TYPED 01/31/2017 10:40 AM 2 7 17 SP CC

FEBRUARY 7, 2017

ROLL CALL - 3:00 p.m. - Report of the City Clerk of the City Council, re: Posting of Agenda. The Agenda for

the February 7, 2017 Special Public Meeting of the City Council was posted on Friday, February 3, 2017, on the Bulletin Board Outside City Hall.

A SPECIAL PUBLIC MEETING of the City Council is hereby called to meet at 3:00 p.m. on Tuesday, February 7, 2017, in the City Council Chamber, City Hall, 613 E. Broadway, 2nd Floor, Glendale, CA 91206 to Consider the Following item(s) of Business, to Wit; 1. General Manager of GWP, re: Alternative Project Delivery Method for the Proposed Grayson

Repowering Project a. Resolution Authorizing the City Manager, or His Designee, to Use the Engineer, Procure, Construct (EPC) Alternative Project Delivery Method and Authorizing Issuance of a Request for

Qualifications, and a Request for Proposals to Prospective EPC Contractors 2. General Manager of GWP, re: Approval of Project Labor Agreements for the Proposed Grayson Power Plant Repowering Project

a. Resolution Approving the Use of Project Labor Agreements ADJOURNMENT

Ardashes Kassakhian, City Clerk

ACKNOWLEDGMENT OF SERVICE Members of the public may address the City Council regarding any item in this notice. Service of the above Call for a Special Public Meeting of the City Council, at the time and place above designated, is hereby acknowledged, and the Notice required by Government Code Section 54956 is hereby waived: Hour: a.m./p.m., this day of , 20 . By Title: City Council Member

Welcome to the special public meeting of the Glendale City Council. Meetings are broadcast live on cable channel 6 (GTV6) and rebroadcast throughout the week. Call (818) 548-4013 for program schedules. DVDs of the proceedings are available for purchase in the City Clerk’s Office. Meetings are also archived on the City Website for viewing anytime at http://www.glendaleca.gov/government/agendas-minutes. PLEASE TURN OFF CELLULAR PHONES AND PAGERS WHILE INSIDE THE COUNCIL CHAMBER. In compliance with the Americans with Disabilities Act (ADA) of 1990, auxiliary hearing aids, sign language translation, and Braille transcripts are available

upon request. Assisted listening devices are available same-day upon request. At least 48 hours (or two business days) notice is required for requests regarding sign language translation and Braille transcription services. All documents related to open session items on this agenda that are received less than 72 hours prior to this meeting, and are public records, will be available for review in the Office of the City Clerk, 613 E. Broadway, RM 110, Glendale, CA 91206. If you have any question about matters on the agenda, or requests for assistance, please contact the office of the City Clerk at (818) 548-2090 during regular business hours.

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Joint fl City Council ~

February 7, 2017

CITY OF GLENDALE, CALIFORNIAREPORT TO THE:

Housing Authority U Successor Agency U Oversight Board U

AGENDA ITEMReport: Approval of Alternative Project Delivery Method for the Proposed Grayson

Repowering Project

1. Resolution authorizing the City Manager, or his designee, to use the Engineer,Procure, Construct (EPC) Alternative Project Delivery Method for the ProposedGrayson Power Plant (GPP) Repowering Project and authorizing issuance of aRequest for Qualifications (RFQ), and a Request for Proposals (RFP) to prospectiveEPC Contractors

COUNCIL ACTION

Public Hearing [1 Ordinance U Consent Calendar U Action Item ~ Report Only U

Approved for ?•/ 1 1 i’l calendar

ADMINISTRATIVE ACTION

Submitted by:Stephen M. Zurn,

Prepared by:Ramon Z. Abueg,

General Manager - GWP

Chief Assistant General Manager

Approved by:Scott Ochoa, City Manager

Reviewed by:Yasmin K. Beers, Assistant City Manager

Michael J. Garcia, City Auorney

Robert P. Elliot, Director of Finance

~*~sJ4~

Signature

I /

RECOMMENDATIONIt is respectfully recommended that the City Council authorize the City Manager, or hisdesignee, to use the “Engineer, Procure Construct” (EPC) alternative project delivery method forthe proposed repowering of the Grayson Power Plant, and authorize Glendale Water & Powerto issue a Request for Qualifications (RFQ) followed by a Request for Proposals (RFP) toshort-listed EPC Contractors.

BACKGROUNDIANALYSISGlendale Water & Power (GWP) continues to evaluate the possible repowering of the GraysonPower Plant (GPP). The next step in this potential project is to issue an REQ to identify firmsthat are qualified to submit proposals for the design, engineering, construction of the proposed -

power plant. After identifying qualified EPC Contractors, GWP will short list three to five of theprospective qualified EPC Contractors, and would issue an RFP to those short-listed firms foran EPC Contractor.

GWP recommends using the “Engineer, Procure Construct” (EPC) Project delivery methodrather than the traditional “Design-Bid-Build” method, primarily due to the expected time andcost savings and the complexity of the proposed project. EPC procurement is an “alternativeproject delivery method” under the City’s Alternative Project Delivery Method Ordinance(Chapter 4.13 of the Glendale Municipal Code). The Ordinance requires an alternative projectdelivery method to be authorized by the City Council before an RFQ or REP may be issuedutilizing the alternative project delivery method. GWP recommends that that City Councilauthorize the use of the EPC procurement method for the proposed Grayson repowering projectand authorize GWP to issue an REQ to short-list applicants, and ultimately an REP, to identify aqualified EPC Contractor for the proposed project.

Under the traditional method of Design-Bid-Build, the project would require multipleprocurement, contract negotiations, and approval processes which, along with additionaladministrative processes and project coordination, would extend the project’s delivery date. Incontrast, the EPC project delivery method is streamlined. The EPC procurement methodmeans the City would enter into one contract for the design, development of architectural plans,construction, supply of the “balance of plant” equipment (i.e., not supplied by the Power IslandEquipment contractor) and commissioning of the power plant. If the City ultimately decides toproceed with the project, the EPC Contract would be awarded following a competitive REQshort-listing process and a competitive RFP process.

With the EPC method, the City can achieve time savings compared to the City’s traditionalconstruction method. Additionally, using the EPC method will enable constant communicationand coordination between the engineering and construction teams, thereby reducing designerrors, construction mistakes and change orders, leading to lower project cost and risk. Usingthe EPC method for this complex, proposed project will result in early coordination of theconstruction means, methods and materials.

CEQAThe City Council’s adoption of a Resolution authorizing the EPC procurement method for theproposed Grayson Repowering Project, and authorizing the City’s issuance of an REQ to shortlist qualified applicants, and/or an RFP for the proposed project, are not subject to therequirements of CEQA because the action is not a project as defined by CEQA. See Cal. PublicResources Code §21065; 14 Cal Code of Regulations §15378.

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The proposed action will not have an immediate effect on the environment; nor will it result in areasonably foreseeable physical change to the environment. Adopting a Resolution authorizingan alternative project delivery method, and the issuance of an RFQ and RFP does not committhe City to the proposed repowering of the Grayson Power Plant; nor is the City committing tothe expenditure of any funds for the potential project. See 14 Cal Code of Regulations§15352(a).

A decision whether or not to proceed with the repowering will not occur until after theenvironmental review for the proposed project has been completed under CEQA, a CEQAdocument is certified, and City considers and makes findings regarding alternatives andmitigation measures to the extent required by CEQA.

FISCAL IMPACTThe proposed action does not commit the City to the expenditure of any funds. Nor does thisaction authorize the proposed Grayson repowering. If and when the City Council elects toproceed with a repowering project, then GWP anticipates that utilizing the EPC procurementwould reduce the cost and risk of the proposed repowering project, compared to a traditionalproject delivery method.

ALTERNATIVESAlternative 1: The City Council may approve the recommendation presented herein and adopt

a Resolution approving the EPC Alternative Project Delivery Method for theproposed Grayson Repowering Project.

Alternative 2: The City Council may decline to adopt a Resolution approving the EPCAlternative Project Delivery Method or decline to authorize the issuance of anREQ or RFP.

Alternative 3: The City Council may consider any other alternative not proposed by staff.

CAMPAIGN DISCLOSURENot applicable.

EXHIBIT(S)Exhibit 1: City Manager’s approval of Alternative Project Delivery Method dated January 3,

2017

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EXHIBIT I

CITY OF GLENDALEINTERDEPARTMENTAL COMMUNICATION

DATE: January3,2017

TO: Scoff Ochoa, City Manager

FROM: Stephen M. Zurn, General Manager, GWP

SUBJECT: Request for Approval of Alternative Project Delivery Method:Proposed Grayson Power Plant Repowering Project

Glendale Water & Power intends to issue a Request for Qualifications (RFQ) to identi& a list ofthree to five qualified firms to submit proposals to serve as Engineer, Procure and Construct(EPC) Contractor for the proposed repowering of the Grayson Power Plant (Proposed Project).

The City’s Alternative Project Delivery Ordinance (GMC Chapter 4.13) requires City Managerand City Council approval to use an alternative project delivery method, such as EPCprocurement, before an RFQ for such a project can be issued.’

GWP respectfully requests approval to use the EPC procurement method for the ProposedProject.

Proiect Background:The Proposed Project, if authorized by City Council, would replace the aging Grayson PowerPlant (except for Unit 9) with approximately 262 megawatts (MW) of replacement generation.The proposed new power plant facilities would be comprised of two combined cycle and twosimple cycle power blocks that will be supplied by Siemens Energy, Inc. under a separatecontract. The preliminary cost estimate for the proposed EPC Contract is $215,000,000 whichincludes the design, engineering, architectural plans, balance of plant equipment supply andbalance of plant equipment transportation, unloading of equipment, erection, commissioning andtesting. If the Proposed Project is authorized by City Council, based upon the current schedulefor the Proposed Project, it is anticipated that the repowering would be completed in or aboutMay of 2021. At this time, GWP has not identified potential design, constructability,maintenance, repair or operational issues that would affect the Proposed Project. Impacts to thepublic will be addressed through the California Environmental Quality Act (CEQA) process.The City Council’s consideration of, and certification of, a CEQA document is prerequisite tp~,the City’s determination whether to proceed with the Proposed Project. If the Proposed Proj~tproceeds, the Grayson Power Plant, except for Unit 9, would be unavailable for approximate4~a g,,three-year period. During that time, GWP would procure alternative sources of power to suy ~mpower to its customers. .b- ~

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‘Per GMC § 4.13.070

Reasons and Justifications for the Proposed Project:As required by Section 4.13.070 of the Glendale Municipal Code, GWP submits the followingreasons and justifications for the Proposed Project.

Reason(s):Proceeding with the EPC procurement method is in the best interest of the City because theProposed Project:

1) Has a high level of technical complexity; and2) Requires expertise that city staff does not have

Justification(s):Proceeding with the EPC procurement method would improve the Proposed Project’s schedule,cost, quality and functionality of the Proposed Project by having one firm be accountable for thedetailed design, providing the balance of plant equipment, constructing the facility and beingresponsible for the commissioning and start-up of the Proposed Grayson Repowered Plan withdefined schedule and cost and liquidated damages for failing to meet schedule or performance.This process allows the contractor to coordinate the engineering effort with the construction thatallows for an accelerated schedule and reduced cost for the Project. In addition, it places theresponsibility for schedule, cost, and quality with one contractor with oversight by GWP and theCity’s Owner’s Engineer

If you have any questions or need additional information regarding the Proposed Project or theproposed EPC procurement method for the Proposed Project, please contact me.

General Manager, GWP

,,4Approval granted D Approval denied

Approval~ th5llowing condition(s):

1/10/1-7Date

RESOLUTION NO.

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDALE, CALIFORNIAAUTHORIZING THE ENGINEER, PROCURE, CONSTRUCT (EPC) PROJECT

DELIVERY METHOD FOR THE PROPOSED GRAYSON REPOWERING PROJECTAND AUTHORIZING THE ISSUANCE OF A REQUEST FOR QUALIFICATIONS AND

A REQUEST FOR PROPOSALS FOR AN EPC CONTRACTOR

WHEREAS, Glendale Water & Power is in the process of evaluating the possiblerepowering of the Grayson Power Plant (the “proposed project”); and

WHEREAS, GWP proposes to issue a Request for Qualification (RFQ) to identifyand short list qualified Engineer, Procure, Construct (EPC) contractors who may submitproposals for the proposed project, and

WHEREAS, after qualified firms have been identified and short-listed through theREQ process, GWP proposes to issue a Request for Proposals (REP) to qualified,short-listed firms to solicit proposals for an EPC Contractor for the proposed project;and

WHEREAS, a decision whether or not to proceed with the repowering has notbeen made, and the award of any EPC Contract for the proposed project, if the projectproceeds, will not occur unless and until the environmental review for the proposedproject has been completed under the California Environmental Quality Act (“CEQA”), aCEQA document is certified, and the City considers and makes findings regardingalternatives and mitigation measures, to the extent required by CEQA; and

WHEREAS, the EPC project delivery method is an “alternative project deliverymethod” under Chapter 4.13 of the Glendale Municipal Code, requiring City Managerand City Council approval prior to preparation or issuance of an RFQ or REP utilizingthe EPC project delivery method, and

WHEREAS, GWP recommends using the EPC project delivery method ratherthan the traditional “Design-Bid-Build” method, primarily due to the expected time andcost savings and the complexity of the proposed project; and

WHEREAS, on January 3, 2017, the General Manager of GWP submitted amemorandum to the City Manager describing the proposed project and stating thefollowing reasons and justifications for the proposed method of project delivery: (1) theproposed project has a high level of technical complexity and requires expertise that citystaff does not have; and (2) proceeding with the EPC procurement method will improvethe proposed project’s schedule, cost, quality and functionality by having one firm beaccountable for the detailed design, providing the balance of plant equipment,constructing the facility and being responsible for the commissioning and startup, with adefined schedule and cost and by allowing the contractor to coordinate the engineeringeffort With the construction, and

1F:ffilenetcopyfcs/council Reports/01 3017 Grayson EPC Alternate Delivery Reso.doc

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WHEREAS, the City Manager reviewed the memorandum and on January 10,2017, approved the use of the EPC project delivery method for the proposed project,and a copy of such City Manager approval is attached to the General Manager ofGWP’s January 30, 2017 report to the City Council; and

WHEREAS, the proposed project satisfies one or more reasons under GMCSection 4.13.060(A) and one or more justifications under GMC Section 4.13.060(B) forthe use of an alternative project delivery method.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City ofGlendale as follows:

Section 1. The foregoing recitals set forth hereinabove are true and correctare a basis for authorizing the use of the EPC alternative project delivery method for theproposed Grayson Power Plant repowering project.

Section 2. The General Manager of Glendale Water & Power, or his designee,is hereby authorized to prepare and issue a Request for Qualifications to qualify andshort list potential EPC Contractors eligible to respond to a Request for Proposals forthe proposed project.

Section 3. The General Manager of Glendale Water & Power, or his designee,is hereby authorized to prepare a Request for Proposals for an EPC Contractor for theproposed project and, upon completion of the Request for Qualifications process, toissue such Request for Proposals to qualified and short-listed potential proposers.

Section 4. The City Council does not hereby grant approval of the proposedproject or the award of any contract for an EPC Contractor. The approval ordisapproval of the proposed project and the award of an EPC Contract are subject tothe City Council’s approval.

Section 5: The City Council hereby finds that adoption of this Resolution is nota “project” under the California Environmental Quality Act, because the Resolution doesnot involve any commitment to a specific project which may result in a potentiallysignificant physical impact on the environment, as contemplated by Title 14, CaliforniaCode of Regulations, Section 15378(b)(4).

I/I

I/I

II

I’’

2F:/filenetcopy/cG/council Reports/Ol 3017 Graysori EPC Alternate Delivery Reso.doc

Section 6. This Resolution shall take effect immediately upon its adoption.

Adopted this __________ day of _____________________, 2017.

Mayor

ATTEST:

,~P-OVr ‘1S TO FORM

City Clerk Princi. ssistan 1’ ity Attorney

Datet. d

STATE OF CALIFORNIA ))SS

COUNTY OF LOS ANGELES

I, Ardashes Kassakhian, Clerk of the City of Glendale, certify that the foregoingResolution No. _________________ was adopted by the Council of the City of Glendale,California, at a regular meeting held on the _______ day of _____________________

2017, and that same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:

City Clerk

3F:/tilenetcopy/CG/Council Reports/013017 Grayson EPc Atternate Delivery Reso.doc

gLendcalifornia

Joint U City Council ~

CITY OF GLENDALE, CALIFORNIAREPORT TO THE:

Housing Authority U Successor Agency fl Oversight Board U

February 7, 2017

Submitted by:Stephen M. Zurn, General Manager - GWP

Prepared by:Ramon Z. Abueg, Chief Assistant General Manager, Electrical

Services and Power Supply

Approved by:Scott Ochoa, City Manager

Reviewed by:Yasmin K. Beers, Assistant City Manager

Michael J. Garcia, City Attorney

Robert P. Elliot, Director of Finance ~4~K

AGENDA ITEMReport: Approval of Project Labor Agreements for the Proposed Grayson Power Plant (GPP)

Repowering Project

1. Resolution Approving the Use of Project Labor Agreements for the ProposedGrayson Power Plant (GPP) Repowering Project

COUNCIL ACTION

Public Hearing U Ordinance U Consent Calendar El Action Item ~ Report Only U

Approved for i2/7 / 1 calendar

ADMINISTRATIVE ACTIONSignaturea;

I

/

RECOMMENDATIONIt is respectfully recommended that the City Council approve the use of Project LaborAgreements (PLA) that would apply to the Engineer, Procure, Construct (EPC) contractor andthe demolition contractor for proposed Grayson Power Plant (GPP) Repowering Project.

BACKGROUND/ANALYSISGlendale Water & Power (GWP) continues to evaluate the possible repowering of the GraysonPower Plant (GPP). California Environmental Quality Act (CEQA) analysis is underway, andpreliminary procurement activities — issuance of Request for Qualifications (RFQ) to short listpotential proposers for an EPC contract — will soon begin, subject to City Council’s approval.Accordingly, GWP requests direction from the City Council as to whether the City Councildesires to require the EPC contractor and the demolition contractor for the proposed project, toenter into a PLA with the state and local (Los Angeles/ Orange Counties) Building andConstruction Trades Councils.

At this time, no decision to proceed with the proposed repowering project has been made.However, a decision is requested at this stage so that staff can include the PLA requirement, ifapplicable, in the REQ and Request for Proposals (REP) for the EPC contract and in biddingdocuments for a demolition contractor.

A Project Labor Agreement, also referred to as a “project stabilization agreement,” is avoluntary, “pre-hire” labor agreement, generally negotiated with the local building trade councilor local unions, establishing employment terms and conditions for a construction project.PLAs have been used for decades in both public and private second construction generally,especially for large and multi-union projects. The first use of PLAs in the United States beganwith several dam projects in the 1930s, including Grand Coulee Dam in Washington, ShastaDam in California, and Hoover Dam in Nevada. Other notable PLA projects include:

• Cape Kennedy Space Center• Oak Ridge Tennessee Nuclear Research Eacility• O’Hare Airport• Boston Harbor Clean-up• Logan Airport’s Remodel• Los Angeles Light Rapid Transit system

Legal ConsiderationsPLAs are specifically permitted for use in the construction industry by Section 8(f) of theNational Labor Relations Act, and have been upheld against legal challenges in California.Opponents of PLAs have challenged the right of public entities to use PLAs in public sectorconstruction on two bases: first, pre-emption under the National Labor Relations Act (NLRA);and second, alleging violation of state or local competitive bidding requirements that requirepublic construction contracts to be awarded to the lowest responsible bidder.

The legality of use of PLAs on public construction projects in California is well established.Multiple cases have upheld the use of PLAs by public entities against challenges based onNLRA preemption, California’s competitive bidding laws, and other theories. (See, e.g., Johnsonv. Rancho Santiago Community College Dist., 623 E.3d 1011(9th Cir. 2010); Assoc. Builders &Contractors, Inc., Golden Gate Chapter et al. v. San Francisco Airports Commission, 21 Cal. 4th352 (1999).)

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Regarding the NLRA pre-emption, the courts has affirmed that public entities have the sameoptions as private owners in deciding to use PLAs in construction projects. The NLRA explicitlypermits employers in the construction industry to enter into pre-hire agreements. The courtshave noted that in authorizing PLAs in the construction industry, Congress intended toaccommodate conditions specific to the industry, and the courts saw no reason to expect thatthe construction industry’s defining features should depend upon the public or private natureof the entity that is purchasing the contracting services. PLAs that are included as bidspecifications for public construction contracts are not pre-empted by the NLRA where the cityis acting as a market participant pursuant to a proprietary interest, rather than as a regulator.

In a case concerning a PLA for a public construction project to expand and renovate theSan Francisco International Airport, the California Supreme Court observed that the purposesof competitive bidding laws were to secure competition, save public funds and guard againstfavoritism, extravagance and corruption. The Court concluded that substantial evidencesupported the adoption of the PLA bid specification as advancing legitimate governmentalinterests consistent with competitive bidding laws, including prevention of costly delays andensuring contractors have access to skilled workers. Because the PLA, by its own terms, didnot exclude contractors, union or nonunion, from bidding on the airport project, the Court foundthat it was not anticompetitive. However, the Court observed that future challenges to theimposition of PLAs as bid requirements must be reviewed on a case-by-case-basis forconsistency with competitive bidding laws.

In 2011, Senate Bill 911 (SB 922) amended the California Public Contracts Code (by addingCalifornia Public Contract Code §2500 et seq.) to specifically permit public entities to use PLAsand to require contractors to enter into PLAs for construction projects. Indeed, SB 922 providesthat where a City charter or ordinance prohibits, limits or constrains the governing board’sauthority to adopt or require a PLA for a construction project, the Construction project isprohibited from receiving state financial assistance. In this case, the scope for the proposedPLA would be limited to the EPC contractor’s and demolition contractor’s scope of work forthe proposed Grayson Repowering Project, which would not be a grant-funded project.

Opponents of PLAs contend that PLAs lead to higher labor costs and increased fringe benefitcosts, as well as potentially a reduced number of bidders. On the other hand, proponents ofPLAs contend that PLAs help maintain good labor relations on a project, avoid labor disputesand disruptions during the construction, and can increase labor productivity. In that regard, aPLA defines and standardizes the required labor practices that apply to the parties signing thePLA and includes provisions prohibiting work stoppages which can cause costly delays.Studies of the cost impacts and benefits of PLAs have had mixed results, with some studiesfinding that PLAs provide an overall benefit, while others finding PLAs result in increased projectcosts.

In recent years, most new or repower type power plant projects in California have beenconstructed using a PLA in coordination with the California Unions for Reliable Energy (CURE),a coalition of unions. For example, PLAs were successfully put in place for the Magnolia PowerPlant Project in Burbank, the Glenarm Power Plant project in Pasadena, and the Canyon PowerPlant Project in Anaheim. Due to the nature and complexity of building power plants, whichrequires specific trades and skills, the PLA helps in assuring that the contractors employqualified craft workers.

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PLA for Proposed Grayson Repowering ProjectGiven the complexity and scope of the proposed Grayson repowering project, the number ofdifferent craft disciplines that will be required for the work, and the fact that PLAs have beensuccessfully used on several municipal power plant projects in California, Staff recommends theCity Council approve the use of a PLA for the EPC Contractor’s scope of work for the proposedGrayson Power Plant Repowering Project.

Staff has negotiated with CURE on behalf of the State and Los Angeles! Orange CountyBuilding Trades Councils regarding a potential PLA for the EPC Contractor. Since thedemolition work would be contracted for separately, the demolition work would be covered by aseparate PLA with similar terms and conditions. The PLAs, if approved by City Council, wouldbe incorporated into the RFQ and REP for the EPC Contractor and into the bid documents forthe demolition contractor. The proposed PLA for the EPC Contractor is attached to this Report,and the key terms of the PLA are as follows:

Purpose: The purposes of the proposed PLA include: to achieve timely construction ofthe project, to establish a framework for labor-management cooperation and stability, toestablish and stabilize wages, hours and working conditions for craft workers on theproject, to encourage close cooperation between the employers and unions on theproject, to ensure a sufficient supply of skilled craft workers are available for the project,to ensure that the work proceeds continuously and without interruption, in a safe andefficient manner and to provide an assurance of good construction methods andproductivity.

• Parties: The parties to the PLA would be the EPC Contractor, the State Building andConstruction Trades Council of California, and the Los Angeles! Orange CountiesBuilding and Construction Trades Council, and the local unions who have executed theAgreement.

• Agreements to be Bound: The Primary Employer and other Employers under the PLAagree to contract for Covered Work only to persons, firms, or entities that (1) become aparty to the PLA and agree to be bound by it and (2) agree to abide by the applicableMaster Agreement with the craft union having traditional and customary building tradescraft jurisdiction over the work.

• Scope of Agreement: The PLA covers labor performed within the craft jurisdiction ofone of the unions that are parties to the agreement and part of the Project, as defined,including on site fabrication work, and work done in temporary yards or areas near theproject, and work which is traditionally claimed as on-site fabrication work, such asfabrication of air-handling systems and ducts and HVAC sheet metal work.

• Exclusions: Exclusions from the scope of the PLA include work performed by Cityemployees or the Power Island Equipment vendor, work of non-manual employees(such as superintendents, engineers and design work), maintenance and repair work,and the operation and maintenance of the project. The EPC Contractor PLA specifiesthat demolition work would be covered by a separate PLA with the demolition contractor.

• Wages, Benefits and Working Conditions: All employees covered by an applicablewage classification by the California Department of Industrial Relations (DIR) will be paidprevailing wages established by the DIR. Employers are required to pay contributions toestablished employee benefit funds per the Master Agreement of the applicableunion(s). Any special interest bargaining which establishes wage rates, classifications,zones, or wage escalations which apply exclusively to the project will not be recognized.The PLA establishes working hours, holidays, and working conditions for the project.

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• Union Recognition and Referral: The unions signing the PLA are recognized arid soleand exclusive bargaining units and shall be the primary source of all craft employees forcovered work, excluding “Core Employees” of the Employers. Employees shall beemployed on a one on one basis, with one Core Employee selected, followed by oneemployee from the hiring hall, until employer’s requirements are met or five coreemployees are hired.

• Helmets to Hardhats: In order to facilitate the hiring of veterans, the PLA states thatthe Employers and Unions agree to utilize the services of the Center for MilitaryRecruitment, Assessment and Veterans Employment, a joint Labor-ManagementCooperation Trust Fund established under federal law, as a resource, and to maintain adatabase of veterans that are interested in work on the Project and in apprenticeshipand employment opportunities for the Project.

• No Work Stoppages or Lockouts: The Unions and Employers commit to no strikes,lockouts, work stoppages or similar jobsite disruption during the term of the PLA.

• Grievance and Dispute Procedures: The PLA specifies a procedure for resolvinggrievances and jurisdictional disputes among Unions and employees.

• Coordination: The PLA provides for joint labor/ management meetings between thePrimary Employer, other Employers, the City, and signatory unions on at least a monthlybasis.

• Side Letter Agreement: Under the terms of a side letter agreement that wouldaccompany the PLA, the construction of transmission and distribution lines, outsidesubstations, switchyards and ground grids for the proposed Grayson repowering projectwould be performed by union contractors, except where such work is performed by GWPemployees.

CEQAThe City Council’s approval of PLA requirement for the proposed EPC contract and demolitioncontract is not subject to CEQA because the action is not a project as defined by CEQA. SeeCal. Public Resources Code §21065; 14 Cal Code of Regulations §15378. The proposed actionwill not have an immediate effect on the environment; nor will it result in a reasonablyforeseeable physical change to the environment. Requiring the PLA, if the proposed projectproceeds, does not commit the City to the proposed repowering of the Grayson Power Plant;nor is the City committing to the expenditure of any funds for the potential project. See 14 CalCode of Regulations §15352(a).

A decision whether or not to proceed with the repowering will not occur until after theenvironmental review for the proposed project has been completed under CEQA, a CEQAdocument is certified, and City considers and makes findings regarding alternatives andmitigation measures to the extent required by CEQA. CEQA analysis of the proposed projectis underway.

FISCAL IMPACTThe proposed action does not commit the City to the expenditure of any funds, nor does thisaction authorize the proposed Grayson repowering. If the City proceeds with the proposedproject, the use of PLAs for the EPC contract and for the demolition contract is expected toresult in some additional expenses required administering and monitoring compliance with thePLA terms. While it is not possible to precisely project the fiscal impact of the use of PLAs, staffestimates the net increase in direct construction-related and administrative costs to beapproximately $220,000, or 0.1% of the estimated construction cost for the EPC and thedemolition contracts.

ALTERNATIVESAlternative 1: The City Council may approve the recommendation presented herein and adopt

a Resolution requiring PLAs as a condition of the EPC contract and thedemolition contract for the proposed project, if the project proceeds, and directCity staff to include such a requirement in the RFQ, RFP, and bidding documentsfor such work.

Alternative 2: The City Council may decline to approve or require a PLA for the EPC contractand the demolition contract for the proposed project.

Alternative 3: The City Council may consider any other alternative not proposed by staff.

CAMPAIGN DISCLOSURENot applicable.

EXHIBIT(S)1. Project Labor Agreement

6

PROJECT LABOR AGREEMENT

FOR

GLENDALE GRAYSON POWER PLANT REPOWERINGPROJECT

GLENDALE, CALIFORNIA

1833039.1

1. INITIAL PROVISIONS AND DEFINITIONS

1.1. This Project Labor Agreement (“Agreement”) is entered into by the[Name of Prime Contractor for the Project] (the “Primary Employer”), and the StateBuilding and Construction Trades Council of California (“State Council”), the LosAngeles/Orange Counties Building and Construction Trades Council (“LocalCouncil”), and the local unions who have executed this Agreement, all of whom arereferred to collectively as the “Unions.”

1.2. The Grayson Power Plant Repowering Project (the “Project”) is theconstruction of a new repowering plant. The “Project Site” lies entirely within theexisting Grayson Generating Station, which is located in an industrial area of theCity of Glendale at 800 Air Way, Glendale, CA 91201, just northeast of the 1-5 andHwy 134 interchange. The Project Site is bounded to the south by the VerdugoWash and Highway 134, to the west by the Los Angeles River and Interstate 5, tothe north by commercial property and to the east by the Southern Pacific rail line,then commercial property and then residential property. The site is currently usedas the Grayson Generation Plant. The approximate coordinates of the Project Siteare 34° 09’ 19” N and 118° 16’ 42” W.

1.3. The Project does not include: (i) one existing natural gas fired simplecycle turbine built in 2003 (“Unit 9”), which shall remain and continue operating onthe Project Site both during and after the construction and operation of the newrepowering plant; and (ii) the purchase, delivery, storage, maintenance, or repair ofPower Island Equipment for the Project.

1.4. It is understood and agreed by and between the Parties to thisAgreement that the final plans for the Project may be subject to modifications andapproval by those public agencies possessing lawful approval authority over theProject and that this Agreement applies to the Project as it is finally approved bysuch entities and agencies.

1.5. The City of Glendale (“City”) is a municipality. The Project is ownedby the City, and the City shall operate and maintain the Project once completed.

1.6. The Primary Employer is the Direct Contractor (as defined inCalifornia Civil Code Section 8018, the contractor that has a direct contractualrelationship with the City) for the Project. The Primary Employer will constructthe Project through its employees, contractors, subcontractors and agents. Duringconstruction of the Project, the Primary Employer shall control the Project Site. ThePrimary Employer regularly employs employees in the building and constructiontrades on its projects.

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1.7. As provided below, all contractors, subcontractors or other persons orentities (other than the Primary Employer and the City) performing, assigning,awarding or subcontracting, or authorizing another party to assign, award orsubcontract Covered Work (as defined in Article 2), will be subject to thisAgreement by executing Attachment A, the Agreement to be Bound (all of whom,including the Primary Employer, are individually and collectively referred to as an“Employer” or the “Employers”).

1.8. The signatory Unions are labor organizations whose members areconstruction industry employees who generally work in close proximity to oneanother at construction job sites and whose jobs are closely related and coordinated.Each of the Unions is a party to a multi-employer collective bargaining agreement(“Master Agreement”) that covers the geographic area of the Project. ‘Where theterm Master Agreement is used, it means the Master Agreement currently in effectas to each of the Unions.

1.9. Timely construction of the Project is important to ensure a reliable,sustainable and affordable source of electricity is available to meet the needs of theCity. The parties recognize the need for timely completion of the Project withoutinterruption or delay. The parties further recognize problems that may arise whenunion and nonunion employees are permitted to work side by side at a commonconstruction site. This Agreement is intended to avoid such problems and toenhance a cooperative effort through the establishment of a framework for labor-management cooperation and stability. The completion of the construction andimprovements of the Project covered under this Agreement will require substantialnumbers of construction trades personnel and other supporting craft workerspossessing skills and qualifications that are vital to its completion. The Unions andEmployers will work together to furnish skilled, efficient craft workers for theconstruction of the Project efficiently, cooperatively, safely, economically, andwithout interruption.

1.10. The parties desire to mutually establish and stabilize wages, hours andworking conditions for the craft workers on this Project, to encourage closecooperation between the Employers and the Unions to the end that a satisfactory,continuous, and harmonious relationship will exist between the parties to theAgreement.

1.11. The working conditions and project rules contained in this Agreementhave been established as a means of creating uniform and acceptable standards ofconduct and work practices for all Employers and Unions at the Project. Thisapproach will result in Project-wide continuity, which will enable the Project to bemanaged in a fair and cost-effective manner. The intent of this Agreement is to

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provide an assurance of good construction methods and productivity, so that theProject may be completed on a timely basis and at the most reasonable cost.

1.12. A large labor pool represented by the Unions will be required toexecute the work involved in the Project. Employers wish, and it is the purpose ofthis Agreement, to ensure that a sufficient supply of skilled craft workers areavailable at the Project, that all construction work and related work performed onthis Project shall proceed continuously, without interruption, in a safe and efficientmanner, economically with due consideration for the protection of labor standards,wages and working conditions.

1.13. In furtherance of these purposes and to secure optimum productivity,harmonious relations between the parties and the orderly performance of the work,the parties to this Agreement agree to establish adequate and fair wage levels andworking conditions and to protect the Project against strikes and lockouts and otherinterference with the process of the work. This Agreement protects the City fromthe natural result of jobsite friction by prohibiting all strikes, picketing or similaractivity for any reason whatsoever, including, without limitation work by othercrafts or workers excluded from this Agreement.

1.14. In the interest of the future of the construction industry in the localarea, of which the Unions are a vital part, and to maintain the most efficient andcompetitive posture possible, the Unions pledge to work and cooperate with themanagement of the Project to produce the most efficient utilization of labor andequipment in accordance with this Agreement.

1.15. It is understood and agreed by the parties that the City is an expressand intended beneficiary of this Agreement and shall have the right to enforce itsterms as if it were a party to the Agreement.

2. SCOPE OF AGREEMENT

2.1. Except as otherwise provided in Paragraphs 1.3 and 2.3, thisAgreement covers all on-site construction, alteration, or painting of buildings,structures and other works, and related activities for the Project that are within thecraft jurisdiction of one of the Unions and which are part of the Project, including,without limitation, all on-site fabrication work provided such work is within thefabrication provision of the Master Agreement or national agreement of one of theUnions, and all construction of improvements required to be performed as acondition of approval by any public agency. On-site fabrication work includes workdone for the Project in temporary yards or areas near the Project. On-sitefabrication work includes work done for the Project in temporary yards or areasnear the Project. All fabrication work which is part of the Project, including withoutlimitation, the fabrication of air-handling systems and ducts, and HVAC sheet

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metal work, and which is traditionally claimed as on-site fabrication shall beperformed on-site. For the convenience of the Primary Employer or otherEmployers, such work may be performed off-site. In that event, such fabricationwork shall be performed in accordance with the union standards established by thisAgreement for the appropriate craft Union or by a fabrication agreement approvedby the craft’s International Union. On-site construction shall also include the site ofany batch plant constructed solely to supply materials to the Project. All workwithin the scope of this Agreement is referred to as “Covered Work” in thisAgreement.

2.2. Except as otherwise provided in sections 1.3 and 2.3, this Agreementcovers all physical work typically performed by craft labor in California that is partof startup and commissioning, including but not limited to system flushes andtesting, loop checks, rework and modifications, functional and operational testingup to and including the final running test. It is understood that the City,manufacturer’s and vendor’s representatives, and plant operating personnel (whoare not covered by the terms of this Agreement) may supervise and direct thisactivity, and that craft work is typically performed as part of a joint effort withthese representatives and personnel. The City, a manufacturer or their respectiverepresentatives may perform industry standard work to satis~r its guarantee orwarranty prior to startup of a piece of equipment. After a system or subsystembecomes operational and upon acceptance, Covered Work on that system orsubsystem is completed. However, except as otherwise provided in sections 1.3 and2.3, system flushes as well as rework and modifications normally provided as afunction of the construction effort, and other related work normally provided bymembers of the Unions, will be performed by workers who are covered by thisAgreement, unless such work is performed by the City’s workforce or themanufacturer as provided herein.

2.3. Exclusions: the following shall not be considered Covered Work (“Non-Covered Work”):

(a) Work of non-manual employees, including but not limited tosuperintendents; supervisors; staff engineers; quality control and qualityassurance personnel; building official construction inspectors; geologists; timekeepers, mail carriers, clerk, officer workers, messengers, guards, safetypersonnel, emergency medical and first aid technicians, and otherprofessional, engineering, administrative, supervisory and managementemployees;

(b) All off-site manufacture and handling of materials, equipment ormachinery except at dedicated staging, lay down or storage sites; however,the movement of materials or goods between Covered Work locations arewithin the scope of this Agreement;

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(c) Delivery of materials or equipment to the Project site;(d) Any delivery or storage of the Power Island Equipment prior to

the control by Primary Employer;(e) Design teams (including, but not limited to architects,

engineers, and master planners), or any other consultants for the City(including, but not limited to, project managers and construction managersand their employees) and their sub-consultants, and other employees ofprofessional service organizations, not performing manual labor within thedefinition of Project Work;

(0 Any work performed on or near or leading to or into the Projectundertaken by state, county, city or other governmental bodies or theircontractors, or by public utilities, or their contractors; and/or by theconstruction manager or its contractors for work that is not part of theProject;

(g) All work by employees of a manufacturer or vendor necessary forstartup, commissioning, or to maintain its warranty or guaranty;

(h) All work performed by employees of the City;(i) All off-site maintenance of leased equipment and on-site

supervision of such maintenance work;(j) Work on the Project performed directly by City or its

construction manager with its own employees as a result of a threat to life,limb, or property or other emergency or circumstances requiring immediateaction;

(k) Work performed by employees reporting, either directly orindirectly, to local, state or federal governmental agencies or to PrimaryEmployer’s quality control employees (except work covered by a collectivebargaining agreement);

(1) Ongoing maintenance, janitorial, and security services;(m) All non-construction support services contracted by any

Employer or the City in connection with the Project;(n) All maintenance and repair work. This Agreement is not

intended to, and shall not affect the operation or the maintenance of theProject, including, but not limited to, the operations, maintenance, repair orsimilar functions of Unit 9 during the construction of the Project; and

(o) Demolition work, site preparation, soil inspection and testing,which are subject to a separate project labor agreement to be entered by thecontractor who is performing such work.

2.4. The parties acknowledge that regular employees of the City mayperform certain elements of Covered Work. This Agreement, however, shall notapply to any employee of the City.

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2.5. This Agreement is not intended to, and shall not affect theoperation or the maintenance of the Project. The Agreement shall cease to apply,and shall not apply, to any maintenance, operations or similar functionsundertaken by the City at the Project Site by the City.

2.6. Choice of Materials and New Technologies:

(a) Subject to Paragraph 2.1, there shall be no limitation orrestriction upon the choice of materials or upon the full use andinstallation of equipment, machinery, package units, factory precast,prefabricated or preassembled materials, tools or other labor savingdevices.

(b) The use of new technology, equipment, machinery, tools and/orlabor-saving devices and methods of performing work may be initiatedby Employers in their respective discretion from time to time. TheUnions agree that they will not in any way restrict the implementationof such new devices or methods of work. If there is any disagreementbetween an Employer and Unions, concerning the manner orimplementation of such device or method of work, the implementationshall proceed as directed by the Employer and the Union shall have theright to arbitrate the dispute as set forth in the Agreement.

3. SUBCONTRACTING

3.1. The Primary Employer and each other Employer agree that they willcontract for the assignment, awarding or subcontracting of Covered Work, orauthorize another party to assign, award or subcontract Covered Work, only to aperson, firm, corporation or other entity that, at the time the contract is executed,has become a party to this Agreement by executing Attachment A, the Agreement tobe Bound.

3.2. The Primary Employer and each other Employer agree that they willsubcontract Covered Work only to a person, firm, corporation, or other entity who isor becomes party to this Agreement, and who is signatory to or agrees for thepurposes of performing Covered Work to abide by the applicable Master Agreementwith the craft Union having traditional and customary building trades craftjurisdiction over the work. The signatory Unions shall provide a copy of the mostrecent Master Agreement to the City, which shall provide a copy of such agreementto any bidder, contractor or subcontractor, upon request. Any Employer (includingthe Primary Employer) performing Covered Work on the Project shall, as acondition to working on the Project, perform all work under the terms of thisAgreement and the applicable Master Agreement. Before being authorized toperform any Covered Work, Employers (other than the Primary Employer) shall

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become a party to this Agreement by signing Attachment A, the “Agreement to beBound.” Every Employer shall notify the Local Council in writing within tenbusiness days after it has subcontracted work, and shall at the same time provide tothe Local Council a copy of the executed Agreement to be Bound.

3.3. Nothing in this Agreement shall in any manner whatsoever limit therights of the Primary Employer, or any other Employer, to subcontract CoveredWork or to select its contractors or subcontractors, provided, however, that allEmployers, at all tiers, assigning, awarding, contracting or performing, orauthorizing another to assign, award, contract or perform Covered Work shall berequired to comply with the provisions of this Agreement. To the extent permissibleby law, the Primary Employer, and any other Employer have the absolute right toaward contracts or subcontracts on the Project notwithstanding the existence ornon-existence of any agreement between the contractor and any union provided onlythat such Employer is ready, willing, and able to execute and comply with thisAgreement. No Employer will be obligated to sign any other local area or nationalagreement as a condition for bidding on or being awarded Covered Work on theProject.

3.4. The Primary Employer and every other Employer shall noti& each ofits contractors and subcontractors of the provisions of this Agreement and requireas a condition precedent to the assigning, awarding or subcontracting of anyCovered Work or allowing any subcontracted Covered Work to be performed, thatall such contractors and subcontractors at all tiers become signatory to thisAgreement. Any Employer that fails to provide the Local Council with theAgreement to be Bound executed by its subcontractor shall be liable for any failureof that subcontractor to comply with the provisions of this Agreement, including anycontributions to any trust funds that the contractor or subcontractor, or anysubcontractor to that subcontractor, fails to make.

4. WAGES AND BENEFITS

4.1. All employees covered by this Agreement (including foremen andgeneral foremen if they are covered by the applicable wage classificationpromulgated by the California Department of Industrial Relations) shall beclassified in accordance with work performed and paid the hourly wage rates forthose classifications in compliance with the applicable prevailing wage ratedetermination established pursuant to the California Labor Code by theDepartment of Industrial Relations. If a prevailing wage rate increases under statelaw, the contractor shall pay the rate as of its effective date under the law.

4.2. Benefits: Employers shall pay contributions to the establishedemployee benefit funds in the amounts designated in the Master Agreement of theapplicable Union, and shall make all employee authorized deductions in the

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amounts designated in such agreements. The Employers adopt and agree to bebound by the written terms of the applicable, legally established trust agreement(s)speci~ing the detailed basis on which payments are to be made into, and benefitspaid out of, such trust funds for its employees. The Employers authorize the partiesto such trust funds to appoint trustees and successor trustees to administer thetrust funds and hereby rati~ and accept the trustees so appointed as if made by theEmployer.

4.3. Any special interest bargaining which establishes wage rates,classifications, zones, or wage escalations which apply exclusively to the Project willnot be recognized. In addition, there shall be no redlining of the Project in anyfuture multi-employer collective bargaining agreements by singling out, either byname or by effect, the Project or the Employers for less favorable wages, benefits orworking conditions than are generally accorded other industrial projects in thesame general geographic area.

5. UNION RECOGNITION AND REFERRAL: NO DISCRIMINATION

5.1. The Employers recognize the Unions signatory to this Agreement asthe sole and exclusive collective bargaining agents for their respective constructioncraft employees performing Covered Work for the Project, and further recognize thetraditional and customary craft jurisdiction of each Union. Such recognition work islimited to Covered Work performed on this Project only and does not extend beyondthe period when the employee is engaged in Covered Work.

5.2. No employee covered by the Agreement shall be required to join theUnion as a condition of being employed, or remaining employed, to completeCovered Work. However, any employee who is a member of a Union at the time ofreferral shall maintain that membership in good standing while employed underthis Agreement. Further, all employees shall be required for the period duringwhich they are performing Covered Work to render the applicable periodic workingdues and non-initiation or application fees uniformly required for unionmembership in the local union that is a signatory to this Agreement.

5.3. The Union(s) shall be the primary source of all craft employees theCovered Work for the Project (excluding the Employers’ “Core Employees,” as thatterm is defined), but only when such employees are engaged in Covered Work.

5.4. Except as otherwise provided in this Agreement, the Employers shallhire all covered employees, excluding Core Employees, exclusively through Unionregistration and referral systems. A “Core Employee” is someone: (1) whose nameappeared on the Employer’s active payroll for 60 of the last 100 working days beforeaward of a construction contract or subcontract and meets all standards required byapplicable local, State or Federal law; (2) who has the ability to safely perform the

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basic functions of the applicable trade; and (3) who possesses any certificationrequired by State or Federal law for the Covered Work to be performed by suchemployee. The number of Core Employees on this Project shall be governed by thefollowing procedure: one Core Employee shall be selected and then the Unions willrefer to the Employer one employee from the hiring hall out of work list for eachaffected craft. The process then will be repeated, one and one, until the Employer’srequirements are met or until the Employer has hired the five (5) Core Employeesfor that craft, whichever occurs first. Thereafter, all additional employees in theaffected trade or craft shall be first requisitioned from the Union hiring hall inaccordance with the provisions of this Article 5.

5.5. In the event that any Union’s registration or referral system does notfulfill the requirements for specific classifications of covered employees requested byan Employer within forty eight (48) hours (excluding Saturdays, Sundays and legalholidays), the Employer may use employment sources other than the Unionregistration and referral systems and may employ applicants from any otheravailable source. Employers shall document their compliance efforts throughutilization of the Craft Employee Request Form (Attachment D), hiring hallprocedures, resources provided by the Project labor Coordinator. In the event thata Union does not have a job referral system, an Employer shall give the Union equalopportunity to refer applicants. The Employers retain the right to reject any jobapplicant referred by the Unions for good cause.

5.6. Each Union shall have the right to designate a working journeypersonas a steward. The steward shall be a qualified employee performing the work ofthat craft and shall not exercise any supervisory functions. Each steward shall beconcerned with the employees of the steward’s Employer and not with theemployees of any other Employer. A steward shall be allowed sufficient time toperform his duties.

5.7. The Unions and Employers agree that they will not engage in any formof discrimination on the basis of race, color, religion, sex (including pregnancy,childbirth or related medical conditions), national origin, ancestry, age, physical ormental disability, legally protected medical condition, family care status, veteranstatus, marital status, sexual orientation, gender identity, transgender status, orany other basis protected by local, state or federal laws, in dispatching workers orhiring employees for the Project. The Employers and Unions further agree thatthey will not discriminate against any employee, contractor or subcontractor basedon political affiliation or membership in a labor organization.

6. WORK STOPPAGES AND LOCKOUTS

6.1. The Unions and Employers agree that during the term of thisAgreement there shall be no strikes, sympathy strikes, picketing, hand billing

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(where the hand billing relates to the Project or Employer), work stoppages, slowdowns, interference with the work or other jobsite disruptive activity for any reasonby the Union or by any employee and there shall be no lockout by the Employer atthe job site of the Project or at any other facility of the City because of a dispute.Failure of any Union or employee to cross any picket line established at the Projectsite is a violation of this Article.

6.2. The Union shall not sanction aid or abet, encourage or continue anywork stoppage, strike, picketing or other disruptive activity at the Project site andshall undertake all reasonable means to prevent or to terminate any such activity.No employee shall engage in activities which violate this Article. Any employeewho participates in or encourages any activities which interfere with the normaloperation of the Project shall be subject to disciplinary action, including discharge,and if justifiably discharged for the above reasons, shall not be eligible for rehire onthe same project for a period of not less than three (3) years.

6.3. The Union shall not be liable for acts of employees for which it has noresponsibility. The business manager of the Union will immediately instruct, orderand use the best efforts of his office to cause the Union to cease any violations ofthis Article. A Union complying with this obligation shall not be liable forunauthorized acts of employees it represents. The failure of the Employer toexercise its right in any instances shall not be deemed a waiver of its right in anyother instance.

6.4. The Employer(s) shall not cause, incite, encourage or participate in anyLockout of its employees during the term of the Agreement. The term “Lockout”refers only to an Employer’s exclusion of employees in order to secure a collectivebargaining advantage, and does not refer to the discharge, termination, or layoff ofemployees by the Employer(s) for any reason in the exercise of its rights as set forthin other provisions of the Agreement, nor does the term include the City’s decisionto terminate or suspend work on the Project or any portion thereof for any reasonother than a labor dispute.

6.5. The Unions agree that if any union or any other persons, whetherparties to this Agreement or otherwise, engage in any picketing or work stoppages,the signatory Unions shall consider such work stoppage or picketing to be illegal,and refuse to honor such picket line or work stoppage.

6.6. In the event of any work stoppage, strike, sympathy strike, picketinginterference with the work or other disruptive activity at the Project site inviolation of this Article, the Employer may suspend all or any portion of the Projectwork affected by such activity at the Employer’s discretion and without penalty.

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6.7. In lieu of, or in addition to, any other action at law or equity, any partymay institute the following procedure when a breach of this Article is alleged, afterthe Union(s) or Employer(s) alleged to be in violation has been notified of the fact.

6.7.1. The party invoking this procedure shall notify Thomas Pagan orJoe Grodin who the parties to this Agreement agree shall be the permanentArbitrators under this procedure. In the event that either of the permanentArbitrators is unavailable at any time, the American Arbitration Association shallselect an alternative arbitrator within twenty-four (24) hours of notice. Notice tothe Arbitrator ahall be by the most expeditious means available, with notice by faxor electronic means or any other effective written means, to the party alleged to bein violation and the involved International Union President, and! or local union.

6.7.2. Upon receipt of said notice, the Arbitrators named above shallset and hold a hearing within twenty-four (24) hours if it is contended that theviolation still exists.

6.7.3. The Arbitrator shall noti~’ the parties by fax or electronic meansor any other effective written means, of the place and time he has chosen for thishearing. Said hearing shall be completed in one session. A failure of any party orparties to attend said hearing shall not delay the hearing of evidence or issuance ofan Award by the Arbitrator.

6.7.4. The sole issue at the hearing shall be whether or not a violationof this Article has in fact occurred. The Award shall be issued in writing withinthree (3) hours after the close of the hearing, and may be issued without an opinion.If any party desires an opinion, one shall be issued within fifteen (15) days, but itsissuance shall not delay compliance with, or enforcement of, the Award. TheArbitrator may order cessation of the violation of this Article by the Union, andsuch Award shall be served on all parties by hand or registered mail upon issuance.

6.7.5. The Award may be enforced by any court of competentjurisdiction upon the filing of this Agreement and all other relevant documentsreferred to hereinabove in the following manner. The fax or electronic notice of thefiling of such enforcement proceedings shall be given to the other party. In theproceeding to obtain a temporary order enforcing the Arbitrator’s Award as issuedunder Paragraph 6.7.4 of this Article, all parties waive the right to a hearing andagree that such proceedings may be ex parte. Such agreement does not waive anyparty’s right to participate in a hearing for a final order of enforcement. The Court’sorder or orders enforcing the Arbitrator’s Award shall be served on all parties byhand or by delivery to their last known address or by registered mail.

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6.7.6. Any rights created by statute or law governing arbitrationproceedings inconsistent with the above procedure or which interfere withcompliance therewith are hereby waived by the parties to whom they accrue.

6.7.7. The fees and expenses of the Arbitrator shall be borne by theparty or parties found in violation, or in the event no violation is found, such feesand expenses shall be borne by the moving party.

6.8. The procedures contained in Paragraph 6.7 shall be applicable toalleged violations of this Article. Disputes alleging violation of any other provisionof this Agreement, including any underlying disputes alleged to be in justification,explanation or mitigation of any violation of this Article, shall be resolved under thegrievance procedures of Article 8.

6.9. Notwithstanding the provisions of Paragraph 6.1 above, it is agreedthat, with twenty four (24) hour prior notice to the Primary Employer, a Unionretains the right to withhold the services of its members from a particularcontractor or subcontractor who fails to make timely payments to the Union’sbenefit plans, or fails to timely pay its weekly payroll, in accordance with itsagreements with the Union; provided, however, that in the event the Union or anyof its members withholds their services from such contractor or subcontractor,Primary Employer shall have the right to replace such contractor or subcontractorwith any other contractor or subcontractor who executes the Agreement to beBound.

6.10. In the event that any applicable Master Agreement expires and theparties to that agreement fail to reach agreement on a new contract by the date ofexpiration, a Union shall continue to provide employees to the Employers workingon the Project under all the terms of the expired agreement until a new agreementis negotiated, at which time all terms and conditions of that new agreement shall beapplied to Covered Work at the Project in the same manner as the prior MasterAgreement, except to the extent they conflict with any provision of this Agreement.

7. HOURS OF WORK. HOLIDAYS, AND SAFETY

7.1. The standard work day shall consist of eight (8) hours of work between7:00 a.m. and 6:30 p.m. with one-half hour designated as an unpaid period forlunch. The standard work week shall be five (5) consecutive days of workcommencing on Monday. Nothing herein shall be construed as guaranteeing anyemployee eight (8) hours of work per day or forty (40) hours of work per week.

7.2. Recognized holidays shall be as follows: New Year’s Day, MartinLuther King, Jr. Day, Presidents Day, Memorial Day, Fourth of July, Labor Day,Veterans Day, Thanksgiving Day, Day after Thanksgiving, and Christmas Day.

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Under no circumstances shall any work be performed on Labor Day except in casesof emergency involving life or property. In the event a holiday falls on Saturday,the previous day, Friday, shall be observed as such holiday. In the event a holidayfalls on Sunday, the following day, Monday, shall be observed as such holiday.There shall be no paid holidays. If employees are required to work on a holiday,they shall receive the appropriate rate; but in no case shall such overtime rate bemore than double the straight time rate.

7.3. It shall be the responsibility of each Employer for site safety to ensuresafe working conditions and Employer and employee compliance with all job safetyrules and applicable provisions of local, State and Federal laws and regulationsincluding the Occupational Safety and Health Act of 1970 as amended, relating tojob safety and safe working practices.

7.4. Employees shall be bound by the safety, security, and visitor rulesestablished by the Employers and the City. These rules will be published andposted in conspicuous places throughout the work site. An employee’s failure tosatis&y his/her obligations under this paragraph will subject him/her to discipline,including discharge.

7.5. The Employer(s) shall provide: (a) a convenient and sanitary supply ofcooled drinking water and sanitary drinking cups, (b) adequate sanitary toiletfacilities for the employees, and (c) a safe place for storage of tools and ventilatedfacilities for changing clothes.

7.6. The parties to this Agreement acknowledge that the City and theEmployers have a policy, which prohibits the use, sale, transfer, purchase andlorpossession of a controlled substance (illegal drugs), alcohol andlor firearms while onthe Project Site. Additionally, the Employers have a “drug free” work place policy,which prohibits those working on the Project Site from having a level of alcohol intheir system, which could indicate impairment and/or any level of controlledsubstances in their system. To that end, the parties agree that the LosAngeles/Orange Counties Building and Construction Trades Council Approved Drugand Alcohol Testing Policy shall be the agreed upon protocol concerning drugtesting for workers who will be employed on the Project. The MOU is appended tothis Agreement as Attachment B.

8. GRIEVANCE PROCEDURE

8.1. It is mutually agreed that any question arising out of and duringthe term of this Agreement involving its interpretation and application (other thanjurisdictional disputes) shall be considered a grievance. Questions between oramong parties signatory to a Master Agreement arising out of or involving the

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interpretation of a Master Agreement shall be resolved under the grievanceprocedure provided in that Master Agreement.

8.2. The Primary Employer and other Employers, as well as the Unions,may bring forth grievances under this Article.

8.3. A grievance shall be considered null and void if not brought to theattention of the Employer(s) within five (5) working days after the incident thatinitiated the alleged grievance occurred or was discovered, whichever is later. Theterm “working days” as used in this Article shall exclude Saturdays, Sundays orholidays regardless of whether any work is actually performed on such days.

8.4. Grievances shall be settled according to the following procedureexcept that grievances that do not involve an individual grievant shall be discussedby the City or its designee, or the Primary Employer, and the State Council andLocal Council. If such a grievance is not resolved within S working days of writtennotice unless extended by mutual consent, the grievance may be advanced to Step 4below. Individual grievances shall commence this process at Step 1.

Step 1The steward and the grievant shall attempt to resolve thegrievance with the craft supervisor within five (5) working daysafter the Grievance has been brought to the attention of theEmployer.

Step 2In the event the matter remains unresolved in Step 1 aboveafter five (5) working days, within five (5) working daysthereafter, the alleged grievance may be referred in writing tothe Business Manager(s) of the Union(s) affected and the projectmanager or Labor Relations representative of the Employer(s)for discussion and resolution. A copy of the written grievanceshall also be mailedlfaxecllemailed to the Primary Employer.

Step 3In the event the matter remains unresolved in Step 2 abovewithin five (5) working days, within five (5) working daysthereafter, the grievance may be referred in writing to theBusiness Manager(s) of the affected Union(s) involved and theManager of Labor Relations of the Employer(s) or the Manager’sdesignated representative, and the Primary Employer fordiscussion and resolution.

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Step 4If the grievance is not settled in Step 3 within five (5) workingdays, within five (5) working days thereafter, either party mayrequest the dispute be submitted to arbitration or the time maybe extended by mutual consent of both parties. The request forarbitration and/or the request for an extension of time must bein writing with a copy to the Primary Employer. Should theparties be unable to mutually agree on the selection of anArbitrator, selection for that given arbitration shall be made byseeking a list of seven (7) labor arbitrators with constructionindustry experience from the Federal Mediation andConciliation Service and alternately striking names from the listof names on the list until the parties agree on an Arbitrator oruntil one name remains. The first party to strike a name fromthe list shall alternate between the party bringing forth thegrievance and the party defending the grievance. PrimaryEmployer shall keep a record of the sequence and shall noti~the parties to the grievance as to which party has the right tostrike a name first.

8.5. The Arbitrator shall conduct a hearing at which the parties to thegrievance shall be entitled to present testimonial and documentary evidence.Hearings will be transcribed by a certified court reporter. The parties shall beentitled to file written briefs after the close of the hearing and receipt of thetranscript.

8.6. Upon expiration of the time for the parties to file briefs, the Arbitratorshall issue a written decision that will be served on all parties and on the PrimaryEmployer. The Arbitrator’s decision shall be confined to the issue(s) posed by thegrievance and, except as provided in Paragraph 13.1.1, the Arbitrator shall not havethe authority to modifS’, amend, alter, add to or subtract from, any provision of thisAgreement. The Arbitrator shall have the authority to utilize any equitable or legalremedy to prevent andlor cure any breach or threatened breach of this Agreement.The Arbitrator’s decision shall be final and binding as to all parties signatory to thisAgreement.

8.7. The cost of the Arbitrator and the court reporter, and any cost to payfor facilities for the hearing, shall be borne equally by the parties to the grievance.All other costs and expenses in connection with the grievance hearing shall be borneby the party who incurs them.

151833039.1

8.8. Any party to a grievance may invite the City to participate inresolution of a grievance. The Primary Employer may, at its own initiative,participate in Steps 1 through 3 of the grievance procedure.

8.9. In determining whether the time limits of Steps 2-4 of the grievanceprocedure have been met, a written referral or request shall be considered timely ifit is personally delivered, faxed or postmarked within the five (5) working dayperiod. Any of the time periods set forth in this Article may be extended in writingby mutual consent of the parties to the grievance, and any written referral orrequest shall be considered timely if it is personally delivered, faxed or postmarkedduring the extended time period.

9. JURISDICTIONAL DISPUTES

9.1. The assignment of Covered Work will be solely the responsibility of theEmployer performing the work involved; and such work assignments wifi be inaccordance with the Plan for the Settlement of Jurisdictional Disputes in theConstruction Industry (the “Plan”) or any successor Plan.

9.2. All jurisdictional disputes between or among the Unions and theiremployees (parties to this Agreement) shall be settled and adjusted according to thepresent Plan established by the Building and Construction Trades Department orany other plan or method of procedure that may be adopted in the future by theBuilding and Construction Trades Department. Decisions rendered shall be final,binding and conclusive on the Employers and Unions parties to this Agreement.

9.2.1. If a dispute arising under this Article involves the SouthwestRegional Council of Carpenters or any of its subordinate bodies, an Arbitrator shallbe chosen by the procedures specified in Article V, Section 5, of the Plan from a listcomposed of John Kagel, Thomas Angelo, Robert Hirsch, and Thomas Pagan, andthe Arbitrator’s hearing on the dispute shall be held at the offices of the applicableBuilding and Construction Trades Council within 14 days of the selection of theArbitrator. All other procedures shall be as specified in the Plan.

9.3. All jurisdictional disputes shall be resolved without the occurrence ofany strike, work stoppage, or slow-down of any nature and the Employer’sassignment shall be adhered to until the dispute is resolved. Individuals violatingthis Article shall be subject to immediate discharge.

9.4. Each Employer will conduct a pre-job conference with the LocalCouncil prior to commencing work. The Primary Employer and any generalcontractor will be advised in advance of all such conferences and may participate ifthey wish. Pre-job conferences for different Employers may be held together.

161833039.1

10. JOINT LABOR/MANAGEMENT MEETINGS

10.1. During the period of any work performed under this Agreement, a jointLabor/Management meeting will be held on an approximately monthly basis ormore frequently as needed between the Primary Employer, the other Employers,the City, and the signatory Unions. The purpose of these meetings is to promoteharmonious labor/management relations, ensure adequate communications andadvance the proficiency and efficiency of the craft workers and contractorsperforming work at the Project. These monthly (or more frequent) meetings willalso include discussion of safety; craft resource requirements, scheduling, andproductivity of work performed at the Project.

10.2. A Pre-Job Conference shall be held prior to the commencement of workto establish the scope of work in each Employer’s contract. When a contract hasbeen let to an Employer covered by this Agreement, a Pre-Job Conference shall berequired upon request of any Union, Employer or the Primary Employer.

10.3. The Primary Employer will schedule and attend all Pre-JobConferences.

11. MANAGEMENT RIGHTS

11.1. The Employers retain full and exclusive authority for the managementof the Project and shall retain all existing rights of management and all rightsconferred by law. Management of the Project, including, but not limited to, thehiring, promoting, laying off, suspending, disciplining or discharging for cause,direction of work force, work schedules, and work practices, is vested solely in theEmployers, except as specifically limited by this Agreement or the applicableMaster Agreement. The Employers shall enforce strict discipline and good orderamong their respective employees and other persons carrying out the work. TheEmployers shall not permit employment of unfit persons or persons not properlyskilled in the tasks assigned to them. The City has the right to establish reasonableProject rules for the Project and distribute such Project rules to each employee.

1 L2. It is recognized that certain industry standard equipment of a highlytechnical and specialized nature will have to be installed at the Project. The natureof this equipment, together with requirements of manufacturer’s warranty, dictatethat it be prefabricated, pre-piped andlor pre-wired and that it be installed underthe supervision and direction of the City’s personnel and/or manufacturer’spersonnel. The Unions agree that such equipment is to be installed withoutincident.

11.3. Subject to Paragraph 2.1, Employers may utilize any method ortechnique of construction and there shall be no restrictions on the use of machinery,

171833039.1

pre-cast or pre-assembled units, materials, equipment, tools, or other devices,methods, procedures or technology.

11.4. There shall be no restrictions upon the choice of materials, equipment,or design, nor upon the source of such materials, equipment, or design, whetherpurchased, leased, rented, or otherwise obtained.

11.5. In addition to the other rights of the City enumerated in thisAgreement, the City is expressly conferred its management rights and all rightsprovided by law. The City’s rights include, but are not limited to, the right to: (i)inspect any construction facility to ensure that the Employers follow applicablesafety or other work requirements; (ii) require Employers to establish a differentwork week or shift schedule for particular employees as required to meet theoperational needs of the Project work; (iii) approve any work methods, procedures ortechniques used by the Employers whether or not these methods, procedures ortechniques are a part of industry practices or customs; and, (iv) investigate andprocess complaints.

12. HELMETS TO HARDHATS

12.1. The Employers and Unions recognize a desire to facilitate the entryinto the building and construction trades of veterans and members of the NationalGuard and Reserves who are interested in careers in the building and constructionindustry. The Employers and Unions agree to utilize the services of the Center forMilitary Recruitment, Assessment and Veterans Employment (“Center”), a jointLabor-Management Cooperation Trust Fund, established under the authority ofSection 6(b) of the Labor-Management Cooperation Act of 1978, 29 U.S.C. Section175(a), and Section 302(c)(9) of the Labor-Management Relations Act, 29 U.S.C.Section 186(c)(9), and a charitable tax exempt organization under Section 501(c)(3)of the Internal Revenue Code, and the Center’s “Helmets to Hardhats” program toserve as a resource for preliminary orientation, assessment of construction aptitude,referral to Apprenticeship Programs or hiring halls, counseling and mentoring,support network, employment opportunities, and other needs as identified by theparties.

12.2. The Unions and Employers agree to coordinate with the Center tocreate and maintain an integrated database of veterans and members of theNational Guard and Reserves interested in working on this Project andapprenticeship and employment opportunities for this Project. To the extentpermitted by law, the Unions will give credit to such veterans and members of theNational Guard and Reserves for bona fide, provable past experience.

181833039.1

13. GENERAL PROVISIONS

13.1. If any article or provision of this Agreement shall become invalid,inoperative and/or unenforceable by operation of law or by declaration of anycompetent authority of the executive, legislative, judicial or administrativebranches of the federal or state government, the parties shall suspend the operationof such article or provision during the period of its invalidity, and the PrimaryEmployer and the State Council shall negotiate in its place and stead an article orprovision that will satisfy the objections to its validity and that, to the greatestextent possible, will be in accord with the intent and purpose of the article orprovision in question. The new article or provision negotiated by the PrimaryEmployer and the State Council shall be binding on all parties signatory to thisAgreement.

13.1.1. If the Primary Employer and the State Council are unablewithin thirty (30) calendar days to negotiate a substitute article or provision, any ofthem may at any time thereafter submit the matter directly to interest arbitrationpursuant to the procedures set forth in Paragraph 8.4, Step 4, and Paragraphs 8.5through 8.7. The Arbitrator shall have the authority to modify, amend and alterthe Agreement by providing a substitute article or provision to replace the one(s)that have become invalid, inoperative or unenforceable. The Arbitrator’s decision,and the new article or provision, shall be final and binding on all parties signatoryto the Agreement.

13.2. If any article or provision of this Agreement shall be held invalid,inoperative or unenforceable by operation of law, or by any of the above mentionedtribunals of competent jurisdiction, the remainder of the Agreement or applicationof such article or provision to persons or circumstances other than to which it hasbeen held invalid, inoperative or unenforceable shall not be affected thereby, so longas the primary purpose of this Agreement is unaffected.

13.3. Except as enumerated in this Agreement, all other terms andconditions of employment described in the applicable Master Agreement of thesignatory Union having jurisdiction over the work shall apply.

13.4. The provisions of this Agreement shall take precedence over conflictingprovisions of any Master Agreement or any other national, area or local collectivebargaining agreement except for all work performed under the National TransientLodge Articles of Agreement, the National Stack/Chimney Agreement and theNational Cooling Tower Agreement; all instrument calibration work and loopchecking Covered Work shall be performed under the terms of the UAIIBEW JointNational Agreement for Instrument and Control Systems Technicians and workwithin the craft jurisdiction of the Elevator Constructors will be performed underthe terms of the National Agreements of the International Union of Elevator

191833039,1

Constructors; provided that Articles 6, 8 and 9 of this Agreement shall apply to allCovered Work.

13.5. Each person executing this Agreement represents and warrants thathe or she is authorized to execute this Agreement on behalf of the party or partiesindicated.

13.6. This Agreement may be executed in any number of counterparts, andeach counterpart shall be deemed to be an original document. All executedcounterparts together shall constitute one and the same document, and anysignature pages may be assembled to form a single original document.

13.7. Any notices required under this Agreement shall be given as follows:

To Primary Employer: To the State Council:

[insert] Robbie Hunter, PresidentState Building and Construction TradesCouncil of California1225.8th Street, Suite 375Sacramento, CA 95814Telephone: 916-443-3302

With a copy to: To the Local Council:

[insert] Ron Miller, Executive SecretaryLos Angeles/Orange Counties Buildingand Construction Trades Council1626 Beverly BlvdLos Angeles CA 90026Telephone: 213-483-4222

With a copy to:

Marc D. JosephAdams Broadwell Joseph & Cardozo601 Gateway Boulevard, Suite 1000South San Francisco, CA 94080Telephone: 650-589-1660

201833039.1

To the City:

General ManagerGlendale Water & Power141 N. Glendale, Level 4Glendale, CA 91206Telephone (818) 548-2107

With copies to:

Gary E. Scalabrini, Esq.Gibbs Giden Locher Turner Senet &Wittbrodt LLP1880 Century Park East, 12th FloorLos Angeles, CA 90067Telephone: (310) 552-3400

City Attorney’s OfficeAttn: GWP Counsel613 E Glendale AvenueGlendale, CA 91206Telephone (818) 548-2080

Either party may noti~r the other in writing if its person designated to receivenotice is changed.

14. TERM OF AGREEMENT

14.1. The term of this Agreement shall commence on the date indicatedbelow as the date of execution, and shall continue in effect until completion of allCovered Work pursuant to Article 2.

211833039.1

IN WITNESS WHEREOF, the parties have caused this Agreement to beexecuted and effective as of ________________________ 2017.

[Name of Prime Contractor for theProject) STATE BUILDING & CONSTRUCTION

TRADES COUNCIL OF CALIFORNIA

By: [insert] By: Robbie Hunter President

LOS ANGELES/ORANGE COUNTIESBUILDING AND CONSTRUCTIONTRADES COUNCIL

By: Ron Miller, Executive Secretary

221333039.1

UNIONS

231833039.1

PLA ATTACHMENT AAGREEMENT TO BE BOUND

PROJECT LABOR AGREEMENT FORTHE GLENDALE GRAYSON POWER PLANT REPOWERING PROJECT

The undersigned hereby certifies and agrees that:

1) It is an Employer as that term is defined in Paragraph 1.5 of the ProjectLabor Agreement for the Glendale Grayson Power Plant Repowering Project(“Agreement”) because it has been, or will be, awarded a contract orsubcontract to assign, award or subcontract Covered Work on the Project (asdefined in Paragraphs 1.2 and 2.1 of the Agreement), or to authorize anotherparty to assign, award or subcontract Covered Work, or to perform CoveredWork.

2.) In consideration of the award of such contract or subcontract, and in furtherconsideration of the promises made in the Agreement and all attachmentsthereto (a copy of which was received and is hereby acknowledged), it acceptsand agrees to be bound by the terms and conditions of the Agreement,together with any and all amendments and supplements now existing orwhich are later made thereto.

3) If it performs Covered Work, it will be bound by the legally established trustagreements designated in the applicable Master Agreement associated withthe classification of work performed by the Employer’s workers, and herebyauthorizes the parties to such local trust agreements to appoint trustees andsuccessor trustee to administer the trust funds, and hereby ratifies andaccepts the trustees so appointed as if made by the undersigned.

4.) It has no commitments or agreements that would preclude its full andcomplete compliance with the terms and conditions of the Agreement.

5.) It will secure a duly executed Agreement to be Bound, in form identical tothis document, from any Employer(s) at any tier or tiers with which itcontracts to assign, award, or subcontract Covered Work, or to authorizeanother party to assign, award or subcontract Covered Work, or to performCovered Work.

DATED: Name of Employer ______________________

(Authorized Officer & Title)

1833039.1

PLA ATTACHMENT BLOS ANGELES/ORANGE COUNTIES

BUILDING AND CONSTRUCTION TRADES COUNCILAPPROVED

DRUG AND ALCOHOL TESTING POLICY

The Parties recognize the problems which drug and alcohol abuse have created in theconstruction industry and the need to develop drug and alcohol abuse prevention programs.Accordingly, the Parties agree that in order to enhance the safety of the work place and tomaintain a drug and alcohol free work environment, individual Employers may requireapplicants or employees to undergo drug and alcohol testing.

1. It is understood that the use, possession, transfer or sale of illegal drugs, narcotics,or other unlawful substances, as well as being under the influence of alcohol and the possessionor consuming alcohol is absolutely prohibited while employees are on the Employer’s jobpremises or while working on any jobsite in connection with work performed under the ProjectLabor Agreement (“PLA”).

2. No Employer may implement a drug testing program which does not conform inall respects to the provisions of this Policy.

3. No Employer may implement drug testing at any jobsite unless written notice isgiven to the Union setting forth the location ofthejobsite, a description of the project underconstruction, and the name and telephone number of the Project Supervisor. Said notice shall beaddressed to the office of each Union signing the PLA. Said notice shall be delivered in personor by registered mail before the implementation of drug testing. Failure to give such notice shallmake any drug testing engaged in by the Employer a violation of the PLA, and the Employermay not implement any form of drug testing at such jobsite for the following six months.

4. An employer who elects to implement drug testing pursuant to this Agreementshall require all employees on the Project to be tested. With respect to individuals who becomeemployed on the Project subsequent to the proper implementation of this drug testing program,such test shall be administered upon the commencement of employment on the project, whetherby referral from a Union Dispatch Office, transfer from another project, or another method.Individuals who were employed on the project prior to the proper implementation of this drugtesting program may only be subjected to testing for the reasons set forth in Sections 5(1) (1)through 5(1) (3) of this Policy. Refusal to undergo such testing shall be considered sufficientgrounds to deny employment on the project.

5. The following procedure shall apply to all drug testing:

a. The Employer may request urine samples only. The applicant or employeeshall not be observed when the urine specimen is given. An applicant or employee, at his or hersole option, shall, upon request, receive a blood test in lieu of a urine test. No employee of theEmployer shall draw blood from a bargaining unit employee, touch or handle urine specimens, or

1833039.!

in any way become involved in the chain of custody of urine or blood specimens. A UnionBusiness Representative, subject to the approval of the individual applicant or employee, shall bepermitted to accompany the applicant or employee to the collection facility to observe thecollection, bottling, and sealing of the specimen.

b. The testing shall be done by a laboratory approved by the SubstanceAbuse & Mental Health Services Administration (SAMHSA), which is chosen by the Employerand the Union.

c. An initial test shall be performed using the Enzyme MultipliedImmunoassay Technique (EMZT). In the event a question or positive result arises from the initialtest, a confirmation test must be utilized before action can be taken against the applicant oremployee. The confirmation test will be by Gas Chromatography Mass Spectrometry (GC/MS).Cutoff levels for both the initial test and confirmation test will be those established by theSAMHSA. Should these SAMHSA levels be changed during the course of this agreement or newtesting procedures are approved, then these new regulations will be deemed as part of thisexisting agreement. Confirmed positive samples will be retained by the testing laboratory insecured long-term frozen storage for a minimum of one year. Handling and transportation ofeach sample must be documented through strict chain of custody procedures.

d. In the event of a confirmed positive test result the applicant or employeemay request, within forty-eight (48) hours, a sample of his/her specimen from the testinglaboratory for purposes of a second test to be performed at a second laboratory, designated by theUnion and approved by SAMHSA. The retest must be performed within ten (10) days of therequest. Chain of custody for this sample shall be maintained by the Employer between theoriginal testing laboratory and the Union’s designated laboratory. Retesting shall be performed atthe applicant’s or employee’s expense. In the event of conflicting test results the Employer mayrequire a third test.

e. If, as a result of the above testing procedure, it is determined that anapplicant or employee has tested positive, this shall be considered sufficient grounds to deny theapplicant or employee his/her employment on the Project.

f. No individual who tests negative for drugs or alcohol pursuant to theabove procedure and becomes employed on the Project shall again be subjected to drug testingwith the following exceptions:

1. Employees who are involved in industrial accidents resulting indamage to plant, property or equipment or injury to him/herself or others may be tested pursuantto the procedures stated hereinabove.

2. The Employer may test employees following thirty (30) daysadvance written notice to the employee(s) to be tested and to the applicable Union. Notice to theapplicable Union shall be as set forth in Paragraph 3 above and such testing shall be pursuant tothe procedures stated hereinabove.

1833039.1

3. The Employer may test an employee where the Employer hasreasonable cause to believe that the employee is impaired from performing his/her job.Reasonable cause shall be defined as exhibiting aberrant or unusual behavior, the type of whichis a recognized and accepted symptom of impairment (i.e., slurred speech, unusual lack ofmuscular coordination, etc.). Such behavior must be actually observed by at least two persons,one of whom shall be a Supervisor who has been trained to recognize the symptoms of drugabuse or impairment and the other of whom shall be the job steward. If the job steward isunavailable or there is no job steward on the project the other person shall be a member of theapplicable Union’s bargaining unit. Testing shall be pursuant to the procedures statedhereinabove. Employees who are tested pursuant to the exceptions set forth in this Article andwho test positive will be removed from the Employer’s payroll.

g. Applicants or employees who do not test positive shall be paid for all timelost while undergoing drug testing. Payment shall be at the applicable wage and benefit rates setforth in the applicable Union’s Master Labor Agreement. Applicants who have been dispatchedfrom the Union and who are not put to work pending the results of a test will be paid waitingtime until such time as they are put to work. It is understood that an applicant must pass the testas a condition of employment. Applicants who are put to work pending the results of a test willbe considered probationary employees.

6. The employers will be allowed to conduct periodic job site drug testing on theProject under the following conditions:

a. The entire jobsite must be tested, including any employee orsubcontractor’s employee who worked on that project three (3) working days before or after thedate of the test;

b. Jobsite testing cannot commence sooner than thirty (30) days after start ofthe work on the Project;

c. Prior to start ofperiodic testing, a business representative will be allowedto conduct an educational period on company time to explain periodic jobsite testing program toaffected employees;

d. Testing shall be conducted by a SAMHSA certified laboratory, pursuant tothe provisions set forth in Paragraph 5 hereinabove.

e. Only two periodic tests may be performed in a twelve month period.

7. It is understood that the unsafe use of prescribed medication, or where the use ofprescribed medication impairs the employee’s ability to perform work, is a basis for theEmployer to remove the employee from the jobsite.

8. Any grievance or dispute which may arise out of the application of thisAgreement shall be subject to the grievance and arbitration procedures set forth in the PLA.

1833039.1

9. The establishment or operation of this Policy shall not curtail any right of anyemployee found in any law, rule or regulation. Should any part of this Agreement be foundunlawful by a court of competent jurisdiction or a public agency having jurisdiction over theparties, the remaining portions of the Agreement shall be unaffected and the parties shall enternegotiations to replace the affected provision.

10. Present employees, if tested positive, shall have the prerogative for rehabilitationprogram at the employee’s expense. When such program has been successfully completed theEmployer shall not discriminate in any way against the employee. If work for which theemployee is qualified exists he/she shall be reinstated.

11. The Employer agrees that results of urine and blood tests performed hereunderwill be considered medical records held confidential to the extent permitted or required by law.Such records shall not be released to any persons or entities other than designated Employerrepresentatives and the applicable Union. Such release to the applicable Union shall only beallowed upon the signing of a written release and the information contained therein shall not beused to discourage the employment of the individual applicant or employee on any subsequentoccasion.

12. The Employer shall indemnify and hold the Union harmless against any and allclaims, demands, suits, or liabilities that may arise out of the application of this Agreementand/or any program permitted hereunder.

13. Employees who seek voluntary assistance for substance abuse may not bedisciplined for seeking such assistance. Requests from employees for such assistance shallremain confidential and shall not be revealed to other employees or management personnelwithout the employee’s consent. Employees enrolled in substance abuse programs shall besubject to all Employer rules, regulations and job performance standards with the understandingthat an employee enrolled in such a program is receiving treatment for an illness.

14. This Memorandum, of Understanding shall constitute the only Agreement in effectbetween the parties concerning drug and alcohol abuse, prevention and testing. Anymodifications thereto must be accomplished pursuant to collective bargaining negotiationsbetween the parties.

1833039.1

DRUG ABUSE PREVENTION AND DETECTION

APPENDIX A

CUTOFF LEVELS

SCREENING SCREENING CONFIRMATION CONFIRMATIONDRUG METHOD LEVEL ** METHOD LEVEL

Alcohol EMIT 0.02% CG/MS 0.02%Amphetamines EMIT 1000 ng/mt CG/MS 500 ng/ml*Barbiturates EMIT 300 ng/ml CG/MS 200 ng/mlBenzodiazepines EMIT 300 ng/ml CG/MS 300 ng/mlCocaine EMIT 300 ng/ml* CG/MS 150 ng/ml*Methadone EMIT 300 ng/ml CGIMS 100 ng/mlMethaqualone EMIT 300 nglml CG/MS 300 ng/mlOpiates EMIT 2000 ng/ml* CG/MS 2000 ng/ml*PCP (Phencyclidine) EMIT 25 nglml* CG/MS 25 ng/ml*THC (Marijuana) EMIT 50 ng/ml* CGIMS 15 ng/ml*Propoxyphene EMIT 300 ng/ml CGIMS 100 ng/ml

* SAMHSA specified threshold

** A sample reported positive contains the Indicated drug at or above the cutoff level forthat drug. A negative sample either contains no drug or contains a drug below the cutoff level.

EMIT - Enzyme ImmunoassayCC/MS - Gas Chromatography/Mass Spectrometry

1833039.!

SIDE LETTER OF AGREEMENTTESTING POLICY FOR DRUG ABUSE

It is hereby agreed between the parties hereto that an Employer who has otherwise properlyimplemented drug testing, as set forth in the Testing Policy for Drug Abuse, shall have the rightto offer an applicant or employee a “quick” drug screening test. This “quick” screen test shallconsist either of the “ICUP” urine screen or similar test or an oral screen test. The applicant oremployee shall have the absolute right to select either of the two “quick” screen tests, or to rejectboth and request a full drug test.

An applicant or employee who selects one of the quick screen tests, and who passes the test,shall be put to work immediately. An applicant or employee who fails the “quick” screen test, orwho rejects the quick screen tests, shall be tested pursuant to the procedures set forth in theTesting Policy for Drug Abuse. The sample used for the “quick” screen test shall be discardedimmediately upon conclusion of the test. An applicant or employee shall not be deprived of anyrights granted to them by the Testing Policy for Drug Abuse as a result of any occurrence relatedto the “quick” screen test.

1833039.1

[date I

Pat LavinBusiness ManagerIBEW Local Union 47600 N. Diamond Bar Blvd.Diamond Bar CA 91765

Dear Mr. Lavin:

This Side Letter agreement accompanies the Project Labor Agreementbetween [Name of Prime Contractor for the Project], the State Building andConstruction Trades Council of California, the Los Angeles/Orange CountiesBuilding and Construction Trades Council and building trades unions(“Agreement”).

Unless performed by the employees of the City of Glendale Department ofWater and Power, the construction of transmission and distribution lines, outsidesubstations, switchyards, and ground grids for the Grayson Power PlantRepowering Project will be performed by contractors who, for purposes ofperforming this work, agree to abide by the California Outside Line ConstructionAgreement between Western Line Constructors Chapter of NECA and Local Unions No. 47 and1245 AFL-CIO International Brotherhood of Electrical Workers. Any issue arising out ofthis Side Letter agreement shall be resolved under the grievance process of thatcollective bargaining agreement.

Please indicate your concurrence with the foregoing by executing this SideLetter agreement below.

[Name of Prime Contractor for the Project]

By:

AGREED

IBEW Local Union 47

By: ______________

Pat LavinBusiness Manager

2657-OöOacp1833142.1

RESOLUTION NO. _____

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDALEAPPROVING THE USE OF PROJECT LABOR AGREEMENTS FOR

THE PROPOSED GRAYSON REPOWERING PROJECT

WHEREAS, the City of Glendale (“City”) and its utility department, GlendaleWater & Power (“GWP”) are in the process of evaluating the possible repowering of theGrayson Power Plant (the “proposed project”); and

WHEREAS, a decision whether or not to proceed with the repowering has notbeen made, and the award of an Engineer, Procure, Construction (“EPC”) Contract ordemolition contract for the proposed project, if the project proceeds, will not occurunless and until the environmental review for the proposed project has been completedunder the California Environmental Quality Act (“CEQA”), a CEQA document is certified,and the City considers and makes findings regarding alternatives and mitigationmeasures, to the extent required by CEQA; and

WHEREAS, GWP staff seeks direction from the City Council regarding whether aProject Labor Agreement should be included as a requirement in the procurementdocuments for an EPC contractor and in the bidding documents for a demolitioncontractor for the proposed project, and if the proposed project is authorized, whetherthe successful proposer for the EPC contract and the successful bidder for thedemolition contract should be required to enter into a Project Labor Agreement with theState and Local Building and Construction Trades Councils; and

WHEREAS, Project Labor Agreements are a form of pre-hire collectivebargaining agreement covering terms and conditions of employment for constructionemployees on a particular construction project, and such agreements are permitted foruse in the construction industry under federal and state law, and have been upheldagainst legal challenge; and

WHEREAS, due to the nature and complexity of building power plants, whichrequire specific trades and skills, a Project Labor Agreement helps in assuring thatcontractors employ qualified craft workers; and in recent years, most new or repowertype power plant projects in California have been successfully constructed using aProject Labor Agreement, including but not limited to the Magnolia Power Plant Projectin Burbank, the Glenarm Power Plant project in Pasadena, and the Canyon Power PlantProject in Anaheim; and

WHEREAS, if the City undertakes the proposed project, the City will have acompelling proprietary and economic interest in ensuring that construction proceeds in atimely, cost-effect manner, with the highest degree of quality and with minimal delaysand disruption, and with the highest degree of safety for workers and the public; and

F:/filenetcopy/CG/Council ReportsfO2O7l7 Grayson Project Labor Agreement Reso.doc

2A1

WHEREAS, due to the complexity and scope of the proposed Graysonrepowering project and the number of different craft disciplines that would be requiredfor the proposed project, GWP recommends that the City Council approve Project LaborAgreements, together with certain side letter agreements appended thereto (collectively,the “Project Labor Agreements”) attached to the February 7, 2017 City Council Reportas Exhibit 1; and

WHEREAS, the proposed Project Labor Agreements have the stated purpose ofachieving timely construction of the project, establishing a framework for labor-management cooperation and stability, stabilizing wages, hours and working conditionsfor craft workers on the project, encouraging close cooperation between the employersand unions on the project, ensuring a sufficient supply of skilled craft workers areavailable for the project, ensuring that the work proceeds continuously and withoutinterruption, in a safe and efficient manner and providing an assurance of goodconstruction methods and productivity; and

WHEREAS, the City Council’s action of requiring the use of Project LaborAgreements for the proposed project, if the proposed project proceeds, does notconstitute an authorization or approval to proceed with the proposed project.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City ofGlendale as follows:

Section 1. The recitals set forth hereinabove are true and correct.

Section 2. The City Council hereby finds that adoption of this Resolution is nota “project” under the California Environmental Quality Act, because the Resolution doesnot involve any commitment to a specific project which may result in a potentiallysignificant physical impact on the environment, as contemplated by Title 14, CaliforniaCode of Regulations, Section 15378(b)(4).

Section 3. This City Council hereby finds that requiring Project LaborAgreements for the proposed project, should the project proceed, is in the City’s bestinterest in that it will provide a reliable, stable supply of skilled craft workers, promotesafety, quality and productively, promote labor efficiencies, labor-managementcooperation and stability and reduced labor risks, and allow the timely delivery of a cost-effective project.

Section 4. The City Council hereby approves the use of Project LaborAgreements for the EPC Contractor’s and demolition contractor’s scopes of work for theproposed project.

Section 5. The City Council hereby directs GWP to include the Project LaborAgreement requirement in the Request for Qualifications and Request for Proposalsissued to potential EPC Contractors, and, provided that the City Council approves the

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solicitation of bids for a demolition contractor, the City Council hereby directs the ProjectLabor Agreement requirement to be included in the bidding documents for a demolitioncontractor for the proposed project.

Section 6. The City Council hereby requires that, if the proposed project isauthorized, the successful EPC Contractor and demolition contractor shall be requiredas a condition to project award to execute a Project Labor Agreement with the State andLocal Building and Construction Trades Council, together with the side letteragreements appended thereto, substantially in the form attached to the February 7,2017 City Council Report as Exhibit 1.

Section 7. This Resolution does not authorize the City to proceed with theproposed project.

Section 8. This Resolution shall take effect immediately upon its adoption.

Adopted this __________ day of _____________________, 2017.

Mayor

ATTEST:

City Clerk

a ;aROV-~STO FORM

Princip-l sistant ~ AttorneyDate r~—

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STATE OF CALIFORNIASS

COUNTY OF LOS ANGELES

I, Ardashes Kassakhian, Clerk of the City of Glendale, certify that the foregoingResolution No. ________________ was adopted by the Council of the City of Glendale,California, at a regular meeting held on the ________ day of ______________________

2017, and that same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:

City Clerk

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