paid by Lessee and from all interest, penalties, and other sums imposed thereon and from any sales or other proceedings to enforce collection of any such taxes, assessments, or other charges. 8. INDEMNITY (a) Lessee’s use of the Lease Premises and any Improvements thereon is at Lessee’s sole and exclusive risk. (b) In addition to any other obligation to indemnify Lessor as otherwise provided in this Lease, except to the extent caused by the sole negligence and/or willful misconduct of the Lessor, Lessee shall indemnify, hold harmless, and, at the option of Lessor, defend Lessor, its officers, agents, and employees from any and all Damages resulting from Lessee’s occupation and use of the Lease Premises. Lessee shall reimburse Lessor in full for all reasonable costs and attorneys’ fees, specifically including, without limitation, any Damages arising by reason of: (1) The issuance, enjoyment, interpretation, Breach, or Default of this Lease; (2) The challenge to or defense of any environmental review upon which the issuance of this Lease is based; (3) The death or injury of any person, or damage to or destruction of any property from any cause whatever in any way connected with the Lease Premises, or with any of the Improvements or personal property on the Lease Premises; (4) The condition of the Lease Premises, or Improvements on the Lease Premises; (5) An act or omission on the Lease Premises by Lessee or any person in, on, or about the Lease Premises; (6) Any work performed on the Lease Premises or material furnished to the Lease Premises; (7) Lessee’s failure to comply with any material legal or other requirement validly imposed on Lessee or the Lease Premises by a Regulatory Agency. (c) The reimbursement provisions of this Paragraph 8 shall not apply to any claims, litigation, or other actions which may be brought by either Lessee or Lessor against each other. (d) Nothing in this paragraph shall be construed as requiring that Lessor defend itself against all or any aspect of any challenge to this Lease or any associated environmental review. However, Lessee may take whatever legal action is available to it to defend this Lease or any associated environmental review against any challenge by a third party, whether or not Lessor chooses to raise a defense against such a challenge. (e) Lessee shall notify Lessor immediately in case of any accident, injury, or casualty on the Lease Premises. 9. INSURANCE (a) Lessee shall obtain and maintain in full force and effect during the term of this Lease comprehensive general liability insurance and property damage insurance, with such coverage and limits as may be reasonably requested by Lessor from time to time, but in no event for less than the sum(s) specified against any and all claims or liability arising out of the ownership, use, occupancy, condition, or maintenance of the Lease Premises and all Improvements. (b) The insurance policy shall identify the Lease by its assigned number. The specific Improvements shall also be generally identified, as well as their location on state owned property. The coverage provided shall be primary and non-contributing. Lessee shall keep such policy current. Lessor shall be named as a “certificate holder” and/or an “additional interest” on the policy. Lessee shall provide Lessor with a current certificate of insurance at all times. At Lessor’s request, Lessee shall provide a full copy of the current insurance policy, along with any and all endorsements or other such documents affecting the coverage. Lessor will not be responsible for any premiums or other assessments on the policy. (c) The insurance coverage specified in this Lease shall be in effect at all times during the Lease term and subsequently until Lessor has either accepted all of the Lease Premises as improved or restored by Lessee as provided elsewhere in this Lease. Lessee shall notify Lessor within five (5) business days if the insurance is canceled for any reason. 10. SURETY BOND (a) When required by Section 1 of this Lease, Lessee shall provide a surety bond or other security device acceptable to Lessor, for the specified amount, and naming the State of California, California State Lands Commission as the assured, to guarantee to Lessor the faithful observance and performance by Lessee of all of the terms, covenants, and conditions of this Lease. (b) Lessor may require an increase in the amount of the surety bond or other security device to cover any additionally authorized Improvements, any modification of consideration, or to provide for inflation or other increased need for security. The surety bond or other security device may be increased on each fifth anniversary of the beginning date of this Lease. Should Lessor fail to exercise such right effective on any fifth anniversary, it may do so effective on any one (1) of the next four (4) anniversaries following such fifth anniversary without prejudice to its right to effect such modification on the next or any succeeding fifth anniversary. No such modification shall become effective unless Lessee is given at least thirty (30) days’ notice prior to the date of the Commission meeting wherein the modification of the bond or security is considered, or thirty (30) days’ notice prior to the effective date of the increase, whichever provides more notice. (c) The surety bond or other security device shall be maintained in full force and effect at all times during the Lease term and subsequently until Lessor has either accepted all of the Lease Premises as improved or restored by Lessee as provided elsewhere in this Lease. Lessee must first seek approval of Lessor before changing the type of security device used, or the bond holder. 11. ASSIGNMENT, ENCUMBRANCING OR SUBLETTING (a) Lessee shall not either voluntarily or by operation of law, assign, transfer, mortgage, pledge, hypothecate or encumber this Lease and shall not sublet the Lease Premises, in whole or in part, or allow any person other than the Lessee's employees, agents, servants and invitees to occupy or use all or any portion of the Lease Premises without the prior written consent of Lessor, which consent shall not be unreasonably withheld. (1) Notwithstanding the foregoing prohibition against transfer and assignment, the Lease may be transferred by Lessee if the transfer is caused by the death of a spouse and the full interest of the deceased spouse is transferred to a surviving spouse; or the transfer is caused by the dissolution of the marriage of Lessee and the full interest of one of the spouses is transferred to the other spouse. In the event of such a transfer, Lessor shall be notified in writing within 30 days of the transfer. (2) Notice to Lessor of Successor Trustee(s): In the event this Lease is held in trust, and the Lessee is a trustee thereof, the substitution or succession of a new trustee shall not be an assignment or transfer for the purposes of this Paragraph. Lessee (and by operation of law, any successor trustee) agrees to provide prompt notice to Lessor of any succession or substitution of trustee in accordance with Paragraph 16(c) of General Provisions, no later than sixty (60) days after the named trustee as appears on the face of this Lease becomes unable or ceases to serve as trustee for any reason. (b) The following shall be deemed to be an assignment or transfer within the meaning of this Lease: (1) If Lessee is a business entity, any dissolution, merger, consolidation or other reorganization of Lessee, or the sale or other transfer of substantially all the assets of Lessee. If Lessee is a publicly traded entity, transfers of interests in Lessee shall not constitute an assignment requiring the consent of Lessor. (2) If Lessee is a partnership, a transfer of any interest of a general partner, a withdrawal of any general partner from the partnership, or the dissolution of the partnership. (c) If this Lease is for sovereign lands appurtenant to adjoining littoral or riparian land, Lessee shall not transfer or assign its ownership interest or use rights in such adjoining lands separately from the leasehold rights granted herein without the prior written consent of Lessor. (d) If Lessee desires to assign, sublet, encumber or otherwise transfer all or any portion of the Lease Premises, Lessee shall do all of the following: (1) Give not less than 90 days’ prior written notice to Lessor; (2) Provide the name, complete business organization, operational structure, and formation documents of the proposed assignee, sublessee, secured third party, or other transferee; and the nature of the use of and interest in the Lease Premises proposed by the assignee, sublessee, secured third party or other transferee. (3) Provide the terms and conditions of the proposed assignment, sublease, or encumbrance or other transfer; (4) Provide audited financial statements for the two most recently completed fiscal years of the proposed assignee, sublessee, secured party or other transferee; and provide pro forma financial statements showing the projected income, expense and financial condition resulting from use of the Lease Premises; and (5) Provide such additional or supplemental information as Lessor may reasonably request concerning the proposed assignee, sublessee, secured party or other transferee. (6) Lessor will evaluate proposed assignees, sublessees, secured third parties and other transferees and grant approval or disapproval according to standards of commercial reasonableness considering the following factors within the context of the proposed use: the proposed party's financial strength and reliability, their business experience and expertise, their personal and business reputation, their managerial and operational skills, their proposed use and projected rental, as well as other relevant factors. (e) Lessor shall have a reasonable period of time from the receipt of all documents and other information required under this provision to grant or deny its approval of the proposed party. Lessor may reevaluate the rent, insurance and/or bond provisions of this Lease, and may condition its approval of the proposed assignment, sublease, hypothecation, mortgage, or other transfer on the party’s acceptance of the new terms. Lessee’s rights stated in this paragraph shall apply regardless of whether the proposed transfer coincides with a regular rent review period as stated in Section 3 Paragraph 3(c) above. (f) Lessee's mortgage or hypothecation of this Lease, if approved by Lessor, shall be subject to terms and conditions imposed by a separately negotiated encumbrancing agreement. (g) Upon the express written assumption of all obligations and duties under this Lease by an assignee approved by Lessor, the Lessee may be released from all liability under this Lease arising after the effective date of assignment and not associated with Lessee's use, possession or occupation of or activities on the Lease Premises; except as to any hazardous wastes, substances or materials as defined under federal, state or local law, regulation, or ordinance manufactured, generated, used, placed, disposed, stored or transported on the Lease Premises during Lessee’s tenancy. (h) If the Lessee files a petition or an order for relief is entered against Lessee, under Chapters 7, 9, 11 or 13 of the Bankruptcy Code (11 USC Sect. 101, et seq.) then the trustee or debtor-in-possession must elect to assume or reject this Lease within sixty (60) days after filing of the petition or appointment of the trustee, or the Lease shall be deemed to have been rejected, and Lessor shall be entitled to immediate possession of the Lease Premises. No assumption or assignment of this Lease shall be effective unless it is in writing and unless the trustee or debtor-in-possession has cured all Defaults under this Lease (monetary and non-monetary) or has provided Lessor with adequate assurances (1) that within ten (10) days from the date of such assumption or assignment, all monetary Defaults under this Lease will be cured; and (2) that within thirty (30) days from the date of such assumption, all non-monetary Defaults under this Lease will be cured; and (3) that all provisions of this Lease will be satisfactorily performed in the future. (i) In the event of any transfer or assignment, under this Paragraph 11 or by any other means authorized by this Lease, the Lease terms shall be for the remaining years existing on the Lease prior to the transfer or assignment. A transfer or assignment shall not extend the term of this Lease. 12. DEFAULT AND REMEDIES (a) Default The occurrence of any one or more of the following events shall immediately and without further notice constitute a Default of this Lease: (1) Lessee's failure to make any payment of rent, royalty, or other consideration as required under this Lease; or (2) Lessee's failure to obtain or maintain liability insurance or a surety bond or other security device as required under this Lease; or (3) Lessee's abandonment of the Lease Premises (including the covenant for continuous use as provided for in Paragraph 5(b)) during the Lease term; or (4) Lessee's failure to obtain and maintain all necessary governmental permits or other entitlements; or (5) The maintenance of the Lease Premises in violation of, or failure to comply with, any applicable provisions of any Regulatory Agency, Environmental Law, or maintenance of the Lease Premises in a condition constituting nuisance; or (6) Lessee’s Failure to commence to construct and to complete construction of the Improvements authorized by this Lease within the time limits specified in this Lease. (7) Lessee is found to sublet or otherwise surrender daily management and control of the Lease Premises to a third party without the knowledge, expressed written consent or authorization of the Lessor. (b) Lessee's failure to observe or perform any other term, covenant, or condition of this Lease when such failure shall continue for a period of thirty (30) days after Lessor's giving written notice shall constitute a Default of this lease. However, if the nature of Lessee's Default under this paragraph is such that more than thirty (30) days are reasonably required for its cure, then Lessee shall not be deemed to be in Default if Lessee commences such cure within such thirty (30) day period and diligently proceeds with such cure to completion. (c) Should Lessee Breach any term, covenant, or condition of this Lease under Paragraph 12(b) above three (3) times in any three hundred and sixty-five (365) day period, the third Breach will be a Default under this Lease and Lessor will be entitled to immediately terminate this Lease, and take other appropriate action. Lessor will provide written notice of each Breach as provided above, and provide written notice that future Breaches will constitute immediate Default with no cure period. (d) Remedies In the event of a Default by Lessee and Lessee's failure to cure such Default if such a cure period is applicable, Lessor may at any time and with or without notice do any one or more of the following in addition to any rights or remedies permitted by law: (1) Re-enter the Lease Premises, remove all persons and property, and repossess and enjoy such premises; or (2) Terminate this Lease and Lessee's right of possession of the Lease Premises by any lawful means. The termination shall not relieve Lessee of any obligation, monetary or otherwise, which has accrued prior to the date of termination. Such termination shall be effective upon Lessor's giving written notice and upon Lessee’s receipt of such notice. Lessee shall immediately surrender possession of the Lease Premises to Lessor. Lessor shall be entitled to recover from Lessee all amounts to which Lessor is entitled pursuant to Section 1951.2 of the California Civil Code, or any other provision of law, including any necessary Repair, renovation, alteration, remediation, or removal of Improvements; or (3) Maintain this Lease in full force and effect and recover any rent, royalty, or other consideration as it becomes due without terminating Lessee's right of possession regardless of whether Lessee shall have abandoned the Lease Premises, subject to the conditions imposed by Cal. Civil Code § 1951.2; or (4) Exercise any other right or remedy which Lessor may have at law or equity. (e) Determination of Rental Value If rent under this Lease is calculated as a percentage of Lessee’s income attributable to the Lease Premises and Lessee abandons the Lease Premises during some or all of the applicable period, then the reasonable rental value shall be the percentage of proceeds Lessor would have received had Lessee operated the Lease Premises in the usual and customary manner. (f) Waiver of Rights The failure or delay of either party to exercise any right or remedy shall not be construed as a waiver of such right or remedy or any Breach by the other party. Lessor’s acceptance of any rent shall not be considered a waiver of any preexisting Breach by Lessee other than the failure to pay the particular rent accepted regardless of Lessor’s knowledge of the preexisting Breach at the time rent is accepted. 13. RESTORATION OF LEASE PREMISES AND ENVIRONMENTAL MATTERS (a) Restoration of Lease Premises (1) Upon expiration or sooner termination of this Lease, Lessee must immediately surrender possession of the Lease Premises to Lessor. Prior to the time of surrender, Lessee must remove all or any Improvements together with the debris and all parts of any such Improvements at its sole expense and risk, regardless of whether Lessee actually constructed or placed the Improvements on the Lease Premises; or Lessor, at its sole and absolute discretion, may itself remove or have removed all or any portion of such Improvements at Lessee's sole expense. Lessor may waive all or any part of this obligation in its sole discretion if doing so is in the best interests of the State. (2) As a separate and related obligation, Lessee shall restore the Lease Premises as nearly as possible to the conditions existing prior to the installation or construction of any Improvements. For purposes of this Lease, restoration includes removal of any landscaping; removal of any Hazardous Materials; and to the extent possible, undoing any grading, fill, excavation, or similar alterations of the natural features of the Lease Premises. Lessor may waive all or any part of this obligation in its sole and absolute discretion. (3) Unless otherwise provided for in this Lease, Lessee shall submit to Lessor no later than two (2) years prior to the expiration of this Lease either: (a) an application and minimum expense deposit for a new lease for the continued use of the Lease Premises, or (b) a plan for the restoration of the Lease Premises to be completed prior to the expiration of the lease term together with a timeline for obtaining all necessary permits and conducting the work prior to the expiration of this Lease. (4) In removing any or all Improvements, or conducting any restoration work, Lessee shall be required to obtain any permits or other governmental approvals as may then be required by any Regulatory Agency, including, without limitation, any Environmental Law. (5) Lessor may, upon written notice, in its sole and absolute discretion, accept title to any or all Improvements at the termination of this Lease. Lessor shall notify Lessee that Lessor intends to take title to any or all Improvements within six (6) months of Lessee submitting a plan for restoration under Paragraph 13(a)(3)(b) above. If Lessor elects to take title to any such Improvements, Lessee shall deliver to Lessor such documentation as may be necessary to convey title to such Improvements to Lessor free and clear of any liens, mortgages, loans, or any other encumbrances. Lessor shall not pay, and Lessee shall not be entitled to compensation for Lessor’s taking title to such property. (b) Environmental Matters (1) Lessee’s Obligations: (i) Lessee will not use, occupy, or permit any portion of the Lease Premises to be used or occupied in violation of any Environmental Law. Lessee shall not manufacture or generate or store Hazardous Material on the Lease Premises unless specifically authorized under other terms of this Lease. (ii) Lessee shall practice conservation of water, energy, and other natural resources. (iii) Lessee shall notify Lessor and the appropriate governmental emergency response agency, or agencies immediately in the event of any release or threatened release of any Hazardous Material. (2) Lessor may at any time during the Lease term require Lessee to conduct at its own expense and by a contractor approved by Lessor an independent environmental site assessment or inspection for the presence or suspected presence of Hazardous Material generated, used, placed, disposed, stored, or transported on the Lease Premises during the term of the Lease. Lessee shall provide the results of the assessment or inspection to Lessor and the appropriate governmental response agency or agencies and shall further be responsible for removing or taking other appropriate remedial action regarding such Hazardous Material in accordance with applicable Environmental Law. (3) Environmental Indemnity. Lessee shall indemnify, defend, and hold Lessor and Lessor’s, officer, appointees, volunteers, employees, agents, successors and assigns free and harmless from and against all Damages that may at any time be imposed upon, incurred by, or asserted or awarded against Lessor in connection with or arising from any Breach of Lessee’s obligations hereunder; or out of any violation by Lessee of any Environmental Law; or resulting in the imposition of any lien or claim for the recovery of any costs for environmental cleanup or other response costs relating to the release or threatened release of Hazardous Materials on the Lease Premises during the Lessee’s tenancy. This obligation shall include any prior leases between Lessor and Lessee and will continue through any periods Lessee is in holdover, unlawful detainer, or any subsequent month-to-month tenancies created by operation of law. Lessee’s obligations hereunder will survive the expiration or sooner termination of this Lease. (4) Violation of this section shall constitute grounds for termination of the Lease. Lessor, shall notify Lessee when, in Lessor’s opinion, Lessee has violated the provisions of this section. Lessee shall immediately discontinue the conduct and respond within five (5) business days. Lessee shall take all measures necessary to remedy the condition. 14. QUITCLAIM Lessee shall, upon the early termination of this Lease and at Lessor’s request, execute and deliver to Lessor in a form provided by Lessor a good and sufficient release of all rights under this Lease. Should Lessee fail or refuse to deliver such a release, Lessor may record a written notice reciting such failure or refusal. This written notice shall, from the date of its recordation, be conclusive evidence against Lessee of the termination of this Lease and all other claimants. 15. HOLDING-OVER (a) This Lease shall terminate without further notice upon the expiration of the term of this Lease. Lessee shall have removed any Improvements and completed any restoration as required by Lessor prior to the expiration of this Lease, and shall surrender possession of the Lease Premises. Any failure by the Lessee to remove Improvements, restore the Lease Premises, and/or surrender possession of the Lease Premises at the expiration or sooner termination of this Lease shall not constitute a renewal or extension and shall not give Lessee any rights in or to the Lease Premises or any part thereof except as expressly provided in this Lease. Lessee shall be deemed in unlawful detainer of the Lease Premises and Lessor shall be entitled to all resulting legal remedies. (b) Lessor may, in its sole discretion, choose to accept Rent for the Lease Premises instead of immediately taking legal action to recover possession of the Lease Premises. Any tenancy created by operation of law on Lessor’s acceptance of rent shall be deemed a month-to-month tenancy regardless of what sum or sums Lessee delivers to Lessor. Except as set forth below, any subsequent tenancy created in this manner shall be on the same terms, covenants, and conditions set forth in this Lease insofar as such terms, covenants, and conditions can be applicable to a month-to-month tenancy (c) In recognition of the increased accounting, land management, and supervisory staff time required for month-to-month tenancies, the rent for each month or any portion thereof during such holdover period shall be an amount equal to one hundred fifty percent (150%) of one-twelfth (1/12) of the total compensation for the most recent year paid. In the event this Lease does not require monetary compensation, Lessor shall have the right to establish rent based on the fair market value of the Lease Premises. The month-to-month tenancy may be terminated by Lessee or Lessor upon thirty (30) calendar days’ prior written notice to the other. 16. ADDITIONAL PROVISIONS (a) Waiver (1) No term, covenant, or condition of this Lease and no omission, neglect, Default or Breach of any such term, covenant or condition shall be deemed to have been waived by Lessor's acceptance of a late or nonconforming performance or otherwise, unless such a waiver is expressly acknowledged by Lessor in writing. No delay or omission of Lessor to exercise any right or power arising from any omission, neglect, Default or Breach of term, covenant, or condition of this Lease shall be construed as a waiver or any acquiescence therein. (2) Any such waiver shall not be deemed to be a waiver of any other term, covenant or condition; of any successive Breaches of the same term, covenant, or condition; or of any other Default or Breach of any term, covenant or condition of this Lease. (b) Time Time is of the essence for this Lease and each and all of its terms, covenants or conditions in which performance is a factor. (c) Notice All notices required to be given under this Lease shall be given in writing, sent by U.S. Mail with postage prepaid, to Lessor at the offices of the State Lands Commission and the Lessee at the address specified in this Lease. Lessee shall give Lessor notice of any change in its name or address. (d) Consent Where Lessor's consent is required under this Lease its consent for one transaction or event shall not be deemed to be a consent to any subsequent occurrence of the same or any other transaction or event. (e) Changes This Lease may be terminated and its term, covenants, and conditions amended, revised, or supplemented only by mutual written agreement of the parties. (f) Successors The terms, covenants, and conditions of this Lease shall extend to and be binding upon and inure to the benefit of the heirs, successors, and assigns of the respective parties. (g) Joint and Several Obligation If more than one Lessee is a party to this Lease, the obligations of the Lessees shall be joint and several. (h) Captions The section and paragraph captions used in this Lease are for the convenience of the parties. The captions are not controlling and shall have no effect upon the construction or interpretation of this Lease. (i) Severability If any term, covenant or condition of this Lease is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease shall not be affected thereby, and each term and provision of this Lease shall remain valid and enforceable to the fullest extent permitted by law. (j) Representations Lessee agrees that no representations have been made by Lessor or by any person or agent acting for Lessor. Lessor and Lessee agree and acknowledge that this document contains the entire agreement of the parties, that there are no verbal agreements, representations, warranties or other understandings affecting this Lease, and Lessor and Lessee, as a material part of the consideration of this Lease, waive all claims against the other for rescission, damages, or otherwise by reason of any alleged covenant, agreement or understanding not contained in this Lease. (k) Gender and Plurality In this Lease, the masculine gender includes both the feminine and neuter, and the singular number includes the plural whenever the context so requires. (l) Survival of Certain Covenants All covenants pertaining to bond, insurance, indemnification, restoration obligations, Breach, Default, and remedies shall survive the expiration or earlier termination of this Lease until Lessee has fulfilled all obligations to restore the Lease Premises as required by this Lease. (m) Counterparts This agreement may be executed in any number of counterparts and by different parties in separate counterparts. Each counterpart when so executed shall be deemed to be an original and all of which together shall constitute one and the same agreement. (n) Delegation of Authority Lessor and Lessee acknowledge Lessor as defined herein includes the Commission Members, their alternates or designees, and the staff of the Commission. The ability of staff of the Commission to give consent, or take other discretionary actions described herein will be as described in the then-current delegation of authority to Commission staff. All other powers are reserved to the Commission. STATE OF CALIFORNIA - STATE LANDS COMMISSION LEASE NO. PRC 3979.1 This Lease shall become effective only when approved by and executed on behalf of the State Lands Commission of the State of California and a duly executed copy has been delivered to Lessee. The submission of this Lease by Lessor, its agent or representative for examination by Lessee does not constitute an option or offer to lease the Lease Premises upon the terms and conditions contained herein, or a reservation of the Lease Premises in favor of Lessee. Lessee's submission of an executed copy of this Lease to Lessor shall constitute an offer to Lessor to lease the Lease Premises on the terms and conditions set forth herein. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the date hereafter affixed. LESSEE: SOUTH BAY YACHT CLUB By: ____________________________ Title: ____________________________ Date: ____________________________ ACKNOWLEDGEMENT LESSOR: STATE OF CALIFORNIA STATE LANDS COMMISSION By: ____________________________ Title: ____________________________ Date: ____________________________ This Lease was authorized by the California State Lands Commission on _______________________________ (Month Day Year) 1 140728 sdl 00710422 Ordinance No. Ordinance of the Council of the City of Palo Alto Amending Sections 12.04.020, 12.04.030, and 12.04.040 of Chapter 12.04 And Section 12.20.010 of Chapter 12.20 of Title 12 of Palo Alto Municipal Code To Add Definitions, Include the Palo Alto Airport in Definitions, and Permit Adoption of Palo Alto Airport Fees and Charges by Resolution The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. Section 12.04.020 of Chapter 12.04 of Title 12 of the Palo Alto Municipal Code is amended to read, as follows: 12.04.020 Person. The term “person” shall mean an individual, a sole proprietor, a receiver, a trustee, a general partnership, a limited partnership, a limited liability partnership, a joint venture, a firm, an unincorporated association, a syndicate, a club, a society, a trust, a private corporation, a public corporation, a limited liability company, a municipal corporation, a county, a state, a national government, a county, state or federal agency, board or commission, a joint powers authority, a water district, a municipal utility district, a public utility district, a political subdivision, a school district, a drainage, irrigation, level, reclamation or a water conservation district, a mosquito abatement district, or a flood control district, whether acting for himself, herself, or itself or in any representative capacity.” SECTION 2. Section 12.04.030 of Chapter 12.04 of Title 12 of the Palo Alto Municipal Code is amended to read, as follows: 12.04.030 Public works. The term “public works” shall mean structures, utilities and appurtenances on, above or below the ground level which shall have been or are to be installed, constructed or reconstructed for the use or convenience of the general public or the residents of the area served by the public works, including, but not limited to, streets, sidewalks, surface and subsurface storm drainage facilities, sanitary sewage facilities, runways, taxiways and aprons or other parts of a general aviation airport, gas, water, electric, broadband, fiber optics and communications services equipment or facilities, easements, street signs and drainage grades of private properties abutting or having any effect upon the public works.” SECTION 3. Section 12.04.040 of Chapter 12.04 of Title 12 of the Palo Alto Municipal Code is amended to read, as follows: 2 140728 sdl 00710422 12.04.040 Utility or utilities or public utility or public utilities. The term “utility” or ”utilities” or “public utility” or “public utilities” shall mean and include any water, gas, sewer, refuse, storm drain, electric, general aviation airport, broadband, fiber optics or communication service and all persons supplying the same.” SECTION 4. Section 12.20.010 of Chapter 12.20 of Title 12 of the Palo Alto Municipal Code is amended to read, as follows: 12.20.010 Council to adopt rules and regulations. The city council may by resolution adopt rules and regulations governing utility, utilities, public utility, or public utilities services other than communications services in the city and the fees and charges therefor. Every person supplied with utility, utilities, public utility, or public utilities services by the city shall be considered as having expressed consent to be bound by those rules and regulations. It is unlawful for any person to disobey or fail to observe any rule, regulation or rule and regulation.” SECTION 5. The Council finds that the amendments to Sections 12.04.020, 12.04.030, and 12.04.040 of Chapter 12.04 of Title 12 and Section 12.20.010 of Chapter 12.20 of Title 12of the Palo Alto Municipal Code do not meet the definition of a project under the California Environmental Quality Act pursuant to California Public Resources Code Section 21065 and, therefore, no environmental impact assessment is necessary. // // // // 3 140728 sdl 00710422 SECTION 6. This ordinance shall become effective upon the expiration of thirty (30) days from its passage. INTRODUCED: PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ Senior Assistant City Attorney City Manager ____________________________ Director of Public Works Approved and adopted by Santa Clara County Board of Supervisors on March 27th, 2001. County of Santa Clara Airport Rules and Regulations Approved and adopted by Santa Clara County Board of Supervisors on March 27th, 2001. County of Santa Clara Eff. 3/27/01 Page 1 of 26 Table of Contents ABBREVIATIONS AND DEFINITION 3 GENERAL 8 2.1 JURISDICTION...................................................................................................8 2.2 MANAGEMENT OF PUBLIC...................................................................................8 2.3 SEVERABILITY ..................................................................................................8 2.4 COMMERCIAL USE AUTHORIZATION REQUIRED ......................................................8 2.5 VARIANCE........................................................................................................8 2.6 WAIVER OF LIABILITY .........................................................................................8 2.7 FEES ..............................................................................................................9 2.8 ADVERTISEMENTS.............................................................................................9 2.9 CONDUCT ........................................................................................................9 2.10 SMOKING.........................................................................................................9 2.11 PRESERVATION OF PROPERTY ............................................................................9 2.12 ANIMALS (INCLUDING PETS)..............................................................................10 AERONAUTICAL OPERATIONS 11 3.1 GENERAL ......................................................................................................11 3.2 PUBLIC USE...................................................................................................11 3.3 LICENSES AND REGISTRATIONS .........................................................................11 3.4 AIRPORT CLOSURE .........................................................................................11 3.5 ACCIDENTS & DISABLED AIRCRAFT....................................................................11 3.6 ENGINE STARTING/RUN-UP...............................................................................11 3.7 LANDINGS AND TAKEOFFS ................................................................................12 3.8 TAXIING OPERATIONS ......................................................................................12 3.9 NOISE ABATEMENT..........................................................................................12 3.10 AIRCRAFT PARKING.........................................................................................12 3.11 WASHING AND MAINTENANCE OF AIRCRAFT ........................................................12 3.12 ULTRALIGHT OPERATIONS ................................................................................13 3.13 MOTORLESS AIRCRAFT OPERATIONS .................................................................13 3.14 PARACHUTE OPERATIONS ................................................................................13 3.15 HELICOPTER OPERATIONS................................................................................13 3.16 KITES, BALLOONS, MODEL AIRCRAFT AND ROCKETS ............................................13 GROUND VEHICLE OPERATIONS 14 4.1 OPERATOR REQUIREMENTS..............................................................................14 4.2 VEHICLE REQUIREMENTS .................................................................................14 4.3 VEHICLE OPERATIONS .....................................................................................14 4.4 RIGHT-OF-WAY...............................................................................................15 4.5 VEHICLE PARKING...........................................................................................15 4.6 VEHICLE REPAIRS ...........................................................................................15 4.7 VEHICLE REMOVAL .........................................................................................15 SAFETY, SECURITY, AND ENVIRONMENTAL PROTECTION 16 5.1 FIRE HAZARDS ...............................................................................................16 5.2 FIRE EQUIPMENT ............................................................................................16 5.3 AIRCRAFT FUELING OPERATIONS.......................................................................16 5.4 FUEL SPILLS ..................................................................................................17 5.5 CLEANING FLUIDS ...........................................................................................17 5.6 AIRCRAFT DOPING AND PAINTING......................................................................17 5.7 DISPOSAL OF TOXICANTS/POLLUTANTS ..............................................................18 5.8 SANITATION ...................................................................................................18 5.9 RESTRICTED AREAS........................................................................................18 Airport Rules and Regulations Page 2 of 26 Eff. 3/27/01 5.10 AIRCRAFT SECURITY........................................................................................18 5.11 TENANT SECURITY ..........................................................................................18 AVIATION FUEL DISTRIBUTION AND PERMITS 19 6.1 APPROVED AVIATION FUELS..............................................................................19 6.2 AVIATION FUEL DISTRIBUTION RESTRICTIONS. .....................................................19 6.3 FBO RETAIL FUELING PERMIT...........................................................................19 6.4 SELF-FUELING................................................................................................19 6.5 BULK DELIVERY OF AVIATION FUELS...................................................................19 HANGAR, SHELTER AND TIE-DOWN WAITING LISTS 20 7.1 GENERAL.......................................................................................................20 7.2 APPLICATION PROCEDURES ..............................................................................20 7.3 ASSIGNMENT OF STORAGE SPACES....................................................................20 7.4 OPTIONAL REQUEST TO BE PLACED IN AN INACTIVE STATUS ON A WAITING LIST.......20 7.5 REMOVAL FROM THE WAITING LIST.....................................................................21 7.6 REMAINING ON THE WAITING LIST FOR UPGRADE OF SPACE...................................21 APPENDIX I – AIRPORT MAPS 22 APPENDIX II – SPECIALIZED AERONAUTICAL ACTIVITIES 24 APPENDIX III – SPECIAL EVENTS 25 EXHIBIT 1 - AIRCRAFT ACCIDENT/INCIDENT REPORT 26 County of Santa Clara Eff. 3/27/01 Page 3 of 26 Abbreviations and Definition Accident. See Aircraft Accident Aeronautical Activity. Any activity which involves, makes possible, or is required for the operation of aircraft, or which contributes to or is required for the safety of such operations, e.g. air taxi and charter operations, scheduled or nonscheduled air carrier services, pilot training, aircraft rental and sightseeing, aerial photography, crop dusting, aerial advertising and surveying, aircraft sales and service, aircraft storage, sale of aviation petroleum products, repair and maintenance of aircraft, sale or aircraft parts, parachute activities, ultralight activities. Aircraft (also Airplane, Balloon, Ultralight, Helicopter). Any device or contrivance now known or hereafter invented, that is used or intended to be used for flight in the air. Aircraft Accident. Any occurrence associated with the operation of an aircraft which takes place between the time any person boards the aircraft with the intention of flight and all such person have disembarked, and in which any person suffers death or serious injury, or in which the aircraft receives substantial damage. Aircraft Emergency. A problem or condition involving an aircraft in flight or on the ground that could endanger lives or property. Aircraft Incident. See Incident. Aircraft Maintenance. The repair, adjustment or inspection of an aircraft by a pilot, owner or mechanic other than the routine cleaning, upkeep and servicing of an aircraft in preparation for flight. Minor repairs are characterized as normal, routine annual inspection with attendant maintenance, repair, calibration or adjustment or repair of aircraft and their accessories. Major repairs are characterized as major alterations to the airframe, power plant, propeller and accessories as defined in Part 43 of the FARs. Aircraft Operation. An aircraft takeoff, landing, touch and go, stop and go, low approach and/or missed approach. Aircraft Ramp. See Apron Aircraft Support and Service Vehicles. Those motor vehicles routinely used on the AOA for service, maintenance and aircraft support such as maintenance trucks, fuel trucks, and aircraft towing vehicles. Privately owned vehicles operated by persons with based aircraft are excluded. Airplane. See Aircraft Air Operations Area (AOA). That area of the airport used or intended to be used for landing, takeoff, or surface maneuvering of aircraft. The AOA includes the active runways, taxiways, taxilanes, apron, ramp and turf areas. Part of the AOA is in the restricted area. Airport. All the areas comprising any one of the three County facilities designed and used for general aviation purposes. Airport Authority. The County of Santa Clara Roads & Airports Department, Airports Division, authorized under the laws of the State of California. Airports Director. The Director of County Airports or his/her designee. The term “Airport Director” as herein used, shall include airport personnel duly designated to represent the Airport Director and to act on behalf of the Airport Director for the enforcement of these regulations to ensure the efficient, proper Airport Rules and Regulations Page 4 of 26 Eff. 3/27/01 and safe operation of the airport, but only to the extent authorized by law or properly delegated by the Airport Authority and/or Airport Director. Airport Rules and Regulations (AR&R). A document adopted and formally approved by the County Board of Supervisors within which are detailed provisions for the safe, orderly and efficient operation of the County airports. Apron. An area of the airport designated for aircraft surface maneuvering, parking, fueling, servicing and enplaning/deplaning passengers. Air Traffic Control (ATC). A service provided by the FAA to promote the safe, orderly and expeditious flow of air traffic. Air Traffic Control Tower (ATCT). The facility from which the FAA provides air traffic control services. Aviation-related activity. Any activity conducted on airport property that provides service and support to airport users. The following are examples of what are considered aviation-related activities as opposed to aeronautical activities; they include but are not limited to ground transportation, restaurants, auto parking lots, concessions, etc. AVGAS. Any approved aviation grade of fuel for reciprocating engine-powered aircraft authorized by the FAA. AVJET. Any approved kerosene grade of fuel for turbine engine-powered aircraft authorized by the FAA. Balloon. See Aircraft Based Aircraft. Any aircraft whose “home base” or “permanent residency” is identified with a specific airport. Commercial Operator Permit. The legal agreement between the Airport Authority and a commercial aviation business provider that may or may not be a tenant of the Airport Authority that authorizes the commercial aviation business to conduct business on the airport and identifies the parameters, conditions, rates and charges due to the County Airport for that right. DMV. State of California Department of Motor Vehicles. Emergency Vehicles. Vehicles that are painted, marked, lighted or escorted and used by the law enforcement (police or sheriff) or security officers, fire department, ambulance or other airport officials to carry out their daily duties or used in response to an emergency situation. Engine Run-up. The operation of an aircraft engine at power settings in excess of those power settings needed for normal taxiing of the aircraft. Engine run-ups are usually conducted at relatively high power settings in order to determine the performance of an aircraft engine. Engine Run-up Areas. Areas designated by the Airport Director that allow high power settings of an aircraft engine. These areas are indicated on the attached map. FAA. Federal Aviation Administration. FAR. Federal Aviation Regulations. Fixed Base Operator (FBO). A commercial aviation business entity which maintains facilities on the airport for the purpose of engaging in the retail sale of, or providing one or more of the following: County of Santa Clara Eff. 3/27/01 Page 5 of 26 aviation fuel(s), oil or lubricants; the sale or storage of aircraft; rental of aircraft; flight instruction and training; aircraft charter; aircraft, airframe and power plant (engine) repair; avionics sale and service, and/or aircraft line services. Fundamentally, an FBO is also defined as an airport-based aircraft service organization which operates under a lease or use agreement with an airport sponsor or operator for the specific purpose of providing aircraft retail fuel services and at least two of the four primary service areas, i.e., (1) location based services, (2) technical services, (3) flight operations, and (4) aircraft sales. Typically, a full service FBO would offer aircraft retail fuel service, transient aircraft services, and two or more types aviation services. Fuel Flowage Fee. A fee paid to the County for each gallon of fuel distributed on the airport. Fueler or Fueler Endorsement. Shall mean a motor vehicle driver that has taken and successfully completed the necessary training to transport, dispense or otherwise handle aviation fuel products in accordance within all applicable federal, state and local rules and regulations, including the rules and regulations of the County Airport, and as may be required by Airport Permit. Fuel Handling. The storage, transportation, delivery, dispensing, fueling, de-fueling and draining of aviation or motor vehicle fuel or waste aviation or motor vehicle fuel products. Fuel Storage Area. Those locations on the airport designated in writing by the Airport Director as areas in which aviation or motor vehicle fuels or any other type of fuel may be stored and used for the delivery of bulk fuels by a wholesaler or reseller of fuels. Fueling Agent. A business licensed and authorized to dispense fuel into aircraft storage facility or to accept delivery of fuel from a major oil company, fuel wholesaler or reseller at the fuel tank storage facility farm approved by the Airport Authority. At the fuel storage facility, the fueling agent will further dispense fuel from the fuel storage tanks into a mobile fuel servicing vehicles usually associated with an airport FBO’s facility licensed by the Airport. Hangar. A fully enclosed storage space for one or more aircraft. Hazardous Material. Any substance or material which has been determined to be capable of posing risk of injury to health, safety and property, including petroleum and petroleum products, and including all of those materials and substances designated as hazardous or toxic, presently or in the future, by the U.S. Environmental Protection Agency, the California Water Quality Control Board, the U.S. Department of Labor, the California Department of Industrial Relations, the California Department of Health Services, the California Health and Welfare Agency in connection with the Safe Water and Toxic Enforcement Act of 1986, the U.S. Department of Transportation, the U.S. Department of Agriculture, the U.S. Consumer Product Safety Commission, the U.S. Department of Health, Education and Welfare, the U.S. Food and Drug Administration, and any other governmental agency authorized to regulate materials and substances in the environment. Without limiting the foregoing, the term “Hazardous Materials” shall include all of those materials and substances defined as “Toxic Materials” in Section 66680 through Section 66685 of Title 22 of the California Code of Regulation, Division 4, Chapter 30, as the same may be amended from time to time. Incident. Any occurrence other than an accident, associated with the operation of an aircraft, which affects or could affect the safety of operations. License. An agreement granting occupation or use of property during a certain period in exchange for a specified rent. MOGAS. Any approved substitute grade of fuel for an aircraft with a reciprocating engine and having appropriate supplemental type certificate (STC) authorized by the FAA. Airport Rules and Regulations Page 6 of 26 Eff. 3/27/01 Movement Area. Those areas of the airport under the control of the air traffic control tower including runways, taxiways, and helipads designated and made available for the landing, take-off, and taxiing of aircraft and which require a clearance from the air traffic control tower prior to entering those areas. MPH. Miles per hour. Non-movement Area. Those areas of the airport where aircraft taxi, or are towed or pushed without radio contact with the air traffic control tower or with other aircraft. NOTAM. Notice to Airmen as issued by a representative of the Director, FAA, the Air Traffic Control Tower or other authorized official. NTSB. National Transportation Safety Board. Park or Parking. The standing of an aircraft or vehicle whether occupied or not. Permit. A written authorization issued by the Airport Authority to engage in certain specific activities or the temporary use of certain areas or facilities at the airport. Person. Shall mean an individual, firm, general or limited partnership, corporation, company, trust, limited liability corporation trust, association, or any trustee, receiver, assignee or similar representative thereof leasing, subleasing, making application for, or using any land or facility at the airport. POV. Privately owned vehicle. Ramp. See Apron Restricted Area. Those portions of the airports closed to access by the general public. Security Person. Any security service person under contract to the Airport Authority. Self-Fueling. Fueling of an aircraft on airport property, performed by the aircraft owner or operator in accordance with the airport’s reasonable standards or requirements and using fuel obtained by the aircraft owner from the source of his/her preference. Self-Service Fueling. Fueling of an aircraft by the pilot using fuel pumps installed for that purpose. The fueling facility may or may not be attended by the owner/operator of such a facility. The use of this type of facility is not considered to be Self-Fueling. Shelter. A structure intended to provide shade for a parked aircraft but which is not a fully enclosed storage space. Substantial damage. Damage or failure which adversely affects the structural strength, performance, or flight characteristics of the aircraft, and which would normally require major repair or replacement of the affected component. Engine failure or damage limited to an engine if only one engine fails or is damaged, bent fairings or cowling, dented skin, small punctured holes in the skin or fabric, ground damage to rotor or propeller blades, and damage to landing gear, wheels, tires, flaps, engine accessories, brakes, or wingtips are not considered “substantial damage” for the purpose of this part. Taxilane . An area of the airport developed and improved for the purpose of maneuvering aircraft and used for access between taxiways, ramps, aprons, and aircraft parking positions. Taxiway. An area of the airport developed and improved for the purpose of maneuvering aircraft on the ground between runways and aprons. County of Santa Clara Eff. 3/27/01 Page 7 of 26 Terminal. The primary facility or facilities at an airport through which pilots and passengers transition. Transient Aircraft. Any aircraft not permanently based at the airport. Tie-Down. An open-air aircraft storage space. Vehicle. All motorized and non-motorized conveyances, except aircraft. Airport Rules and Regulations Page 8 of 26 Eff. 3/27/01 General 2.1 Jurisdiction These Rules and Regulations apply to all users and tenants of Palo Alto Airport, Reid-Hillview Airport and South County Airport, and all improvements thereon. Any entry upon or use of any County airport or any part thereof whether with expressed permission or without is conditioned upon compliance with these Rules and Regulations; entry upon a County airport by any person shall be deemed to constitute an agreement by such person to comply with said Rules andRegulations. 2.2 Management of Public The Airport Director has the authority to take such reasonable action as may be necessary in the control and management of the airport, and in expeditiously dealing with the members ofthe public in that regard. 2.3 Severability Should any paragraph or provision of these Rules and Regulations be declared by any court of competent jurisdiction to be unconstitutional or invalid, such decision shall not affect the validity of any other rule or regulation hereunder. 2.4 Commercial Use Authorization Required No person shall utilize any portion of the airport or any building, facility or structure thereon, for revenue producing commercial activities or to solicit business or funds for any business or activity except by conducting said business operations or activities under the terms specifically authorized by a lease, sublease, permit, license or temporary permission of the Airport Director. This section shall not apply to: 1) free lance flight instructors; or 2) mechanics providing services to aircraft storage space licensees at the licensee’s assigned storage space;or 3) itinerant commercial aircraft operations. 2.5 Variance Relief from the literal requirements of these rules and regulations may be granted by the Airport Director when strict enforcement would result in practical difficulty or unnecessary hardship. Any such relief may be subject to reasonable conditions necessary to maintain the safety of fight operations, fulfill the intent of the rules and regulations and protect the public interest. 2.6 Waiver of Liability Airport lessees, tenants, and permittees, authorized to use the airport and its facilities, or to fly to, or from the same shall be at all times conditioned upon the assumption of full responsibility thereof. It shall be a further condition thereof that each person, as consideration of the use of the airport and its facilities, shall at all times release, hold harmless and indemnify the County, the Airport Director, Board and employees from and against any and all liability, responsibility, loss or damage, resulting to any such person or caused by or on his/her behalf, and incident to the manner in which airport is operated, constructed or maintained, or served from within or without, or used from without. The use of the airport by any person for any purpose, or the paying of fees thereof or the taking off or landing aircraft therein shall be itself an acknowledgment that such person accepts such privileges on the conditions set forth. Notwithstanding the foregoing, those airport users shall not be required to indemnify the County for damage occasioned by the sole negligence or willful misconduct of the County or its employees or representatives. County of Santa Clara Eff. 3/27/01 Page 9 of 26 2.7 Fees Airport fees, rates and charges shall be established and may be modified from time to time by the Board of Supervisors. 2.8 Advertisements No person or entity shall post, distribute, or display signs, advertisements, circulars, handbills or printed or written matter at the public areas of the County airports except as approved by the Airports Director. 2.9 Conduct a.No person shall commit any disorderly, obscene, indecent, or unlawful act, or commit any nuisance on the airport. b.No person shall possess an open container containing any alcoholic beverage nor consume any alcoholic beverage on any portion of the airport accessible to the general public, except by permit issued by the Director, County Airports. c.No person shall engage in gambling or gaming activity, or aid in or abet the conduct of gambling in any form, on the airport. 2.10 Smoking a. No person shall smoke inside an aircraft hangar, within 50 feet of any aircraft, fuel facility, or fuel truck, nor on an aircraft parking ramp. b. No person shall smoke in any public building or at or the entrances to any public buildings, or at any other location through which public movement may be anticipated, or at any other place on the airport where the Airport Authority specifically prohibits smoking. 2.11 Preservation of Property a. No person shall destroy, injure, damage, deface, disturb or tamper with any building, vehicle, sign, equipment, landscaping, fixture or any other structure or property on the airport. b. No person shall interfere or tamper with any aircraft or put in motion the engine of such aircraft, or use any aircraft, aircraft parts, instruments or tools, without permission of the owner/operator. c. No person shall abandon any personal property on the airport. d. Any person finding lost articles in the airport public areas shall deposit them with the Airport Administration or Operations office. e. Any property destroyed, injured, damaged or destroyed by the negligence or willful conduct of any person shall be paid for in full by the person(s) responsible for such destruction, injury or damage. Airport Rules and Regulations Page 10 of 26 Eff. 3/27/01 2.12 Animals (including pets) a.Excluding Americans with Disabilities Act (ADA) and law enforcement requirements, no person shall enter any public airport building with any animal. b No animals (excluding ADA requirements) are allowed within the AOA unless being transferred or shipped or under the control of their owner by leash, harness, restraining straps, or cage. Leashes, harnesses, and straps shall not exceed twelve (12) feet. c. Owners are responsible for the immediate removal and disposal of all waste products. County of Santa Clara Eff. 3/27/01 Page 11 of 26 Aeronautical Operations 3.1 General a. No person shall operate or maintain any aircraft at any airport except in strict conformity with all ordinances, rules and regulations of the county and the regulations of the Federal Aviation Administration. b. All aircraft shall be operated in accordance with air traffic patterns established by the County and the Federal Aviation Administration. c. Unusual performance tests of aircraft may be conducted only upon prior permission of the airport manager and only upon such conditions as the Director of County Airportsshall impose. 3.2 Public Use The runways, taxiways, aprons and ramps are open to aircraft in accordance with rules and regulations governing the operation of aircraft and the conduct of pilots as promulgated by the appropriate agencies of the United States Government, the State of California, and the Airport Authority. 3.3 Licenses and Registrations Only aircraft and persons properly licensed or otherwise authorized by the FAA or U.S. lawshall operate on or at the County airports. 3.4 Airport Closure The Airports Director shall have the authority to close a County airport or any portion of a County airport as appropriate whenever the airport or any portion thereof is unsafe foraeronautical activity. 3.5 Accidents & Disabled Aircraft a. Any person involved in an accident or incident on a County airport shall submit a report to the Airports Director using the forms contained in Exhibit 1, Accident/Incident Report. Accidents and incidents shall be reported immediately or as soon as practicable to the Airports Director. b. No person shall disturb, move, or remove any aircraft parts or other equipment found on the airport as a result of an aircraft accident until release of the aircraft or parts thereof by the NTSB or FAA and the Airports Director. c.The pilot, aircraft owner, lessee, operator, or other person having control of any abandoned or disabled aircraft on the airport shall be responsible for the prompt removal of the disabled aircraft or parts thereof as directed by the Airports Director unless required to delay such action under paragraph 3.5b. The Airport Director has the authority to direct removal or relocation of a disabled aircraft from any location onthe airport except authorized aircraft storage spaces. 3.6 Engine Starting/Run-up a. A competent person shall attend the engine and aircraft controls during engine start and runup. Airport Rules and Regulations Page 12 of 26 Eff. 3/27/01 b. Aircraft brakes shall be applied, or the aircraft shall be appropriately secured, before and during engine start and runup. c. Minimum power shall be used when operating an aircraft in the vicinity of people, buildings, and other aircraft. d. Operational checks requiring high power settings shall be performed only in designated areas. 3.7 Landings and Takeoffs a. All aircraft shall land and takeoff only on designated runways unless specifically authorized by the Airport Director. b. All takeoffs will commence at the extreme end of the runway or area authorized for use. 3.8 Taxiing Operations a. Fixed-wing aircraft taxiing operations are restricted to the designated paved runways, taxiways, aprons and ramps. b. Aircraft shall not be taxied into or out of any hangar. c. All aircraft are recommended to operate with navigation lights and landing lights on during low visibility conditions. d. No aircraft shall be taxied or engines operated at the airport where the propeller blast or exhaust will cause injury to persons or damage property. If it is impossible to taxi in compliance with the above, then the engine must be shut off and the aircraft towed to its desired destination. 3.9 Noise Abatement a.Pilots are recommended to use the Aircraft Owners and Pilots Association (AOPA) “Fly-Quiet Procedures,” National Business Aircraft Association (NBAA), or aircraft owner manual Noise Abatement Procedures consistent with safe flight operational procedures. b.All pilots are strongly encouraged to comply with Airport Noise Abatement Procedures/Policies that may be adopted for the Santa Clara County airports. 3.10 Aircraft Parking a.Aircraft parking shall be restricted to approved aircraft parking areas designated by the Airports Director. b.No aircraft shall be left unattended within airport taxilanes, marked service roads, fire lanes, or in a manner as to interfere with the movement of aircraft or emergency vehicles or hinder access to any building or structure. 3.11 Washing and Maintenance of Aircraft a.Aircraft shall be washed in approved washrack areas only, unless otherwise approved by the Airport Authority. b.An aircraft stored at a County airport under a License Agreement with the Airport Authority may be maintained in its assigned storage location provided that all County of Santa Clara Eff. 3/27/01 Page 13 of 26 maintenance activities conform to the requirements of Chapter 5 and all applicable laws and regulations. Maintenance activity performed at open-air storage spaces (i.e. tie-down and shelters) must not interfere with adjacent aircraft and the area must be kept neat and orderly at all times. 3.12 Ultralight Operations No person shall operate an ultralight aircraft at a County airport except as approved by the Airports Director, and in compliance with requirements specified in Appendix II of these Airport Rules and Regulations. 3.13 Motorless Aircraft Operations No person shall operate a motorless aircraft at a County airport except as approved by the Airports Director, and in compliance with requirements specified in Appendix II of these Airport Rules and Regulations. 3.14 Parachute Operations No person shall engage in parachute operations at a County airport except as required in an emergency or as approved by the Airports Director, and in compliance with requirements specified in Appendix II of these Airport Rules and Regulations. 3.15 Helicopter Operations The Airport Director has the authority and responsibility to designate specific runways, taxiways, or other suitable paved, unpaved or prepared surfaces for helicopter operational activity. No person shall perform practice autorotations to the airport’s paved surfaces in a helicopter with skids. 3.16 Kites, Balloons, Model Aircraft and Rockets No person shall operate or release any kite, balloon, model aircraft, rocket, or any other device into the air anywhere on or over a County airport except as approved by the Airports Director, and in compliance with requirements specified in Appendix II of these Airport Rules and Regulations. Airport Rules and Regulations Page 14 of 26 Eff. 3/27/01 Ground Vehicle Operations 4.1 Operator Requirements a.No person shall operate motorized equipment or a vehicle of any kind on the airport unless in possession of a valid operators license, where required. b.The Airports Director has authority to prohibit a person from operating a vehicle on the airport if in his/her opinion such an operation would be hazardous to persons or property. 4.2 Vehicle Requirements a.No person shall operate a vehicle on a County airport unless the vehicle is in sound mechanical order, has adequate lights, horn, brakes, and clear vision from the driver’s position. b.All motor vehicles operated on the County airports must have liability insurance as required by DMV or the Airport Authority. c.Aircraft and airport support vehicles operated by FBO’s and airport aviation businesses are encouraged to display their company name or logo on each side of the vehicle along with an appropriately sized flashing or steady-burning yellow beacon. 4.3 Vehicle Operations a.Motor vehicles shall be operated only in those areas of the airport as may be authorized by the Airport Authority (shown in Appendix 1) and under the rules established therefor. b.Except as authorized by the Airport Authority, vehicle traffic on the aircraft ramp shall use the designated service roadway to the extent possible. c.Unless otherwise authorized by the Airport Authority, no person may operate a motor vehicle above 15 MPH on any aircraft apron, ramp or taxilane. d.No person may operate a vehicle on airport runway or taxiway areas unless prior permission has been obtained from the Airport Authority. If the vehicle is not with an authorized escort, they must receive clearance from and maintain two-way communication with the ATCT (when tower is operational.) e.No vehicle shall enter the airport movement area unless equipped with an appropriately sized flashing or steady- burning yellow or amber beacon mounted on the uppermost part of the vehicle such that it is conspicuous from any direction including from the air. An orange and white checkered flag may be used in lieu of the flashing beacon for daytime activities. The flag shall be mounted so that it is conspicuous from any direction. f.Each person operating a motor vehicle on the airport shall operate it so as to have it under control at all times, weather and traffic conditions considered. County of Santa Clara Eff. 3/27/01 Page 15 of 26 4.4 Right-of-way a. Pedestrians and aircraft (including aircraft under tow) shall at all times have the right- of-way over vehicular traffic. b. All vehicles shall pass to the rear of taxiing aircraft. c. Any person operating a vehicle on any portion of the airport shall immediately yield the right-of-way to a police, fire, ambulance or other emergency vehicle giving an audible or visual signal that it is on an emergency call by stopping his/her vehicle parallel as close as possible to the right hand edge of the road, staying clear of all intersections and remaining until the emergency vehicle has stopped or passes, unless otherwise directed by an airport representative. 4.5 Vehicle Parking a. Vehicles shall be parked in designated, paved parking spaces only and in such a manner as to comply with all posted and/or painted lines, signs, and rules. b. Airport tenants are authorized to park two vehicles directly on their assigned aircraft parking location while utilizing their aircraft. c. The Airport Authority may reserve public parking lots and other areas not under lease or permit for special event use and indicate any parking restrictions by appropriate markings and/or signs. d. Aircraft-refueling vehicle shall park in only those areas designated by the Airport Authority. Fueling vehicles shall not block taxilanes. e. FBO ramp vehicles and support equipment shall be parked within the FBO leasehold area only. f. No person may park or stand a motor vehicle within 10 feet of a fire hydrant. 4.6 Vehicle Repairs No person shall wash or repair any motor vehicle on the airport except those minor repairs necessary to remove such motor vehicle from the airport, unless authorized by the Airport Authority. 4.7 Vehicle Removal The Airport Authority may tow away or otherwise move any motor vehicle on the airport that is in violation of the regulations of the airport if the Airport Authority determines that it is a nuisance or hazard. The Airports Director may charge a reasonable amount for moving and storage of the vehicle. Airport Rules and Regulations Page 16 of 26 Eff. 3/27/01 Safety, Security, and Environmental Protection 5.1 Fire Hazards a. All operations on the airport shall be conducted in accordance with National Fire Protection Association standards and applicable state and local fire codes. b. The following specific activities which potentially create fire hazards are prohibited: (1) Storing or stocking materials or equipment in such a manner as to restrict ingress to or egress from a building, restrict access to a fire extinguisher, or constitute a fire hazard. (2) No person shall operate/use a propane or charcoal type barbecue inside an aircraft hangar, within 50 feet of any aircraft, fuel facility, or fuel truck. (3) Keeping or storing flammable liquids, gases, fuels, signal flares, or other similar materials in the hangars or in any building on the airport except that such materials may be kept in an aircraft in the proper receptacles installed in the aircraft for such purpose; or as may be kept in rooms, containers orreceptacles specifically designed for storage of such materials. (4) Excluding airport operations personnel repair of airport facilities, operating a flame or spark-producing device on any part of the airport except in approved areas within FBO-leased premises is prohibited, unless authorized by the Airport Authority. No open flame/fire shall be authorized within any County aircraft hangar, any on-airport fuel storage area, or upon any components of the fuel distribution system, unless the work is required for the repair of such areas or hangars. Where such repair is required, permission shall first be obtained from the Airport Authority and shall be subject to conditions that may be imposed by the Airport Authority. 5.2 Fire Equipment No person shall tamper with any fire extinguisher equipment or airport fire protection systemsor use the same for any purpose other than fire fighting or fire prevention. 5.3 Aircraft Fueling Operations a.No person may operate a fuel truck/transfer vehicle unless such person has passed an approved training program and applicable refresher training. b.During the fueling of an aircraft, the dispensing apparatus and the aircraft must be bonded in accordance with local, state and federal codes and Uniform Fire CodeStandards. c.Fuel servicing vehicles are prohibited from parking within 50 feet of a building. d.Fuel storage areas will be properly posted with warning placards as required by the Fire Marshal and/or Airports Director. e.No person may fuel or defuel an aircraft on the airport while the aircraft is in a closed hangar or enclosed space. County of Santa Clara Eff. 3/27/01 Page 17 of 26 f.No person may start the engine of an aircraft on the airport if there is any measurable gasoline or other volatile flammable liquid on the ground underneath the aircraft that may pose a hazard. g.Each person engaged in fueling or defueling on the airport shall exercise care to prevent the overflow of fuel, and must have readily accessible adequate fire extinguishers. h.Each fueling vehicle, fuel station, Self-fueling or Self-Service Fueling facility must maintain an adequate supply of fuel absorbent material to contain a medium-size fuel spill (25 gallons or less) as prescribed by the Airport Authority. i.During the fueling or defueling of an aircraft on the airport, no person may, within 50 feet of that aircraft, use any material that is likely to cause a spark or be a source of ignition. j.Each hose, funnel, or appurtenance used in fueling or defueling an aircraft on the airport shall be maintained in a safe, sound, and non-leaking condition and shall be properly grounded to prevent ignition of volatile liquids. k. Persons involved in fueling operations shall ensure: (1) Fueling activities cease when lightning discharges occur within five miles of the airport. (2) The aircraft engine is not in operation. (3) All aircraft electrical systems, to include magnetos and master switch, are in the “off” position. (4) The aircraft’s parking brake is set, or at least one aircraft wheel is chocked, or the aircraft is secured to the ground by the two wing tie-down points. 5.4 Fuel Spills a.In the event of a fire or fuel spill exceeding one-gallon, the responsible party will notify Airport Operations immediately and ensure that the aircraft is vacated. The aircraft shall not be re-boarded until the fuel spill has been contained and cleaned up. b.Whenever a hazardous material spill or leak occurs, the owner or fueling agent of the material shall take immediate steps necessary to ensure discovery, containment, and clean-up of such release and immediately notify emergency personnel (Fire and Airport Operations) of the occurrence. 5.5 Cleaning Fluids No person shall use flammable volatile liquids for any purpose unless conducted in open air or in a properly fireproofed and ventilated room equipped with an adequate and readily accessible fire extinguisher. 5.6 Aircraft Doping and Painting Aircraft doping and painting processes shall be conducted only in accordance with all applicable Federal, State, and Local Laws, Rules and Regulations. Airport Rules and Regulations Page 18 of 26 Eff. 3/27/01 5.7 Disposal of Toxicants/Pollutants a. No person shall dispose of any oils, fuels, solvents, chemicals, or any other toxic substances or pollutants on a County airport except in receptacles provided for that purpose, nor allow them to enter the surface water, sewer, or drainage system. b. All airport users shall at all times be in full compliance with all laws and regulations of the U. S. Environmental Protection Agency and all state and local entities’ environmental requirements. 5.8 Sanitation a. No person shall dispose of any garbage, papers, rags, refuse, trash, or any other material on the airport except in receptacles provided for that purpose. b. No person shall introduce materials such as fill, building materials, etc. onto a County airport for disposal. 5.9 Restricted Areas a.Restricted Areas are established for safety and security reasons. The general public is restricted from all areas of the airport posted as RESTRICTED AREAS. b.Pilots, aircraft owners, passengers or guests going to and from aircraft, aircraft service and maintenance personnel, FAA and public safety personnel shall be permitted into the AOA ramp areas. Members of the general public may also be authorized by the Airport Director to enter the AOA. Visitors shall check in with Airport Administration prior to entering the AOA. c.Persons observed in the AOA without authorization by the Airport Director may be considered trespassing. d.Airport Operations personnel, FAA, Local Police Department, County Sheriff, and other local, state and federal law enforcement officers have the power and authority to enforce applicable laws, ordinances, rules and regulations within the airport boundaries. 5.10 Aircraft Security When the condition or mission of an aircraft requires security guards or police officers, the owner or operator of the aircraft should coordinate these requirements with the Airport Director. The owner or operator of the aircraft is responsible for obtaining and paying such required security service personnel. 5.11 Tenant Security Tenants and tenant employees are responsible for safeguarding doors, gates, and other access control devices between the AOA, airport airside and landside areas. County of Santa Clara Eff. 3/27/01 Page 19 of 26 Aviation Fuel Distribution and Permits 6.1 Approved Aviation Fuels. No person shall operate an aircraft on or at a County airport except with FAA-approved fuel. 6.2 Aviation Fuel Distribution Restrictions. The County shall provide by contract (permit or license) for the manner of distribution of aviation fuel, (i.e., AVGAS, AVJET, or MOGAS). No person, firm or corporation shall bring, store, use or distribute aviation fuel on the airport except as may be authorized in writing by the County. Any person, firm or corporation so authorized shall pay the flowage fees prescribed by County ordinance. 6.3 FBO Retail Fueling Permit The County may license an FBO master lessee to provide retail fueling on the County Airports within the requirements of the FAA grant assurances currently in force. Each licensed FBO master lessee retail fueling permittee shall maintain an approved above or below ground fuel storage tank with a minimum storage capacity of not less than 7,500 gallons. 6.4 Self-Fueling No person may conduct self-fueling activity on the airport without securing a permit from the Airport Authority. 6.5 Bulk Delivery of Aviation Fuels. a. Bulk fuel delivery (including AVGAS, AVJET, and MOGAS) is the delivery of petroleum quantities exceeding 100 gallons. Any delivery of fuel exceeding 100 gallons shall be to an approved above or below ground fuel storage facility located on an Airport master lessee property or to County airport fuel storage facilities, unless delivery is directly to an aircraft’s fuel tanks. b.Truck-to-truck delivery of aviation fuels on the County Airports is prohibited for safety and environmental reasons unless specifically authorized by Airport Authority. Airport Rules and Regulations Page 20 of 26 Eff. 3/27/01 Hangar, Shelter and Tie-Down Waiting Lists 7.1 General The Airport Authority maintains waiting lists to ensure the fair and orderly assignment of the various categories of County-owned aircraft storage spaces (i.e., hangars, shelters, and tie- downs) unless the supply of a particular category of space exceeds demand. The Airport Operations Supervisor for each airport shall maintain the Master Waiting Lists for that airport and post copies of the lists in the public area(s) of the airport. 7.2 Application Procedures In order to be placed on a waiting list for a particular category of space, Applicant shall submit to the Director a completed “Waiting List Sign Up Sheet” and all fees required by the County Ordinance Code sections applicable to aircraft parking and storage waiting list charges. All applicable fees shall be paid with cash, personal check, or money order. If the applicant desires a specific type of space within a category (e.g. box hangar or taxi-in tie-down), applicant shall so designate on the application, and the Director shall contact the applicant only when the type of space desired is available for assignment to the applicant. If the applicant does not designate a specific type of space on the application, the Director shall contact the applicant when any type of space in the category is available for assignment 7.3 Assignment of Storage Spaces When a space becomes available for assignment, the Airport Operations Supervisor shall attempt to contact the first eligible Applicant on the waiting list to make arrangements to examine the available space. In the event that the first eligible Applicant cannot be reached, a phone message will be left if possible. If it is not possible to leave a message, the Airport Operations Supervisor will make a minimum of three calls over a seven-day period in an effort to contact the Applicant. If contact has not been established after seven days, the Airport Operations Supervisor will attempt to contact the next eligible Applicant on the list. Therefore, applicants are highly encouraged to provide Airport Operations with a current phone number. Applicants who will not be reachable during any seven-day period are also encouraged to provide Airport Operations with an advance decision on whether they will accept a space offered during their absence or leave instructions with an individual who may be receiving messages in the Applicant’s absence. If an eligible Applicant is either unable to be contacted or declines the space offered after being contacted, Airports staff shall notate on the Applicant’s Waiting List Sign Up Sheet the space offered and the date declined. The Applicant’s current position on the list shall be retained after the first and second spaces offered are declined. The Applicant shall be removed from the waiting list if the third space offered is declined. 7.4 Optional Request To Be Placed in an Inactive Status on a Waiting List Since available spaces must be offered to applicants in the order of the applicants’ position on the waiting list (i.e. in sequence), significant time and effort is required to assign an available space if the waiting list contains applicants near the top of the list who are not ready to accept assignment. Applicants who are not ready to accept assignment of an available space but wish to avoid being removed from the waiting list under Section 7.3 may request to be placed in an inactive status. While in an inactive status the Applicant will not be offered any type of available space but will retain his or her position on the list indefinitely. County of Santa Clara Eff. 3/27/01 Page 21 of 26 The Applicant’s request to be placed in an inactive status shall be made in writing, shall specify the waiting list(s) for which the request is being made, shall be effective when received by Airports Administration, and shall remain in effect until withdrawn in writing by the Applicant. In no case shall the request be withdrawn within six months of submission. The request to be placed in an inactive status does not affect the number of times an applicant is permitted to decline spaces offered before being removed from the waiting list. For example, if an applicant declines an offered space one time prior to being placed in an inactive status, the applicant is eligible for two more offers after changing back to active status. 7.5 Removal from the Waiting List An applicant shall be removed from the waiting list upon: · Written request by the applicant to be removed; or · Acceptance by the Applicant of an offered space unless the Applicant elects to remain on the waiting list for a future upgrade of space as discussed in Section 7.6; or · Applicant’s third decline of an offered space Upon removal from the waiting list, the deposit less the administration fee shall be refunded or credited towards the Applicant’s account as appropriate. 7.6 Remaining on the Waiting List for Upgrade of Space After accepting a space and signing a License Agreement, a Licensee may retain the same position on the waiting list for a future upgrade of space. Remaining on the list requires the deposit amount to be retained by Airport Administration. Licensees electing to remain on the waiting list for a future upgrade of space shall designate the specific type of space desired. All policies and procedures contained in this Chapter for assignment of spaces apply to Licensees remaining on the waiting list for a future upgrade of space. Airport Rules and Regulations Page 22 of 26 Eff. 3/27/01 Appendix I – Airport Maps County of Santa Clara Eff. 3/27/01 Page 23 of 26 South County Airport Rules and Regulations Page 24 of 26 Eff. 3/27/01 Appendix II – Specialized Aeronautical Activities 1. Specialized Aeronautical Activities including the following require coordination and regulation through the office of the Airport Director: · Ultralight Aircraft · Hot Air Balloons · Glider (non-powered) · Parachute Drops 2. Because of the substantial fees charged by insurance underwriters for liability coverage of ultralight aircraft at County Airports, routine operation of ultralight aircraft is discouraged by the Airport Authority. 3. Operation of ultralight aircraft into the airport traffic area, landing, parking and take-off of ultralight aircraft require prior coordination and written approval from the Airport Director. 4. The Airport Director has the authority and responsibility to approve/disapprove requests for use of the airport facilities for hot air balloon launches, experimental aircraft tests, home-built aircraft tests and parachute drops when the parachute landing zone is on airport property. 5. The Airport Director will coordinate these activities with the air traffic control tower manager, when appropriate. 6. The owner/operator of such specialized aeronautical equipment may be limited by the Airport Director to launching, testing, high speed taxi or parachute landing to/from specific sites on the airport. Those sites may be runways, portions of runways, taxiways, clear zones or other airport property. Specific site location may also be limited by designated time of day use. 7. Proof of liability insurance in an amount required by ordinance or approved by the County Risk Manager is required. County of Santa Clara Eff. 3/27/01 Page 25 of 26 Appendix III – Special Events Activities Regulated by Airport Management 1. Special Events including the following require an application be field with the Airport Authority 45days in advance of the requested event: · Airport Day · Air Shows · Balloon Festivals · Air Races · War Bird Shows · Fly-In Meets · Parachute Team Demonstrations 2. The Airport Authority must officially approve all special events. 3. The special event sponsor may be required to obtain liability insurance for the event. The insurance policy will identify the County and it’s officers, agents and employees as a “named insured.” Mandatory Compliance by the Special Event Sponsor 1. If the special event is expected to attract an attendance of 500 persons or more, the sponsor may be required to coordinate road and highway impacts with local police, sheriff and/or highway patrol. 2. The sponsor may be required to make arrangements for auto towing, garbage pick-up and refuse clean up. 3. The special event must be planned to accommodate the normal ingress and egress of motor vehicles for the general aviation users of the airport, or other business activities normally conducted at the airport. 4. Airport runways, taxiways, and/or landside “closures” must be coordinated, and approved in advance with the Airport Director and other users of the airport. 5. A special event that involves certain maneuvers by aircraft must be coordinated with the Airport Director and the local Flight Standards District Office (FSDO) of the FAA. 6. Failure of the sponsor to adequately perform trash and litter clean-up of the airport and repair or compensate for damaged property as a result of the special event will be billed for extra overhead expense and damages by the Airport Authority 7. Special events involving aerial activities that are not of a routine nature for the airport will require the designation and approval of an “air boss” who is experienced in directing and controlling the aerial activities planned for the event. The Airport Director must approve the person designated as “air boss”. Airport Rules and Regulations Page 26 of 26 Eff. 3/27/01 Exhibit 1 - Aircraft Accident/Incident Report County Airports – Santa Clara County Aircraft Accident/Incident Report Name of Reporting Party Address City Zip Phone Date Reid-Hillview Airport Palo Alto Airport South County Airport Explain Incident: Date Call Received Time Call Received Call Received By County Property Damaged? Yes No Pilot, Passenger, and Aircraft Data Name of Pilot Address City Zip Phone Pilots License No. Insurance co. Policy No. Owners Name Address City Zip Phone Name Of Witness: Address City Zip Phone Name Of Witness: Address City Zip Phone Aircraft Make: Model: N# Additional Data: Investigator: Date Investigated: Remarks Report Completed By: Date Completed: Approved By: Location of Total Aircraft Occupants: Fatalities: Number of Injured: Injuries: Aircraft Damage: Aircraft Home Airport: PIC Pilot Certificate: FAA/NTSB classified this as an: County of Santa Clara LICENSE AGREEMENT FOR GENERAL AVIATION AIRCRAFT AT COUNTY AIRPORTS Approved and adopted by Santa Clara County Board of Supervisors on March 27th, 2001. rev. 120406 Approved and adopted by Santa Clara County Board of Supervisors on March 27th, 2001. rev. 120406 Eff. 3/27/01 Page 1 of 13 COUNTY OF SANTA CLARA LICENSE AGREEMENT FOR GENERAL AVIATION AIRCRAFT AT COUNTY AIRPORTS Whereas, General Aviation has been the purpose of the three County of Santa Clara Airports (AIRPORTS) since their inception; and Whereas, the County of Santa Clara (COUNTY) has available for use by the owners and operators of General Aviation aircraft certain tie-down, shelter, and hangar spaces at its AIRPORTS; and Whereas, pursuant to Division A13 of the County Ordinance Code and other authority vested in the Director, Roads & Airports Department (DIRECTOR) or his/her designee, DIRECTOR, on behalf of the County is authorized to enter into this License Agreement for General Aviation aircraft (LICENSE) at the AIRPORTS; Therefore, this LICENSE is made and entered into between the COUNTY by its DIRECTOR and (LICENSEE), subject to the following terms, conditions, and provisions: SECTION 1. LICENSE The COUNTY hereby grants to LICENSEE a revocable license to store an aircraft in a COUNTY hangar, shelter, or tie- down space. The hangar, shelter or tie-down space assigned to LICENSEE pursuant to this License shall be referred to as the Assigned Space. SECTION 2. TERM This LICENSE shall commence on the Effective Date set forth in the Agreement Summary attached hereto, marked Exhibit A and incorporated herein by this reference. The LICENSE shall continue for a period of thirty (30) days and shall automatically be renewed for successive thirty day periods, unless terminated pursuant to the provisions of this LICENSE. SECTION 3. IDENTIFICATION OF AIRCRAFT A. LICENSEE shall designate on page two of the attached Agreement Summary an aircraft as the “primary aircraft” to occupy the Assigned Space. LICENSEE shall own the primary aircraft in whole or in part. COUNTY at its sole discretion may waive the ownership requirement in the case of leased aircraft. LICENSEE may change the designated primary aircraft on the attached Agreement Summary at any time. If LICENSEE ceases to be a registered owner or part owner of the designated primary aircraft and does not designate another aircraft as the primary aircraft within 30 calendar days of such change in ownership, this LICENSE may be terminated by DIRECTOR. B. LICENSEE shall provide DIRECTOR with the original Certificate of Registration issued by the Federal Aviation Administration (FAA) for the primary aircraft and any other aircraft occupying the hangar as may be authorized under any provision of this LICENSE. DIRECTOR shall copy the original Certificate of Registration and return it to LICENSEE. If an Application for Registration has been made to the FAA for any aforementioned aircraft but the Certificate of Registration has not yet been issued by the FAA for said aircraft, LICENSEE shall provide to DIRECTOR, under penalty of perjury, a copy of the Application for Registration and Bill of Sale in lieu of the Certificate of Registration until such time as the New Certificate of Registration is issued by the FAA and the new Certificate of Registration provided to DIRECTOR. LICENSEE shall be named as owner or part owner on the primary aircraft’s Certificate of Registration or Application for Registration. COUNTY OF SANTA CLARA Page 2 of 13 Eff. 3/27//01 rev 120406 SECTION 4. IDENTIFICATION OF LICENSEE The term ΑLICENSEE≅ as used in this LICENSE shall mean each person jointly and severally who executes this LICENSE. Any notice or report to, or signature of, any one or more of them, with respect to this LICENSE, shall be binding upon each and all of the persons executing this LICENSE. If more than one person executes this LICENSE, each of them are jointly and severally liable for the performance and adherence to all of the terms, covenants, conditions and provisions contained in this LICENSE. Each person executing this LICENSE herein represents and warrants to COUNTY that he/she has full authority to execute and deliver this LICENSE to COUNTY. A. LICENSEE as Individual(s) Only the individual(s) listed on the hangar, shelter or tie-down Waiting List Application may enter into this LICENSE Agreement as LICENSEE. If more than one person will be entering into a LICENSE with the COUNTY for the same Assigned Space, all such persons must be identified together on the Waiting List Application. B. LICENSEE as Corporation Only the corporation listed on the hangar, shelter or tie-down Waiting List Application may enter into this LICENSE Agreement as LICENSEE. Said corporation must provide appropriate documentation that the persons entering into this LICENSE Agreement are duly authorized to do so on its behalf. C. LICENSEE as Partnership or Joint Venture Only the partnership or joint venture listed on the hangar, shelter or tie-down Waiting List Application may enter into this LICENSE Agreement as LICENSEE. LICENSEE shall provide a copy of the partnership agreement or joint venture agreement to the COUNTY and all partners or parties to the joint venture required to sign contracts binding the partnership or joint venture shall sign this LICENSE Agreement. Nothing in this LICENSE Agreement shall be deemed to constitute COUNTY or AIRPORTS and LICENSEE as partners or participants in a joint venture. SECTION 5. ASSIGNMENTS OR TRANSFERS A. This LICENSE is not assignable or transferable. B. LICENSEE shall not transfer or assign any part of the Assigned Space to another party. If the Assigned Space is a hangar large enough to accommodate two or more aircraft, LICENSEE may allow storage of additional aircraft in the portion of the hangar not intended for the primary aircraft. LICENSEE shall be responsible for compliance with all terms of this LICENSE for additional aircraft occupying the hangar. C. LICENSEE shall not allow use of the portion of the hangar intended for the primary aircraft by other than the primary aircraft except on a temporary basis as authorized in advance of such use in writing by DIRECTOR. For designated primary aircraft that are not completely assembled, the aforementioned Αportion of the hangar intended for the primary aircraft” shall be construed to mean the area of the hangar that would be occupied by the primary aircraft in its completed state. SECTION 6. INSURANCE LICENSEE, at its sole cost and expense, for the term of this LICENSE or any renewal thereof, shall obtain and maintain the minimum insurance coverages set forth in the General Aviation Insurance Requirements at COUNTY Airports attached hereto as Exhibit ΑB≅ and incorporated herein by this reference. Said coverages must be in place prior to the commencement of the Term of this LICENSE and prior to LICENSEE commencing any occupancy or activities under this LICENSE. LICENSEE shall provide to the DIRECTOR a copy of the Certificate of Insurance for the primary aircraft and any other aircraft occupying the Assigned Space. LICENSEE shall be identified on the primary aircraft’s Certificate of Insurance. Eff. 3/27/01 rev 120406 Page 3 of 13 SECTION 7. AUTHORIZED ACTIVITIES LICENSEE may conduct the following authorized activities at AIRPORTS under the authority of this LICENSE: A. Aircraft parking and storage at the Assigned Space as specifically described in the Agreement Summary (Exhibit A). B. Parking of LICENSEE’s and LICENSEE’s guest’s motor vehicle(s) in compliance with Airport Rules and Regulations and security requirements. C. Storage of aircraft support equipment directly related to LICENSEE’s aircraft in accordance with Airport Rules and Regulations and fire safety requirements. D. Aircraft maintenance as specified in Federal Aviation Regulations except as prohibited by the requirements set forth in Section 8 of this LICENSE entitled ΑRestrictions and Conditions on Use of Assigned Space.” E. Construction or assembly of aircraft owned by LICENSEE and the storage of ancillary equipment, tools and supplies. SECTION 8. RESTRICTIONS AND CONDITIONS ON USE OF ASSIGNED SPACE The following restrictions and conditions shall apply to the activities authorized by this LICENSE: A. LICENSEE=S activities shall not impede parking, ingress or egress for aircraft, vehicles, or pedestrians at AIRPORTS. B. LICENSEE shall be solely responsible for properly securing all aircraft in Assigned Space when such aircraft is not in use. C. Upon thirty (30) days advance written notice to LICENSEE, DIRECTOR may change the designated location of the Assigned Space for the safety of any person or property or for the reasonable convenience of COUNTY. LICENSEE shall move all aircraft in Assigned Space to the new location within thirty (30) days of receipt of written notice from DIRECTOR. In the event of an immediate threat to the public health, safety, welfare, or emergency, requiring the removal of such aircraft, DIRECTOR may change the designated location of the Assigned Space, and shall notify LICENSEE in writing within twenty-four (24) hours of the change in location. In the event DIRECTOR changes the location of the Assigned Space for a LICENSEE, all LICENSEES so displaced shall be given priority on COUNTY’s waiting list for comparable Assigned Space in the chronological order so displaced. D. If the Assigned Space is a hangar, LICENSEE agrees to lock the hangar with a padlock supplied by COUNTY, or with a padlock or combination lock approved by COUNTY and provide to the DIRECTOR a spare key or combination code as appropriate. E. LICENSEE shall keep the Assigned Space clean and free of debris. Refuse or waste products must be removed and deposited in containers specifically provided for that purpose. F. LICENSEE shall promptly report to DIRECTOR any condition in the Assigned Space that may require maintenance by COUNTY. G. To promote proper use of the Assigned Space for the parking and storage of aircraft, any period of non-utilization of the Assigned Space by LICENSEE for greater than one hundred and eighty (180) consecutive days shall indicate LICENSEE’s intent to vacate the Assigned Space and terminate this LICENSE. Notice of termination of this LICENSE by COUNTY shall be given as required herein. Extensions to such 180-day time period may be approved at DIRECTOR’s discretion upon written request submitted by LICENSEE. H. LICENSEE shall notify DIRECTOR within thirty days (30) of any change in registered ownership of the designated primary aircraft or any change of designation of the primary aircraft and shall provide written documentation verifying such change(s). COUNTY OF SANTA CLARA Page 4 of 13 Eff. 3/27//01 rev 120406 I. LICENSEE shall not conduct any commercial activity at or in Assigned Space, unless such activities are pursuant to a separate written agreement with the COUNTY by its DIRECTOR. The conduct of any commercial activity from the Assigned Space such as (but not limited to) aircraft charter, rental, repair, or instructional service is prohibited. The DIRECTOR shall be the sole judge of whether or not an activity is deemed to be a prohibited commercial activity. This exclusion shall not prohibit the incidental use of the aircraft in providing transportation in the course of LICENSEE=S business, profession or other commercial activity. J. LICENSEE shall not: 1. use any electrical equipment which exceeds the amperage available in the Assigned Space or modify existing wiring in any way; 2. attach any hoisting or holding mechanism to any part of the Assigned Space or pass any such mechanism over the struts or braces in such space except as approved by DIRECTOR; 3. paint, remove, deface, bend, drill, cut or otherwise modify or alter any part of the Assigned Space. K. Storage of property or equipment not normally used or required for aircraft support and flight operations or related aviation activities is prohibited except for storage of: 1. One boat, or one recreational vehicle, or one motorcycle or one automobile owned by the LICENSEE in addition to the primary aircraft in a hangar. 2. A reasonable quantity of comfort items such as a table and seating. L. Spray painting, open flame torch work, arc welding, sand blasting, and paint stripping are prohibited in the Assigned Space unless conducted in accordance with Federal, State, and Local laws, rules, and regulations. M. Hazardous Materials Β Applicable Laws and Definition: 1. As used in this clause, the term “Hazardous Materials” means any chemical, compound, material, substance or other matter that: a) Is a flammable, explosive, asbestos, radioactive nuclear medicine, vaccine, bacteria, virus, hazardous waste, toxic, overtly injurious or potentially injurious material, whether injurious or potentially injurious by itself or in combination with other materials; b) Is controlled, referred to, designated in or governed by any Hazardous Materials Laws; c) Gives rise to any reporting, notice or publication requirements under any Hazardous Materials Laws; or d) Is any other material or substance giving rise to any liability, responsibility or duty upon the COUNTY or LICENSEE with respect to any third person under any Hazardous Materials Law. e) The term “Hazardous Materials” shall also mean any substance or material which has been determined to be capable of posing risk of injury to health, safety and property, including petroleum and petroleum products, and including all of those materials and substances designated as hazardous or toxic, presently or in the future, by the U.S. Environmental Protection Agency, the California Water Quality Control Board, the U.S. Department of Labor, the California Department of Industrial Relations, the California Department of Health Services, the California Health and Welfare Agency in connection with the Safe Water and Toxic Enforcement Act of 1986, the U.S. Department of Transportation, the U.S. Department of Agriculture, the U.S. Consumer Product Safety Commission, the U.S. Department of Health, Education and Welfare, the U.S. Food and Drug Administration, and any other governmental agency authorized to regulate materials and substances in the environment including any other applicable state or local laws or ordinances, rules, decrees, orders, regulations or court decisions. f) Without limiting the foregoing, the term “Hazardous Materials” shall include all of those materials and substances defined as “Toxic Materials” in Section 66680 through Section 66685 of Title 22 of the California Code of Regulation, Division 4, Chapter 30, as the same may be amended from time to time. 2. LICENSEE=S Obligations: LICENSEE covenants that during the Term, or any extension thereof, or for such longer period as may be specified herein, LICENSEE shall comply with the following provisions of this Section unless otherwise specifically approved in writing by DIRECTOR: Eff. 3/27/01 Page 5 of 13 a) LICENSEE shall not cause or permit any Hazardous Materials to be brought, kept or used in or about the Assigned Space by LICENSEE, its agents, employees, contractors or invitees, except as required by LICENSEE’S permitted use of the Assigned Space, as described in Section 8 herein. b) Any handling, transportation, storage, treatment or usage by LICENSEE of Hazardous Materials that occurs on the Assigned Space following the Effective Date shall be in compliance with all applicable Hazardous Materials Laws; c) Any leaks, spills, release, discharge, emission or disposal of Hazardous Materials which may be caused by LICENSEE, its agents, employees, contractors or invitees, at Assigned Space following the Effective Date, shall be promptly and thoroughly cleaned and removed from the Assigned Space and the LICENSEE at its sole expense, and any such discharge shall be promptly reported in writing to COUNTY, and to any other appropriate governmental regulatory authorities; d) No friable asbestos shall be constructed, placed on, deposited, stored, disposed of, or located by LICENSEE at the Assigned Space; and e) No underground improvements, including but not limited to treatment or storage tanks, or water, gas or oil wells shall be located by LICENSEE at the Assigned Space without County’s prior written consent. f) LICENSEE shall be solely and fully responsible and liable in the event LICENSEE’s Hazardous Materials storage or usage or activities under this LICENSE causes or permits Hazardous Materials to be released at AIRPORTS or the Assigned Space. If any release of Hazardous Materials occurs at the Assigned Space or AIRPORTS as a result of LICENSEE’s Hazardous Materials storage or usage, LICENSEE, at LICENSEE’s sole cost and expense, shall immediately remove such Hazardous Materials release in accordance with all applicable local, state and federal laws and regulations. In addition to all other rights and remedies of COUNTY, if LICENSEE does not immediately clean up and remove any such Hazardous Materials release, COUNTY may pay to have same cleaned up and removed and LICENSEE shall reimburse COUNTY all costs incurred by COUNTY, together with interest at the maximum rate allowed by law. 3. Indemnification by LICENSEE: a) LICENSEE (and, if applicable, each of its general partners) and its successors, and assigns, if any, jointly and severally agree to protect, indemnify, defend (with counsel selected by COUNTY) reimburse and hold COUNTY and its officers, employees and agents harmless from any claims, judgments, damages, penalties, fines, costs or expenses (known or unknown, contingent or otherwise), liabilities (including sums paid in settlement of claims), personal injury (including wrongful death), property damage (real or personal) or loss, including attorneys fees, consultants’ fees, and experts’ fees (consultants and experts to be selected by COUNTY) which arise during or after the term of this LICENSE from or in connection with the presence or suspected presence of Hazardous Materials released or discharged by LICENSEE, its employees or agents anywhere in the Assigned Space during the Term, including the soil or groundwater on or under the Assigned Space, unless the Hazardous Materials were present prior to commencement of the term, or are present due solely as a result of the gross negligence or willful misconduct of COUNTY, its officers, employees or agents. Without limiting the generality of the foregoing, the indemnification provided by this clause shall specifically cover costs incurred in connection with investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Hazardous Materials Laws due to the presence of Hazardous Materials in the soil or groundwater on or under the Assigned Space, which were released or discharged by LICENSEE during the course of LICENSEE=S alteration of improvement of the Assigned Space, unless the Hazardous Materials were present prior to commencement of the Term, or are present due solely as a result of the gross negligence or willful misconduct of COUNTY, its officers, employees or agents. b) The provisions of this Section 3, Indemnification by LICENSEE, shall be in addition to any and all rights, obligations and liabilities of the parties which may exist under this LICENSE at common law. The remedies and the environmental indemnities provided for in this clause shall survive the expiration or termination of this LICENSE and/or any transfer of all or any portion of the Assigned Space or of any interest in this LICENSE; provided, however, that, notwithstanding anything in this clause to the contrary; if LICENSEE assigns this LICENSE with the consent of COUNTY, LICENSEE shall continue to be obligated to COUNTY under this clause with respect to any release or discharge of Hazardous Materials occurring prior to the effective date of such assignment, but shall have no obligations to COUNTY under this clause to the extent that any such release or discharge occurs after the effective date of such assignment. c) LICENSEE’s obligations for clean up and removal of Hazardous Materials releases attributable to LICENSEE’s storage, usage, or activities on AIRPORT, shall survive the expiration or termination of this LICENSE. COUNTY OF SANTA CLARA Page 6 of 13 Eff. 3/27//01 rev 120406 SECTION 9. RIGHT TO ENTER AND INSPECT The DIRECTOR and/or the DIRECTOR=S designee shall have the authority to enter and inspect the Assigned Space in the following manner: A. LICENSEE herein permits COUNTY, or its authorized representatives, to enter the Assigned Space at all times during usual business hours to inspect the same, and to perform any work thereon (a) that may be necessary to comply with any laws, ordinances, rules or regulations of any public authority, and (b) that the COUNTY may deem necessary in connection with the expansion, reduction, remodeling, protection or renovation of any COUNTY- constructed or owned facilities at the Airport provided however except in an emergency related to injury to persons or damage to property where entry is permitted at any time and without notice. COUNTY shall provide LICENSEE reasonable advance notice, but not less than 24-hours, of its intent to enter the premises for the purposes provided herein. Nothing contained in this Section shall imply any duty on the part of COUNTY to do any such work which, under any provision of this LICENSE, LICENSEE may be required to do, nor shall COUNTY=S performance or any repairs on behalf of LICENSEE constitute a waiver of LICENSEE=S default in failing to do the same. No exercise by COUNTY of any rights reserved to it by this Section shall entitle LICENSEE to any compensation, damages or abatement of rent or fees from COUNTY for any injury or inconvenience occasioned thereby; provided however, any damage to LICENSEE=S Assigned Space or Hangar or other personal property occasioned by COUNTY=S exercise of its rights under this paragraph shall be promptly repaired by COUNTY. B. In addition to COUNTY=S right to enter pursuant to Section 9A above, LICENSEE acknowledges and accepts COUNTY=S right and intent to conduct periodic LICENSE compliance inspections for compliance with this LICENSE, Airport Rules and Regulations, and all applicable laws. Said inspections shall be conducted following written notice by COUNTY of its intent to conduct an inspection. Notice of such inspection shall be provided in writing by DIRECTOR and mailed to the last known address provided to COUNTY for LICENSEE at least seven (7) days prior to such entry and inspection. Verbal notice of such inspection may be provided by DIRECTOR to LICENSEE no less than 48-hours prior to entry and inspection. Said inspection will focus on, but not be limited to, the condition of all improvements for proper maintenance and building code compliance, compliance with laws, a verification of aircraft locations, and a verification that the Assigned Space is not being used for any unauthorized purpose. LICENSEE agrees to cooperate with COUNTY, or its authorized representative, during the inspection process and provide access to all areas of the Assigned Space, both interior and exterior. C. It shall be LICENSEE=S obligation to provide COUNTY with a valid, current mailing address and telephone number for receipt of notice herein. SECTION 10. FEES, CHARGES AND DEPOSITS LICENSEE shall pay, in accordance with the provisions of this LICENSE, the following fees, charges, and deposits: A. Payment 1. LICENSEE shall pay to COUNTY the monthly fee set forth in the Schedule of Fees and Charges adopted, by the Board of Supervisors for each month or part thereof, that this LICENSE is in effect, computed as set forth in the Schedule of Fees and Charges. 2. The monthly fee shall be due and payable, in advance, on or before the first day of each month, except that the first month’s fee shall be tendered upon execution of this LICENSE. 3. Payments shall be made to the COUNTY of Santa Clara, Roads & Airports Department, 101 Skyport Drive, San Jose, CA 95110, or other place as COUNTY may designate, and are due without demand and without notice, counterclaim, deduction or setoff. Payments shall be deemed delinquent (and a “delinquency” shall have occurred) if not received by COUNTY by the tenth (10th) day of the month in which fees are due. LICENSEE acknowledges that the late payment of this fee may cause COUNTY to incur costs not contemplated by this LICENSE. The sum specified in the Schedule of Fees and Charges shall be assessed for any fees not received by the tenth (10th) day of the month for which they are due. A processing fee shall be assessed for any checks returned by LICENSEE’s financial institution for reason of insufficient funds. The assessment of a late fee shall be in addition to any other remedies the COUNTY may have under this LICENSE, or at law or in equity. Eff. 3/27/01 rev 120406 Page 7 of 13 B. Adjustment of Fees and Charges Fees and Charges for Assigned Spaces are established in a Schedule of Fees and Charges adopted by the Board of Supervisors of the COUNTY and may be revised from time to time. In addition, the Schedule of Fees and Charges shall be adjusted annually according to the Consumer Price Index (CPI). LICENSEE shall be required to pay, and LICENSEE hereby agrees to pay, the changed or revised Fees and Charges on the effective date thereof. Thirty days notice of any such change in Fees and Charges shall be provided in writing to LICENSEE by COUNTY. C. Hangar Security Deposit In addition to, and at the time of the first fee payment, LICENSEE desiring a hangar space shall deposit with the COUNTY, a sum equal to one month’s parking fees as a security deposit against which COUNTY may deduct any delinquent fees, costs, charges (including but not limited to any late payment of fees) resulting from the use of the Assigned Space at Airports. In no event shall a security deposit be less than the monthly fee, rounded to the nearest fifty (50) cents, for the hangar space being occupied. D. Maintenance LICENSEE shall maintain the Assigned Space in good condition. Upon expiration or termination of this LICENSE, LICENSEE shall return the Assigned Space to its original condition, less reasonable wear and tear. LICENSEE shall reimburse COUNTY for any damage done to the Assigned Space caused by LICENSEE’s occupation or tenancy other than that due to normal use. In the event LICENSEE shall leave or allow to remain on the AIRPORT any garbage or other refuse or debris, said rubbish or garbage will be caused to be removed by COUNTY and the cost of said removal shall be paid by LICENSEE. Any portion of the security deposit remaining after termination of this LICENSE shall be returned to LICENSEE without interest. SECTION 11. COMPLIANCE WITH LAWS AND AIRPORT RULES AND REGULATIONS A. LICENSEE shall, at LICENSEE’s sole cost and expense throughout the term of this LICENSE and any renewals thereof, abide by, and act in full compliance with this LICENSE and all present and future applicable statutes, laws, ordinances and codes of all governmental authorities as may have jurisdiction, as well as Airport Rules and Regulations and security measures duly promulgated by COUNTY from time to time. B. By execution of this LICENSE, LICENSEE acknowledges receipt of a current copy of the Airport Rules and Regulations, and agrees to abide by such Airport Rules and Regulations as may be modified from time to time. COUNTY agrees to furnish LICENSEE with an updated copy of the Airport Rules and Regulations whenever modified. COUNTY OF SANTA CLARA Page 8 of 13 Eff. 3/27//01 rev 120406 SECTION 12. INDEMNITY By accepting this LICENSE, LICENSEE hereby agrees to the fullest extent permitted by law, to defend, indemnify, protect, and hold harmless COUNTY, its officers, agents and employees from and against any and all claims, demands, damages, obligations, suits, judgments, penalties, proceedings, causes of action, losses, liabilities, or costs (including but not limited to fines) at any time received, incurred, or accrued by the COUNTY, its officers, agents or employees, as a result of, or arising out of, in whole or in part, directly or indirectly, the existence of or exercise of the rights or obligations of LICENSEE under this LICENSE, including, but not limited to, LICENSEE’s use of the Assigned Space or AIRPORT, or the conduct of its business, or from any activity, work, or things done, permitted or suffered by LICENSEE, its agents, contractors, employees or invitees in or about the Assigned Space or elsewhere, except as may arise from the willful misconduct or active negligence of COUNTY, its officers, agents or employees. LICENSEE hereby agrees to further indemnify and hold harmless COUNTY against and from any and all claims arising from any breach or default in the performance of any obligation on LICENSEE’s part to be performed under the terms of this LICENSE, or arising from any act, neglect, fault or omission of LICENSEE, or of its agents, employees or invitees. SECTION 13. WAIVER OF CLAIMS As a material part of the consideration to be rendered to COUNTY of this LICENSE, LICENSEE hereby waives any and all claims or causes of action against COUNTY, its officers, agents, or employees which it may now or hereafter have for damages or theft of LICENSEE’s aircraft or other property in, about, or on AIRPORT, and for injuries or death to persons in, about, or on AIRPORT, from any cause or causes arising at any time out of the use or parking of LICENSEE’s aircraft or other property at AIRPORT, except as may arise from the active negligence or willful misconduct of COUNTY, its officers, agents or employees, or from a known dangerous condition of public property as specified in Government Code Section 835 et seq. SECTION 14. BAILEE DISCLAIMER LICENSEE acknowledges and agrees that COUNTY has granted its permission for use of the Assigned Space only for the purposes and in accordance with the provisions of this LICENSE. By entering into this LICENSE, COUNTY is not agreeing in any manner to accept obligations or responsibility for the safekeeping of the aircraft or other property of LICENSEE or of LICENSEE’s agents, contractors, officers, employees or invitees. This LICENSE is not a contract for bailment and COUNTY in no manner whatsoever purports to be a bailee. SECTION 15. TAXES AND ASSESSMENTS A. LICENSEE shall pay before delinquency any and all taxes, assessments, licenses, fees and other public charges, which may be levied, assessed or imposed upon LICENSEE. Payment of any taxes, assessments, licensee, fees, or other public charges shall not in any manner reduce the fees and charges owed by LICENSEE to COUNTY pursuant to this LICENSE. B. LICENSEE acknowledges and agrees that this LICENSE may create a real property possessory interest that may be subject to real property or other taxation, and that LICENSEE shall be subject to, and liable for, the payment of any taxes levied on such interest. No such possessory interest tax, or any other tax, shall reduce or constitute a substitute for the fees or charges required to be paid, as a condition of this LICENSE or as otherwise required by COUNTY. LICENSEE agrees to pay all such taxes when due. C. LICENSEE shall defend, protect, indemnify and hold COUNTY free and harmless from any and all liability, loss, or damage resulting from any taxes, assessments, or other charges required by, or relating to, this LICENSE to be paid by LICENSEE, and from all interests, penalties, and other sums imposed thereon, and from any proceedings to enforce collection of any such taxes, assessments, or other charges. Eff. 3/27/01 Page 9 of 13 SECTION 16. LICENSEE NOT AN AGENT OF COUNTY Neither issuance of this LICENSE, nor any acts of LICENSEE under this LICENSE, shall in any way constitute LICENSEE as an agent, contractor, partner, or employee of COUNTY for any purpose. SECTION 17. DEFAULT The occurrence of any one of the following events shall constitute Default thereunder by LICENSEE: A. Failure to timely pay any fees, charges, or deposits required to be paid to COUNTY as specified in Section 10 of this LICENSE entitled “Fees, Charges and Deposits.” B. Repeated late payments of any “Fees, Charges and Deposit” as specified in Section 10 herein. “Repeated late payment” is defined herein as three (3) delinquent payments (per Section 10.A) within a twelve (12) month period. C. Failure to maintain in full force and effect the minimum insurance coverages specified in Section 6 of this LICENSE entitled “Insurance.” D. Failure to maintain an ownership interest in the designated primary aircraft. E. Failure to conform to, or the violation of, any of the material terms, conditions or provisions contained in this LICENSE. SECTION 18. TERMINATION OF LICENSE This LICENSE may be terminated in accordance with the following: A. In the event of any Default by LICENSEE as set forth in Sections 17. B, C, D, or E above, in addition to any other remedies available at law or in equity, DIRECTOR may (on behalf of COUNTY), issue a Thirty (30) Day Notice of Termination of this LICENSE. In the event of default as set forth in Section 17. A above, DIRECTOR may issue a Three (3) Day Notice to Pay or Quit. B. This LICENSE is revocable, and COUNTY may terminate this LICENSE as provided by law. C. LICENSEE may, at any time upon thirty (30) days advance written notice to COUNTY, terminate this LICENSE. Upon termination LICENSEE is required to promptly remove all personal property from the Assigned Space within the time set forth in the written Notice of Termination. If LICENSEE fails to remove said personal property, the COUNTY will take necessary action to remove or dispose of the hangar, aircraft, other property which may be located therein, at the expense of LICENSEE, as permitted by law. LICENSEE shall pay COUNTY all fees and charges owed as of the date of removal or termination, whichever is later, computed at the daily rate currently in effect. SECTION 19. WAIVER No waiver of default by either party of any of the terms, conditions, and provisions of this LICENSE shall be construed as, or operate as, a waiver of any subsequent default of any of the terms, conditions, and provisions contained herein, to be kept and observed by the other party. The consent or approval by one party to the act of the other party shall not be deemed to waive or render unnecessary the need for consent or approval of any subsequent, similar act. SECTION 20. CONSENT/NOTICES A. Whenever in this LICENSE the approval or consent of a party is required, such approval or consent shall be in advance, in writing, and shall be executed by a person having the express authority to grant such approval or consent. B. Except as provided in Section 9 above, all written notices given in accordance with this LICENSE shall be effective when personally delivered or after five (5) working days upon deposit in the U.S. mail, certified or registered, postage prepaid, to the address of record as set forth in the Agreement Summary or to such other address as either party shall designate in writing. COUNTY OF SANTA CLARA Page 10 of 13 Eff. 3/27//01 rev 120406 SECTION 21. SEVERABILITY Any provisions of this LICENSE which shall prove to be invalid, void or illegal, shall in no way affect, impair or invalidate any other provision hereof and such other provisions shall remain in full force and effect. SECTION 22. EXHIBITS Any Exhibits attached to this LICENSE are incorporated herein by this reference as though fully set forth herein. --------------------------------------------------------------------------------------------------------------------------------------------------- Witness the execution of this LICENSE as of the dates set forth below: COUNTY: By: Title: Date: ACCEPTANCE The undersigned as LICENSEE hereby agrees, in consideration of this LICENSE, to perform and abide by the terms, conditions, restrictions, and obligations of this LICENSE. Date of Acceptance: Account Number: Account Name: Print Name Signature Date Title Print Name Signature Date Title Print Name Signature Date Title Print Name Signature Date Title Print Name Signature Date Title Eff. 3/27/01 rev 120406 Page 11 of 13 EXHIBIT A AGREEMENT SUMMARY (page 1) LICENSEE(s) Name(s): Account Number: Space Number: HOME ADDRESS (Primary Address if more than one. May NOT be a PO Box or Suite) Street Address: City, State, Zip: Phone 1: Phone 2: Email 1: Email 2: BILLING ADDRESS (Complete only if different from Home Address) Attention: Street Address: City, State, Zip: Phone 1: Phone 2: PERSONAL INFORMATION (For All Applicants - Attach Additional Sheets if Necessary) Name as it appears on Drivers License: Issuing State: DL Number: Expiration Name as it appears on Drivers License: Issuing State: DL Number: Expiration Name as it appears on Drivers License: Issuing State: DL Number: Expiration For Airport Operations Use Only Moved In Date: Position on Waiting List (if applicable): Receipt #: $: Deposit Amount $: Page 12 of 13 Eff. 3/27/01 EXHIBIT A AGREEMENT SUMMARY (page 2) PRIMARY AIRCRAFT INFORMATION: N Number: Make: Model: Color: Year: Gross Weight: ADDITIONAL AIRCRAFT INFORMATION: N Number: Manufacture: Model: Color: Year: Gross Weight: Owners Name: Address: City, State, Zip Phone 1: Phone 2 Email: Approved by County Airports Director Date N Number: Manufacture: Model: Color: Year: Gross Weight: Owners Name: Address: City, State, Zip Phone 1: Phone 2 Email: Approved by County Airports Director Date Attach Additional Sheets if Necessary Page 13 of 13 Eff. 3/27/01 EXHIBIT B GENERAL AVIATION INSURANCE REQUIREMENTS AT COUNTY AIRPORTS A LICENSEE shall procure and maintain for the duration of the LICENSE, insurance against claims for injuries to persons, or damages to property, which may arise from or in connection with LICENSEE’s operation or use of the Assigned Space or AIRPORT. The cost of such insurance shall be borne by LICENSEE. A. MINIMUM INSURANCE COVERAGE AND LIMITS Aircraft Liability Insurance providing coverage for bodily injury and property damage with a combined single limit of not less than $1,000,000 per occurrence, including not less than $100,000 per passenger limit. B. DEDUCTIBLE AND SELF-INSURED RETENTION Any deductible or self-insured retention greater than $25,000 must be declared to and approved by AIRPORT AUTHORITY and the COUNTY Insurance Manager. C. OTHER INSURANCE PROVISIONS The aircraft liability policy is to contain, or be endorsed to contain, the following provisions: The COUNTY Airports and the COUNTY, their officials, employees, agents, contractors, and volunteers are added as additional insured parties with respect to operation of the named insured at, or from, the COUNTY Airport or the Assigned Space occupied and used by the named insured pursuant to the LICENSE issued by the COUNTY. The named insured’s insurance coverage shall be primary insurance as respects the COUNTY, its officials, employees, agents, contractors and volunteers for liability arising out of the named insured’s operations. Any insurance or self-insurance maintained by the COUNTY, its officials, employees, agents, contractors or volunteers shall be excess of the named insured’s insurance and shall not contribute with it. Coverage shall state that the LICENSEE’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. This insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice by mail has been given to COUNTY. Cancellation of coverage for a non-payment of premium will require thirty-(30) days written notice to the COUNTY Aviation Division. The thirty (30) day written notice is not required if the LICENSE is terminated and the aircraft is immediately removed from the Airport, or if the aircraft is sold and immediately removed from the Airport. D. ACCEPTABILITY OF INSURERS All insurance required by this LICENSE shall be placed with a carrier with an AM Best rating of AV or better. E. VERIFICATION OF COVERAGE LICENSEE shall furnish AIRPORT AUTHORITY with certificates of insurance necessary to satisfy DIRECTOR that the insurance requirements of this LICENSE have been met. Proof of or changes in insurance shall be mailed or faxed to: County Airports Administration 2500 Cunningham Avenue San Jose CA 95148-1001 Phone 408-929-1060 Fax 408-929-8617 F. CANCELLATION Failure to maintain required insurance coverage shall result in termination of this LICENSE. ***NOT YET APPROVED***** Resolution No. Resolution of the Council of the City of Palo Alto Establishing the Palo Alto Airport Fees and Charges Applicable to Tenants, Licensees, Permit Holders and Other Users of the Palo Alto Airport and its Facilities During FY 2015 The Council of the City of Palo Alto RESOLVES as follows: SECTION 1. Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Airport Fees and Charges schedule is added, as attached and incorporated. The Airport Fees and Charges shall become effective as of August 12, 2014. SECTION 2. The Council finds that the adoption of this resolution, establishing new fees and charges to be paid by the tenants, licensees, permit holders and users located at and doing business at the Palo Alto Airport, is not subject to California Environmental Quality Act (“CEQA”), pursuant to California Public Resources Code Section 21080(b)(8) and Title 14 of the California Code of Regulations Sec. 15273(a)(1) and (3), because the fees and charges adopted by this resolution are necessary to recover the Palo Alto Airport’s operating expenses. The Council finds that the Airport Division has presented sufficient evidence and other information with specificity to support the basis of the claim of exemption. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ___________________________ Senior Asst. City Attorney City Manager ___________________________ ____________________________ Director of Public Works Director of Administrative Services 140801 sdl 00710423 ***NOT YET APPROVED***** EXHIBIT A PALO ALTO AIRPORT FEES AND CHARGES PUBLIC WORKS DEPARTMENT Airport FY 2014 FEE FY 2015 FEE Fees AIRCRAFT: All aircraft weights referenced in this document are defined by the aircraft manufacture and/or the Federal Aviation Administration (FAA) as the certified maximum gross take-off weight. [All fees are rounded to the nearest fifty cents ($.50). City-Based Aircraft Tail-in Open Tie-Down, improved pavement 0 to 3,500 pounds 142.00 145.50 3,501 to 5,200 pounds 164.50 169.00 5,201 to 10,200 pounds 184.50 189.50 10,201 to 17,000 pounds 206.50 212.00 Tail-in Open Tie-Down, unimproved pavement 0 to 3,500 pounds 107.00 109.50 3,501 to 5,200 pounds 120.50 124.00 5,201 to 10,200 pounds 136.00 139.50 10,201 to 17,000 pounds 151.00 155.50 Taxi-in Open Tie-Down, improved pavement 0 to 3,500 pounds 177.00 181.50 3,501 to 5,200 pounds 220.50 226.00 5,201 to 10,200 pounds 305.00 313.50 10,201 to 17,000 pounds 323.50 332.00 Large aircraft only designated tie- downs 323.50 332.00 Helicopter tie-downs 323.50 332.00 Taxi-in Open Tie-Down, unimproved pavement 0 to 3,500 pounds 142.00 145.50 3,501 to 5,200 pounds 178.00 183.00 5,201 to 10,200 pounds 256.50 263.50 140801 sdl 00710423 ***NOT YET APPROVED***** 10,201 to 17,000 pounds 308.00 316.00 Non-Based Aircraft Transient Aircraft, open tie-downs 0 to 3,500 pounds no charge 0 - 4 hours $4.00 4 - 8 hours $10.00 8 - 24 hours $10.00 any portion of each succeeding 24 hr period thereafter no charge 0 - 4 hours $4.00 4 - 8 hours $10.00 8 - 24 hours $10.00 any portion of each succeeding 24 hr period thereafter 3,501 to 5,200 pounds no charge 0 - 4 hours $4.50 4 - 8 hours $11.00 8 - 24 hours $11.00 any portion of each succeeding 24 hr period thereafter no charge 0 - 4 hours $4.50 4 - 8 hours $11.50 8 - 24 hours $11.50 any portion of each succeeding 24 hr period thereafter 5,201 pounds and above $10.00 0 - 4 hours $10.00 4 - 8 hours $19.50 8 - 24 hours $19.50 any portion of each succeeding 24 hr period thereafter $10.00 0 - 4 hours $10.00 4 - 8 hours $20.50 8 - 24 hours $20.50 any portion of each succeeding 24 hr period thereafter Taxi-through parking $10.00 0 - 4 hours $10.00 4 - 8 hours $19.50 8 - 24 hours $19.50 any portion of each succeeding 24 hr period thereafter $10.00 0 - 4 hours $10.00 4 - 8 hours $20.50 8 - 24 hours $20.50 any portion of each succeeding 24 hr period thereafter Helicopter parking $10.00 0 - 4 hours $10.00 4 - 8 hours $19.50 8 - 24 hours $19.50 any portion of each succeeding 24 hr period thereafter $10.00 0 - 4 hours $10.00 4 - 8 hours $20.50 8 - 24 hours $20.50 any portion of each succeeding 24 hr period thereafter Transient Gliders will be billed for the number of tie-downs they occupy. Transient billing convenience fee This fee will be added to each monthly billing when a parking invoice is not paid prior to vehicle departure. $11.00 per monthly billing $11.50 per monthly billing Other Charges Banner Towing & Skywriting Operators & Aerial Applicators 0 to 3,500 pounds $83.50 daily use fee $85.50 daily use fee 3,501 to 5,200 pounds $111.00 daily use fee $114.00 daily use fee 5,201 to 10,200 pounds $139.00 daily use fee $143.00 daily use fee 10,201 to 17,000 pounds $166.50 daily use fee $171.00 daily use fee Charter & Air Taxi Flight Operations (charges are per aircraft) 0 to 3,500 pounds $16.50 Per Landing $41.00 Daily $107.00 Monthly $17.00 Per Landing $42.00 Daily $109.50 Monthly 140801 sdl 00710423 ***NOT YET APPROVED***** 3,501 to 5,200 pounds $27.00 Per Landing $66.50 Daily $173.50 Monthly $27.50 Per Landing $68.00 Daily $178.50 Monthly 5,201 to 10,200 pounds $33.50 Per Landing $84.00 Daily $217.50 Monthly $34.50 Per Landing $86.00 Daily $223.50 Monthly 10,201 to 17,000 pounds $66.00 Per Landing $166.50 Daily $431.50 Monthly $67.50 Per Landing $170.50 Daily $442.50 Monthly Annual fee for aircraft charter companies. Purchase of an annual permit will cover landing fees for the registered aircraft at the Palo Alto Airport. Single aircraft $1,096.00 $1,125.00 Multiple aircraft $2,192.00 $2,250.00 Glider & Aircraft Trailer Parking $132.00 per month $135.60 per month Automobile Parking Permit Daily Parking Permit $6.50 $7.00 Monthly Parking Permit - Automobiles only $63.00 $64.50 Monthly Parking Permit - RV, Trailers and other oversized vehicles $197.50 $202.50 Overnight guest permits will be issued free of charge to current tenants when applicable. Mobile Catering Truck Operations Permit $19.50 per day 194.00 per month $20.50 per day 199.00 per month Fire Extinguisher Replacement $149.00 per fire extinguisher $153.00 per fire extinguisher Commercial Operators/FBO Waste Oil Fee $0.95 per quart $0.95 per quart Other Charges (not subject to annual CPI adjustment) Late Payments and Penalties Returned Check Fee Aircraft Storage Late Fee Fixed Base Operator Late Fee $25.00 per check $40.00 per month 10% of amount due per month $50.00 per check $40.00 per month 10% of amount due per month Fuel Flowage Fee for Palo Alto Airport $0.20 per gallon $0.20 per gallon Self-Fueling Permit Flowage Fee Individual aircraft owner/operator Aircraft owned or operated by a Flying Club $75.00 annual fee per aircraft $650.00 annual fee per aircraft $75.00 annual fee per aircraft $650.00 annual fee per aircraft Commercial Operations Fee $120.00 per year $120.00 per year Commercial Agreement Transmittal Fee $1,000 per agreement $1,000 per agreement Rental Car Operations 10% gross car rental receipts 10% gross car rental receipts 140801 sdl 00710423 ***NOT YET APPROVED***** Fixed base operators or others who may sublease to, or offer as a part of their services, car rental services, shall pay a monthly fee based on the gross receipts which are received from car rentals. 140801 sdl 00710423 August 15, 2014 Mr. Kevin Christopher Willis, Manager Office of Airport Compliance, ACO-l00 Federal Aviation Administration 800 Independence Ave SW Washington, DC 20591 Re: Transfer of Palo Alto Airport from the County of Santa Clara to the City of Palo Alto Dear Mr. Willis: This letter is provided in my capacity as the City Attorney for the City of Palo Alto (“City”). The City Attorney advises the City on all matters of law, and drafts all ordinances, resolutions, agreements, and contracts to be made or entered into by the City. See Palo Alto Municipal Code, § 2.08.120 (2014). On August 11, 2014, the City Council authorized a transaction with the County of Santa Clara (“County”) by which the sponsorship of the Palo Alto Airport (“PAO”) was transferred from the County to the City. The City Attorney has been asked to express an opinion regarding the transfer of PAO from the County to the City. This opinion is provided for the limited purpose of satisfying Paragraph 201(b) of the Federal Aviation Administration (“FAA”) Airport Improvement Program Handbook (Order 5100.38C) in connection with the transfer of sponsorship of PAO to the City and is not intended to be used for any other purpose. In preparing to provide this opinion, we have reviewed the following: i. California Constitution, Article XI, Sections 5, 7, and 9; ii. California Government Code, Sections 50001, and 50470 – 50485.14; iii. California Public Utilities Code, Section 21662; iv. Charter of the City of Palo Alto, Article II; v. Palo Alto Municipal Code, Section 2.08; vi. California Department of Transportation, Airport Permit for PAO dated September 19, 1984; vii. City of Palo Alto, Ordinance No. 5260, dated June 23, 2014; viii. City of Palo Alto, Ordinance No. ____, dated August 11, 2014; ix. City of Palo Alto, Resolution No.____ dated August 11, 2014; x. City of Palo Alto, Resolution No. ____ dated August 11, 2014; xi. City of Palo Alto, Resolution No. ____ dated August 11, 2014; xii. Termination, Assignment, and Assumption Agreement, dated August 11, 2014, by and between the County and the City (the “Transfer Agreement”); xiii. State Lands Commission Lease PRC No. ___, dated August 15, 2014, by and between the City and the County (the “SLC Lease”); xiv. Federal Obligation Assignment and Assumption Agreement, dated August 11, 2014, between and among the County, the City, and the Federal Aviation Administration (the “Federal Assignment Agreement”); and xv. Palo Alto Air Traffic Control Tower Supplemental Lease Agreement No. DTFAWP-09- L-00020/ SLA 001, dated August 11, 2014, by and between the City and the Federal Aviation Administration (the “ATCT SLA”). More specifically: 1. The City, as a chartered city and a local agency, is empowered to use land that it either owns or leases as a site for an airport. See CAL. GOV’T CODE § 50470 (2014). 2. The City’s authority includes, without limitation, the power and right to construct improvements, incur and issue debt, levy taxes, permit rental car agencies and aircraft maintenance on-site, grant leases and licenses to the State of California and the United States of America, and in the interest of the public health, safety and welfare, regulate airport hazards and adopt airport zoning regulations, in the ownership, operation, management and control of an airport. See CAL. CONST. art. XI, §§ 5, 7, 9; see also CAL. GOV’T CODE §§ 50001, 50470 - 50485.14 (2014). 3. The City has and may exercise all powers necessary and appropriate to a municipal corporation which are not prohibited by the California Constitution. This power includes the power and right to operate a municipal airport. See Charter of the City of Palo Alto, Art. II (1950, as amended). 140706 sdl 00710441 4. The City has applied to the California Department of Transportation – Division of Aeronautics, for the transfer of the California Department of Transportation Airport Permit from the County to the City. 5. The City Council of the City of Palo Alto adopted Ordinance No. 5260, on June 23, 2014, which outlines the authority of the City and establishes the administrative structure for ownership and operation of a municipal airport, including PAO. The Ordinance also authorizes the City Manager and his designee, the Director of Public Works, to assume and undertake the full and complete operation, management and control of PAO. 6. The City Council of the City of Palo Alto also adopted Ordinance No. ___, on August 11, 2014, which permits the Airport Division of the City of Palo Alto Public Works Department to collect fees and charges. 7. The City Council of the City of Palo Alto adopted Resolution No. ____, on August 11, 2014, which approves the fiscal year 2015 Palo Alto Airport fees and charges that will apply to tenants, licensees, permit holders, and other users of the premises. 8. The City Council of the City of Palo Alto adopted Resolution No. ____, on August 11, 2014, which adopts the County of Santa Clara Airport Rules and Regulations and the County of Santa Clara License Agreement for General Aviation Aircraft. 9. The County executed the Transfer Agreement on August 5, 2014. Pursuant to the Transfer Agreement, the County transferred to the City: (1) responsibility for the operation of PAO; and (2) all rights, title, interests, and obligations in connection with the County’s operation and management of PAO. 10. The County executed FAA Assignment Agreement on August 5, 2014. Pursuant to the Federal Assignment Agreement, the County assigned to the City its obligations to the Federal Government as the PAO airport sponsor. 11. Pursuant to Resolution No.____, the City accepted from the County: (1) responsibility for the operation of PAO; (2) all rights, title, interests, and obligations in connection with the County’s operation and management of PAO; and (3) all federal obligations of the County to the federal government as airport sponsor for PAO. The City also agreed to become the lessor of the PAO air traffic control tower, and to enter into a lease with the State Lands Commission for the real property underlying PAO. Resolution No.____ is subject to a determination by the FAA that it approves or otherwise expresses its acknowledgement that it does not object to the transfer of PAO. 12. Upon authority of Resolution No. _____, the City has executed the Transfer Agreement. Pursuant to the Transfer Agreement, the lease between the County and the City for the real property underlying PAO is terminated. In addition, the County agreed to grant, convey, transfer, and assign to the City all of the County’s rights, title, interests, and obligations, arising under each agreement, contract, license, and permit, entered into by or on behalf of the County in connection with its operation and management of PAO. 140706 sdl 00710441 13. Under the authority of Resolution No. ____, the City has executed the SLC Lease. Pursuant to the SLC Lease, the City will lease the real property underlying PAO from the State Lands Commission. 14. Under the authority of Resolution No. ____, the City has executed the Federal Assignment Agreement, the County granted, conveyed, transferred, and assigned to the City all of the County's obligations to the federal government as airport sponsor for PAO. This included all rights, title, interests, and obligations in, to, and under all Airport Improvement Program Grant Agreements, including the Grant Assurances. 15. Under the authority of Resolution No. ____, the City and FAA have executed the ATCT SLA, acknowledging and agreeing that the City will replace the County as lessor of the FAA air traffic control tower. Based upon the foregoing, and subject to the qualifications stated, I am of the opinion that: 1. The City has taken all necessary actions to accept the transfer of airport operations from the County in accordance with the Laws of the State of California, the City of Palo Alto, and Title 49 of the United States Code, as amended. 2. The City has the authority to enter into, and has taken all requisite organizational action to approve, the Transfer Agreement, SLC Lease, the Federal Assignment Agreement, and the ATCT SLA. 3. The City has the authority to assume and carry out the certifications, representations, warranties, assurances, covenants and other federal obligations required of a sponsor and contained in the Airport Improvement Program (“AIP”) project applications and grant agreements. This opinion is given as of the date hereof, and I assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to my attention, or any changes in law that may hereafter occur. Respectfully Submitted, CITY OF PALO ALTO By: _______________________ MOLLY S. STUMP City Attorney 140706 sdl 00710441