I HEREBY CERTIFY that the foregoing resolution was passed and adopted by the City Council of the City of Antioch at a regular meeting thereof, held on the 28th day of July 2026, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
_____________________________________
MICHAEL J. MANDY
CITY CLERK OF THE CITY OF ANTIOCH
6/11/2026
ATTACHMENT "B"
6/11/2026
6/11/2026
6/11/2026
6/11/2026
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C
ITY OF ANTIOCH
MAINTENANCE SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement (“Agreement”) is made and entered into this 28th day of July , 2026 (“Effective Date”) by and between the City of Antioch, a municipal corporation organized under the laws of the State of California with its principal place of business at 200 H Street, Antioch California 94509 (“City”) and Concrete Fence Installers Inc dba American Precast Concrete, a corporation with its principal place of business at 1143 West Second Street, Pomona CA, 91766 ( “Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.
2. RECITALS.
2.1 Contractor.
Contractor desires to perform and assume responsibility for the provision of certain maintenance services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing On-Call Soundwall Repair and Maintenance services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the Services in the State of California, and that is familiar with the plans of City. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
2.2 Project.
City desires to engage Contractor to render such services for the On -Call Soundwall Repair and Maintenance project (“Project”) as set forth in this Agreement.
3. T
ERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional On -Call Soundwall Repair and Maintenance services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
ATTACHMENT "C"
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3.1.2 Term.
The term of this Agreement shall be from July 28, 2026 to June 30, 2027, unless earlier terminated as provided herein. The City reserves the right to review the Contractor’s performance at the end of each year and cancel all or part of the Agreement.
3.2 Responsibilities of Contractor.
3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the r equirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.
3.2.2 Schedule of Services . Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor’s conformance with the Schedule, City shall respond to Contractor’s submittals in a timely manner.
Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements . All work prepared by Contractor shall be subject to the approval of City.
3.2.4 City’s Representative. The City hereby designates Carlos Zepeda , or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement.
Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.
3.2.5 Contractor’s Representative. Contractor hereby designates Contract Manager , or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.6 Coordination of Services . Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.
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3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represent s and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to cor rect errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub- contractors who is determined by the City to be uncooperative, incompetent, a threat t o the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.8 Period of Performanc e and Liquidated Damages . Contractor shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Contractor shall perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be provided separately in writing to the Contractor. Contractor agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such completion s chedule or Project milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages, and not as a penalty, the sum of Five Hundred Dollars ($500) per day for each and every calendar day of delay beyond the Performance Time or beyond any completion schedule or Project milestones established pursuant to this Agreement.
3.2.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Agreement, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law.
3.2.10 Laws and Regulations; Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving writte n notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours' labor shall constitute a legal day's work and that no worker shall be permitted to work in excess of eight (8) hours during any one American Precast Concrete Page 4 of 24
calendar day except as permitted by law. Contractor shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising o ut of any failure or alleged failure to comply with such laws, rules or regulations.
3.2.10.1 Employment Eligibility; Contractor . By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Contractor shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method.
Contractor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in Section 3.2.10 or any of its sub-sections.
3.2.10.2 Employment Eligibility; Subcontractors, Sub- subcontractors and Consultants. To the same extent and under the same conditions as Contractor, Contractor shall require all of its subcontractors, sub-subcontractors and consultants performing any work relating to the Project or this Agreement to make the same verifications and compl y with all requirements and restrictions provided for in Section 3.2.10.1.
3.2.10.3 Employment Eligibility; Failure to Comply . Each person executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer of Contractor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, sub-subcontractors or consultants to meet any of the requirements provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Contractor under Section
3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.
3.2.10.4 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers’ Compensation or to undertake self -insurance in accor dance with the provisions of that Code, and agrees to comply with such provisions before commencing t he performance of the Services.
3.2.10.5 Equal Opportunity Employment . Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, h andicap, ancestry, sex or age. Such non- American Precast Concrete Page 5 of 24
discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
3.2.10.6 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements’ application to "portable equipment", which definition is considered by CARB to include any item of equipment with a fuel -powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement.
3.2.10.7 Water Quality.
(A) Management and Compliance. To the extent applicable, Contractor’s Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000- 14950); laws, rules and regulations of the Environmental Protection Agency and the State Water Resources Control Board; the City’s ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter -Cologne Water Quality Control Act, to any ground or surface water in the state.
(B) Liability for Non -Compliance. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Contractor or City to penalties, fines, or additional regulatory requirements. Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and against any and all fines, penalties, claims or other regulatory requirements imposed as a result of Contractor’s non- compliance with the laws, regulations and policies described in this Section, unless such non-compliance is the result of the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers.
(C) Training. In addition to any other standard of care requirements set forth in this Agreement, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them without impacting water qualit y in violation of the laws, regulations and policies described in this Section. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in this Section as they may relate to the Services provided under this Agreement. Upon request, City will provide Contractor with a list of training programs that meet the requirements of this paragraph.
3.2.11 Insurance. Contractor shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under Exhibit “D” (Insurance Requirements), attached hereto and incorporated herein by this reference. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required therein.
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3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulat ions, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.
3.2.13 Bonds.
3.2.13.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit “D” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.
3.2.13.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “D” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the total, not- to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.
3.2.13.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause.
3.2.13.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California- admitted surety with a current A.M. Best’s rating no less than A:VIII and satisfactory to the City. If a California- admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.
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3.2.13.5 Bond Amounts. Notwithstanding Sections 3.2.13.1 and 3.2.13.2, the City may, in its sole discretion, allow for any required Performance or Payment Bonds to be provided in increments of $100,000 of work. Once the Contractor has performed work valued at 80% of the bonded amount, the Contractor shall obtain additional bonds to cover the next $100,000 of work. This process shall continue consecutively throughout the term of the Agreement, up to the total, not -to-exceed compensation indicated in this Agreement. At no time sh all work be performed without the required bonding in place. The Contractor is solely responsible for ensuring that all work complies with the bonding requirements set forth herein.
Alternatively, the City may, in its sole discretion, allow for any required Performance or Payment Bonds to be provided annually based on the yearly Agreement amount rather than the total not-to- exceed compensation. In such cases, the bond amount shall be equal to the compensation authorized for each "Contract Year." For purposes of this Agreement, a "Contract Year" shall be defined as a consecutive 12-month period beginning on the Effective Date of the Agreement or any anniversary thereof. At no time shall work be performed that exceeds the bonded annual amount within any given Contract Year, unless the Contractor has secured and provided to the City an additional bond covering the excess amount. The Contractor is sol ely responsible for ensuring that all work within each Contract Year does not exceed the bonded amount or that additional bonding is obtained as necessary.
3.2.14 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable.
Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement.
Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.
3.3 Fees and Payments.
3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed Two Hundred Thousand Dollars ($200,000) without written approval of City’s Finance Director . Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation . Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate American Precast Concrete Page 8 of 24
would be necessary at the execution of this Agreement. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.
3.3.5 California Labor Code Requirements
a. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. b. If the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Departm ent of Industrial Relations.
Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.
c. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Services, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor.
3.4 Termination of Agreement.
3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days bef ore the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have American Precast Concrete Page 9 of 24
been adequately rendered to City, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause.
3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished documents and data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.
3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.
3.4.4 Agreement Subject to Appropriation of Funds . The Contractor understands and accepts that at all times; the Agreement is subject to appropriation of funds by the Antioch City Council. The Agreement may terminate without penalty, liability or expense of any kind to the City at the end of any fiscal year if funds are not appropriated for the next succeeding fiscal year. If funds are appropriated for a portion of the fiscal year, the Agreement will terminate, without penalty, liability or expense of any kind at the end of the term for which funds are appropriated. The City has no obligation to make appropriations for the Agreement in lieu of a ppropriations for new or other a greements. City budget decisions are subject to the discretion of the Mayor and City Council. Contractor’s assumption of risk of possible non-appropriation is a part of the consideration for the Agreement. This section controls against any and all other provisions of the Agreement.
3.5 General Provisions.
3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
Contractor:
Concrete Fence Installers Inc dba American Precast Concrete 1143 West Second Street
Pomona CA, 91766
City:
Public Works
City of Antioch
P. O. Box 5007
Antioch, CA 94531-5007
City:
City of Antioch
P. O. Box 5007
Antioch, CA 94531-5007
Attn: City Attorney
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Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) h ours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.5.2 Indemnification.
3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s Services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Contractor's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor.
3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City's choosing and at Contractor’s own cost, expense and risk, any and all claims, suits, actions or other proceedings of every kind covered by Section 3.5.2.1 that may be brought or instituted against City or its officials, officers, employees, volunteers and agents. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City’s attorneys’ f ees and costs, including expert witness fees. Contractor shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees, agents, or volunteers.
3.5.3 Governing Law; Government Code Claim Compliance . This Agreement shall be governed by the laws of the State of California. Venue shall be in Contra Costa County, California. In addition to any and all Agreement requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to fil ing any lawsuit against the City.
Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City.
3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement.
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3.5.5 City’s Right to Employ Other Contractors . City reserves right to employ other contractors in connection with this Project.
3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.
3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
3.5.8 Construction; References; Captions . Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days . All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.
3.5.9 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.
3.5.11 No Third-Party Beneficiaries. Except to the extent expressly provided for in Section
3.5.7, there are no intended third-party beneficiaries of any right or obligation assumed by the Parties.
3.5.12 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
American Precast Concrete Page 12 of 24
3.5.14 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.
3.5.15 Attorneys’ Fees and Costs . If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing Party shall be entitled to recover from the losing party attorney’s fees and costs in an amount determined to be reasonable by a court of competent jurisdiction.
3.5.16 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.
3.5.17 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
3.5.18 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.
3.5.19 Wage Theft Prevention.
3.5.19.1 Contractor, and any subcontractor it employs to complete work under this Agreement, shall comply with all applicable federal, state and local wage and hour laws. Applicable laws may include, but are not limited to, the Federal Fair Labor Standards Act and the California Labor Code.
3.5.19.2 BY SIGNING THIS AGREEMENT, CONTRACTOR AFFIRMS THAT IT
HAS DISCLOSED ANY FINAL JUDGMENTS, DECISIONS OR ORDERS FROM A COURT OR INVESTIGATORY GOVERNMENT AGENCY, FINDING IN THE FIVE (5) YEARS PRIOR TO EXECUTING
THIS AGREEMENT THAT CONTRACTOR OR ITS SUBCONTRACT ORS HAS VIOLATED ANY APPLICABLE WAGE AND HOUR LAWS. CONTRACTOR FURTHER AFFIRMS THAT IT OR ITS
SUBCONTRACTOR(S) HAS EITHER FULLY SATISFIED EACH JUDGMENT, DECISION OR ORDER, OR,
IF ANY JUDGMENT, DECISION OR ORDER HAS NOT BEEN FULLY SATISFIED, CONTRACTOR
AFFIRMS THAT IT OR ITS SUBCONTRACTOR(S) IS CURRENTLY SATISFYING SAID JUDGMENT,
DECISION OR ORDER THROUGH A PAYMENT OR ALTERNATIVE PLAN APPROVED BY THE
APPLICABLE COURT/GOVERNMENT AGENCY AND THAT CONTRACTOR OR ITS
SUBCONTRACTOR(S) ARE IN COMPLIANCE WITH SAID PLAN AS OF THE DATE OF EXECUTING THIS AGREEMENT.
3.5.19.3 If at any time during the term of this Agreement, a court or investigatory government agency issues a final judgment, decision or order finding that Contractor or a subcontractor it employs to perform work under this Agreement has violated any applicable wage and hour law, or Contractor learns of such a judgment, decision, or order that was not previously disclosed in its bid/proposal, Contractor shall inform the City no more than fifteen (15) calendar days after the judgment, decision or order becomes final or from the date of learning of the final judgment, decision or order. Contractor or its subcontractor(s) shall, within thirty (30) calendar days after notifying the City, either (i) fully satisfy any such judgment, decision, American Precast Concrete Page 13 of 24
or order and provide the City with documentary evidence of satisfying said judgment, decision or order; or (ii) provide the City documentary evidence of a payment or other alternative plan approved by the court/government agency to satisfy the judgment, decision or order. If the Contractor or its subcontractor is subject to a payment or other alternative plan, the Contractor or its subcontractor shall continue to submit documentary evidence every thirty (30) calendar days during the term of the Agreement demonstrating continued compliance with the plan until the judgment, decision or order has been fully satisfied.
3.5.19.4 For purposes of this Section, a "final judgment, decision, or order" refers to one for which all appeals have been exhausted or the time period to appeal has expired. Relevant investigatory government agencies include: the United States Department of Labo r, the California Division of Labor Standards Enforcement, the City, or any other governmental entity or division tasked with the investigation and enforcement of wage and hour laws.
3.5.19.5 Failure to comply with any part of this Section constitutes a material breach of this Agreement. Such breach may serve as a basis for immediate termination of this Agreement and/or any other remedies available under this Agreement and/or law.
3.5.19.6 Notice provided to the City shall be addressed to: Attention: City Manager , P. O. Box 5007, Antioch, CA 94531-5007. The Notice provisions of this Section are separate from any other notice provisions in this Agreement and, accordingly, only notice provided to the above address satisfies the notice requirements in this Section.
[SIGNATURES ON NEXT PAGE]
American Precast Concrete Page 14 of 24
SIGNATURE PAGE FOR MAINTENANCE SERVICES AGREEMENT
BETWEEN THE CITY OF ANTIOCH
AND CONCRETE FENCE INSTALLERS INC DBA AMERICAN PRECAST CONCRETE
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the 28th day of July, 2026.
CITY OF ANTIOCH
Approved By:
Ana Cortez
Acting City Manager
ATTEST:
Michael J. Mandy
City Clerk
Approved As To Form:
Scott P. Thorne
Assistant City Attorney
CONCRETE FENCE INSTALLERS INC DBA
AMERICAN PRECAST CONCRETE
Signature
Name
Title
15 EXHIBIT “A”
SCOPE OF SERVICES
The Contractor shall provide a safe and motivated workforce capable of making repairs to the City’s precast sound-walls according to state and local government requirements, as well as accepted industry standards.
In addition to a skilled work crew, the Contractor shall always have a knowledgeable supervisor overseeing its work crew to ensure all work is carried out in a safe and efficient manner. The Contractor’s staffing should include a California Licensed Civil Engineer knowledgeable in the design and construction of precast sound walls; if not, an on-call California Licensed Civil Engineer with sound wall design and construction knowledge is acceptable. All work performed by the Licensed Civil Engineer to complete repairs or maintenance by the Contractor shall be considered as part of the quoted price to the City and no extra payment shall be given to the Contractor for engineering services provided in connection with any City authorized precast concrete sound wall repair, maintenance or replacement.
When repairs, maintenance or replacement of precast sound walls are structural in nature, the Contractor shall submit detailed stamped and signed drawings from its Licensed Civil Engineer for review by the City prior to commencement of work. Contractor shall not begin work until the City has reviewed drawings and accepted the proposed quote for each specific repair, maintenance or replacement. When a repair is minor in nature such as “cosmetic” or to seal exposed rebar on the face of walls, a detailed quote is sufficient; however, the City must approve the proposed quote before Contractor commences work.
When a panel must be cast to complete a repair, the Contractor will match the existing sound wall both in finished texture and color. For example, if the remaining wall is a slump stone stamped sound wall with a tan color, the Contractor will construct and cast a new sound wall panel with the same finished texture and color.
The Contractor shall provide all traffic control necessary to perform work in accordance with Cal-Trans traffic control specifications. If traffic control is not safe or deemed to be not in compliance with Cal-trans standards, any job may be shut down at the sole discretion of the City, until the Contractor can provide a safe work zone and working traffic control according to Cal-Trans specifications. The City may provide traffic control for the Contractor if agreed upon prior to acceptance of quote by the City. Consideration shall be given to the City for traffic control assistance in the quoted price by the Contractor.
A debris disposal site shall be provided to the Contractor within the City Limits. Only debris directly associated with repair, maintenance or /replacement of a City precast sound wall shall be accepted at the City’s site; with no exceptions. Consideration shall be given to the City in the quoted price for each authorized repair by the Contractor.
All quotes submitted by Contractor for repair, maintenance or replacement of precast concrete sound walls shall include all labor, material, engineering services if required, traffic control and disposal of debris; as well as all incidentals necessary to complete each job quoted. Once a quote is accepted and authorization is given to the Contractor to commence work by the City, the quoted price shall be considered as final.
16 EXHIBIT “B”
SCHEDULE OF SERVICES
Request for service will be made by telephone. The Contractor shall provide services within 24 hours from the time of the telephone or request. Normal hours of operation are Monday-Friday 8:00am-4:00pm. In the event of an emergency, after hours, weekends, holidays, and weekdays Monday-Friday after 4:00pm and before 8:00am the contractor may be authorized by the City to perform services.
17 EXHIBIT “C”
COMPENSATION
1. Contractor’s Compensation. The total of all fees paid to the Contractor for the provision of services as set forth in Exhibit A shall not exceed the total sum of $200,000. The payments specified in this Exhibit C shall be the only payments made to Contractor unless the City approves an amendment or additional contract.
2. Pricing. Contractor shall be paid as set forth in this Agreement and any applicable special provisions included in the procurement documents. If there is a conflict between the Agreement and any special provisions included in the procurement documents, the Agreement controls.
3. Purchase Orders. Unless otherwise stated, a purchase order will be issued to the Contractor on behalf of the City. Purchase orders will cite the quantity of Goods or Services requested, the purchase amount, and time of performance. If the time of performance of this Agreement extends beyond the close of the City's fiscal year, another purchase order may be issued. No purchase order supersedes any provision of this Agreement. Contractor shall not provide services until Contractor receives a purchase order or other written notification by the City.
4. Payments to Contractor. Contractor is responsible for supplying all documentation necessary to verify invoices to the City’s satisfaction.
a. Payment terms are NET 30 days, unless the Contractor offers a prompt payment discount that was accepted by the City or as otherwise stated in this Agreement. Any prompt payment discounts will be computed from the date of acceptance by the City, or from the date an invoice is received, whichever occurs later.
b. Invoices must be submitted to either of the addresses specified below. (1) Email. Submit email invoices and any attachments to:
c. All invoices submitted by Contractor must contain the following information:
(1) Job/Project Name
(2) Contractor’s Invoice Number
(3) Date of Invoice Issuance
(4) Work Order Number (if applicable)
(5) City representative identified on the Purchase Order (6) Contractor’s remit address
(7) Itemized description of items billed under Invoice
(8) Itemized description of all applicable taxes (sales, use, excise, etc.) (9) Amount of Invoice (itemize all authorized Reimbursable Expenses)
18 5. Billing Disputes. The burden of proof shall be on the Contractor to establish the accuracy of its invoices. Upon presentation and verification of the information provided by Contractor, the City will review all records and make a final determination and present its finding to Contractor.
6. Accounting Records of Contractor. During performance of this Contract and for a period of three years after completion of performance, Contractor shall maintain all accounting and financial records related to this Contract, in accordance with generally accepted accounting practices, including records of Contractor’s costs for performance under this Contract and records of Contractor’s Reimbursable Expenses. Contractor shall keep and make records available for inspection and audit by representatives of the City upon reasonable written notice.
7. Sales Tax Requirements. The City is not exempt from paying sales tax. Sales tax must be shown on the invoice as a separate line item.
19 EXHIBIT “D”
INSURANCE REQUIREMENTS
Please refer to the insurance requirements listed below. Those that have an “X” indicated in the space before the requirement apply to Contractor’s Agreement.
Contractor shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees or subcontractors.
Contractor shall provide its insurance broker(s)/agent(s) with a copy of these requirements and request that they provide Certificates of Insurance complete with copies of all required endorsements.
Contractor shall furnish City with copies of original endorsements affecting coverage required by this Exhibit D. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements and certificates are to be received and approved by City before work commences.
City has the right to require Contractor’s insurer to provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications.
Commercial General Liability (CGL):
Χ Coverage at least as broad as Insurance Services Office (“ISO”) Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury with limits no less than $2,000,000.00 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. The required insurance limits may be met if an umbrella insurance provision explicitly supplements both the CGL and general aggregate limits to reach the required threshold.
___ Coverage at least as broad as ISO Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury with limits no less than $1,000,000.00 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. The required insurance limits may be met if an umbrella insurance provision explicitly supplements both the CGL and general aggregate limits to reach the required threshold.
___ Coverage at least as broad as ISO Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury with limits no less than $5,000,000.00 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. The required insurance limits may be met if an umbrella insurance provision explicitly supplements both the CGL and general aggregate limits to reach the required threshold.
20 Automobile Liability:
Χ Coverage at least as broad as ISO Form Number CA 0001 covering, Code 1 (any auto), of if Contractor has no owned autos, Code 8 (hired) and 9 (non- owned), with limits no less than $1,000,000.00 combined single limit for bodily injury and property damage.
___ Coverage at least as broad as ISO Form Number CA 0001 covering, Code 1 (any auto), with limits no less than $5,000,000.00 combined single limit for bodily injury and property damage.
___ Garage keepers’ extra liability endorsement to extend coverage to all vehicles in the care, custod y and control of the Contractor, regardless of where the vehicles are kept or driven.
Professional Liability (Errors and Omissions):
___ Insurance appropriate to the Contractor ’s profession, with limit no less than $1,000,000.00 per occurrence or claim, $2,000,000.00 aggregate.
___ (If Design/Build), with limits no less than $1,000,000.00 per occurrence or claim, and $2,000,000.00 policy aggregate.
___ Insurance appropriates to the Contractor’s profession, with limit no less than ______ per occurrence or claim, ______ aggregate
Workers’ Compensation Insurance:
Χ Insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000.00 per accident for bodily injury or disease. (Not required if Contractor provides written verification it has no employees. Waiver needed.)
The Employer’s Liability policy shall be endorsed to waive any right of subrogation as respects the City, its elected and appointed officials, officers, attorneys, agents, and employees.
Builder’s Risk (Course of Construction):
___ Insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions. If the project does not involve new or major reconstruction, at the option of the City, an Ins tallation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment.
The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the Work, including during transit, installation, and testing at the City’s site.
Contractor’s Pollution Legal Liability:
21 ___ Contractor’s pollution legal liability and/or Asbestos Legal Liability and/or Errors and Omissions (if project involves environmental hazards) with limits no less than $1,000,000.00 per occurrence or claim and $2,000,000.00 policy aggregate.
If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by t he Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.
Cyber Liability Insurance
___ Cyber Liability Insurance with limits not less than $1,000,000 per claim.
Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Contractor in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion, and network security.
The policy shall provide coverage for breach response costs as well as regulatory fines and penalties, and credit monitoring expenses with limits sufficient to respond to these obligations.
Surety Bonds:
Contractor shall provide the following Surety Bonds:
____ Bid Bond
____ Performance Bond
____ Payment Bond
The Payment Bond and Performance Bond shall be in a sum equal to the contract price, or as otherwise specified and agreed to by the City in writing in its sole discretion pursuant to Section 3.2.13.5. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California.
Other Insurance Provisions:
The insurance policies are to contain, or be endorsed to contain the following provisions:
Χ Additional Insured Status and Primary/Non-Contributory Language:
Contractor’s general liability and automobile liability policies shall be primary and shall not seek contribution from the City’s coverage and be endorsed to add the City and its officers, officials, employees, and agents
22 as additional insureds under such policies using Insurance Services Office form CG 20 10 (or equivalent) on the general liability policy. For construction projects, an endorsement providing completed operations coverage for the additional insured on the general liability policy, ISO form CG 20 37 (or equivalent), is also required.
The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City (if agreed to in a written contract or agreement) before the City’s own insurance or self -insurance shall be called upon to protect it as a named insured.
___ Loss Payee Status – Builder’s Risk/Course of Construction Insurance (applicable to Construction Contracts only)
Contractor may submit evidence of Builder’s Risk insurance in the form of Course of Construction coverage.
Such coverage shall name the City as a loss payee as their interest may appear.
___ Notice of Cancellation, Suspension or Otherwise Voiding Policies:
Each insurance policy required above shall contain or be endorsed to contain that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except with thirty (30) days’ prior written notice by certified mail, return receipt requested to the City.
X Waiver of Subrogation:
Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement fr om the insurer. The Workers’ Compensation Policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by Contractor, its employees, agents and subcontractors.
___ Completed Operations
For Construction Agreements, Contractor shall maintain insurance as required by this Agreement to the fullest amount allowed by law and shall maintain insurance for a minimum of five (5) years following the completion of this project. In the event Contractor fails to obtain or maintain completed operations coverage as required by this Agreement, the City at its sole discretion may purchase the coverage required and the cost will be paid by Contractor.
THE FOLLOWING PROVISIONS APPLY TO ALL AGREEMENTS
Deductibles and Self-Insured Retentions (“SIR”):
23 Any deductibles or self-insured retentions must be declared to and approved by City. The City may require the Contractor to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its elected and appointed officials, officers, attorneys, agents, and employees; or (2) the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.
All SIRs must be disclosed to Risk Management for approval and shall not reduce the limits of liability.
Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or the City.
City reserves the right to obtain a full -certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.
Acceptability of Insurers:
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A -:VII, unless otherwise acceptable to City.
Claims Made Policies: (note - should be applicable only to professional liability, see below)
1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.
2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of contract of work.
3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after com pletion of work.
4. A copy of the claims reporting requirements must be submitted to the City for review.
5. If the services involve lead- based paint or asbestos identification/remediation, the Contractor’s Pollution Liability Policy shall not contain lead- based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability Policy shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter, including mold.
24 Subcontractors:
Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors.
Subcontractor agrees to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement and any other contract documents. Subcontractor further agrees to include the same requirements and provis ions of this Agreement, including the indemnity and insurance requirements, with any sub- subcontractor to the extent they apply to the scope of the sub- subcontractor’s work. A copy of the City indemnity and insurance provisions will be furnished to the subcontractor upon request.
Verification of Coverage:
Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City b efore work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor ’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage or other special circumstances.
Failure to Comply:
Each insurance policy required above shall contain or be endorsed to contain that any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its elected and appointed officials, officers, attorneys, agents, and employees.
Applicability of Coverage:
Each insurance policy required above shall contain or be endorsed to contain that the Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.
J
Agenda Item #
ST
AFF REPORT TO THE CITY COUNCIL
DATE
: Regular Meeting of July 28, 2026
TO: H
onorable Mayor and Members of the City Council
SUBM
ITTED BY: Jason Bonilla, Operations Supervisor
APPR
OVED BY: Scott Buenting, Public Works Director/City Engineer SUBJ
ECT: Award a Maintenance Services Agreement to North Bay Design and Build, Inc. for Repairs to the Public Restrooms at the City of Antioch Marina in an Amount Not to Exceed $139,200
RECO
MMENDED ACTION
It
is recommended that the City Council adopt a resolution amending the General Fund Budget to increase funding for repairs to the public restrooms at the City of Antioch Marina by $ 165,000, a warding a Maintenance Services Agreement to North Bay Design and Build, Inc. in the amount of $116,000, with an additional 20% contingency of $23,200, for a total project authorization amount not to exceed $139,200; and authorizing the Acting City Manager or designee to execute the agreement in a form approved by the City Attorney.
FI
SCAL IMPACT
Adop
tion of this resolution will amend the Fiscal Year 2026/27 General Fund Budget to increase the funding for repairs to the public restrooms at the City of Antioch Marina by $165,000 which includes $116,000, with an additional 20% contingency of $23,200 to address unforeseen conditions that may arise during construction for a total amount of $139,200 plus the City’s $25,000 insurance deductible.
The C
ity's property insurance carrier, Municipal Pooling Authority (MPA) Property Insurance, has recommended approval of the $116,000 repair estimate for insurance reimbursement, less the City's $25,000 deductible. MPA has also indicated that the additional $23,200 contingency amount will likely be eligible for insurance reimbursement if utilized for eligible unforeseen repairs, subject to MPA's final review and approval.
Insurance reimbursement received from MPA will be deposited back into the General Fund to offset eligible project costs in accordance with the City's property insurance coverage.
Antioch City Council Report
July 28, 2026, Agenda Item J 2
DISCUSSION
In M
arch 2025, the public restrooms at the City of Antioch Marina were damaged when a vehicle operated by a resident collided with the restroom facility after the driver experienced a medical emergency. The incident resulted in significant damage to the structure and required repairs to restore the restrooms to a safe and functional condition.
The C
ity submitted the damage claim to its property insurance carrier, MPA Property Insurance, for review and consideration of insurance reimbursement. MPA has recommended approval of the repair costs in the amount of $116,000 for reimbursement purposes, less the City's applicable $25,000 deductible. MPA has also indicated that the additional contingency amount of $23,200 will likely be eligible for reimbursement if unforeseen conditions require its use during construction, subject to final review and approval.
On A
pril 8, 2026, the City of Antioch solicited bids for repairs to the damaged public restrooms at the City of Antioch Marina, and three (3) bids were received. Following the bid solicitation process, North Bay Design and Build, Inc. was identified as the lowest responsive bidder, with a submitted bid amount of $116,000.
St
aff recommends awarding the contract to North Bay Design and Build, Inc. in the amount of $116,000, with an additional 20% contingency of $23,200, for a total project authorization amount not to exceed $139,200. The contingency will provide flexibility t o address unforeseen conditions that may be identified during construction.
ATT
ACHMENTS
A. Res
olution
B. Bid Tabulation
ATTACHMENT “A”
RESOLUTION NO. 2026/xxx
RE
SOLUTION OF THE CITY COUNCIL OF THE CITY OF ANTIOCH
AMENDING THE GENERAL FUND BUDGET AND AWARDING A MAINTENANCE SERVICES AGREEMENT TO NORTH BAY DESIGN AND BUILD, INC. FOR
REPAIRS TO THE PUBLIC RESTROOMS AT THE CITY OF ANTIOCH MARINA IN AN AMOUNT NOT TO EXCEED $139,200, AND AUTHORIZING THE ACTING CITY
MANAGER OR DESIGNEE TO EXECUTE THE AGREEMENT
W
HEREAS, on April 8, 2026, the City of Antioch solicited bids for repairs to the damaged public restrooms at the City of Antioch Marina; W
HEREAS, following the bid solicitation process, North Bay Design and Build, Inc. was identified as the lowest responsive bidder, with a submitted bid amount of $116,000; W
HEREAS, the estimated project cost for repairs to the public restrooms at the City of Antioch Marina is $116,000, with an additional 20% contingency of $23,200 to address unforeseen conditions that may arise during construction. The total recommended project authorization is $139,200;
W
HEREAS, the City submitted the damage claim to its property insurance carrier, Municipal Pooling Authority (MPA) Property Insurance, for review and consideration of insurance reimbursement;
W
HEREAS, the City's property insurance carrier, MPA Property Insurance, has recommended approval of the $116,000 repair estimate for insurance reimbursement, less the City's $25,000 deductible; and
W
HEREAS, the City Council has considered amending the Fiscal Year 2026 /27 General Fund Budget in the amount of $165,000, a warding a Maintenance Services Agreement to North Bay Design and Build, Inc. in the amount of $116,000, with an additional 20% contingency of $23,200, for a total project authorization amount not to exceed $139,200 and authorizing the Acting City Manager or designee to execute the agreement.
N
OW, THEREFORE, BE IT RESOLVED that the City Council of the City of Antioch hereby amends the General Fund Budget to increase funding for repairs to the public restrooms at the City of Antioch Marina by $165,000, a wards a Maintenance Services Agreement to North Bay Design and Build, Inc. in the amount of $116,000, with an additional 20% contingency of $23,200, for a total project authorization amount not to exceed $139,200; and a uthorizes the Acting City Manager or designee to execute the agreement in a form approved by the City Attorney.
RESOLUTION NO. 2026/***
July 28, 2026
* * * * * * * *
I
HEREBY CERTIFY that the foregoing resolution was passed and adopted by the City Council of the City of Antioch at a regular meeting thereof, held on the 28th day of July 2026, by the following vote:
A
YES:
N
OES:
ABS
TAIN:
ABS
ENT:
___
__________________________________
MICHAEL J. MANDY
CITY CLERK OF THE CITY OF ANTIOCH
ATTACHMENT "B"
K
Agenda Item #
S
TAFF REPORT TO THE CITY COUNCIL
DAT
E: Regular Meeting of July 28, 2026
T
O: Honorable Mayor and Members of the City Council
S
UBMITTED BY: Kevin Scudero, Acting Community & Economic Development Director
A
PPROVED BY: Ana Cortez, Acting City Manager
SUBJ
ECT: License Agreement for Seasonal Use of Real Property Located at Delta Fair and Century Boulevards. (APN 074-080-029)
RECOMMENDED ACTION
It is recommended that the City Council adopt a resolution authorizing the Acting City Manager to execute a License Agreement for Seasonal Use of Real Property with Speers Family Farms, for property located at Delta Fair and Century Boulevards (APN 074-080- 029).
FIS
CAL IMPACT
The leasing of the City-owned property will generate $22,500 of rental income in 2026 for use of the property from September to December. Each payment in subsequent years will be subjected to adjustment based on the percentage in the San Francisco Bay Area Consumer Price Index, but in no event shall it exceed six percent per year. Rental income is included in the Delta Fair Property Special Revenue Fund budget.
DI
SCUSSION
The property has been used to provide seasonal sales of pumpkins and holiday trees to Antioch and neighboring communities for years. The last agreement was entered into with ABC Tree Farms in 2023 for a three-year period from 2023-2025. ABC Tree Farms is in the process of transitioning their operations to Speers Family Farms.
T
he term of this lease is a multi -year lease ranging (4) months , September through December for each year 2026 through 2028.
AT
TACHMENTS
A. Resolution
B. Agreement for Seasonal Use of Real Property with Speers Family Farms
RESOLUTION NO. 2026/**
RE
SOLUTION OF THE CITY COUNCIL OF THE CITY OF ANTIOCH AUTHORIZING
THE ACTING CITY MANAGER TO EXECUTE A LICENSE AGREEMENT FOR
SEASONAL USE OF REAL PROPERTY WITH SPEERS FAMILY FARMS, FOR PROPERTY LOCATED AT DELTA FAIR AND CENTURY BOULEVARDS (APN 074- 080-029)
W
HEREAS, the property at Delta Fair and Century Boulevards (APN 074- 080- 029), has provided seasonal sales of pumpkins and holiday trees in Antioch for many years;
WHEREAS, ABC Tree Farms, LLC., previously entered into a multi -year Use Agreement for the City-owned property located at Delta Fair and Century Boulevards in 2023;
WHEREAS, ABC Tree Farms, LLC. is transitioning operations to Speers Family Farms and has requested to enter into a new License Agreement for Seasonal Use; W
HEREAS, the term of the lease is a multi -year lease ranging (4) months, September through December for each year 2026 through 2028; WHEREAS, the City will collect a License Fee of Twenty-Two Thousand and Five Hundred Dollars ($22,500) upon the execution of the License Agreement.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Antioch hereby authorizes the Acting City Manager to execute a License Agreement, in a form approved by the City Attorney, for Seasonal Use of Real Property with Speers Family Farms, for property located at Delta Fair and Century Boulevards (APN 074-080-029). *
* * * * * * * * *
I
HEREBY CERTIFY that the foregoing resolution was passed and adopted by the City Council of the City of Antioch at a regular meeting thereof, held on the 28th day of July 2026 by the following vote:
A
YES:
N
OES:
ABS
TAIN:
ABS
ENT:
___
__________________________________
MICHAEL J. MANDY
CITY CLERK OF THE CITY OF ANTIOCH
ATTACHMENT "A"
1 LICENSE AGREEMENT FOR SEASONAL USE OF REAL PROPERTY
This License Agreement for Seasonal Use of Real Property (“Agreement” or “License”) is approved and entered into a s of this ___ day of ___________, 2026 (“Effective Date”), by and between the City of Antioch (the “LICENSOR”), and Speers Family Farms (the “LICENSEE”).
RECITALS
WHEREAS, the LICENSOR is the owner of certain real property located at the northeast corner of Delta Fair and Century Boulevards in Antioch, California (APN 074 -080-029) and generally depicted in Exhibit "A", attached hereto and incorporated herein by this reference (the “Property”); and
WHEREAS, the LICENSOR is willing to grant to the LICENSEE this License for use of the Property for sale of Christmas trees and/or pumpkins (the “Licensed Use”) in accordance with the terms and conditions of this License; and
WHEREAS, the parties desire by this License to provide for the terms and conditions for the use of the Property.
AGREEMENT
NOW, THEREFORE, in consideration of the terms, conditions and mutual covenants contained herein, the sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. License. In consideration of the License Fee set forth in Section 2 below , the LICENSOR grants a License to the LICENSEE to use the Property for the periods of time described herein for the limited purposes of the Licensed Use in accordance with this Agreement.
A description of the Licensed Use, and related terms and conditions, is attached hereto as Exhibit “B”.
2. License Fee. The LICENSEE shall pay the LICENSOR an annual fee in the amount of Twenty Two Thousand Five Hundred Dollars ($22,500) (“License Fee”) for use of the Property for the Term, as defined below. The License Fee payment shall be due up on execution of this Agreement. Each payment in subsequent years ( 2027 and 2028) will be subjected to adjustment based on the percentage change in the San Francisco Bay Area Consumer Price Index, but in no event shall it exceed 6% per year.
3. Term; Restoration of the Property.
A. The term of this License shall commence on September 1, 2026 and end on December 31, 2028, subject to the limitations herein. During the term of the License, Licensee shall have access to and use of the Property from September 1 through December 31 of each calendar year (“Use Period”). The License does not entitle or permit Licensee to acces s or use the Property from January 1 to August 31 each calendar year within the term of the License, except as may be approved in writing by the City in its sole discretion.
ATTACHMENT "B"
B1
2 B. Upon the expiration of each Use Period, or upon expiration or termination of this License at any time or upon any grounds provided herein, the LICENSEE shall immediately vacate the Property and shall, at the sole and exclusive cost of the LICENSEE, restore the Property to its same condition as of the date preceding the applicable Use Period. In case the LICENSEE shall fail to restore Property on or before the last day of the applicable Use Period, or on or before the effective date of expiration or termination of this License, LICENSOR may proceed with such work at the expense of the LICENSEE , who is solely liable for such costs . The LICENSOR will invoice the LICENSEE for the restoration costs incurred.
4. Conditions For Use Property. The following shall apply during the Term:
A. Utilities. The LICENSEE shall provide and pay for all water and electricity at the Property, as well as for adequate restroom facilities for use by the LICENSEE’s customers, invitees and employees, and for internet services, as may be necessary for the Licensed Use.
B. Trash Removal. The LICENSEE shall arrange and pay for trash removal from the Property. Each morning, the LICENSEE shall inspect the Property and remove all garbage and litter.
C. Lighting. The LICENSEE shall keep the Property well lighted during all evening/night hours. No activity shall be permitted on the Property prior to 8:00 a.m. or after 10:00 p.m.
D. Signage. The LICENSEE shall not construct nor install any exterior sign, banner or advertising balloon without the prior written consent of LICENSOR through the approval of an Administrative Use Permit
E. Security; Supervision and Safety. The LICENSEE shall be responsible for the safety and security of the Licensed Use and all employees, customers and invitees . The LICENSEE shall be responsible for supervising/staffing its Licensed Use. The LICENSEE shall designate one or more representatives at the Property, who shall be persons of authority in the LICENSEE’s operational structure, and shall ensure that at least one such representative is present and available at the Property during all hours of Licensed Use operations. The LICENSEE shall provide the LICENSOR with contact information for each such representative. The LICENSEE may employ security guard services to monitor and patrol the Property on a regular basis.
F. Maintenance of Property; Cleaning Deposit.
i. The LICENSEE agrees that it will, at its sole cost and expense:
(a) maintain the Property in a clean and litter -free condition, (b) maintain the surfacing on the Property, fencing and signage; (c) promptly (within 48 hours of discovery or reporting) remove any graffiti from the Property; and (d) provide a cleaning deposit in the amount of two thousand dollars ($2,000). The deposit shall be refunded at the end of the TERM provided the property is in a clean and litter free condition.
ii. The LICENSEE shall be responsible for, and shall pay for, any repairs or replacements of any nature whatsoever which are occasioned or are made necessary by the negligence or misuse of the Property by the LICENSEE or its employees, customers or invitees.
The LICENSEE shall notify the LICENSOR immediately of any damage caused to the Property.
In the event that the LICENSEE fails to maintain or repair the Property, the LICENSOR may, at B2
3 the LICENSOR’s sole discretion, undertake any maintenance or repair of the Property, and the LICENSEE shall reimburse the LICENSOR for the costs of such repairs or maintenance within thirty (30) days of invoice by the LICENSOR.
G. Temporary Improvements of Property. The LICENSEE shall not make any upgrades or improvements to the Property without the prior written approval of the LICENSOR. i. The LICENSOR makes no warranty as to the use to which the LICENSEE will put the Property or to modifications which may be required by the Americans with Disabilities Act or any similar laws as a result of the LICENSEE's use of the Property. The LICENSEE is responsible for complying with the zoning and other applicable requirements that are appropriate for the LICENSEE's intended use.
ii. In the event the Licensed Use requires temporary modifications, and/or installation of temporary improvements in or to the Property, such modifications or improvements shall be made at the LICENSEE's sole expense in accordance with the terms contained in this License.
iii. Upon expiration or termination of this License, all temporary modifications or improvements shall be removed from the Property, unless the LICENSEE is directed otherwise by the Director of Public Works. The LICENSEE, at the LICENSEE's cost and expense, must promptly repair all damage to the Property occasioned by the removal of any temporary modifications or improvements.
H. Prohibition Against the Use of Hazardous Substances. Under no circumstances during the Term shall the LICENSEE use or cause to be used o n the Property any hazardous or toxic substances or materials, and un der no circumstance during the T erm of this License shall the LICENSEE store or dispose of any such substances or materials in the Property.
I. Non-Interference with City Activities; Shared Use. This License shall not grant the LICENSEE the right to interfere with any activities of the LICENSOR. The LICENSEE acknowledges that billboard maintenance may occur during the Term and that the contractor will be advised to take reasonable steps to minimize its impact to any Christmas tree and/or pumpkin sales operations if maintenance is not completed prior to LICENSEE occupying the Property . If maintenance is not completed prior to the LICENSEE occupying the Property , the LICENSEE must allow contractor full access to the Property.
J. Conduct of LICENSEE, Employees, Customers and Invitees. The LICENSEE shall ensure that all of its emplo yees, customers and invitees adhere to proper standards of public conduct. There is to be no consumption of alcohol or other controlled substances, smoking, gambling, quarreling, or fighting, e on the Property.
K. LICENSEE's Property. All trade fixtures, equipment and personal property of the LICENSEE, if any, located on the Property will remain the property of the LICENSEE during the Term and may be removed by the LICENSEE at any time. Upon expiration or termination of the Agreement, these trade fixtures, equipment and personal property sh all be removed from the Property, unless the LICENSEE is directed otherwise by the Director of Public Works. The LICENSEE, at the LICENSEE's cost and expense, must promptly repair all damage to the Property occasioned by the removal of its trade fixtures, equipment and personal property.
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4 5. Insurance. The LICENSEE shall ma intain during the T erm of this Agreement insurance against claims or injuries to persons or damages to property arising from or in connection with the LICENSEE's operation and use of the Property. The cost of such insurance shall be borne by the LICENSEE. The LICENSEE shall maintain insurance as follows:
A. General Liability Insurance Services Office Form CG 00 01 covering commercial general liability on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this location or the general aggregate limit shall be twice the occurrence limit.
The General Liability policy is to contain, or be endorsed to contain, the following provisions:
i. The City of Antioch, its officers, officials, agents, employees and volunteers are to be covered as additional insureds by endorsement with respect to liability arising out of work or operations performed by or on behalf of the LICENSEE including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Lessee's insurance at least as broad as ISO Form CG 20 10 (e.g. Form CG 20 11 01 96). The coverage shall contain no special limitations on the scope of protection afforded to the City of Antioch, its officers, officials, agents, employees or volunteers.
ii. The LICENSEE's insurance coverage shall be primary insurance with regard to the City of Antioch, its officers, officials, agents, employees and volunteers. Any insurance maintained by the City of Antioch, its officers, officials, agents, employees and volunteers shall be excess of the LICENSEE's insurance and shall not contribute to it.
B. Property Insurance. The LICENSEE will also maintain property insurance against all risks of loss to any LICENSEE improvement or betterment at full replacement costs with no coinsurance penalty provision.
C. Worker's Compensation Insurance & Employer's Liability. LICENSEE shall also maintain Workers' Compensation Insurance as required by the State of California with Statutory limits and Employer's Liability Insurance with limits no less than $1,000,000 per accident for bodily injury or disease.
D. General Requirements.
i. Any deductibles or self -insured retentions must be declared to and approved by the LICENSOR. At the option of the LICENSOR, the LICENSEE shall obtain coverage to reduce or eliminate such deductibles or self -insured retentions as respects to the LICENSOR or its officers, officials employees and volunteers, or the LICENSEE shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses as approved by the City Attorney.
ii. Insurance is to be placed with insurers with a Best's rating of no less than A:VII.
B4
5 iii. The LICENSEE shall furnish to the LICENSOR certificates of insurance and endorsements as required by this clause. All certificates and endorsements are to be received and approved by the City before occupancy. However, failure to obtain the required documents prior to occupancy shall not waive the LICENSEE's obligation to provide them. The LICENSOR reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications at any time. iv. If the LICENSEE maintains higher limits than the minimums above, the City requires and shall be entitled to coverage for the higher limits maintained. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
v. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days prior written notice by mail has been given to the LICENSOR.
vi. The LICENSEE hereby grants to LICENSOR a waiver of any right to subrogation which any insurer of the LICENSEE may acquire against the City by virtue of the payment of any los under such insurance. The LICENSEE agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. vii. LICENSOR reserves the right to modify these requirements at any time, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstance.
6. Indemnification. The LICENSEE agrees to protect, save, defend, indemnify and hold harmless, with legal counsel of the LICENSOR’s choosing, the LICENSOR, its officials, officers and employees and each of them, from any and all claims, demands, liens, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death (collectively “Claims”), in any manner arising out of or incident to any act, omission, negligence or misconduct of the LICENSEE, its officials, officers, employees, agents and volunteers, or of any third parties, regardless of whether or not the LICENSEE or any of its agents (whether authorized or unauthorized) has allowed such third part ies to use or be on the Property, arising out of or in connection with the Licensed Use, the LICENSEE’s use of the Property pursuant to this Agreement, and including without limitation the payment of reasonable attorneys’ fees and other related costs and expenses. The LICENSEE shall reimburse the LICENSOR, its officials, officers, employees, agents and volunteers for any and all legal expenses and costs incurred by each of them in connection with any Claims subject to indemnification by the LICENSEE, or in enforcing the indemnity herein provided. The LICENSEE’s indemnification obligations shall not be restricted by the amount of insurance proceeds, if any, received by any indemnitee. The LICENSEE’s indemnification obligations shall survive any termination of this Agreement or revocation of the L icense. The sole limitation on the LICENSEE ’s indemnity obligation above is for Claims, attorneys ’ fees and costs arising due to the sole negligence or willful misconduct of the LICENSOR, its officials, officers, employees, agents or volunteers.
The LICENSEE further agrees to indemnify, defend and hold harmless the LICENSOR, its officials, officers and employees and each of them, from any claim or cause of action arising out of or related to the legality or legal interpretation of this Agreement, including B5
6 without limitation, the LICENSOR’s authority to enter into this Agreement and/or authority to grant the LICENSEE this License.
The provisions of this Section shall survive the termination or expiration of this License.
7. Licensor Access . The LICENSOR shall be permitted to enter the Property at reasonable times for purposes of routine inspections, or to make any necessary repairs to the Property. The LICENSOR shall provide the LICENSEE with reasonable notice when the LICENSOR intends to enter the Property during the hours of operation of the Licensed Use. The LICENSOR may enter the Property for any reason and at any time during non-operational hours.
8. Compliance With Law. The LICENSEE shall comply with all laws, ordinances, rules, and regulations applicable to the Property, enacted or promulgated by any public or governmental authority or agency, including without limitation the LICENSOR, having jurisdiction over the Property. The LICENSEE shall comply with all laws, ordinances, rules, and regulations applicable to the Licensed Use, enacted or promulgated by any public or governmental authority or agency. LICENSEE shall be responsible for obtaining and maintaining throughout the Term of the License all permits, licenses, approvals from any local, state or federal agency for the use of the Property and the Property and operation of the Licensed Use. All compliance shall be at the sole cost of the LICENSEE.
9. Termination/Revocation Of License.
A. During the Term of this License, the License shall be revocable by the LICENSOR at any time upon seven (7) calendar days’ written notice to the LICENSEE, in the event that the LICENSOR decides, in its sole discretion, that the LICENSEE's use of the Property is in violation of any provision of this License. In the event of an emergency the LICENSOR may immediately revoke the License.
B. The LICENSEE may terminate this License no less than one hundred eighty (180) days after delivery of written notice thereof to LICENSOR.
10. Legal Interpretation Of Instrument. The parties expressly understand and agree that this License constitutes a non -exclusive license for use of the Property. This License is not intended by the parties, nor shall it be legally construed, to convey a leasehold, easement, or other interest in real property. Should either party be compelled to institute arbitration, legal, or other proceedings against the other for, or on account of, the other party’s failure or refusal to perform or fulfill any of the covenants or conditions of this License on its part to be performed or fulfilled, the parties agree that the rules and principles applicable to licenses shall go vern such actions or proceedings. This License shall be governed by the laws of the State of California.
11. “As Is” Condition. The LICENSEE accepts this L icense subject to the “As Is,” “Where Is” condition of the Property, and subject to any condition that may exist, without any representation or warranty by the LICENSOR. The LICENSEE acknowledges and agrees that the LICENSOR makes no representations or warranties, expres s or implied, as to the Property. The LICENSEE has conducted all inspections of the Property to its full and complete satisfaction, and acknowledges that it will be using the Property with full knowledge of any an d all conditions of the Property. The LICENSEE hereby assumes the risk that certain condi tions may exist on the B6
7 Property, and hereby releases the LICENSOR of and from any and all claims, actions, demands, rights, damages, costs or expenses that might arise out of or in connection with any such condition of the Property.
12. Entire Agreement/Modification. This Agreement contains the entire agreement of the Parties with respect to the License, and supersedes all prior negotiations, understandings or agreements as to a license to use the Property. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both parties.
13. Notices. All request, information or other document to be given hereunder to any of the parties by any other party shall be in writing and shall be deemed given and served upon delivery, if delivered personally, or three (3) days after mailing by United States mail as follows:
TO LICENSOR:
City of Antioch
PO Box 5007
Antioch, California 94531
Attention: Economic Development Director
With a copy to:
City Attorney
City of Antioch
PO Box 5007
Antioch, CA 94531
TO LICENSEE:
Speers Family Farms
Attn: Jeremy Speers
6114 La Salle Ave. Ste 346
Oakland, CA 94611
Any party may change the address or persons to which notices are to be sent to it by giving the other party written notice of such change of address or persons, in the manner provided for giving notice.
14. Official Representatives. The official representative for the LICENSOR shall be the Community and Economic Development Director or his/her designee. The official representative for the LICENSEE shall be its ____________ __ or his/her designee.
15. Employees/Independent Contractors. For purposes of this License, all persons employed by the LICENSEE in the performance of services and functions with respect to this License shall be deemed employees of the LICENSEE, and no employee of the LICENSEE shall be considered an employee of the LICENSOR or under the jurisdiction of the LICENSOR, nor shall such employee of the LICENSEE have any LICENSOR pension, civil service, or other status while an employee of the LICENSEE.
The LICENSEE shall have no authority to contract on behalf of the LICENSOR. It is expressly understood and agreed by both parties hereto that the LICENSEE, while engaged in B7
8 carrying out and complying with any terms of this License, is not acting as an agent, officer, or employee of the LICENSOR.
16. No Personal Liability. No member, official or employee of LICENSOR shall be personally liable in the event of any default or breach of this Agreement.
17. No Relocation Benefits. The LICENSEE agrees that its use of Property or this Agreement shall not entitle the LICENSEE to any relocation benefits pursuant to federal, state or local law and waives any such claim against LICENSOR.
18. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to any otherwise governing principles of conflicts of law. Any litigation concerning this Agreement shall be subject to jurisdiction in Contra Costa County or the Northern District of California for federal court.
19. Counterparts. This Agreement may be executed in duplicate counterparts, each of which shall constitute an original and all of which shall constitute one Agreement.
20. Severability. The invalidity of any portion of this Agreement shall not affect the validity of the remaining portions, which remaining portions shall remain in full force and effect.
21. Possessory Interest Tax Notice. The LICENSEE hereby recognizes and understands that this Agreement and License may create a possessory interest subject to property taxation, and that the LICENSOR , in accordance with California Revenue and Taxation Code Section 107.6, has given notice to the LICENSEE that the Licensee may be subject to property taxation, and that the LICENSEE may be subject to the payment of property taxes levied on the possessory interest created by this Agreement and L icense. The LICENSEE shall be fully responsible for the payment of all possessory interest taxes levied and/or assessed during the Term of this Agreement regarding the License.
22. Captions. The captions contained in this Agreement are inserted for convenience only and are not intended to be part of the Agreement. They shall not affect or be utilized in the construction or interpretation of the Agreement.
23. Exhibits and Recitals . All Exhibits and Recitals contained herein are material parts of this Agreement and are incorporated into this Agreement as if fully set forth herein by reference.
24. No Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any co ntractual rights by custom, estoppel, or otherwise.
25. No Assignment or Transfer . The LICENSEE shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the LICENSOR . Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
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9 26. Successors. If the LICENSOR shall sell, transfer ownership, or otherwise vacate all ownership rights to said Property, the LICENSOR shall not be released from all liability and obligations hereunder without the LICENSEE’S release unless its successor agrees to be bound as if said successor were an original party hereto.
27. Nondiscrimination. In utilizing the License, the LICENSEE shall not discriminate against any person on account of race, color, religion, sex, marital status, national origin, or ancestry.
28. Survival of Obligations. All obligations of the LICENSEE hereunder not fully performed as of the termination or expiration of this Agreement in any manner shall survive the termination or expiration of this Agreement, including without limitation, all payment obligations with respect to fees and all obligations concerning the condition of the Property.
[Signatures on following page]
B9
10 SIGNATURE PAGE TO LICENSE AGREEMENT
FOR SEASONAL USE OF REAL PROPERTY
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above.
Date:__________________________
LICENSEE
SPEERS FAMILY FARMS
By: ______________________
Name:_____________________
Its:
LICENSOR
CITY OF ANTIOCH
By:
Ana Cortez, Acting City Manager
ATTEST:
By:_____________________________
Michael Mandy, City Clerk
APPROVED AS TO FORM:
By: ____________________________
Lori Asuncion, City Attorney
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EXHIBIT “A”
EXHIBIT “A”
DEPICTION OF THE PROPERTY
[ATTACHED BEHIND THIS PAGE]
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Property Depiction:
T
he subject property is located on the Northeast corner of the intersection of Delta Fair Boulevard and Century Boulevard. The property has an Assessors Parcel Number (APN) of 074-080-029 B12
EXHIBIT “B”
EXHIBIT “B”
DESCRIPTION OF THE LICENSED USE
The Property is to be used by LICENSEE during each Use Period for the purpose of Christmas tree and/or pumpkin sales. There shall be no barnyard animals allowed on the Property as an attraction/petting zoo, nor shall there be mechanical rides.
LICENSEE may make minor modifications to the Property in order to accommodate access to the Property by LICENSEE’S customers and invitees if approved in advance in writing by the City's Public Works Director.
During each calendar year of the term of the License, a Use Period begins on September 1 and ends of December 31. Except as the LICENSOR may approve in writing, LICENSEE is not entitled or permitted to access or use the Property at any time other than during a Use Period.
B13
_M__
Agenda Item #
STAFF
REPORT TO THE CITY COUNCIL
DATE: Regul
ar Meeting of July 28, 2026
TO: Honorabl
e Mayor and Members of the City Council
SUBMIT
TED BY: Shane Bower, Police Captain
APPROVED BY
: Ana Cortez, Acting City Manager
SUBJECT: Appr
oval of First Amendment to Professional Services Agreement with MS Investigative Services and Consulting, LLC for Allen Settlement Agreement Required Monitoring Services in the amount of $150,000 Annually and Fiscal Year 2026/27 Budget Amendment
RECOMMENDED ACTION
It is recommended that the City Council adopt a resolution:
1. Approvi
ng the First Amendment to the Professional Services Agreement with MS Investigative Services and Consulting, LLC to expand the scope of services to include Independent Monitoring services required under the Allen Settlement Agreement;
2. Author
izing an additional annual compensation amount of $150,000 annually for Allen Settlement Agreement monitoring services and associated Fiscal Year 2026/27 General Fund budget amendment;
3. Author
izing the Acting City Manager or designee to execute the First Amendment in a form approved by the City Attorney; and
4. Author
izing the Acting City Manager to take all necessary and appropriate steps to carry out the purpose and intent of this resolution including future amendments necessary to implement the requirements of the Allen Settlement Agreement.
FISCAL
IMPACT
The exis
ting Professional Services Agreement approved by the City Council provides compensation of up to $250,000 annually for consulting and monitoring services required Antioch City Council Report
July 28, 2026 Agenda Item # M 2
under the United States Department of Justice Memorandum of Agreement.
The proposed First Amendment increases compensation by $150,000 annually to compensate the Consultant for the expanded monitoring responsibilities required under the Allen Settlement Agreement. The additional compensation will be paid in monthly installments of $12,500.
Following approval of the First Amendment, total annual compensation for monitoring services under both agreements will not exceed $400,000 annually . The additional funding to amend the contract requires a Fiscal Year 2026/27 General Fund budget in the amount of $150,000. This amendment will increase the Fiscal Year 2026/27 General Fund projected deficit of $4,567,879 by $150,000. Funding for future years will be included in draft budgets brought forth for consideration.
BACKG
ROUND
In April 2023, the United States Department of Justice initiated an investigation into the Antioch Police Department following the public disclosure of text messages exchanged by Antioch police officers containing racist, sexist, and discriminatory languag e. The investigation was conducted pursuant to Title VI of the Civil Rights Act of 1964 and the nondiscrimination provisions of the Omnibus Crime Control and Safe Streets Act.
As a result of this investigation, the City of Antioch, the Antioch Police Department, and the United States Department of Justice entered into a Memorandum of Agreement requiring implementation of reforms related to constitutional policing, accountability systems, data collection, complaint investigations, community engagement, hiring practices, supervision, and oversight.
A key requirement of the DOJ Agreement required the City and the United States Department of Justice to jointly select an Independent Consultant to provide technical assistance, compliance monitoring, and implementation oversight.
Following a competitive Request for Proposal process involving twelve proposals and a joint evaluation process with Department of Justice representatives, MS Investigative Services and Consulting, LLC was selected as the Independent Consultant.
On March 27, 2026, the City entered into the Settlement Agreement in Allen et al. v. City of Antioch, et al. The Settlement Agreement incorporates many of the same constitutional policing reforms and accountability measures already required under the DOJ Agreement and expressly requires that the existing DOJ Monitor also serve as the Monitor under the Allen Settlement Agreement.
DI
SCUSSION
The Allen Settlement Agreement establishes a comprehensive monitoring framework addressing non- discriminatory policing, traffic enforcement, investigatory detentions, arrests, First Amendment protections, hiring and promotions, discipline systems, Antioch City Council Report
July 28, 2026 Agenda Item #M 3
complaint investigations, supervisory accountability, use of force, body -worn cameras, early intervention systems, data collection, integrity audits, and community engagement.
The Settlement Agreement specifically requires that the Monitor already serving pursuant to the United States Department of Justice Agreement also serve as the Monitor under the Allen Settlement Agreement and further requires the City to amend the existing monitoring contract to include the expanded scope of work.
The City believes that utilizing the same Monitor under both agreements provides substantial benefits. The DOJ Agreement and Allen Settlement Agreement contain significant overlap in subject matter, including non-discriminatory policing, data collection and analysis, complaint investigations, supervisory accountability, use of force, body - worn camera compliance, community engagement, hiring and promotions, discipline systems, and Early Intervention Systems.
The existing Consultant has already developed extensive knowledge of Department operations, policies, compliance systems, reform initiatives, and organizational challenges. The Consultant is actively engaged in the Department's implementation efforts and has established working relationships with City staff, Department personnel, community stakeholders, plaintiffs’ counsel, and Department of Justice representatives.
Maintaining a single monitor promotes consistency, efficiency, accountability, transparency, and a coordinated compliance strategy across both agreements. Utilizing a consultant that is already committed to assisting the City with compliance efforts, already understands the scope of work, and is embedded within the Department's reform efforts, provides significant advantages and supports a faster resolution to the agreements.
A
ccordingly, staff recommends approval of the First Amendment to expand the existing Professional Services Agreement and incorporate the monitoring responsibilities required under the Allen Settlement Agreement with the requested additional compensation and Acting City Manager authorization.
A
pproval of the First Amendment will satisfy the requirements of the Allen Settlement Agreement while preserving continuity of oversight, leveraging existing institutional knowledge, avoiding duplication of effort, promoting consistent compliance methodologies, and supporting the City’s ongoing commitment to constitutional policing and sustainable police reform.
The proposed amendment represents the most efficient, effective, and fiscally responsible means of satisfying the City’s obligations under both the United States Department of Justice Agreement and the Allen Settlement Agreement.
Antioch City Council Report
July 28, 2026 Agenda Item # M 4
ATTACHMENTS
A. Res
olution
B. Fi
rst Amendment to Professional Services Agreement Between the City of Antioch and MS Investigative Services and Consulting, LLC
C. Al
len Settlement Agreement
D. Or
iginal Professional Services Agreement
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TACHMENT A
RE
SOLUTION NO. 2026/
RE
SOLUTION OF THE CITY COUNCIL OF THE CITY OF ANTIOCH APPROVING
THE FIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH
MS INVESTIGATIVE SERVICES AND CONSULTING, LLC TO EXPAND
INDEPENDENT MONITORING SERVICES REQUIRED UNDER THE ALLEN SETTLEMENT AGREEMENT, APPROVING A $150,000 FISCAL YEAR 2026/27
GENERAL FUND BUDGET AMENDMENT AND AUTHORIZING THE ACTING CITY
MANAGER TO EXECUTE THE AMENDMENT IN AN AMOUNT NOT TO EXCEED AN ADDITIONAL $150,000 ANNUALLY
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HEREAS, on January 3, 2025, the City of Antioch, the Antioch Police Department (APD), and the United States Department of Justice (USDOJ) entered into a Memorandum of Agreement establishing a framework for police reform, accountability, oversight, data collection, training, hiring, and community engagement; W
HEREAS, pursuant to the DOJ Agreement, the City conducted a competitive Request for Proposal process and selected MS Investigative Services and Consulting, LLC to serve as the Independent Consultant responsible for monitoring implementation and compliance with the DOJ Agreement;
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HEREAS, on March 27, 2026, the City became a party to the Settlement Agreement in Allen et al. v. City of Antioch, et al., Case No. 3:23-cv-01895-VC; W
HEREAS, the Allen Settlement Agreement establishes additional requirements related to constitutional policing, non- discriminatory policing, complaint investigations, supervisory accountability, use of force, body-worn cameras, data collection, community engagement, and other police reform measures;
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HEREAS, Section III.A.1 of the Allen Settlement Agreement expressly provides that the Independent Monitor serving pursuant to the DOJ Agreement shall also serve as the Monitor under the Allen Settlement Agreement and further requires the City to amend the existing monitoring contract to include the additional duties and responsibilities required by the Settlement Agreement;
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HEREAS, the Allen Settlement Agreement further requires the City to expand the Monitor's annual compensation to reflect the expanded scope of work associated with implementation, monitoring, auditing, evaluation, technical assistance, and compliance reporting;
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HEREAS, the City Council finds that utilizing the same Independent Monitor under both agreements promotes consistency in oversight, compliance evaluations, reporting methodologies, technical assistance, and implementation strategies; W
HEREAS, the City Council further finds that the existing Independent Monitor possesses extensive institutional knowledge regarding Antioch Police Department operations, policies, compliance systems, and ongoing reform efforts; and W
HEREAS, the First Amendment expands the Consultant's scope of services and increases compensation by an additional amount not to exceed $150,000 annually and will require an associated Fiscal Year 2026/27 General Fund budget amendment.
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OW, THEREFORE, BE IT RESOLVED by the City Council of the City of Antioch hereby:
SECTION 1. Approves the First Amendment to the Professional Services Agreement with MS Investigative Services and Consulting, LLC to provide independent monitoring, auditing, evaluation, technical assistance, and compliance reporting services required under the Allen Settlement Agreement.
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ECTION 2. Authorizes an increase in compensation in an amount not to exceed $150,000 annually, resulting in total annual compensation under the DOJ Agreement and Allen Settlement Agreement not to exceed $400,000 annually.
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ECTION 3. Approves a Fiscal Year 2026/27 General Fund budget amendment in the amount of $150,000; and
SECT
ION 4. Authorizes the Acting City Manager to take all necessary and appropriate actions to carry out the purpose and intent of this resolution including executing the First Amendment and any related documents in a form approved by the City Attorney. * * *
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HEREBY CERTIFY that the foregoing resolution was passed and adopted by the City Council of the City of Antioch at a regular meeting thereof, held on the 28th day of July 2026, by the following vote:
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YES:
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OES:
ABS
TAINED:
ABS
ENT:
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MICHAEL J. MANDY
CITY CLERK OF THE CITY OF ANTIOCH
AME
NDMENT NO. 1 TO AGREEMENT
FOR CONSULTANT SERVICES WITH MS INVESTIGATIVE SERVICES AND CONSULTING, LLC.
THI
S 1ST AMENDMENT TO THE AGREEMENT FOR CONSULTANT
SERVICES is entered into this 25th day of March 2025, by and between the CITY OF ANTIOCH, a municipal corporation (“City”) and MS INVESTIGATIVE SERVICES AND CONSULTING, LLC, located at P.O. Box 894 Lafayette CA 94549 (“Consultant”).
R E C I
T A L S
WHE
REAS, on the May 25, 2025, CITY and Consultant, entered into an Agreement for Professional Consultant Services (“Agreement”) in the amount of $250,000 annually;
WHE
REAS, on the March 27, 2026, CITY entered in to a settlement agreement to conclude the case of Allen, et al. v. City of Antioch, et al. (“Allen Settlement’) which provides that Consultant, in conjunction with his duties related to the United States Department of Justice Memorandum of Agreement (“USDOJ MOA”), shall serve as the Monitor for the conditions outlined by the Allen Settlement.
WHE
REAS, Section III.A.1 of the Allen Settlement requires the City to amend Consultant’s existing Agreement to include the conditions of the Allen Settlement and expand the yearly fee as necessary to Consultant to comply the requirements of monitoring the compliance of the USDOJ MOA and Allen Settlement.
WHE
REAS, Consultant has determined he will require an additional $150,000 annually to monitor the compliance of the Allen Settlement, increasing the overall compensation in an amount not to exceed $400,000 per year.
NOW
, THEREFORE, THE PARTIES DO MUTUALLY AGREE AS FOLLOWS:
1. Sect
ion 1 “SERVICES” shall be amended to read as follows:
Subj
ect to the terms and conditions set forth in this Agreement, Consultant shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to provide to City the services described in the Scope of Work attached as Exhibit A to Amendment No. 1 attached hereto and incorporated herein at the time and place and in the manner specified therein ("Services"). In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
2. Sect
ion 2 “COMPENSATION” shall be amended to read as follows:
ATTACHMENT B
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ITY hereby agrees to pay Consultant a sum not to exceed $400,000 per year, notwithstanding any contrary indications that may be contained in Consultant's proposal, for Services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A to Amendment No. 1, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant for Services rendered pursuant to this Agreement at the time and in the manner set forth below.
The payments specified below shall be the only payments from City to Consultant for Services
rendered pursuant to this Agreement. Except as specifically authorized by City, Consultant shall not bill City for duplicate services performed by more than one person.
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onsultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the Services required hereunder, including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement.
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ll other terms and conditions of the Agreement shall remain in full force and effect.
CI
TY OF ANTIOCH: MS
INVESTIGATIVE SERVICES AND
CONSULTING, LLC.
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y: By:
Ana Cortez Manjit Sappal
Acting City Manager Managing Member, MS Investigative
Services and Consulting, LLC.
A
TTEST:
Michael Mandy
City Clerk
APPR
OVED AS TO FORM:
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_______________________________
Lori Asuncion
City Attorney
Exhibit A
1 . AMENDMENT TO SCOPE OF SERVICES
Exhibit A of the Original Agreement is amended to include the following additional Scope of Services.
A. Purpose
Consultant shall serve as the Independent Monitor for implementation, evaluation, auditing, technical assistance, and compliance reporting associated with the Allen Settlement Agreement in addition to all duties performed under the Department of Justice Agreement. The purpose of these services is to assess and promote compliance with the requirements of the Allen Settlement Agreement and support the City's achievement of constitutional policing and sustained reform.
B. Monitoring Responsibilities
Consultant shall serve as the Independent Monitor for all provisions of the Allen Settlement Agreement and shall perform all monitoring, auditing, evaluation, compliance verification, reporting, and technical assistance functions necessary to assess and promote compliance.
Consultant shall:
1. Review and evaluate compliance with all provisions of the Allen Settlement Agreement.
2. Assess whether the City and Antioch Police Department have achieved Initial Compliance, Substantial Compliance, and Sustained Compliance where applicable.
3. Conduct audits, reviews, inspections, analyses, interviews, observations, and evaluations necessary to determine compliance and effectiveness.
4. Review policies, procedures, directives, training programs, and operational practices.
5. Provide technical assistance, recommendations, corrective-action guidance, and best-practice consultation.
6. Conduct site visits and operational observations.
7. Review compliance reports, self-assessments, audits, and implementation plans prepared by the City or Department.
8. Prepare independent monitoring reports and compliance assessments.
9. Meet with Department personnel, City officials, community stakeholders, and Plaintiffs' representatives as necessary to fulfill monitoring responsibilities.
10. P
resent reports and findings to the Antioch City Council and other stakeholders as required.
C. Compliance Reviews, Audits, and Evaluations
1. Policy and Training Review
Consultant shall review and evaluate:
• Department policies;
• Procedures;
• Directives;
• Training curricula;
• Lesson plans;
• Training records;
• Training effectiveness;
to assess compliance with the Settlement Agreement and constitutional policing principles.
2. Non-Discriminatory Policing
Consultant shall evaluate:
• Bias-free policing practices;
• Anti-discrimination requirements;
• Duty-to-intervene requirements;
• Duty-to-report requirements;
• Complaint trends;
• Racial and demographic disparities;
• Compliance with anti-profiling requirements.
3. Traffic Stop, Detention, Search, and Arrest Audits
Consultant shall review and evaluate:
• Traffic stop practices;
• Investigatory detentions;
• Arrest practices;
• Search practices;
• Consent-search practices;
• Search hit rates;
• Search productivity;
• Stop duration data;
• Demographic stop data;
• Disparity indicators;
• Field interview documentation;
• Compliance with constitutional requirements.
4. First Amendment Rights Compliance
Consultant shall evaluate:
• Public recording of police activity;
• Retaliation allegations;
• Public observation of police activity;
• First Amendment-related complaints;
• Related policies and training.
5. Internal Affairs and Misconduct Systems
Consultant shall review:
• Complaint intake systems;
• Anonymous complaints;
• Third-party complaints;
• Internal Affairs investigations;
• Administrative investigations;
• Timeliness of investigations;
• Investigative quality;
• Findings and dispositions;
• Misconduct trends.
6. Integrity Audits
Consultant shall review:
• Integrity audit procedures;
• Completed integrity audits;
• Audit findings;
• Corrective actions;
• Program effectiveness.
7. Discipline Systems
Consultant shall review and evaluate:
• Discipline Conference processes;
• Disciplinary decisions;
• Discipline consistency;
• Progressive discipline;
• Disciplinary trends;
• Compliance with disciplinary requirements of the Settlement Agreement.
8. S
upervisory Accountability
Consultant shall evaluate:
• Supervisory reviews;
• Supervisory audits;
• Intervention efforts;
• Documentation practices;
• Accountability measures;
• Compliance with supervisory responsibilities established by the Settlement Agreement.
9. Use of Force
Consultant shall review:
• Use-of-force incidents;
• Force investigations;
• Force reporting;
• Supervisory reviews;
• Administrative reviews;
• Corrective actions;
• Force trends;
• Force disparities;
• Compliance with de-escalation and force requirements.
10. Canine Program Review
Consultant shall review:
• Canine deployments;
• Canine bite incidents;
• Deployment investigations;
• Deployment trends;
• Compliance with Settlement Agreement requirements.
11. Body-Worn Camera Program
Consultant shall evaluate:
• Activation compliance;
• BWC audits;
• Supervisory reviews;
• Investigative reviews;
• Compliance trends;
• Program effectiveness.
12. E
arly Intervention System
Consultant shall review and evaluate:
• Early Intervention System (EIS) design;
• EIS implementation;
• EIS thresholds;
• EIS alerts;
• Interventions;
• Supervisory responses;
• Program effectiveness.
13. Recruitment, Hiring, and Promotions
Consultant may review:
• Hiring practices;
• Promotional practices;
• Selection processes;
• Compliance with Settlement Agreement requirements related to personnel decisions.
14. Community Engagement
Consultant shall review:
• Community engagement activities;
• Community meetings;
• Outreach efforts;
• Transparency initiatives;
• Community trust-building efforts.
15. Data Collection and Analysis
Consultant shall evaluate:
• Traffic stop data;
• Search data;
• Arrest data;
• Use-of-force data;
• Complaint data;
• Discipline data;
• EIS data;
• Community engagement data;
• Public reporting systems.
16. Compliance Verification
Consultant may verify compliance through:
• File reviews;
• Case reviews;
• Data analysis;
• Interviews;
• Site visits;
• Observation of operations;
• Body-worn camera reviews;
• Random audits;
• Targeted audits;
• Sampling methodologies;
• Independent investigations where appropriate.
These duties shall be interpreted broadly to encompass all monitoring responsibilities identified in the Allen Settlement Agreement.
1 JOHN L. BURRIS, Esq., SBN 69888
BENJAMIN NISENBAUM, Esq., SBN 222173
2 JAMES COOK, Esq., SBN 300212
3 KA THERINE MACELHINEY, Esq., SBN 355532
KRITHI BASU, Esq., SBN 359258
4 Burris Nisenbaum Curry & Lacy, LLP
7677 Oakport Street, Suite 1120
5 Oakland, California 94621
Telephone: (510) 839-5200 6 Facsimile: (510) 839-3882
7 [email protected]
[email protected]
8 [email protected]
[email protected]
9 [email protected]
1 O Attorneys for Plaintiffs
11 12 UNITED STATES DISTRICT COURT
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FOR THE NORTHERN DISTRICT OF CALIFORNIA
15 16 TRENT ALLEN, et al.,
17 Plaintiffs,
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28 V.
CITY OF ANTIOCH, et al.,
Defendants.
CASE NO.: 3:23-cv-01895-VC
Consolidated with case nos.
23-cv-03773-VC and 3:23-cv-06573-VC
SETTLEMENT AGREEMENT
SETTLEMENT AGREEMENT
Allen et al. v. City of Antioch, el al. 3 :23-cv-0 I 895-VC
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X. USE OF FORCE POLI CY AND PROCEDURES ....................... ......................................... 26 A. Use of Force Generally ...................................................... .................................................... 26 B. Canine Deployment .................................... ........................................................................... 30 C. Use of Force Investigations ............... ..................................................... ............................... 34 D. Use of Force Reporting Requirements ................................................................................... 3 6 XI. BODY-WORN CAMERAS .................................................................................................. 37 XII. EARLY INTERVENTION SYSTEM .................................. ................................................ 38 XIII. COMMUNITY ENGAGEMENT ......................................................................................... 43 XIV. TERMINATION OF THIS AGREEMENT ..................................... .................................... 44 xv. REMOVAL, RESIGNATION, UNABLE TO FULFILL DUTIES OF MONITOR ............ 44 XVI. MODIFIC ATION OR SUSPENSION OF AGREEMENT ................................................... 44 A. Modification of Agreement. ................................................................................................... 44 B. Suspension of Agreement ........................................................ .......................................... .... 45 XVII. ENFORCEMENT BY MONITOR OR PLAINTIFF S; INFORMAL
CONSULTATION PROCESS .................................................... ................................ .......... 45 A. Monitor's Enforcement of Terms of Agreement ................................................................... 45 B. Plaintiffs' Enforcement of Terms ................................................ .......................................... 45 C. Informal Consultation Requirement ...................................................................................... 46 D. Me diation ........................................................................................ ....................................... 4 7 23 XVIII. GENERAL TERMS .............................................................................................................. 4 7 24 25
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28 PROPOSED SETTLEMENT AGREEMENT
Allen el al v. City ofAntioch, et al. 3 :23-cv-01895-VC 1 tennination of this Agreement, Plaintiffs agree to dismiss such claims with prejudice. 2 This Agreement is binding upon the parties hereto, by and through their officials, agents, J employees, successors, and attorneys of record. Any entity that has a complaint may bring a 4 complaint to the Monitor.
5 This Agreement incorporates by reference the January 2, 2025 Agreement Between the 6 United States of America, The Antioch Police Department, and the City of Antioch (hereinafter 7 "2025 USDOJ Agreement"), entered into by the United States Department of Justice (hereinafter 8 "USDOJ"), the City, and APD
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II. DEFINITIONS
This Agreement incorporates by reference the definitions set forth in the 2025 USDOJ Agreement and modifies them as follows:
1. "Integrity Audits" are targeted or random integrity audits designed to identify and investigate APD personnel who are engaged in risky behavior, to measure compliance with Department policies, directives, and orders, and/or the terms and conditions of this Agreement.
2. "Protected Characteristics" for the purposes of this Agreement includes race, color, national origin, sex (including gender identity and sexuality), religion, or disability.
3. "Supervisor" means Police Chief, Captain, and sworn APO employees at the rank of 17 Corporal or above. Although Field Training Officers are not considered supervisors in the APD 18 chain of command, for purposes of this agreement, Field Training Officers will be included in the 19 definition of Supervisor.
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4. "Preponderance of evidence" means that the facts alleged are more likely true than not true.
5. "Substantial and Effective Compliance" means that the City either has complied with all 22 material requirements of this Agreement, or has achieved sustained and continuing improvement in 23 constitutional policing, as demonstrated pursuant to this Agreement's outcome measures. 24 Compliance with a requirement of this Agreement requires that the City and APD have: (a) 25 incorporated the requirement into policy; (b) trained all relevant personnel as necessary to fulfill their responsibilities pursuant to the requirement; and (c) implemented the requirement in practice. 26 27 28
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SETTLEMENT AGREEMENT
Aflen et al. v. Ciry of Antioch, et al. 3:23-cv-0 1895-YC these matters. The Chief will retain the ability to run the Department unless the Monitor determines 2 that they should be removed for their failure to fulfill their duties and makes a recommendation to 3 the City Manager to that effect.
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C, Required Audits, Reviews, and Evaluations
In order to report on APD' s implementation and compliance with the provisions of this 6 Agreement, the Monitor will conduct audits, reviews, and evaluations, of the following, in addition 7 to any others de emed relevant by the Monitor:
8 1. APD policies and procedures established to implement the Agreement. to ensure that these policies and procedures are consistent with both the purposes of this Agreement, and as 9 10
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reasonably practicable, the best practices in law enforcement.
2. All completed and pending internal affairs proceedings and files except investigator notes while the invest igation is open.
3. Policies and procedures used by APO for Internal Affairs ("IA") misconduct investigations, including reviewing an appropriate sample of closed IA cases; assessing and evaluating the quality and timeliness of the investigations; recommending actions for investigations 15 that the Monitor determines to be incomplete; recommending additional measures that should be 16 taken with respect to future investigations in order to satisfy this Agreement; and reviewing and 17 evaluating disciplinary actions or other interventions taken as a result of misconduct investigations. 18 Particular attention should be given to the quality and quantity of investigations with findings of 19 "unfounded," "exonerated," and "not sustained." All internal affairs investigations should be 20 completed within 365 days, unless otherwise permitted by Government Code Sections 3300-3312. 21 At all times, APO and the Monitor shall comply with Government Code Sections 3300-3312, 22 otherwise known as the Public Safety Officers Residual Bill of Rights Act. 23 24
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Case and incident reports, and follow-up investigation reports.
Quality and timeliness, from appropriate samples, of APO use of force incident 25 reports and use of force investigations, and review and evaluation of disciplinary actions or other interventions taken as a result of use of force investigations. 26 27 28 SETTLEMENT AGREEMENT
Allen el ul. v. Ciry ojAnt!och, et al 3 :23-cv-0I 895-VC 1 2
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a. APD will train officers that they cannot use their personal cell phones to conduct official business (e.g., law enforcement activity, government work, etc.), and that if there is a factual basis to believe that an officer is using their personal cell phone in this manner, the department will open an internal affairs investigation.
Implementation of provisions of this Agreement related to police department 6 training, including changes to the Field Training Officer program. 7 8
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APD's Early Intervention System, detailed in Section XII of this Agreement.
Compliance with provisions in this Agreement relating to supervisory duties, including supervisors' initial identification of officer violations and performance problems, and the 9 supervisors' responses to those violations and problems.
11. Training materials pertaining to non-discriminatory policing, use of force, traffic enforcement stops, detentions, arrests, reporting requirements, and supervisory responsibilities. 10 11
12 The Monitor's compliance reviews and audits will consider all information necessary for a 13 reliable and comprehensive assessment. When appropriate, the reviews and evaluations will 14 include, at a minimum, annual audits of stratified, random samples. The review of documents will 15 entail, at a minimum, a review for completeness of the information contained, and an examination 16 for inappropriate "boilerplate"
language, inconsistent information, or lack of articulation of the legal 17 basis for the applicable action. APD will also conduct audits of the identified areas annually, unless 18 the timing of a Monitor audit of the same area makes an APD audit redundant or unnecessary. 19 IV. NON-DISCRIMINATORY POLICING
20 A. Policy and Training Revisions
21 1. In addition to complying with the requirements of Section III.B ("Non- 22 Discriminatory Policing"), Subsection 3 ("Policy, directives, and training"), Sub-subsection a 23 24
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("Update of rules, procedures, and policies") of the 2025 USDOJ Agreement, APD will review its policies and procedures, and revise them to:
a. Prohibit officers from using language or taking action that taunts, denigrates, intimidates, or demeans any individual from the communities they are serving,
SETTLEMENT AGREEMENT
Allen et al. v. City
of Antioch, et al. 3:23-cv-0 1895-VC
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2. e. Prohibit APD employees from utilizing APD property, such as APD e-mail or department-issued communication devices, in a manner that discriminates agai nst, denigrates, intimidates, or demeans anyone on the basis of their protected characteristics.
f. Prohibit APD employees from posting, displaying, transmitting, or otherwise exchanging content or language on APD employees' department-issued personal communication devices that is derogatory, disparaging, or demeaning to a person or group based on their demographic category.
APD will specifically revise its Bias-Based Policing policy (Policy 401) to:
a. define bias-based policing as the reliance on race, ethnicity, national origin, religion, sex, sexual orientation, gender identity or expression, economic status, age, cultural group, disability, or affiliation with any non-criminal group to any degree in making law enforcement decisions, except in connection with a specific suspect description; b. prohibit the selective enforcement or non-enforcement of the law based on race, ethnicity, national origin, religion, sex, sexual orientation, gender identity or expression, economic status, age, cultural group, disability, or affiliation with any non-criminal group;
c. prohibit the selection or rejection of policing tactics, strategies (e.g., using force, patting and frisking, surveilling, conducting a search, detention, arrest, or traffic stop, etc.), or locations based to any degree on race, ethnicity, national origin, religion, sex, sexual orientation, gender identity or expression, economic status, age, cultural group, disability, or affiliation with any non-criminal group; and d. specify that the presence of reasonable suspicion or probable cause to believe that an individual has violated a law does not necessarily mean that the officer's actions were neutral with respect to race, ethnicity, national origin, religion, sex, sexual orientation, gender identity or expression, economic status, age, cultural group, disability, or affiliation with any non-criminal group.
SETTLEMENT AGREEMENT
Allen el al. v City of Antioch, et al. 3:23-cv-01895-VC 1 2
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4. Indicia of unlawfully discriminatory conduct, as referenced in Section III.B ("Non Discriminatory Policing"), Subsection 5 ("Violations of non-discrimination policies") of the 2025 USDOJ Agreement will include the warning signs and indicia listed in Section XII.3 of this Agreement.
B. Racial Profiling in Traffic Enforcement, Detentions, and Arrests
1. APD will revise its policy or policies relating to traffic enforcement to ensure that 7 those policies, at a minimum:
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b. prohibit the selection of particular communities, locations or geographic areas for targeted traffic enforcement based to any degree on the racial or ethnic composition of the community;
c. prohibit the selection of which motor vehicle occupants to question or investigate based to any degree on race or ethnicity;
d. prohibit the use of particular tactics or procedures on a traffic stop based on race or ethnicity;
e. require officers at the beginning of each stop, before making contact with the vehicle or individual, to contact dispatch and state the reason for the stop, unless exigent circwnstances make it unsafe or impracticable for the officer to contact dispatch; f. require officers to tell the individual the reason(s) why they are being stopped; g. basing traffic enforcement stops solely on an individual's response to the presence of police officers, such as an individual's attempt to avoid contact with an officer; h. basing traffic enforcement stops solely on an individual's presence in the company of others suspected of criminal activity;
1. prohibit officers from extending the duration of any traffic stop longer than the time that is necessary to address the original purpose of the stop and/or to resolve any apparent criminal violation for which the officer has or acquires reasonable suspicion
SETTLEMENT AGREEMENT
Allen et al. v. Ciry of Antioch, et at. 3:23-cv-0 1895-VC 1 2
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f. prohibit the use of a person's race or ethnicity as a factor in establishing reasonable suspicion or probable cause to believe a person has, is, or will commit a crime, except as part of a specific suspect description; and
g. prohibit officers from using an individual's geographic location, presence in a high crime area, or proximity to the scene of suspected or reported crimes without any other reliable indicator that an individual has or is engaged in criminal activity, as the basis for an investigatory stop, detention, or arrest;
h. prohibit officers from basing investigatory stops or detentions solely on an indivi dual's response to the presence of police officers, such as an individual's attempt to avoid contact with an officer;
1. prohibit officers from basing investigatory stops, detentions, or arrests solely on information or evidence discovered after the stop was initiated (e.g., open warrants) or the fact that the individual was ultimately arrested; J. prohibit officers from basing investigatory stops, detentions, or arrests solely on an individual's presence in the company of others suspected of criminal activity; k. specify that consent for searches can be given in writing or verbally, or may be implied by conduct. If the consent is implied by conduct, officers will seek further clarification of the consent. The officer will record this notification and the subject's grant or denial of consent on their body-worn camera.
1. Consistent with Section III. F of the 2025 USDOJ Agreement ("Language Access Plan"), APO will develop a Language Access Plan and ensure that individuals with limited English proficiency who are subject to consent searches are provided access to an interpreter before they give consent. l. require that, if able to get to the scene in a timely manner, a supervisor will respond to the scene to approve arrests for violations of California Penal Code Sections 69, 148(a)( 1 ), 243b, and 245c, and arrests where an officer uses force. In the event that a supervisor is unable to respond to the scene, the supervisor will document in the case file the circumstances preventing their presence;
SETTLEMENT AGREEMENT
Allen el al, v, City of Anlioch. et al 3 :23-cv-01895-VC 1 searches, arrests, or uses of force. APD will train officers that the exercise of these rights, secured 2 and protected by the Constitution and laws of the United States, serves important public purposes.
2. APD will prohibit officers from detaining, arresting, threatening to detain or arrest, and 4 using or threatening to use force against individuals based on activity protected by the First 5 Amendment, including verbal criticism, questioning police actions, recording police activity, or 6 gestures. APO will also prohibit officers from using or threatening force in response to mere verbal 7 criticism or gestures that do not give rise to reasonable fear of harm to the officers or others.
3. APO will require that officers take no law enforcement action against a bystander unless the bystander: 9
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a. violates the law;
b. incites others to violate the law; or
c. refuses to comply with an officer's order to observe or record from an alternate location, and the bystander's presence would jeopardize crime scene integrity or the safety of the officer, the suspect, or others.
4. APO will permit individuals observing stops, detentions, arrests, and other incidents to remain in safe proximity of the incident unless one of the conditions in Section IV, Paragraph 3 is met.
5. APD will permit individuals to record police officer enforcement activities by camera, video 18 recorder, cell phone recorder, or other means, unless one of the conditions in Section IV, Paragraph 19 3 is met.
20 6. APO will prohibit officers from threatening, intimidating, or otherwise discouraging an 21 individual from remaining in safe proximity of or recording law enforcement activities and from 22 intentionally blocking or obstructing cameras and recording devices. 23 7. APD will prohibit officers from detaining, prolonging the detention of, or arresting an 24 individual for remaining in safe proximity of, recording, or verbally commenting on officer conduct 25 directed at the individual or a third party, unless one of the conditions in Section IV, Paragraph 3 is met. 26
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Allen et al. v. City of Antioch. et al. 3:23-cv-01895-VC 1 2
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B. Discipline
and slurs that taunt, denigrate, intimidate, or demean any individual from serviced communities.
1. APD will revise and update its_ disciplinary policy to ensure that discipline is 5 imposed in a fair and consistent manner.
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28 a. The policy will describe the circumstances in which disciplinary action is appropriate and those in which Division-level corrective action is appropriate. b. The policy will establish a centralized system for documenting and tracking all forms of discipline and corrective action, whether imposed centrally or at the Division level.
c. A Discipline Conference committee including, at minimum, the Professional Standards and Compliance Captain and the Chief of Police, will ensure a system for consistent, progressive discipline and annually review all disciplinary impositions and determine if there are any outliers such that officers in certain demographic categories (e.g., race) are receiving more discipline than others. The goal is to have consistency of discipline across all demographic categories. d. All internal investigations which result in a sustained finding shall be submitted to Professional Standards and Compliance Captain for a disciplinary recommendation. The Professional Standards and Compliance Captain will convene a Discipline Conference with the Chief of Police or designee in the affected chain-of-command for a confidential discussion of the misconduct, including the mitigating and aggravating factors and the member/employee's overall performance.
e. The Chief of Police may direct the Support Services Division Commander to prepare a Discipline Recommendation without convening a Discipline Conference.
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America), and who maintain tribal affiliation or community attachment.
8. Multiracial: Individuals perceived to belong to more than one racial or ethnic category.
b. The type of force used, if any, and whether it was determined to be in or out of policy;
c. The reason for each stop, detention, search, arrest, use of force or displayed, articulated, or suggested use of force, K-9 deployment, and call for service; d. If a vehicle stop, the presence and number of any passengers and the apparent race, and ifknovm, national origin, sex, gender identity, sexuality, religion, age, and disability status of each passenger; if a non vehicle stop ( e.g. pedestrian or bicycle), the number of individuals stopped and the apparent race, and if known, national origin, sex, gender identity, sexuality, religion, age, and disability status of each person;
e. If a vehicle stop, whether the driver or any passenger was required to exit the vehicle, and the reason for doing so;
f. Whether any individual was asked to consent to a search and whether such consent was given;
g. The outcome of each stop, detention, search, arrest, police interaction wherein force was used and/or displayed, articulated, or suggested, K-9 deploy ment, and call for service (e.g., arrest, no arrest, death, injury, felony, misdemeanor, or infraction); h. Whether a citizen complaint resulted from the traffic stop, search, police interaction wherein force was used and/or displayed, articulated, or suggested, K-9 deployment, and call for service, and the outcome of the complaint investigation ( e.g., sustained, not sustained, exonerated, disciplinary or remedial action taken against the involved officer(s)).
2. APD will post the data listed in Section VIL 1 of this Agreement as well as the data analyses referenced in Section JII.D ("Data Collection"), Subsection 2(g) in the 2025 USDOJ Agreement on 27 28 SETTLEMENT AGREEMENT
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c. No employee shall participate in any criminal or administrative investigation, or make disciplinary determinations, concerning any individual who holds a higher rank and is within their chain of command. Investigations of the Police Chief's misconduct, whether civil or criminal, must be referred to an outside authority. Any outside authority retained by APD must possess the requisite background and level of experience of internal affairs investigators and must be free of any actual or perceived conflicts of interest.
Employees who fail to report fellow officers for out-of-policy uses of force, the retention or sharing of photographs of use-of-force-related injuries for non-investigatory purposes, 9 10
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and discriminatory policing, including the use of derogatory language and slurs that taunt, denigrate, intimidate, or demean any individual from serviced communities, will be ineligible for assignment to the Internal Affairs Unit.
5. The following procedures must be incorporated in misconduct investigations:
a. To the extent it is reasonable, the misconduct complaint investigator shall interview each complainant in person. Interviews should be recorded. If the interviewee or their counsel objects to a recording, the interview must be memorialized with detailed Vflitten notes.
b. Any member or employee who is a subject of an internal investigation, as well as any other member or employee on the scene of an incident at which misconduct has been alleged by a complainant, will be interviewed and a recorded statement taken.
Involved or witnessing members or employees are not permitted to communicate with each other about the incident until they provide their recorded interview and statement.
c. Investigators will endeavor not to use leading questions when interviewing members or employees. Investigators may use leading questions after a description of the basic facts of the situation has been given.
d. Members or employees are required to provide all relevant evidence and information in their custody and control to investigators. Intentionally withholding evidence or
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;JI/en el of. v. Ciry of Antioch. et al. 3 :23-cv-0 1895-VC 1 and document whether: (a) the incident suggests that APD should revise strategies and tactics; and 2 (b) the incident indicates a need for additional training, counseling, or other non-disciplinary 3 corrective measures. This information will be shared with the relevant commander(s). 4 9. If a misconduct investigation finds that a supervisor knew or should have known that 5 a member or employee committed a policy violation, then that supervisor or manager will be held 6 accountable, through APD's discipline process, for failure to supervise, failure to review, and/or failure to intervene. 7
10. The City will use best efforts to initiate and undertake a process with the Contra Costa County District Attorney's Office, the United States Attorney's Office, the Contra Costa 9 County Public Defender's Office, and the Federal Public Defender's Office to share information on at least a quarterly basis regarding any affirmative judicial findings made during the course of 10 11
criminal proceedings that an APO member was untruthful, including any findings made at 12 suppression hearings. The City will maintain a record of these findings and consider whether further 13 14
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B. Analysis of Misconduct Complaints
1. In addition to tracking all misconduct allegations relating to discriminatory policing 16 and excessive use of force in an electronic tracking system, as set forth in Section lll.E 17 ("Complaints and Misconduct"), Subsection 3 (';Analysis of misconduct complaints") of the 2025 18 USDOJ Agreement, APD will also track allegations of unlawful investigatory stops, searches, or 19 arrests.
20 2. APD will produce an annual public report summarizing complaint trends, including 21 the number and types of complaints received, the disposition of complaints by complaint type, the 22 number and types of complaints administratively dismissed, and the average length of complaint 23 24
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C. Personnel Arrested, Sued and/or Served with Civil or Administrative Process
1. APD will require police department personnel to report to the Internal Affairs Unit directly and through their chain of command, within 72 hours, any occurrence in which that 26 member or employee has been: arrested or sued and/or served with civil or administrative process 27 28 SETTLEMENT AGREEMENT
Allen el al. v. Ci(y of Antioch, et al. 3:23-cv-01895-VC 1 Understanding between the City of Antioch and the Antioch Police Officers' Association, will 2 result in removal from the supervisory position or the Field Training Officer Program. 3 2. If APD identifies that an officer committed misconduct in a law enforcement-related contact 4 in violation of APD policy or procedure and that officer's enforcement-related contact was 5 reviewed and approved by a supervising officer, the supervisor's review of the case will be referred 6 to Internal Affairs for investigation. Internal Affairs will make its determination based upon facts 7 known at the time of the conduct or facts that become known later that indicate that the supervisor's decision to approve the officer's misconduct was improper. APD will take appropriate disciplinary 8 action against supervisors who fail to conduct complete, thorough, and accurate reviews of officers' 9 10
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enforcement related contacts.
3. The Parties acknowledge that APD has approximately 90,000 service calls and 2000 arrests per year. APD will work with the Monitor to establish a process for Lieutenants to regularly audit and review all officer activities. Supervisors will continue to review and approve all their assigned officers' case and incident reports and citations for completeness, accuracy, and legal sufficiency. In conjunction with the Professional Standards and Compliance Bureau, Lieutenants will utilize 15 randomized body worn camera auditing software to review a sample for each team of officers 16 within their command each month. If the Lieutenant conducting the random review determines that 17 there is a concern, a Lieutenan t will conduct further review of the incident, including a comparison 18 of additional body-worn camera footage and any other documentation to ensure policy 19 accountability. The Lieutenant wilJ document their findings and submit that documentation to the 20 Standards and Compliance Unit for review.
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a. If a review determines that an officer's stop, search, seizure, or use of force documentation does not provide sufficient detail, or articulate sufficient legal and policy justification for the action, the supervisor will review the action with the officer to determine whether there was sufficient legal and APD policy justification, as well as address any deficiencies to ensure they are corrected. b. APD Sergeants and Lieutenants will evaluate and enhance APD's processes and procedures to address all violations or deficiencies in stops, searches, seizures, and
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b. "Boilerplate," canned, or conclusory language without further explanation (e.g., "fighting stance", "minimal force necessary to control the situation," "reaching towards the waistband," "fear of a concealed weapon," "bladed stance," "hands not visible," "high crime area"), inconsistent information, insufficient articulation of the legal basis for the action, or other indicia that the information in the reports or forms is not correct or complete. For instance, stating in a report that an area is a "high crime area" is not, by itself, sufficient to articulate why there is probable cause.
Officers should be required to describe the subject incident without using boilerplate language; and
c. Arrests following stops based solely on information or evidence discovered after the stop was initiated (e.g., open warrants) or on the fact that the individual was ultimately arrested, without plausible justification for the initial stop or search. 9 10
11 12 5. APD will take into account in supervisor performance evaluations the quality and 13 completeness of the supervisory reviews of enforcement related contacts and assessment of whether 14 a violation or potential violation of the non-discriminatory and impartial policing policies occurred. 15 A supervisor's failure to identify and document prohibited, inappropriate, and/or unreasonable 16 police enforcement activity, as detailed in this Agreement and in APD policy, will result in 17 discipline. Where an investigating supervisor repeatedly conducts deficient investigations, the I 8 supervisor shall receive the appropriate corrective action from their immediate supervisor, including 19 training, demotion, and/or removal from a supervisory position. In any event, any deficiencies in a 20 supervisor's performance should be forwarded up the chain of command. 21 X.
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USE OF FORCE POLICY AND PROCEDURES
A. Use of Force Generally
1. APO police officers will use only reasonable force as set forth in Penal Code 835(a) 24 and, within the totality of the circumstances, exercise that force judiciously, with respect for human 25 rights and dignity, and for the sanctity of every human life. Officers shall, when feasible and while considering officer and public safety, employ de-escalation techniques to decrease the likelihood of 26 the need to use force during an incident and to increase the likelihood of voluntary compliance 27 28 SETTLEMENT AGREEMENT
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2. 11. Use clear verbal instructions and a calm tone.
u1. Use active listening to gain voluntary compliance.
iv. Avoid escalating language or aggressive posturing.
i. Step 3: Use of Time, Distance, and Cover
1. Create space and slow down the encounter.
11. A void rushing unless there is an imminent threat.
m. Use barriers, vehicles, or natural cover when available.
J. Step 4: Recognize Special Populations
i. Adjust tactics when dealing with individuals who are:
11. 1. Experiencing a mental health crisis
2. Under the influence of drugs/alcohol
3. Developmentally disabled
4. Youths or elderly
Attempt to connect with caretakers, clinicians, or others familiar with the individual.
k. Step 5: Employ Lesser-Force Options
1. Utilize non-lethal tools (e.g., OC spray, Taser, baton) only when proportional.
11. Consider verbal persuasion, presence, commands, and escort techniques before physical force.
APO will comply with its Standards of Conduct and Use of Force policies and 21 procedures to limit tactics that unnecessarily escalate an encounter and create a need for force, 22 including using words or actions that could reasonably incite or escalate reactive behavior, such as 23 taunting. In measuring whether the use of force was reason able, the officer's tactical conduct and 24 decisions preceding the use of force are relevant considerations. Use of force shall be evaluated 25 from the perspective of a reasonable officer in the same situation, based on the totality of the circumstances known to or perceived by the officer at the time, rather than with the benefit of 26 hindsight, and that the totality of the circumstances shall account for occasions when officers may 27 28 SETTLEMENT AGREEMENT
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f. Vehicle pursuits must be conducted only pursuant to APD's Vehicle Pursuit Policy, which in tum has been promulgated based on regulatory and legal requirements and LEXIPOL policies.
g. Displaying of Firearms is set forth in APD Use of Force Policy. In particular, if the officer does not initially perceive a threat but reasonably believes that the potential for such threat exists, firearms should generally be kept in the low-ready or other position not directed toward an individual. If the officer reasonably believes that a threat exists based on the totality of circumstances presented at the time ( e.g., high risk stop, tactical entry, armed encounter), firearms may be directed toward such threat until the officer no longer perceives such threat.
1. Firearms directed at a person will be documented and tracked as a use of force. A firearm that is unholstered and held at the officer's side, in the low-ready position, is not a use of force and does not need to be documented.
B. Canine Deployment
APD shall follow its Canine Policy including Deployment Guidelines.
1. Each canine team shall be trained and certified to meet current POST 17 standards. Each canine team shall thereafter be re-certified to current POST standards guidelines 18 or other recognized and approved certification standards, including training on the law of 19 unreasonable searches and seizures and uses of force. 20 2. Approval shall be obtained from a supervisor prior to using a canine to search for 21 or apprehend a suspect. The deployment of a canine shall be continuously re-evaluated during 22 an incident to determine appropriateness of its use. During deployments when practical and safe 23 to do so, the handler shall try to maintain visual sight, verbal control and/or have physical control 24 of the canine. Exception: A rapidly evolving situation that is within the deployment guidelines, 25 26
but in which it is impractical to obtain supervisory approval.
3. Unless it would increase the risk of injury or escape, a clearly audible warning announcing that a canine will be used if the suspect does not surrender shall be made prior to 27 28 SETTLEMENT AGREEMENT
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1. When feasible for area searches, verify the announcement could be heard by another officer on the perimeter opposite of the warning. k. Notify Communications and perimeter officers that the search has begun.
1. Maintain verbal control and frequent visual contact of the canine during the search.
The handler should allow a reasonable time for a suspect to surrender and should 7 quiet the canine momentarily to listen for any verbal response to the warning. If feasible, other members should be in a location opposite the warning to verify that the announcement could be8 heard. If available, warnings given in other languages should be used as necessary. 9 10
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6. If a warning is not to be given, the canine handler, when practicable, before the canine is deployed, should first advise the supervisor of his/her decision. In the event of an apprehension, the handler shall document in any related report how the warning was given and, if none was given, the reasons why.
7. 8.
Canines shall not be deployed for subjects in the following circumstances:
a. Infractions
b. Misdemeanor crimes not involving a weapon likely to cause serious bodily injury (such as simple assault, petty theft, vandalism, city code violations) c. Mere flight from an officer unless one of the factors in Section IX.B.8 is present d. Petty thefts that escalate to the level of a robbery due to the suspect's resistance towards the victim's efforts to stop the theft (absent actions resulting in great bodily injury or a weapon being involved)
e. Stolen vehicles involving a named suspect or civil in nature, such as a rental car non-return
f. Protest or crowd control situations
g. Calls for service for mentally impaired persons.
Canines can be deployed for suspects in the following circumstances:
a. Wanted for violent felonies (such as homicide, robberies, kidnapping, serious assaults, drive by shootings, sexual assaults)
SETTLEMENT AGREEMENT
Allen et al. v. City of An/inch. el al. 3:23-cv-01895-VC 1 11. Whenever a canine deployment results in a bite or causes injury to any person, a 2 supervisor should be promptly notified. The injured person shall be promptly treated by 3 emergency medical services personnel and transported to an appropriate medical facility for 4 further treatment. The deployment and injuries should also be included in any related incident or 5 6
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arrest report, as well as through a Blue Team entry.
C. Use of Force Investigations
1. APD will develop and implement a policy for conducting and documenting use of force investigations that include, at a minimum:
a. Documentation of the incident in either a Primary or Supplemental Report from the member(s)/employee(s) using force; and/or, when necessary, a statement taken from the member(s)/employee(s) using force;
1. The officer should articulate the factors perceived and why he/she believed the use of force was reasonable under the circumstances.
11. In reporting uses of force, officers will provide a narrative that explains with specificity the type of force used, including ( a) justification for the use of force; (b) the reason for the initial po lice presence and the legitimate police objective necessitating the use of force; (c) details regarding the level of resistance encountered; and ( d) all efforts to de-escalate the situation to avoid the use of force and to minimize the level of force used, or reason why such de-escalation efforts were not attempted.
b. APD will require every officer who uses force or observes a use of force to complete their report(s) by the end of their shift, but no later than the subsequent shift.
c. Separating and separately interviewing all officers who were at the scene at the time of the incident, only if practicable, and only in Law Enforcement Fatal Incident protocol cases;
d. A Supplemental Report from other members/employees on the scene or a statement taken, if deemed necessary by the investigating supervisor;
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o. Forwarding the supervisor's investigation and findings through their chmn of command to their commander/manager, who will review the report to ensure that it is complete and that the findings are supported using the preponderance of evidence standard. The commander/manager will order additional investigation when it appears that there is additional relevant evidence that may assist in resolving inconsistencies or improve the reliability or credibility of the findings.
If the findings are not supported by a preponderance of the evidence, the investigating supervisor's chain of command shall document the reasons for this determination and shall include this documentation as an addendum to the original investigation. The investigating supervisor's superior shall counsel the investigating supervisor regarding the inadequately supported determination and of any investigative deficiencies that led to it.
2. APO conforms to the Law Enforcement Involved Fatal Incident protocol for investigating officer-involved critical incidents as agreed upon by the Chiefs of Police of Contra Costa County. APO shall comply with its Officer Involved Critical Incident policy for its 15 Investigation Process.
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D. Use of Force Reporting Requirements
1. Any use of force by an officer shall be reported immediately to a supervisor, 18 including in, but not limited to, the following circumstances:
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a. The application caused a visible injury.
b. The application would lead a reasonable officer to conclude that the individual may have experienced more than momentary discomfort.
c. The individual subjected to the force complained of injury or continuing pain. d. The individual indicates intent to pursue litigation. e. Any applicatiou of a conducted energy device or control device. f. Any application of a restraint device other than handcuffs, shackles, or belly chmns.
g. The individual subjected to the force was rendered unconscious.
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2. Require officers to articulate in writing or on camera their reasons for failing to record an 2 activity or turning off their camera's sound before or during an activity that APD policy otherwise 3 requires to be recorded.
4 XII. EARLY INTERVENTION SYSTEM
5 I. APD will develop, implement, and maintain a computerized Early Intervention System 6 ("EIS") and data collection capabilities to support the effective supervision and management of 7 APD personnel, including the identification of and a response to potentially problematic behaviors, including racial profiling, unlawful detentions and arrests, and improper enforcement of traffic laws 8 and laws relating to controlled substances. APD will regularly use EIS data to promote lawful, 9 10
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ethical, and professional police practices, and to evaluate the performance of APD personnel across all ranks, units and shifts.
2. The EIS will include a computerized relational database, which will be used to collect, maintain, integrate, and retrieve:
a. for each police interaction:
1. the involved law enforcement officers' names and badge numbers; ii. the date, time, location, and duration of the interaction; HI. all uses of force required to be reported by APD;
iv. all K-9 deployments, including whether the K-9 is deployed in a search for or to apprehend a suspect(s) and each K-9 officer's K-9 bite ratio. This does not include deployments for the purpose of locating bombs, narcotics, missing persons, etc., where the K-9 is not involved in an investigated use of force (i.e., deliberately or inadvertently biting or injuring a person). If such force occurs, a Use of Force report is required. APD will review the performance of any handler whose bite ratio exceeds 20 percent during a six-month period, or the entire unit if the unit's bite ratio exceeds that threshold, and to require interventions as appropriate;
v. all officer-involved shootings and firearm discharges, both on duty and off duty, excluding an intentional discharge while at a range facility, a discharge
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11. the reason for the stop, detention, and/or search, recorded prior to contact with the subject(s);
111. whether the subject has had previous interactions with APD, if known; 1v. whether any indicators of criminal activity developed before or during the stop, detention, and/or search;
v. whether the individual was asked to consent to a search (and the response), whether a probable cause search was performed on any individual, or whether a pat-and-frisk search was performed on any individual; v1. whether any contraband or evidence was seized from any individual, and nature of the contraband or evidence; and
vii. the final disposition of the stop, detention, and/or seizure, including whether a citation was issued, an arrest was made, or a release was made without citation.
l. all instances in which an officer failed to record incidents with their body-worn cameras (including audio) that are required to be recorded under Section XI of this Agreement;
m. all instances in which APD is informed by a prosecuting authority or a court of a decision to decline prosecution, dismiss charges, or grant a motion to suppress, where an officer was part of the reason, and if available, the reason for such decision; n. all disciplinary action taken against employees, consistent with legal requirements; o. all non-disciplinary corrective action required of employees, consistent with legal requirements;
p. all awards and commendations received by employees, consistent with legal requirements;
q. training history for each employee; and
r. Supervisory observations of each employee, as required per the City's personnel rules.
SETTLEMENT AGREEMENT
Allen el al. v. City of1!ntioch. el al 3:23-cv-01895-VC 1 every six months, will notify, in writing, the appropriate Police Captam and/or Lieutenant and the 2 responsible supervisor/manager of an identified member/employee who meets the EIS criteria. The 3 City is responsible for maintaining the EIS.
4 6. On a quarterly basis, the Chief of Police in consultation with the Monitor will review and 5 analyze all relevant EIS information concerning personnel under their command, to detect any 6 pattern or series of incidents which may indicate that a member/employee, supervisor, or group of 7 members/employees under his/her supervision may be engaging in risky behavior, to include policy violations. 8
9 7. In consultation with the Monitor, APD will develop a system for Corporals, Sergeants and Lieutenants to promptly review the records of all officers who are transferred to their command.
8. When review and analysis of the EIS threshold report data indicate that a member/employee 10 11
may be engaging in at-risk behavior, the member/employee's immediate supervisor will refer the 12 matter to the Professional Standards and Compliance Division for more intensive review of the 13 member/employee's performance and personnel history. The Standards Compliance division will 14 prepare an EIS Activity Review and Report. Risky behavior will be addressed under the 15 Department's progressive discipline policies. The primary responsibility for any intervention 16 strategies will be placed upon the supervisor along with the Lieutenant. Intervention strategies may 17 include additional training, reassignment, additional supervision (such as Supervisor ride-alongs), 18 ordering changes in practice or procedure, discipline, coaching or personal counseling. The 19 performance of members/employees subject to EIS review will be monitored by their designated 20 supervisor for the specified period of time following the initial meeting, unless released early or 21 extended.
22 9. On a quarterly basis, the Chief of Police and the Monitor will review and analyze relevant 23 data in EIS about subordinate commanders and/or managers and supervisors regarding their ability 24 to adhere to policy and address risky behavior. All Lieutenants will conduct quarterly meetings with 25 their supervisory staff for the purpose of assessing and sharing information about the state of the unit and identifying potential or actual performance problems within the unit. These meetings will 26 be scheduled to follow-up on supervisors' assessments of their subordinates for EIS intervention. 27 ?
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15 d. Engage in informal conversations with Antioch residents, APD officers and command staff, and DOJ representatives, and observe community meetings, to identify current and recent issues or concerns specific to Antioch; e. Conduct the surveys in English, Spanish, and/or other languages, as necessary, to ensure representation of the entire Antioch community; and f. Formally discuss the methodology with APD supervisors and DOJ and seek their input in the development of the baseline survey and in making improvements to the methodology used in the annual surveys.
2. Within 120 days of the Operational Date, and thereafter on a quarterly basis, APD will prepare and present to the community a publicly available report of its community policing efforts overall and in each council district, including specific problems addressed and steps taken by APD and the community toward their resolution.
XIV. TERMINATION OF THIS AGREEMENT
l. This Agreement will terminate when the City has been in substantial and effective compliance with the Agreement for two years or no later than five years after the effective date of this Agreement, whichever occurs first. If, after five years, the City is not in compliance, the Parties, 16 or a private mediator agreed upon by both Parties pursuant to Section XVII.D of this Agreement, 17 shall determine an appropriate extension of time for compliance. 18 XV. REMOVAL, RESIGNATION, UNABLE TO FULFILL DUTIES OF MONITOR 19 1. At any time, on agreement by the Parties or a private mediator's determination pursuant to 20 Section XVII.D of this Agreement, the Monitor may be removed for good cause. 21 2. In the event the Monitor is removed, resigns, or is no longer able to fulfill its responsibilities 22 under this Agreement, the parties will follow the procedure set forth in the 2025 USDOJ 23 Agreement.
24 XVI. MODIFICATION OR SUSPENSION OF AGREEMENT
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A. Modification of Agreement
l. The City and the Plaintiffs may jointly stipulate to make changes, modifications, and amendments to this Agreement. Such changes, modifications, and amendments to this Agreement
SETTLEMENT AGREEMENT
Allen el al. v. City of Anlioch. et al. 3:23-cv-01895-VC 1 however, reserve their right to seek enforcement of the provisions of this Agreement if they 2 determine that APO has failed to fully comply with any provision of this Agreement. 3 2. To seek enforcement, Plaintiffs agree to engage in good faith informal consultation 4 with APD or the City to attempt to resolve the disagreement. 5 C. Informal Consultation Requirement
1. Prior to initiating any intervention by a private mediator pursuant to Section XVII.D 7 of this Agreement, the APO, the Monitor and the Plaintiffs shall engage in good faith informal 8 9
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2. 3.
The informal consultation process shall proceed as follows:
a. Identification of Problem: The Party identifying a dispute ("Initiating Party") shall provide written notice to the other Party ("Responding Party") within ten (10) business days of becoming aware of the issue. The notice shall include a detailed description of the dispute and any proposed resolution. b. Response to Problem: The Responding Party shall have fifteen (15) business days from receipt of the notice to provide a written response, addressing the issues raised and proposing any alternative solutions.
c. Reply and Further Discussion: Within ten (10) business days of receiving the response, the Initiating Party shall reply in writing. The Parties shall then schedule a meeting or conference call within five (5) business days to discuss the dispute and potential resolutions.
Good Faith Efforts: The Parties shall make diligent and good faith efforts to resolve 21 the dispute through open communication, exchange of relevant information, and exploration of 22 mutually acceptable solutions.
23 4. Duration of Informal Consultation: The informal consultation process shall not 24 exceed forty-five (45) calendar days from the date of the initial written notice, unless both Parties 25 agree in writing to extend this period.
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II
SETTLEMENT AGREEMENT
Aflen et ul. v. City of Antioch. et al. 3:23-cv-01895-VC 1 6. This Agreement and the 2025 USDOJ Agreement shall be deemed independent and separate 2 contractual arrangements. The validity, performance, completion, tennination, amendment, or 3 modification of this Agreement shall not affect, alter, or impact the validity, performance, 4 completion, termination, amendment, or modification of the 2025 USDOJ Agreement, and vice 5 versa. Each agreement shall be construed, interpreted, and enforced as a separate and distinct 6 7
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contractual obligation.
DATED: March 27, 2026
For the City of Antioch, California
d'3'r1.44a � Sc-6f±
BESSIE MARIE SCOTT
City Manager
City of Antioch
Antioch City Hall
200 H Street
Antioch, CA 94509
(925) 779-7011
BEN NISENBAUM
JAMES COOK
KA THERINE MACELHINEY
KRITHI BASU
Burris Nisenbaum Curry & Lacy, LLP
7677 Oakport Street, Suite 1120
Oakland, CA 94609
(510) 839-5200
SETTLEMENT AGREEMENT
Allen et al. v. City of Antioch. el al. 3:23-cv-01895-VC UU<,u:,1y11 c,,v.,,ul-'" ,u. _,,...,.._, UDC"-;:10.;,u-. .. rc-nu, ,<.-Ml uo 1 u.;, ... LUC I
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF ANTIOCH AND
MS Investigative Services and Consulting, LLC
THIS AGREEMENT ("Agreement") is made and entered into this 28th day of May 2025 ("Effective Date") by and between the City of Antioch, a municipal Corporation with its principle place of business at 200 H Street, Antioch, CA 94509 ("City") and MS Investigative Services and Consulting, LLC with its principle place of business at PO Box 894 Lafayette, CA 94549 ("Consultant") as of May 28, 2025 City and Consultant individually are sometimes referred to herein as "Party" and collectively as "Parties."
SECTION 1, SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to provide to City the services described in the Scope of Work attached as Exhibit A attached hereto and incorporated herein at the time and place and in the manner specified therein ("Services"). In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit fj, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on May 30, 2028 the dale of completion specified in Exhibit A, and Consultant shall complete the Services described in Exhibit A prior to that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Consultant to complete the Services required by this Agreement shall not affect the City's right to terminate the Agreement, under Section 8.
1.2 Standard of Performance. Consultant represents that it is experienced in providing these services to public clients and is familiar with the plans and needs of City. Consultant shall pertorm all Services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to pertorm Services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.
1.4 Time. Consultant shall devote such time to the pertormance of Services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1. 1 above and to satisfy Consultant's obligations hereunder.
SECTION 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed Two Hundred Fifty Thousand Dollars $250,000.00, notwithstanding any contrary indications that may be contained in Consultant's proposal, for Services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant for Services rendered pursuant to this Agreement at the time and in the manner set forth below. The payments specified below shall be the only payments from City to Consultant for Services rendered
ATTACHMENT D
In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment.
2.4 Hourly Fees. Fees for work pertormed by Consultant on an hourly basis shall not exceed the amounts shown on the fee schedule in Exhibit A
2.5 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.
2.6 Authorization to Periorm Services. The Consultant is not authorized to pertorm any Services or incur any costs whatsoever under the terms of thls Agreement until Consultant receives authorization to proceed from the Contract Administrator.
SECTION 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the Services required by this Agreement. City shall make available to Consultant only the facilities and equipment listed in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and ccnference space, as may be reasonably necessary for Consultant's use while consulting with City employees and reviewing records and the information in possession of the City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.
SECTION 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cost and expense, shall procure insurance against claims for injuries to persons or damages to property that may arise from or in connection with the pertormance of the work by the Consultant and its agents, representatives, employees, and subcontractors. Consultant shall provide proof satisfactory to City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects to the City. Consultant shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant's proposal. Consultant shall not allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Insurers shall have an AM Best rating of no less than A:VII unless otherwise accepted by the City in writing
4.1 Commercial General Liability (CGL). Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. ll Consultant's services include work within 50 feet of a railroad right of way the Consultant shall have removed any exclusion on their liability policy limiting coverage for work near a railroad, or shall provide a Railroad Proteclive Liability policy in favor of the City. Limits for such coverage shall be no less than $5,000,000.
4.5.6.2 Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
4.5.6.3 If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work.
4.6 Certificate of Insurance and Endorsements. Consultant shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
4.7 Subcontractors. Consultant shall include all subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated in this Agreement, including but not limited to naming additional insureds.
4.8 Higher Limits. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
4.9 Special Risks or Circumstances. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage or other special circumst ances.
4.10 Remedies. In addition to any other remedies City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option exercise, any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant's breach:
• Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due to Consultant under the Agreement; • Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof: and/or, • Terminate this Agreement.
SECTION 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES.
5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel reasonably acceptable to City), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss,
IJUl,lJ�li,jl I i:;uvi;:1u1,1<: IU, ..ll"V"\ I woo::,-::,OJ;J-t .. ri:;-1"\u / ,L-r\/ uu I UJ .. LUO I 7 .4 Licenses and Permits. Consultant represents and warrants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Consultant represents and warrants to City that Consultant and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, sexual orientation or any other legally protected status, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any Services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Consultant thereby.
Consultant shall include the provisions of this Section in any subcontract approved by the Contract Administrator or this Agreement.
7 .6 California Labor Code Requirements. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain ''public works" and "maintenance" projects ("Prevailing Wage Laws"). If the services are being pertormed as part of an applicable "public works" or "maintenance" project as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5). certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work pertormed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.
If the services are being pertormed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants pertorming such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the full term of this Agreement and require the same of any subconsultants, as applicable.
Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work pertormed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.
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8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement; and/or
8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant in which case the City may charge Consultant the difference between the cost to have a different consultant complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the work.
SECTION 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant's Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, drawings, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. Consultant hereby agrees to deliver those documents to the City upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use.
9.2 Confidentiality. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be kept confidential by Consultant. Such materials shall not, without the prior written permission of City, be used by Consultant for any purpose other than the pertormance of this Agreement nor shall such materials be disclosed publicly. Nothing furnished to Consultant which is generally known, shall be deemed confidential. Consultant shall not use the City's name or logo or photographs pertaining to the Services under this Agreement in any publication without the prior written consent of the City.
9.3 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for Services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Consultant.
9.4 Inspection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds Ten Thousand Dollars ($10,000.00), the Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under the Agreement.
understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code Section 1090 and, if applicable, will be disqualified from holding public office in the State of California.
10.7 Inconsistent Terms. If the terms or provisions of this Agreement conflict with or are inconsistent with any term or provision of any Exhibit attached hereto, then the terms and provisions of this Agreement shall prevail.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by Bessie Marie Scott, City Manager. All correspondence shall be directed to or through the Contract Administrator or his or her designee.
10.10 Notices. Any written notice to Consultant shall be sent to:
MS Investigative Services and Consulting, LLC
PO Box 8946
Lafayette, CA 94549
Any written notice to City shall be sent to:
City Manager's Office
City of Antioch
P. 0. Box 5007
Antioch, CA 94531-5007
City of Antioch
P. 0. Box 5007
Antioch, CA 94531-5007
Attn: City Attorney
10.11 Integration. This Agreement, including all exhibits and other attachments, represents the entire and integrated agreement between City and Consultant and supersedes an prior negotiations, representations, or agreements, either written or oral.
CITY:
CITYOF lQcn,,
tJt-�sit.- At. S uiH-
Bessie Marie anager
Attest:
c�;&�J,,s
Melissa Rhodes, City Clerk
CONSULTANT:
EXHIBIT A
SCOPE OF WORK
The Scope of Services to be provided by the consultant shall include, but not be limited to, the elements listed below:
The consultant will serve as the US Department of Justice's (DOJ) single point of contact, providing oversight and technical assistance to monitor and track compliance with the Memorandum of Agreement (MOA) entered into bwtween the City and DOJ on or about January 3, 2025. The services will last a minimum of three years and a maximum of five years.
The monitor's responsibilities include, but are not limited to:
1. Providing technical assistance and recommendations to the Chief of Police, APO, the City Manager, the City Attorney, and the Antioch Police Oversight Commission (APOC) regarding the implementation of the MOA.
2. Developing a comprehensive implementation schedule.
3. Reviewing and reporting on APD's progress in meeting the terms of the MOA to the USDOJ.
4. Coordinating compliance and implementation activities.
5. Facilitating access by the USDOJ to APO personnel, data, documents, and materials.
6. Maintaining data, documents, and records as required by the MOA.
7. Assigning implementation and compliance-related tasks to APO personnel, as directed by the Chief of Police or their designee.
8. Providing an in-person report to the Antioch City Council at regularly scheduled City Council meetings at least once every 180 days.
9. Assisting with all other aspects of compliance with the MOA.
Phased Impleme ntation Plan
Phase 1: Initial Mobilization (Months 1-3)
• Establish formal engagement with City Manager, Chief of Police, APOC, and DOJ. • Conduct organizational readiness assessment, including interviews and data review. • Collaborate with stakeholders to develop and submit an Implementation Schedule to DOJ.
• Support onboarding of internal APO resources.
• Begin coordination on interim anti-discrimination training, live or virtual. • Deliverables: Implementation Schedule, Baseline Assessment Report, and Pertormance Metrics.
Phase 2: Policy, Training & Data Systems Development (Months 3-9) • Review and recommend updates to APO policies on key operational and civil rights topics.
• Coordinate with APOC and the City Attorney to draft compliant policies.
Page13of15
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Approved opportunities may include, but are not limited to, NACOLE conferences and workshops, as well as the annual conferences of the International Association of Chiefs of Police (lACP) and the California Police Chiefs Association (Cal Chiefs).
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SCHRODER INSURANCE SVCS INC
653 MAIN ST
MARTINEZ CA 94553-1128
MANJIT SAPPAL
TINA LEE SAPPAL
2 GREENE PL
LAFAYETTE CA 94549-6019
May 18, 2025
Policy Number: A3568302
24-Hour Claims: 1-866-472-3326
Policy Service: 1-866-472-3326
Online Account Services: www.safeco.com
THIS IS NOT A BILL
IDENTIFICATION CARDS ENCLOSED
Thank you for allowing us to continue serving your insurance needs.
To ensure you are receiving the best coverage and value available, the following changes have been made to your 12-month automobile policy, including those requested by you or your agent or broker and those required to be reviewed by the state of California:
2015 BMW MS
- Vehicle is added.
Your discounts or surcharges have changed. Please read the enclosed policy declarations page carefully.
This change is effective May 16, 2025. Please place this letter with your insurance policy.
Information on coverages and limits can be found on the revised Declarations page, enclosed.
The additional premium for this change is $1,168.64. The billing for this amount will be explained on your next billing statement. A $168.38 payment for the outstanding bill on your account is due on May 30, 2025.
If you have any questions or wish to make any changes to your policy, you can do so by calling us a11-866-472-3326.
We appreciate the opportunity to serve you. Thank you.
Personal Lines Underv.iriting
SAFECO INSURANCE COMPANY OF AMERICA
OC-429/EP 10/13
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SAFECO INSURANCE COMPANY OF AMERICA
RATING INFORMATION DISCLOSURE
PRIMARY RATED DRIVER
TINA SAPPAL
DRIVING EXPERIENCE
36 Years and 1 Month
TRAFFIC CONVICTIONS
No Rated Items
AT FAULT ACCIDENTS
No Rated Items
DRIVER DISCOUNTS
Good Driver, Superior Good Driver
VEHICLE RATED ON
2015 BMW MS
VEHICLE DISCOUNTS AND SURCHARfiES
Both Side Air Bag
EXPIRING RENEWAL ESTIMATED GARAGINfi ZIP
MILEAfiE ANNUAL MILEAfiE *
14750 94549
POLICY DISCOUNTS AND AFFINITY PLANS
Account-Umbrella/Home, Multi-Car
* For New Business: This is the estimated annual mileage for the current policy term.
SA-1696/EP 1/04 Pace 2 of 2
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POLICY NUMBER: A3 5 68302
AUTOMOBILE POLICY DECLARATIONS
(CONTINUED)
NAMED INSURED:
MANJIT SAPPAL
TINA LEE SAPPAL
2 GREENE PL
LAFAYETTE CA 94549-6019
AGENT:
SCHRODER INSURANCE SVCS INC
653 MAIN ST
MARTINEZ CA 94553-1128
RATED DRIVERS MANJIT SAPPAL, TINA L SAPPAL
2015 BMW MS 4 DOOR SEDAN
POLICY CHANGE
CHANGED EFFECTIVE:
POLICY PERIOD FROM:
TO:
MAY 16 2025
OCT. 11 2024
OCT. 11 2025
at 12:01 A.M. standard time at
the address of the insured as
stated herein.
AGENT TELEPHONE:
1-866-472-3326
ID# WBSFV9C59FD594234
Insurance is afforded only for the coverages for which limits of liability or premium charges are indicated.
jcovERAGES
COMBINED SINGLE LIMIT:
BODILY INJURY AND
PROPERTY DAMAGE
LIABILITY
MEDICAL PAYMENTS
UNINSURED AND UNDERINSURED MOTORISTS:
BODILY INJURY
COMPREHENSIVE
COLLISION
WAIVER OF COLLISION DEDUCTIBLE
ADDITIONAL COVERAGES:
LOSS OF USE
ANTI FRAUD FEE
2015 BMW LIMITS I PREMIUMS!
$500,000 $ 526.10
Each Occurrence
$10,000 18.90
$500 , 000 280.60
Each Person
$500,000
Each Accident
Actual Cash Value 745.40
Less $750 Deductible
Full Safety Glass
Actual Cash Value 1,312.60
Less $750 Deductible
$50 Per Day/$1200 Max
60.00 25.50
1. 74
TOTAL$ 2,970.84
TOTAL EACH VEHICLE: 2024 MERZ
2008 CHEV
2015 BMW
$ 1,585.64
1,297.54
2,970.84
PREMIUM SUMMARY
VEHICLE COVERAGES
PREMIUM
$ 5,854.02
TOTAL 12 MONTH PREMIUM FOR ALL VEHICLES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5, 8 5 4 . 0 2 -CONTINUED-
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AUTOMOBILE POLICY DECLARATIONS
(CONTINUED)
You may pay your premium in full or in installments. There is no installment fee for the following billing plans: Full Pay, Annual 2-Pay. Installment fees for all other billing plans are listed below. If more than one policy is billed on the installment bill, only the highest fee is charged. The fee is:
$0.00 per installment for recurring automatic deduction (EFT) $4.00 per installment for recurring credit card or debit card $4.00 per installment for all other payment methods
CONGRATULATIONS! YOUR PREMIUM INCLUDES DISCOUNTS AND ADJUSTMENTS FOR: Account - Umbrella/Home, Good Driver, Superior Good Driver, Multi - Car, Both Side Air Bag
Policy underwritten by SAFECO INSURANCE COMPANY OF AMERICA (a stock insurance company).
Administrative office: 175 Berkeley St., Boston, MA 02116 Mailing Address: PO Box 704000, Salt Lake City, UT 84170-4000 UocusIgn l::nvelope IU. "JAA1 Ul::ll::l9-\:H:l"J!J-44t-l::-Ati(2-A/U61U"J42Ul::l1 Fom W-9
(Rlw. March 2024)
Request for Taxpayer
Identification Number and Certification
Department of the Tr~ury Go to www:Irs.gov/FormW9 for instructions and the latest infonnation. Internal Revenue Servioo ' Before you begin For guidance related to the purpose of Form W-9 see Purpose of Form below . .
Give form to the
requester. Do not
send to the IRS.
1 Name of entlly/lndMdual. An entry is required. (For a sole p,oprfelor or disregarded enlity, enter the owner's name on line 1, and enter the busineS&'disregarded entity's 11ame on line 2.)
MS lnvestinative Services & Consultinn
, 81,19/ness name/dl1m1garded entity name, II different from above. ~ 3a Cheek the appropriate box for federal lalC classification of the entity/individual whose name is entered on line 1. Cheek 4 exemptions jeodes apply only to • [
only one of the following seven bo)(es. certain entities, not il\clividuals; □ 0 C corporation D S eorporation D Partnership 0 T,usVestate !;00 insltuctlons on page 3):
C lndl'liduaV50le proprietor
0 s
·J
IZl LLC. Enter the tax clasliification (C = C eorporation, S = S eorporation, P = Partnership) EJ:empt payee code (if any) ---Ncte; Check the "I.LCff bOll above and, 1n the entry space. enter the appropriate code (C, S, or Pl ror lhe ta,; io class1flcallon of the LLC, unless it is a disregarded entt!y. Ad'9regarded elllity should Instead check the appropriate EJ:emplion from Foreign Account Ta,:
t2 box for the ta,; classlficallon ofilli owner. Compliance Act (FATCA) repotting 1: 1ii □ Other (see im1tructions) code (if arry)
~" --~ 3b Jf on line 3e you chected "Partnership" or "Trusl/eatate," or cheeked "LLC" and entered •p• as its lax cleBSlficalion. (App}~ to accounts maintained 0 and you ara providing thisl fonn to a partnership, In.isl, or esiate in which you have an ownership interest. check • □ outside the Unlted Slates.)
~ this box if you have any foreign parlners, owners, or beneficiaries. See il'IStruc\ions • 5 • ~
Address (number, street, and apt. or suite no.). See inslruc!iol'IS. Requester's name and address (optional) 2 Greene Place
• City, stale, and ZIP code
Larauette CA 94549
7 List account number(s) here (optional)
. . Taxpayer Identification Number (TIN)
I Social security number I Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social secunty number (SSN). Ho-er, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entitfes, it is your employer identification number (EIN). lf ycu do not have a number, see How to get a TIN, later.
[I]J-[D-1 I I I I
or
I Employer Identification number
Note: If the account fs in more than one name, see the instructions for line 1. See also What Name and Number To Give the Requester for guidelines on whose number to enter. 88-3091878 Certification
Under penalties of perjury, I certify that:
1. The number shown on ttlis fom, is my correct taxpayer identification number (or J am waiting for a number to be issued to me); and
2. I am not subject to backup withholding because (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withtlolding; and
3. I am a U.S. citizen or other U.S. person (defined below); and
4. The FATCA code(s) entered on this fonn (rf any) Indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if You have been notified by lhe IRS that YoU are currently subjeci to beckup withholding because you have failed to report all interest and dividends on Your laX return. For real estate transactions, item 2 does nol apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual relfrement arrangement ORA), and, generally, payments other than interest and dividends, ou are not requlrecl to sign lhe certtfication, but u must provide your correct TIN. See the instructions f01 Part II, later.
Sign SlgMture o1 "/1't1'.H.dit-S Here U.S. person Date
General Instructions
Section references are to the Internal Revenue Code unless otherwise noted.
Future developments. For the latest infom,ation about developments related to Ferm W-9 and its instructions, such as legislation enacted aftel" they were published, go to www.im.gov/Fo,m\N9.
What's New
Line 3a has been modified to clartfy how a disregarded entity completes this line. An LLC thal is a disregarded entity should check the appropriate box for the tax classification of its owner. Otherwise, it should check U,e ~LLC" box and enter its appropriate tax classification.
Cat. No. 10231X
New Jfne 3b has been added to this form. A flow-through entity is required to complete this line to indicate that it has direct or indirect foreign partners, owners, or beneficiaries when it provides the Form W-9 to another flow-through entity in which it has an ownership interest. This change is intended to provide a flow-ttlrough entity with information regarding the status of its indirect foreign partners, owners, or beneficiaries, so that it can satisfy any applicable reporting requirements. For example, a partnership that has any Indirect foreign partners may be required to complete Schedules K-2 and K-3. See the Partnership Instructions for Schedules K-2 and K-3 (Forni 1065).
Purpose of Form
An individual or entity (Fonn W-9 requester) who is required to file an information return with the IRS is giving you this fom, because they Fonn W-9 (Rev. 3-2024)
uocus1gn 1::nve1ope 1u. :,AA 1 ut:1t:1~-:i!l/Jt1-44tt-AbrL-AfUti1 U/J4:.!Ut:11 Form W-9 (Rev. 3-2024)
Certain payees and payments are exempt from backup withholding.
See Exempt payee code, later, and the separate Instructions for the Requester of Form W-9 for more information.
See also Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding, earlier.
What Is FATCA Reporting?
The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all U.S. account holders u,m are specified U.S. persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code, later, and the Instructions for the Requester of Form W-9 for more information.
Updating Your lnfonnation
You must provide updated information to any person to whom you claimed to be an exempt payee if you ara no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects lo be an S corporation, or if you are no longer tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account, for example, If the granter of a granter trust dies.
Penalties
Failure to furnish TIN. If you fail to furnish your con--ect TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.
Civll penalty for false information wfth respect to wlthholdlng. If you make a false stirtement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty.
Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines Bild/or imprisonment.
Misuse of TINs. If the requester di5eloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties.
Specific Instructions
Line 1
You must enter one of the following on this line: do not leave this line blBllk. The name should match the name on your tax return.
If this Form W-9 is for a joint account (other than an account maintained by a foreign financial institution (FFI)), list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. If you are providing Form W-9 lo an FFI lo document a joint account, each holder of the account that Is a U.S. person must provide a Form W-9.
• Individual. Generally, enter the name shown on yaur tax return. If you have changed your last name wilhout lnfom,lng the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name.
Note for ITIN applicant: Enter your Individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040 you filed with your application. • Sole proprietor. Enter your individual name as eh own on your Form 1040 on line 1. Enter your business, trade, or "doing business as" (OBA) name on line 2.
• Partnership, C corporation, S corporation, or LLC, other then a disregarded entity. Enter the entity's name as shown en the entity"s tax return on line 1 and any business, trade, or OBA name on line 2. • other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creatlng the entity. Enter BllY business, trade, or DBA name on line 2.
• Disregarded entity. In general, a business entity that has a single owner, including an LLC, and is not a corporation, is disregarded as an entity separate from Its owner (a disregarded entity). See Regulations section 301.7701-2(c)(2). A disregarded entity should check the appropriate box for the tax classification of its owner. Enter the owner's name on line 1. The name of the owner entered on line 1 should never be a dieregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For Page3
example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name Is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the firsl owner that ls not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2. If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W·8 instead of a Form W-9. This is the case even if the foreign person has a U.S. TIN.
Line2
If you have a business name, trade name. OBA name, or disregarded entity name, enter it on l!ne 2.
Line 3a
Check the appropriate box on line 3a for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box on line 3a.
IF the entity/Individual on line 1 THEN check the box tor, •. isa(n) •..
• Corporation Corporation.
• Individual or Individual/sole proprietor.
• Sole proprietorship
• LLC classified as a partnership Limited liability company and for U.S. federal tax purposes or enter the appropriate tax • LLC that has filed Form 8832 or claasification:
2553 electing to be taxed as a P = Partnership.
corporation C = C corporation, or
S = S corporation.
• Partnership Partnership .
• TrusUeslate TrusUestate .
Line 3b
Check this box if you are a partnership ~ncluding an LLC classified as a partnership for U.S. federal tax purposes), trust, or estate that has any foreign partners, owners, or beneficiaries, and you are providing this form to a partnership. trust. or estate, in which you have an ownership interest. You must check the box on llne 3b ii you receive a Form W-8 (or documentary evidence) from any partner, owner. or beneficiary establishing foreign status or if you receive a Form W-9 from any partner, owner, or beneficiary that has checked the box on line 3b.
Note: A partnership that provides a Form W-9 and checks box 3b may be required to complete Schedules K-2 and K-3 (Form 1065). For more information, see the Partnership Instructions for Schedules K-2 and K-3 (Form 1065).
If you are required to complete line 3b but fail to do so, you may not receive the infom,ation necessary to file a correct information return with the IRS or furnish a correct payee statement to your partners or beneficiaries. See, for example, sections 6698, 6722, and 6724 for penalties that may apply.
Une 4 Exemptions
If you are exempt from backup withholding and/or FAT CA reporting, enter in the appropriate space on line 4 any code(s) that may apply to you.
Exempt payee code.
• Generally, ind!vlduals (including sole proprietors) are not exempt from backup withholding.
• Except as provided below, corporations are exempt from backup withholding for certain payments, including interest aiid dividends. • Corporations are not exempt from backup withholding for payments made in settlement of payment card or third-party network transactions. • Corporations are nol exempt from backup withholding with respect to attorneys' fees or gross proceeds paid lo attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC.
The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space on line 4. 1-An organization exempt from tax under section 501 (a), any IRA, or a custodial account under section 403[b){7) if the account satisrles the requirements of section 401(f)(2).
uocusIgn r.nvelope lU: jAA'l Ul:ll:l\;l-\;ll:l�0·4'1rL•At::> 1;:-A(Ub1 LlJ4:0::UUl Part II. Certification
To il$tablilih to the withholding agent that you are a U.S. per$0n. or ff1$!1.lent aMen, sign Form W.9. You may b8 requasted to sign by the W1lhholding agei\teven ifi� 1, 4,or6 below In��.
For a joint a:ceount, only 1he Pffl'llOl1 whose TIN Is l'litmm in Pert I srou:o slgn (\l.tleh required}. In the ease of a� entity, the person identified on Ille i must sigt Exempt pe.�, aee Exempt pa;ee code, earlier.
Slgl\8brre requira;ments. Complffl! the certification as Indicated in ltet'll$ 1 through :5 below.
1. lnterwt,. dividend, and bar1Er ezQt\anga aoocu.1nb opened beflffl) 1984 and brok•r ac;counts, cons!dervd aQho during 1983.
You must give your correct TIN, but you do not have to sign the certification.
2. lntereet. dMdend, broker, and barter o.xchange 4CCOUITl:s Ol)Mtld &RBr 1983 and bruker 1;1C00Uffl$ OOMli::teood in8CUVe di.Iring 1983. You must sign the certilicatlon or backup wllhhok:ilng will apply. If )QI are subjeet to backup wllhholding .end you are merely prolliding your comK.1 TIN to the A!qlJe$ter, you must cross out It.em 2 in the certificatton before Signing the fmn.
3. RMI estate transactions, You must 3igJ, the oettfflcation. You may Cl'tlS$ out Item 2 cf the cemficalion.
4. Othar payments. Yoo must give your ocmwt nN. but you do not have to sign the certfl'ication unless you haw beetl notified that you haw pieviauilly given an i�TIN. "Omer payme,n1$" include payment:. made in the course er the req11eSter's lmde 01 business for rents, royalt!es. goods (other than bills ior �andise), medical and heeHh care setVk.:es (including payments to corporat!Ons). payments to a nonemployee for serv1cas,. payments made !n sett!l!tmenf of ptr;ment card and third-party network trm,..actiruu:i;. payments to certain fishing boat craw members and flaherrnen, and gross proceeds: paid to attorneys Gncludlng payrnenls to corporetlon.s).
5. MorqJage interest paid by you, acquisition or abandonment af secured property, cancellation of debt,. qLlltll1led tuition progr;am payments (under sootion 529), ABLE accounts funde.r section S29A), JR.A. Colmfdell ESA, Ard!er MSA or HSAc.antributlons or distlibulkms., and pehon distril:)utiortS. You mUJt g:w your correct TIN, but � do oot have to sign ttie certlflcation.
What Name and Number To Give the Requester
Fort.his type Of account:
1. lt'!dlviduiill
2. Two or m0te l!•dMduals (lcfnt ooccvnt)
<11/ler men 01 =-int meiflt:lir.e'1 cy
an FF!
l. Two or men� U.S. ps1S011S
(,Olm accounl rnaintalned by an FFIJ
4, Cw.l'.(idle! aooo,uu ol a minor
(Untlorm Gitt lo Mint.)1"$ Act)
5. a. Th(, usual n;,voc:able saYings tl\.lst
{grantor ill al!IC tnmse)
b. So•caHed' trust IICCount lhahs oat
a legal er var.cl IN5t tinder stat� law
ti. &!lo pr,1prteto:wi:p or Cisregarded
emJfy oweed b)' an !rttlivicl1,1l
r Grantw 1rU$t filing cooe, Optional
Ft!ng Molt.eel 1 !See Rltgulations
h(;ti,:,n1.trr1�
Give name and SSH ot:
Tho lni.1!vldual
�a,;tuat ◊-&rof um a:c:countor,
II combiruld fu."14$, 11'1\l lmilt irn;w'wal
on th& accounl1
ea.en hcldor of tno �n!
Them�
Tha gmnlor•\ruatee'
,...,s
otaccount: Give name and EIN of:
a. O!sregarded enttly Ml oWl'\$d by an
-
9. A w!IJd tnllit. � or� trust
10. Cotpmatit';rn o, Li.C eumtmg �
slatus on F'e,m 8832. 0t F«m 2553
11, lwuciafiM, club, tefigi,ow, �table.
ecltlcalional, or ote- tmt:•eumpt
Q�
12. ?a�ip <1r rnul!Hnembor LLC
13. A broker Of raglt!OOk1 HOll'l!nea
14. Account with th# Ck,partmMi of
Agricul!uro in 1M name of a publte
enlil:y (11.1ci> a.a a ,s;tate 0t lo:io:.al
go,;emmerrt. school district, or prison)
!hat rrteel- agricultural program
-��
1ti. GrantJ;ir ft\,11,lt filing Form 10<11 or
undm'the Op!lonal Filing Mcthtid ll
111quilr\)Ft.um 1099 !see hg'Jla!\otls
w::tionl.671�
Toe owner
,.,._
The partnf;r$til)
Th11 brolcer Gr roominse
Toll publlc entity
1 Ust nm Md cirde the name of the persoo whose number 'f'OI.I furnish, If only one: peroon on a joint &I.XlOlmt has an SSN, Iha! P81"$CITT'$ number n1U$l be fl.lmlshed
1Clrcle the minor's name aoo f'ltrniSh the minor's SSN. 3Yw must show yaur lndMdual name on line 1, and 8fflar your bu$0'les.s or OBA name, if any, on fine 2. You may use either your $SN or EIN Of YQtt haw onet, but 1t'!e IRS enca\JilQ.85 )'OU to use i"Our SSN. 'Ust firnt and c!rele the name ot the trust, estate. or pension trust (Do not fumist; the TIN oft.he per.,Qna! representative or trustee un!eS$ the legal entity itself rs not designated !n the account titfe,) • NOW: The grant or must also provide a Form W..9 to the trustee cf the trust.
•· For more information on optional filing methods for grantor troots, see the Instructions for Form 1041.
Note: If no name is circled When more than or.e name 1$ listed. the number will be contlidored to be !hat er the first name listed.
Secure Your Tax Records From Identity Theft
k!ent!ly theft OCClJlS when someon& l.l$e5 yaur pernonal infOITMt<en, $I.let; as YQUr name:, SSN, or other identifying Information, wMiout your permlmon to comrnlt fraud or other climes. AA identity fl\iel may U&lli ym,ir S$N to get a job or may file a lax rewm using YQUr SSN to� a refund,
To reduee yaur risk:
• Prnteet your SSN,
• Ensure your employer is protecting �r SSN, and
• Be careful When choosing a tax return pll!parer.
If your tax records are affected by identity theft and you mcel11e a notice from 'the IRS. A:15pOnd right away to the name al\d phone number printed (I" tho IRS notloe or letter.
If your tax records are not currently affected by identity theft btit yQJJ ttmk yo:. am at ri$k drnJto a loSt or stolen purne OT wallet. questionable cnw:iif <:ar;:I activity, or a questionab!e credit f�, oontact the IRS Identity Theft Hotline at 800-908-149o or submit Frum 14039.
For more informatiol'l. $$ Pub. 5027, Identity Theft lnrorm&!km for Taxpay.,ra.
City Council Staff Report
July 28, 2026 Agenda Item O
ATTACHMENTS
Attachment A – Resolution
Attachment B – Budget
RESOLUTION NO. 2026/xxx
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANTIOCH
APPROVING A BUDGET AMENDMENT TO REALIGN APPROPRIATIONS WITHIN
THE CALIFORNIA VOLUNTEERS YOUTH SERVICE CORPS (YSC) GRANT
PROGRAM
WHEREAS, the City of Antioch was awarded funding through the California Volunteers Youth Service Corps (YSC) Grant Program to support youth workforce development, service learning, and employment opportunities for young adults; and WHEREAS, the grant award provides funding for eligible personnel, participant wages, contracted services, operating supplies, and other program-related expenditures over the grant period of July 1, 2025 through December 31, 2026; and WHEREAS, during implementation of the grant, staff determined that a budget amendment is necessary to realign appropriations between Fiscal Year 2025-26 and Fiscal Year 2026-27 to accurately reflect program expenditures and operational needs; and
WHEREAS, the proposed budget amendment does not increase the total grant award, does not require additional City funding, and has no impact on the City's General Fund; and
WHEREAS, the proposed budget amendment will ensure continued compliance with grant requirements while allowing the City to effectively utilize the remaining grant funds to support ongoing program implementation. The budget amendment reallocates existing appropriations to align with anticipated expenditures for personnel, participant wages, contracts, and operating supplies through the remainder of the grant term.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Antioch hereby approves the budget amendment for the California Volunteers Youth Service Corps Grant Program as set forth in Attachment B. Be it further resolved that the Acting City Manager, or her designee, is authorized to take all actions necessary to implement this budget amendment in accordance with applicable grant requirements and City financial policies.
* * * * * * * * * I HEREBY CERTIFY that the foregoing resolution was passed and adopted by the City Council of the City of Antioch at a regular meeting thereof, held on the 28 th day of July
2026, by the following vote:
AYES:
RESOLUTION NO. 2026/***
July 28, 2026
NOES:
ABSTAIN:
ABSENT:
__________________________________
MICHAEL J. MANDY
CITY CLERK OF THE CITY OF ANTIOCH
CALIFORNIA VOLUNTEERS G 2025-26 2025-26 2026-27
Budget Actual Needed
Personnel GRANT MAX
Regular Salaries 163,368.00 81,684 81,684 Part-time Help 905,520.00 314,336 591,185 Fringe $97,343.40 25,147 72,197
Total Personnel Expenses 421,166 745,065
Services & Supplies
Operating Supplies 95,579 13,934 81,645
Contracts 478,733.00 81,489 397,244
Total Services & Supplies 95,423 478,889
Total 1,740,543.40 516,590 1,223,954
BUDGET WORKSHEET FOR CALIFORNIA VOLUNTEERS
ATTACHMENT B
6 Agenda Item #
STAFF REPORT TO THE CITY COUNCIL
DATE: Regular Meeting of July 28, 2026
TO: Honorable Mayor and Members of the City Council
SUBMITTED BY: Scott Buenting, Public Works Director and City Engineer
APPROVED BY: Ana Cortez, Acting City Manager
SUBJECT: Encroachment Permit Appeal of California Resources Pipeline Company, LLC
RECOMMENDED ACTION
It is recommended that the City Council affirm the City Engineer’s denial of the Encroachment Permit Application submitted by California Resources Production Corporation (“CRPC”) in June 2022.
FISCAL IMPACT
There is no material fiscal impact except for the $480 the City returned to CRPC upon denial of the Encroachment Permit Application, which encompassed the Encroachment Permit Application Fee and Inspection Fee.
DISCUSSION
I. Background
A. Expiration of CRPC’s Franchise to Operate Pipeline
On January 8, 1991, the City Council approved Ordinance No. 801 -C-S (Attachment A) granting Union Oil Company of California (Unocal) a 25- year franchise (the “Franchise”) to own and maintain a pipeline (the “Union Island Pipeline”) for transporting natural gas and other hydrocarbon products in and along portions of the City’s streets at Deer Valley Road, Lone Tree Way, James Donlon Blvd., and Somersville Road. The ordinance required the franchisee to pay a one-time fee of $226,376.35. The ordinance took effect on February 7, 1991, and expired February 7, 2016. It also provided that upon failure to comply with the conditions and upon sufficient notice, the City Council can declare the Franchise forfeited and terminated and exclude the franchisee from further use of the public highways, streets, alleys, and public places of the City under the Franchise. CRPC, Antioch City Council Report
July 28, 2026 Agenda Item #6 2
through conveyances and assignments of record, became the successor -in-interest to Unocal of the Franchise.
Ordinance 2133- C-S (Attachment B) was introduced on November 28, 2017, and subsequently adopted at the regular Council meeting on December 12, 2017. Ordinance 2133-C-S amended Ordinance 801- C-S and extended the term of the Franchise for an additional five (5) years, with a one-time fee of $72,500, similar to the original fee adjusted for inflation. The Franchise expired on February 7, 2021.
On or about February 10, 2021, CRPC applied to renew the Franchise for an additional 10-year term that would run from February 7, 2021, until February 7, 2031. On September 28, 2021, the City Council considered the renewal application at a public meeting, as well as whether to approve a proposed ordinance that would grant the 10-year renewal of the Franchise requested by CRPC. During this public meeting, the City Council heard a presentation from CRPC’s representatives and public comments regarding the Union Island Pipeline and CRPC’s renewal application. The City Council voted not to approve the proposed ordinance that would grant CRPC’s requested 10- year renewal and therefore did not agree to renew the Franchise. The Franchise Agreement remained expired as of February 7, 2021.
Following the City Council’s determination not to renew the Franchise, on November 2, 2021, the City sent CRPC a written notice of termination (Attachment C) and demanded that CRPC immediately discontinue use of and abandon all CRPC pipelines in, along, and under City public highways, streets, alleys, and other public places. The notice of termination further informed CRPC that the City was excluding CRPC from further use of the public highways, streets, alleys, and public places under the Franchise. Despite this notice, CRPC continued to locate, use, and operate the Union Island Pipeline within City limits and on City-owned, and/or City-controlled public property without authorization.
B. Encroachment Permit Application and Denial
On or around June 2, 2022, CRPC – through its parent company California Resources Corporation (“CRC”) – submitted to the City an encroachment permit application for the maintenance and use of the Union Island Pipeline (the “Encroachment Permit Application,” Attachment D). The Encroachment Permit Application included an estimated start date of September 28, 2021 and an estimated completion date of December 31, 2026. The application did not include certain requested fields, including a State Contractor License or a City Business License Number. In a letter accompanying the application, CRPC explained it did not view the State Contractor License field of the application as applicable because no construction or disturbance of the public rights of way was required. In lieu of providing a State Contractor License, the application directed the City Engineer to CRPC’s Certificate of Qualification and Commercial Business License Application. The Encroachment Permit Application also did not include a traffic control plan; CRPC represented that traffic would not be disturbed.
On May 15, 2023, the City’s Engineering and Development Services Department informed CRPC that the City Engineer and Engineering Division denied CRPC’s Antioch City Council Report
July 28, 2026 Agenda Item #6 3
Encroachment Permit Application pursuant to Antioch Municipal Code 7- 2.305. The denial letter (Attachment E) explained that the reason for the denial was that the Franchise between the City and CRPC for CRPC’s operation of the Union Island Pipeline expired on February 7, 2021, and was not renewed, and that the City declined to provide an encroachment permit in lieu of a franchise agreement for the operation of a natural gas pipeline. The letter further explained that the City was in litigation with CRPC concerning CRPC’s ongoing unauthorized use of the Union Island Pipeline and corresponding unauthorized encroachment onto City owned and/or controlled property with and by the Union Island Pipeline.
C. Separate Encroachment Permit Approvals
Separate from the Encroachment Permit Application at issue in this hearing, the City Engineer has approved or conditionally approved other Encroachment Permit Applications submitted after February 7, 2021, for more narrow purposes related to the Union Isla nd Pipeline, including permits numbered EP2406- 0182, EP2503- 0089, and EP2302-0062. For example, the City issued Permit Number EP2406- 0182 to CRC on June 27, 2024, for the purpose of cleaning and checking the integrity of the Union Island Pipeline. The permit application for Permit Number EP2406-0182 listed applicable state contractor license and business license number information, listed an estimated duration of two days, and included a traffic control plan. The permit application also explained that the request was pursuant to requirements for a Department of Transportation inspection.
Similarly, Permit Number EP2503 -0089 was issued to CRC on March 27, 2025, for the purpose of clearing and checking the integrity of the Union Island Pipeline. The permit application included an estimated proj ect duration of one month, listed the applicable state contractor license and business license number information, and included a traffic control plan. The City also conditionally approved and issued Permit Number EP2302- 0062 for the purpose of facilitating a Department of Transportation Pipeline Inspection.
D. Encroachment Permit Appeal and Abeyance
On May 22, 2023, CRPC, through its counsel, provided notice of its appeal (the “Encroachment Permit Appeal,” Attachment F) of the City Engineer and Engineering Division’s May 15, 2023, denial of the Encroachment Permit Application. CRPC’s stated basis for the Encroachment Permit Appeal is that “it has fully complied with and met all criteria and requirements necessary to be issued an encroachment permit under Antioch Municipal Code sections 7-2.101 et. seq.”
On September 18, 2023, CRPC’s Encroachment Permit Appeal was stayed and/or held in abeyance pursuant to a stipulation and court order in the litigation between the City and CRPC, CRPC v. City of Antioch, pending in Contra Costa Superior Court (Case No.
MSN21-2354). This stay was ultimately lifted by the Court on or about August 21, 2025.
On or about February 5, 2026, CRPC, through its counsel, sent a letter (Attachment G) to the City, through its outside litigation counsel, requesting that the City (1) replace the name of the appellant in the Encroachment
Permit Appeal to replace CRPC with
California Resources Pipeline Company, LLC (“CRPC LLC”), which CRPC represented is “the new owner and operator” of the Union Island Pipeline; (2) formally take the Antioch City Council Report
July 28, 2026 Agenda Item #6 4
Encroachment Permit Appeal out of abeyance; and (3) set a hearing date for the Encroachment Permit Appeal. On February 26, 2026, the City, through its outside counsel, provided a response confirming that, as an accommodation to CRPC, but without any waiver of rights, the City would permit CRPC LLC to be substituted in for CRPC as the appellant i n the Encroachment
Permit Appeal (Attachment H). The
response also confirmed that the City would proceed with processing the Encroachment Permit Appeal and detailed the procedures for same.
II. Analysis
The City Council has authority to affirm, modify, or reverse the City Engineer’s decision on an encroachment permit application. (Municipal Code §7- 2.701(C).) The City Engineer’s May 15, 2023 denial of CRPC’s Encroachment Permit Application here should be affirmed because CRPC’s Encroachment Permit Application was in conflict with the City’s Encroachment Regulations, and the denial was consistent with the City Council’s decision and lawful exercise of its discretion to decline to renew the Franchise permitting CRPC to operate a gas pipeline through the City’s rights of way.
A. Long-term Operation and Use of an Industrial Pipeline through the City’s Right-of-Way is Not a Customary Use of an
Encroachment Permit
The ongoing, long-term use of an industrial pressurized pipeline for the transport of natural gas through the City is not a customary use of an encroachment permit.
Instead, it is a use that – consistent with CRPC’s prior practice in seeking a franchise agreement for the operation of the Union Island Pipeline through City public property – must be approved by the City as a discretionary matter pursuant to the City’s police powers.
Encroachment permits are typically used for short -term building and servicing within the City’s right-of-way. By contrast, CRPC’s encroachment permit application at issue seeks a permit to “maintain and use” the Union Island Pipeline “in order to transport natural gas through said pipeline in public highways, streets, alleys and other public places of the City of Antioch” for a period of over five years. (See Attachment E.) An encroachment permit is not the appropriate mechanism for granting the permission CRPC seeks.
Additionally, because the long-term use and operation of a natural gas pipeline through the City’s right-of-way is a matter that is subject to the City Council’s discretion , the City Council’s September 28, 2021 declination not to renew CRPC’s Franchise for a second time was not a determination that the City Engineer could unilaterally overturn. Denial of the application was therefore appropriate.
B. Application Inconsistent with Encroachment Regulations The City’s “Encroachment Regulations” are detailed in Chapter 2 of Title 7 of the Antioch Municipal Code. Section 7- 2.305 provides that “Applications may be approved, conditionally approved, or denied. Where the City Engineer finds that the application is in accordance with the requirements of this chapter, he shall issue a permit for the use or Antioch City Council Report
July 28, 2026 Agenda Item #6 5
encroachment, attaching such conditions as he may deem necessary for the health, safety, and welfare of the public and for the protection of the city. If the City Engineer finds the application is in conflict with the provisions of this chapter, he shall deny the permit, giving in writing the reasons for such denial.” Section 7- 2.204 of the Municipal Code provides that no person shall encroach without first having obtained a permit. Section 7- 2.304 also acknowledges that consent of public agencies may be required before certain permits may be issued, and provides that, when required, “[a] permit shall not be issued until and unless such order or consent is first obtained and evidence thereof filed with the City Engineer.” And it requires applicants to, “at all times comply with … all such laws, ordinances, regulations, decisions, court, and similar authoritative orders.”
The City Engineer did not err in concluding that CRPC’s Encroachment Permit Application was in conflict with the City’s Encroachment Regulations. Specifically, as detailed in the May 15, 2023 written denial letter provided to CRPC, CRPC continued to use t he Union Island Pipeline on City owned and/or controlled property without authorization after the expiration of CRPC’s Franchise with the City on February 7, 2021. This use continued after the City Council voted not to extend the Franchise on September 28, 2021 – and thus after the City expressly declined to re-authorize CRPC to use the City’s rights of way for the purpose of operating the Union Island Pipeline. This use also continued after the City Engineer sent a notice of termination informing CRPC that it was excluded from further use of the public highways, streets, alleys, and public places which it was previously granted permission to use under the Franchise Agreement. The City Engineer knew that CRPC’s continued use of the Union Island Pipeline was the subject of ongoing litigation between the City and CRPC wherein the City contends CRPC’s continued use of the City’s property is an unauthorized encroachment.
As such, the City Engineer fairly concluded that denial was warranted because CRPC’s Encroachment Permit Application – submitted while CRPC was encroaching on the public right of way and did not have the City’s consent – was in conflict with the City’s Encroachment Regulations, and in particular with Antioch Municipal Code sections 7-
2.204 and/or 7-2.304.
C. Denial Promotes Public Interest and City Policy
The decision to deny CRPC LLC’s Encroachment Permit Appeal is also in the public interest and consistent with the City Council’s decision, after consideration of public comment, not to extend CRPC’s Franchise with the City for the continued location, use, and operation of the Union Island Pipeline within the City. The City Engineer is vested with the authority to issue encroachment permits consistent with Antioch’s Encroachment Regulations and other applicable laws, to prescribe the application requirement s, and to condition permits as deemed necessary for the health, safety, and welfare of the public, in accordance with the will of the City, and for the protection of the City. (Antioch Municipal Code §§ 7-2.301; 7-2.302; 7-2.303; 7-2.305; 7-2.306; see also id. at §§ 7-2.304; 7-2.203; 7 -2.611). In exercising his discretion under this Chapter, the City Engineer Antioch City Council Report
July 28, 2026 Agenda Item #6 6
appropriately considered that it would be inappropriate to grant an encroachment permit to authorize the very same use of the City’s right of way and property that the City Council affirmatively denied when it declined to renew CRPC’s Franchise.
CONCLUSION
CRPC’s Encroachment Permit Application (i) sought a permission that was not a customary use for an encroachment permit; (ii) was not in full compliance with the requirements of Chapter 2 of the Antioch Municipal Code, and (iii) was an attempt to seek permission the City Council had already decided not to grant. For each of these independent reasons, denial of the Encroachment Permit Application is proper.
Therefore, it is recommended that the City Council affirm the City Engineer’s decision denying the Encroachment Permit Application for the reasons stated in this Staff Report.
ATTACHMENTS
A. Ordinance No. 801-C-S
B. Ordinance 2133-C-S
C. Termination Letter, Nov. 2, 2021
D. Encroachment permit application, Jun. 2, 2022
E. Encroachment permit denial, May 15, 2023
F. Appeal of encroachment permit denial, May 22, 2023
G. Request to substitute CRPC LLC as appellant, Feb. 5, 2026 H. Response to request to substitute CRPC LLC as appellant, Feb. 26, 2026 10013723.2
ATTACHMENT A
ATTACHMENT B
ATTACHMENT C
ATTACHMENT D
June 2, 2022
California Resources Produc�on Corporation
Attn: Bruce Carter
27200 Tourney Rd., Ste. 200
Santa Clarita, CA 91355
Phone: 805.232.9623
[email protected]
SUBJECT TO CAL. EVlD. CODE§§ 1151, 1154
John Samuelson
Public Works Director/City Engineer
Engineering Services Division, City of Antioch
200 H Street, 2nd Floor
Antioch, CA 94509
Re: Encroachment Permit Application - Union Island Pipeline Dear Mr. Samuelson:
As a result of the pending litigation styled, California Resources Production Corporation v. City of Antioch, el al., Contra Costa County Superior Court, Case No. N21-2354 (the "Pending Litigation"), California Resource Production Corporation ("CRPC") bas learned that the City of Antioch ("City") takes the position that the portion of the Union Island ("UI") Pipeline cunently situated within the City's public rights-of-way constitutes an «encroachment" for which an encroachment permit is necessary. While the City has never required an encroachment permit solely for the UJ Pipeline's operation in its 30-year history, CRPC hereby applies for an encroachment permit for the maintenance and use of the UJ Pipeline. CRPC makes this application to: (a) mitigate the parties' respective damage claims in tbe Pending Litigation and (b) to further resolution of the Pending Litigation.
The UJ Pipeline was constructed in the early 1990's and operated pursuant to a franchise agreement with the City. At this time, no further construction or disturbance of the City's public rights-of-way is necessary to maintain and use the UI Pipeline within the City's public rights-of way. For this reason, CRPC used a $0.00 project value in its encroachment permit applicatio� as CRPC will not undertake any construction-related expenses in connection with the application.
This project vaJue does not reflect the value of the UI Pipeline itself, nor does it reflect the value of the natural gas it transports or the value of the contracts to which California Resources Corporation ("CRC") is a party that concern the UI Pipeline.
Further, because no construction or disturbance of the public rights-of-way is required, CRPC believes that a state contractor's license is not necessary to maintain the UI Pipeline. However, CRPC has provided evidence of its California-issued Certificate of Qualification and a copy of 115405150.7 0055335-00267
CRPC's Commercial Business License Application, which is being concurrently filed with this application. CRC has previously received permits for inspection and maintenance of the UI Pipeline without providing a California Contractor's License, and CRPC believes this request, which requires no construction or obstruction of the right-of-way, should similarly be granted.
In applying for this encroachment permit, CRPC wishes to clarify that it does not admit any wrongdoing, it is not acquiescing to the City's position regarding the necessity of any encroachment permit or license, and it does not waive any of its legal rights with regard to the Pending Litigation.
If you have any questions or require additional supporting documentation, please contact CRPC's outside counsel:
Michael N. Mills
500 Capitol Mall, Suite 1600
Sacramento, CA 95814
Phone: 916.319.4642
Michael [email protected]
cc:
Thomas Lloyd Smith, Esq. (via email only)
David Mehretu, Esq. (via email only)
2 115405150.7 0055335-00267
,?/ Bruce Carter
Sr. Regulatory Advisor
California Resources Corporation
ATTACHMENT E
[REDACTED]
LICENSE OR PERMIT BOND
}�Arch
Insurance Group
Bond No. SU1184120
This Bond Supersedes Arch Bond No. SU1131395
KNOW ALL BY THESE PRESENTS, That we, CALIFORNIA RESOURCES CORPORATION as Principal, of 27200 Tourney Road, Suite 200,
a Missouri (Street and Number)
Santa Clarita
(City)
_ __;c;_A_9...;;1;..;;.3.c..5;;..5 __ and the Arch Insurance Com pan (State)
corporation, as Surety, are held and firmly bound unto CITY OF ANTIOCH as Obligee, in the sum of Five Hundred and No/10 Dollars($ 500.00 --- ) for which sum, well and truly to be paid, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents.
Sealed with our seals, and dated this 17th day of __ J_u_n_e ___ ��- THE CONDITION OF THIS OBLIGATION IS SUCH, That WHEREAS, the Principal has been or is about to be granted a license or permit to do business as (") bv the Obligee. ('-) To mgintain .and use 1he Union Island Pipeline to t.rnn.sport natural gnsihroughs;ild p1peltna In .and under die public hlghway�streets, alleys, and other public places of the City of Antia<:h. To conductsarety tosts on the Union Island Pipeline and repair i� ifneeded. Permit Number #EP1504-0002.
NOW, THEREFORE if the Principal well and truly comply with applicable local ordinances, and conduct business in conformity therewith, then this obligation to be void; otherwise to remain in full force and effect.
This bond is for the benefit of any person who is damaged by an act or omission of the applicant constituting breach of a construction contract or breach of a contract for the furnishing of labor, materials or professional services to construction undertaken by the applicant, or by an unlawful act or omission of the applicant in the performance of the construction contract.
PROVIDED, HOWEVER:
1. This bond shall continue in force:
Until June 17 2023 , or until the date of expiration of any Continuation Certificate executed by the surety
OR
Until canceled as herein provided.
2. This bond may be canceled by the Surety by the sending of notice in writing to the Obligee, stating when, not less than thirty days thereafter, liability hereunder shall terminate as to subsequent acts or omissions of the Principal.
CALIFORNIA RESOURCES CORPORATION
<7' _ (\(}IJ ;/ Principal
By �;;;.,
Eric D. Miner, Attorney-in-Fag:
Arch Insurance Company
By ��42&:n-Foct
Surety Phone No. _2_15-_60 _6_-1_6_5_0 ___ --'-- ---
Bond Number: _S_U_ 1_ 18_4_1_20 _________ _
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
�M.K!&�l:ifiO)it)(il( Commonwealth of Pennsylvania
�M)(� County of Chester
On _ __.J""---"t,t-=-r]_.__l"--'-[�±,-"lv:;........,a�=-c:;2c;;....___ before me, Elizabeth B. Pendleton, Notary Pub lic (insert name and title ��)
personally appeared __ M_e_li_ss_a_J_._H_in_d_e ___________________ _ who proved to me on the basis of satisfactory evidence to be the person(X) whose name�) is/acce subscribed to the within instrument and acknowledged to me that &i!'Mshe/�¥ executed the same in �/her/� authorized capacity(l'e'&), and that by Mt$/her/�1t signature(,c) on the instrument the person(X), or the entity upon behalf of which the person(� acted, executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature �:efkvdiM: (Seal}
Commonwealth of Penll$ylvania • Notary Seal
EUza�th 8, Pendleton, Notary Public
Chester County
My Commission Eitpires july 23, 2024
Commission Number 1299563
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Kern
on June 28, 2022 before me, Lindsey Stevenson, Notary Public (insert name and title of the officer)
personally appeared _E_ r_ic_D_._M_in_e_r _____________________ _ who proved to me on the basis of satisfactory evidence to be the person(�whose name(� is/cife subscribed to the within instrument and acknowledged to me that he/a-Ro/U1ey executed the same in his/t::te1/tl 1eir authorized capacity�, and that by his/hoi:/theiF signature(-et on the instrument the person�, or the entity upon behalf of which the person(� acted, executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
� _./
Signature __ 2f....,,..,:-��----------- (Seal)
yoeoe,...,---,..,eoe•ee•':(
"'e· ·. LINDSEY STEVENSONl!J 1/1 , COMM. #2393453 m
II; .. NOTARYPIJBUC•CAUFORNIA
IQ • KERN COUNTY I.I
1.. c c e c ... o Mb ?J�
m
::, ':P!�:.9•;°;
6 .ilt.
ATTACHMENT F
ATTACHMENT G
151803219.7 0055335-00267
Michael N. Mills
500 Capitol Mall, Suite 1600
Sacramento, CA 95814
D. 916.319.4642
[email protected]
February 5, 2026
VIA E-MAIL
David Mehretu
Catherine Carlisle
Meyers Nave
1999 Harrison Street, 9th Floor
Oakland, CA 94612
[email protected]
[email protected]
Re: Reque
st to Update the Name of the Appellant in the Appeal of the Antioch City Engineer’s May 15, 2023 Denial of California Resources Production Corporation’s Encroachment Permit Application and Request for City Council Hearing Dear Counsel:
As you know, Stoel Rives LLP represents California Resources Production Corporation (“CRPC”) in connection with its appeal of the City of Antioch (“City) Engineer and Public Works Department’s denial, dated May 15, 2023, of CRPC’s Encroachment Permit Application Package (Exhibit A) to the City Council (“Permit Appeal”) (Exhibit B). We write to formally request that the City update the name of the appellant in the Permit Appeal to CRPC’s sister company — California Resources Pipeline Company, LLC (“CR Pipeline Co.”) — the new owner and operator of the Union Island (“UI”) Pipeline.
This subst
itution is both necessary and legally appropriate, because (1) CRPC conveyed its interest in the UI Pipeline to CR Pipeline Co. while the appeal was pending; (2) nothing in the Antioch Municipal Code or the City’s encroachment permit procedures prohibits substitution in a permit appeal when ownership of the subject property of an encroachment permit application changes; and (3) well-establish California law, including California Code of Civil Procedure § 368.5, recognizes that proceedings must continue in the name of the real party in interest when ownership or legal stake is transferred. For these reasons, CR Pipeline Co. requests that the above- referenced appeal be updated and corrected to reflect the new owner and operator of the subject pipeline.
I. Backgroun
d
CRPC su
bmitted a complete encroachment permit application on June 2, 2022, seeking authorization to maintain and operate the existing UI Pipeline within the City’s right-of-way. The UI Pipeline has operated safely in Antioch for decades and was formerly authorized by franchise agreement until the City elected not to renew that franchise in September 2021. On May 15, 2023, the City Engineer denied the underlying encroachment permit application, following a lawsuit that CRPC was forced to file in order to get a decision on its application. Seven days later, consistent David Mehretu
Catherine Carlisle
February 4, 2026
151803219.7 0055335-00267
with Municipal Code § 7- 2.701, CRPC timely filed a Notice of Appeal , paid the administrative appeal feel, and requested guidance from the City on the date, procedure, and format of appeals before the City Council. The Permit Appeal remains pending, and no hearing date has been set.
CRPC was and still is engaged in litigation with the City concerning the denial of CRPC’s franchise renewal application for operation of the UI Pipeline: CRPC v. City of Antioch, Case No.
MSN21-2354. This case was previously stayed by court -approved stipulation of the parties pending resolution of CRPC’s appeal of the Superior Court’s decision to sustain the City’s demurrer without leave to amend as to CRPC’s Third Amended Verified Petition for Writ of Mandamus and Complaint. As a condition of that stay, CRPC and the City agreed to hol d the Permit Appeal in abeyance without prejudice to CRPC’s ability to pursue the Permit Appeal upon lifting of the litigation stay. (Exhibit C.) In March 2025, the Court of Appeal issued remittitur to the Superior Court. On August 21, 2025, the Superior Court granted the City’s Motion to Lift the Stay and ordered that the litigation proceed. In light of the Court’s decision to lift the stay, CRPC formally requests that the Permit Appeal similarly be taken out of abeyance pursuant to the parties’ stipulation.
In October 2024, CRPC executed and recorded an assignment and conveyance (Exhibit D) transferring its ownership rights in the UI Pipeline to its wholly owned subsidiary, CR Pipeline Co. As a result of this transfer, CR Pipeline Co. is the only proper entity that can hold an encroachment permit for the UI Pipeline, and therefore the appeal involves rights that belong exclusively to CR Pipeline Co.
II. The Law Supports Transfer of the Interest
Neither Title 7, Chapter 2 of the Antioch Municipal Code nor the City’s published encroachment permit application procedures address this situation when ownership of the property or facility subject to a permit application changes during an appeal. The City should therefore follow the principles of California law governing the transfer of interests during ongoing administrative and judicial proceedings in the absence of any prohibition under Antioch Municipal Code.
California law strongly supports substitution of the real party in interest to judicial proceedings to promote continuity and preservation of resources. Namely, California Code of Civil Procedure § 368.5 provides:
An action or proceeding does not abate by the transfer of an interest in the action or proceeding or by any other transfer of an interest.
The action or proceeding may be continued in the name of the original party, or the court may allow the person to whom the transfer is made to be substituted in the action or proceeding.
This judicial principle should apply to the City’s administrative appeal process to ensure the substantive dispute is resolved in a timely fashion. Requiring CR Pipeline Co. to start over and refile its encroachment permit application would serve no regulatory purpose, wast e resources, David Mehretu
Catherine Carlisle
February 4, 2026
151803219.7 0055335-00267
cause unnecessary delay to a resolution of this dispute, and contradict California’s policy that proceedings continue despite transfers of interest. These reasons are especially relevant here where the City Engineer took nearly a year to act on the original application and only finally rejected it in the fac e of a lawsuit that CRPC was forced to file to get him to render a decision on the application. The City Council is fully empowered to and should recognize the substitution of CR Pipeline Co. as the real party in interest to CRPC’s appeal.
III. Conclusion
For the foregoing reasons, CRPC formally requests that: (1) CR Pipeline Co. be substituted in for CRPC as the real party in interest to the pending appeal of the City Engineer’s May 15, 2023 denial of the encroachment permit application; and (2) the Antioch City Council promptly set a hearing date for CR Pipeline Co.’s appeal pursuant to Municipal Code § 7-2.701. Please provide a response within ten (10) calendar days of the date of this letter indicating that the substitution will be accepted and that the appeal will be scheduled for hearing before the City Council.
We remain available to discuss these issues further and hope to resolve them without court intervention.
Sincerely,
Michael N. Mills
Cc: California Resources Production Corporation
California Resources Pipeline Company, LLC
Lauren V. Neuhaus, Esq. (Stoel Rives LLP)
Kelly V. Beskin, Esq. (Stoel Rives LLP)
Andrew D. Perez, Esq. (Stoel Rives LLP)
EXHIBIT A
EXHIBIT B
EXHIBIT C
121152047.2 0055335-00267
Michael N. Mills
500 Capitol Mall, Suite 1600
Sacramento, CA 95814
D. 916.319.4642
[email protected]
October 30, 2023
VIA EMAIL AND U.S. MAIL
Thomas Lloyd Smith
City Attorney
City of Antioch
P.O. Box 5007
Antioch, CA 94531-5007
David Mehretu
Catherine Carlisle
Meyers Nave
1999 Harrison Street, 9th Floor
Oakland, CA 94612
Re: Appeal of Encroachment Permit Application Denial - Stay of Appeal Dear Counsel:
Our firm represents California Resources Production Corporation (“CRPC”). As you know, on June 28, 2022, CRPC submitted an application to the City of Antioch (“City”) for an encroachment permit to maintain and use the existing Union Island Pipeline. On May 15, 2023, the City Engineer denied CRPC’s encroachment permit application, asserting the City’s nonrenewal of the franchise agreement with CRPC as the basis for the denial. On May 22, 2023, in accordance with Antioch Municipal Code section 7-2.701(B), CRPC timely submitted a notice of intent to appeal the City Engineer’s denial (the “Notice”) to the Antioch City Clerk with an appeal fee check in the amount of $2,340.00 (collectively, the “Permit Appeal”). CRPC’s Notice requested guidance from the City on the date of, the procedure for, and the format of, the appeal hearing including the amount of time CRPC will be allocated to present its Permit Appeal to the City Council. The City Clerk’s office acknowledged receipt of the Notice on the same day.
CRPC also currently is engaged in litigation with the City and the Antioch City Council concerning the Antioch City Council’s improper denial of CRPC’s application for renewal of a franchise to operate the Union Island Pipeline (“UI Pipeline”) through the City’s public rights- of-way. The aforementioned case, CRPC v. City of Antioch, et al., Case No. MSN21-2354, is currently stayed by court-approved stipulation of the parties until resolution of the pending appeal in that case. As a condition of that stay, the City and CRPC agreed to stay or hold in abeyance CRPC’s Permit Appeal (the “Stay”) . That Stay was without prejudice to CRPC’s ability to prosecute the Permit Appeal upon lifting of the Stay. CRPC reiterates that it waives none of its rights by its stipulation to the Stay.
Thomas Lloyd Smith
David Mehretu
Catherine Carlisle
October 30, 2023
121152047.2 0055335-00267
No date for the Permit Appeal has been set, nor has any guidance been provided by the City regarding the procedures for the Permit Appeal. The City also has not cashed the check included with the Notice, which is concerning to us.
CRPC reiterates its request the City provide guidance as to the Permit Appeal procedures, including whether there is a fee for the appeal. If there is a fee, please advise us of that fact and the amount. If the amount submitted is correct, please cash the check. If no fee is required, please return our check. Additionally, upon lifting of the Stay, CRPC requests that the City provide sufficient written notice of the date of the appeal hearing to CRPC and its counsel, not less than fourteen (14) days prior to the hearing.
Please provide CRPC’s outside counsel with all the information related to the Permit Appeal, including the procedural information requested above, at the address below:
Michael N. Mills
Stoel Rives LLP
500 Capitol Mall, Suite 1600
Sacramento, CA 95814
Phone: 916.319.4642
[email protected]
Should you require any further information in connection with this letter, please contact the undersigned at email or number above.
Sincerely,
Michael N. Mills
cc: California Resources Production Corporation
Ellie Householder, City Clerk
EXHIBIT D
ATTACHMENT H
1999 Harrison Street, 9th Floor
Oakland, California 94612
tel (510) 808‐2000
fax (510) 444‐1108
www.meyersnave.com
David Mehretu
[email protected]
A PROFESSIONAL CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN DIEGO February 26, 2026
VIA ELECTRONIC MAIL
Michael N. Mills, Esq.
Stoel Rives, LLP
500 Capitol Mall, Suite 1600
Sacramento, CA 95814
michael.mills
@stoel.com
Re: Response to Letter Regarding Appeal of the Antioch City Engineer’s May 15, 2023 Denial of California Resources Production Corporation’s Encroachment Permit Application
Dear Michael:
As you know, we represent the City of Antioch (the “City” or “Antioch”) in a lawsuit between the City and California Resources Production Corporation (“CRPC”) regarding the Union Island Pipeline (“Pipeline”) currently pending in Contra Costa Superior Court (Case No. MSN21-2354 ) (the “Lawsuit”).
On or about February 5, 2026, we received a letter from you in your capacity as legal counsel representing CRPC in connection with CRPC’s appeal of the May 15, 2023 denial of CRPC’s encroachment permit application related to occupation of the City’s property/public right of way for operation of the Pipeline (“Permit Appeal”). In your letter, you requested that: (1) the City update the name of the appellant for the Permit Appeal to be California Resources Pipeline Company, LLC (“CR Pipeline Co.”); (2) the Permit Appeal be taken out of abeyance; and (3) the City Council promptly set a hearing date for the Permit Appeal. 1 Given that the parties (the City and CRPC) stipulated to holding the Permit Appeal in abeyance as part of proceedings related to the Lawsuit, and given that you reached out to us to address the above-mentioned matters related to the Permit Appeal, the City has authorized us to provide this response on the City’s behalf. However, CRPC may also direct any correspondence and communication regarding the Permit Appeal directly to the City (correspondence and communication regarding the Lawsuit should still be directed to this firm as counsel of record for the City).
1 Your firm represents CRPC in the Lawsuit. We also understand that your firm represents CR Pipeline Co. related to the Permit Appeal.
Michael N. Mills, Esq.
February 26, 2026
A PROFESSIONAL CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN DIEGO As an accommodation to you, but without th ereby waving any rights, or conceding any legal or factual assertions made in your letter, the City will allow CR Pipeline Co. to be substituted in for CRPC as the appellant in the Permit Appeal.
The City will process the Permit App eal pursuant to the following procedure:
1. The City Council will consider the Permit Appeal at a noticed public hearing for which the City will provide 10 days’ notice.
2. CR Pipeline Co. will be granted 10 minutes to address the City Council during the agendized time at the public hearing for the Permit Appeal.
3. Public comment will also be allowed during the hearing on the Permit Appeal.
4. Pursuant to Section 54954.2(a)(1) of the Government Code, an agenda and staff report concerning the Permit Appeal will be posted at least 72 hours prior to the public hearing.
5. Pursuant to Section 7-2.701 of the Municipal Code, the City Council may affirm, modify, or reverse the permit denial at issue in the Permit Appeal, which decision of the Council shall be final and conclusive.
The City expects to hold the public hearing during one of its regularly scheduled public meetings, which generally occur on the 2nd and 4th Tuesday of each month. Due to scheduling constraints related to upcoming City Council agendas, and City staff, the City has not yet identified a specific date for the public hearing on the Permit Appeal but expects to select a date soon for it to take place within the next several months. If there are dates within this timeframe on which you/CR Pipeline Co. are unavailable, please let us or the City Attorney’s office know and the City will try to accommodate reasonable scheduling requests.
Should you have any questions or other thoughts, please do not hesitate to reach out to us.
Sincerely,
David Mehretu
CC: Scott Buenting, City Engineer and Director of Public Works Derek Cole, Interim City Attorney
Kevin Kundinger, Assistant City Attorney
6408046
California Resources Pipeline Company, LLC
– Encroachment Permit Application Appeal
Dean Persinger & Ester Brawley
July 28, 2026
2 Background on Today’s Presentation
• On or about June 29, 2022, California Resources Pipeline Company’s (“CRPC”) predecessor- in-interest, California Resources Production Corporation, applied for an encroachment permit to maintain its existing Union Island Pipeline within the City’s public right-of-way. • CRPC’s application included all information required by the City’s form, including necessary renderings, a surety bond, and proof of relevant liability and property insurance. • On May 15, 2023, the City Engineer denied the application solely on the basis that two years prior the City Council had voted to deny CRPC’s franchise extension application. • On May 22, 2023, CRPC timely appealed the City Engineer’s decision. (ACC § 7-2.701.) • Because the City Engineer did not have substantive comments or technical conditions to place on the permit application as a basis for rejection, the City Engineer had a duty to grant the permit.
3 The City Municipal Code
• Per the Antioch City Code (“ACC”), an encroachment permit is required for any activity that places, alters, or maintains any structure, obstruction, or other encroachment within, on, above, or below a public right-of-way. (ACC § 7-2.204.)
• The City Engineer provides the application form and determines the information required to approve an encroachment permit. (ACC § 7-2.302.) Required materials include:
• Maps, sketches, diagrams, or similar exhibits clearly illustrating the location, dimensions, nature, and purpose of the proposed encroachment (ACC § 7-2.303); • Posting of cash or a bond to ensure restoration of the right-of-way (ACC § 7-2.400 et seq.); and
• Evidence of public liability and property damage insurance (ACC § 7-2.501). • Where the City Engineer determines that an application complies with the requirements of the ACC chapter governing encroachments, the City Engineer “shall” issue a permit for the proposed use or encroachment. (ACC § 7-2.305.)
4 The Union Island Pipeline
• Length of pipeline: 35.14 miles
• Length through City of Antioch: 8.5 miles
• Depth of burial: minimum of 4 feet
• Pipeline diameter: 12.75 inches
5 PHMSA-Regulated Pipelines in and through Antioch
6 Recent Union Island Pipeline Audits
• The Department of Transportation Pipeline and Hazardous Material Safety Administration (“PHMSA”) audits pipeline records, inspection programs, safety protections to prevent leaks or overpressures, operating procedures, training, and emergency response programs. The UIP inspections demonstrated:
• 2015 – No findings or violations.
• 2018 – No findings or violations.
• 2024 – No findings or violations.
• 2022: Independent consultants, Bear, INC., at the direction of the City of Brentwood, conducted a safety assessment of the pipeline. The assessment involved evaluating previous pipeline inspections and concluded:
“Overall, this pipeline is well maintained, in good condition, and has had more inspections than the average pipeline, and the inspections were sufficiently thorough.”
7 CRC Has Not Experienced Issues Or Problems Associated With Its Operations Of The Pipeline Due To Its Commitment To Safety
• This line is rated for 810 lbs. but is only operated at 400-450 lbs..
• Testing and Monitoring:
• Inline inspections every 5 years for pipeline integrity. • Regular visual and aerial leak inspections.
• 24-hr monitoring with live data
• Safety Measures:
• Automatic shutdowns
• Pressure relief valves
• Cathodic protection
8 Perspective: California Energy Needs
• California has the:
• Highest energy prices in the country.
• Strictest environmental, emissions, and green house gas regulations in the world. • However, approximately 90% of California’s natural gas is imported from other states or Canada.
• Californians consume upwards of 2.1 trillion cubic feet of gas a year, with the average home consuming 175 cubic feet per day.
• There are over 34,000 natural gas connections in Antioch alone. “California produces natural gas with some of the lowest methane and carbon dioxide intensity in all of North America.” 9 Keeping It Local
• Locally produced natural gas supports
local jobs:
• CRC and producer partners.
• Richmond refinery union jobs (over
3,500).
• Shorter haul, lower emissions.
• Alternative to Union Island Pipeline:
• More imported gas.
• Gas is transported via truck.
10 Perspective: The Union Island Pipeline Supports Refinery Production and Local Jobs • With the closing or conversion of major refineries, California has lost about 30% of its oil refining capacity in the past five years, making fuel prices more volatile and expensive.
• With less in-state refining, California relies more on imported fuel, which costs more and is more affected by global
conflicts. Most significantly the Iran War has caused fuel prices to skyrocket for Bay Area residents.
• The Union Island Pipeline supports the Richmond refinery and helps keep it operating.
• Keeping the refinery open supports local energy supply, good- paying union jobs, and more stable energy costs.
• Without UIP, the Richmond refinery must import its natural gas, making California’s fuel supply more expensive.
Imported
63%
Produced in
California
37%
OIL AND GAS CONSUMED IN CALIFORNIA
Thank You.
Any questions?
11 12
7 Agenda Item #
S
TAFF REPORT TO THE CITY COUNCIL
DAT
E: Regular Meeting of July 28, 2026
T
O: Honorable Mayor and Members of the City Council
S
UBMITTED BY: Monserrat Cabral, Public Safety and Community Resources Director
R
EVIEWED BY:
SUBJECT:
Ana Cortez, Acting City Manager AEC
Homekey+ CSH Mahogany Housing Project Report
RECOMMENDED ACTION
Receive the report summarizing the additional due diligence conducted since the June 29, 2026, City Council Study Session regarding the Homekey+ CSH Mahogany Housing Project and provide direction to staff by selecting one of the following options:
Op
tion A – Reaffirm Continued Participation and Proceed with Implementation Receive the report; acknowledge the additional due diligence conducted since the June 29, 2026, Study Session; reaffirm the City's continued participation as a Homekey+ co- applicant and the funding commitments previously approved under Resolution No. 2025/201; direct staff to continue working with the California Department of Housing and Community Development (HCD), California Supportive Housing (CSH), and project partners to negotiate and finalize the most favorable financial and operational terms reasonably available to the City, including opportunities to reduce the City's long- term financial commitments where feasible; and proceed with execution of the Homekey+ Standard Agreement and associated project documents consistent with the authority previously granted by the City Council.
Op
tion B – Rescind Prior Authorization and Withdraw from the Project Receive the report and direct staff to rescind the City's prior authorization under Resolution No. 2025/201, notify HCD that the City will not execute the Homekey+ Standard Agreement, and withdraw the City from continued participation as a Homekey+ co-applicant.
F
ISCAL IMPACT
If the City Council elects to affirm the City's continued participation in the HomeKey+ award and fund the project as proposed, the City will fund $750,000, from the Housing Successor, initially provided in the form of a grant to the co- applicant for acquisition and rehabilitation costs of the hotel, and approximately $1.2 million annually, from the General City Council Staff Report
July 28, 2026 Agenda Item 7 2
Fund or other identified source, in operating assistance for an initial five-year period, with two additional five year extensions totaling approximately $18.75 million of potential City contributions.
BACKGROUND
On May 2025, the Antioch City Council authorized the City to partner with California Supportive Housing (CSH) in submitting a Homekey+ application to the California Department of Housing and Community Development (HCD) for the acquisition and rehabilitation of the Comfort Inn property, now referred to as the CSH Mahogany Housing Project. The proposed development would convert the existing hotel into approximately 84 units of permanent supportive housing, plus one manager's unit, serving individuals experiencing homelessness, including Transition Age Youth (TAY), f ormer foster youth, and other vulnerable populations through a Housing First model.
The May 2025 action authorized preparation and submission of the Homekey+ application and identified the City’s proposed financial participation in the project. The contemplated local contribution included up to $750,000 as a one-time capital contribution toward acquisition and rehabilitation and an operating subsidy of up to $1.2 million annually for an initial five- year period, subject to future appropriations and the terms ultimately approved by the City.
In December 2025, the City Council adopted Resolution No. 2025/201, which provided additional authority beyond the initial application authorization. Resolution No. 2025/201 authorized the City Manager, if the application were approved, to enter into and exec ute the HCD Standard Agreement and other documents necessary to secure Homekey+ funding in an amount not to exceed $34.9 million. The resolution also approved a City contribution not to exceed $750,000 for acquisition and rehabilitation and an annual operating subsidy of up to $1.2 million for five years, with two potential five- year extensions contingent upon the project’s continued compliance wi th applicable Homekey+ requirements and the affordable housing regulatory agreement. See attachment E
HCD subsequently selected the CHS Mahogany Housing Project for a conditional Homekey+ award of approximately $34.9 million. On March 17 , 2026, the City and developer executed HCD’s Conditional Award Commitment and Acceptance of Terms and Conditions under the authority provided by Resolution No. 2025/201. The conditional award letter acknowledged the proposed award and the applicants’ intent to continue through HCD’s award process. It did not result in the disbursement of Homekey+ funds, and the City has not yet executed the final HCD Standard Agreement. See attachment C
Contingent upon acceptance of the award, execution of the required Standard Agreement, satisfaction of applicable program requirements and the Homekey+ project would move forward toward acquisition, rehabilitation, and implementation. As discussions regarding implementation progressed, City Council requested additional information regarding several aspects of the project, including long-term operating costs, ownership and governance, acquisition status, legal obligations, rehabilitation needs, project oversight, and potential fiscal impacts to the City.
City Council Staff Report
July 28, 2026 Agenda Item 7 3
As the project moved from application and conditional award into the implementation and contracting phase, additional questions arose regarding the City’s long- term obligations and the structure of the proposed development. These questions included:
• The project’s acquisition status and evidence of site control; • The proposed ownership, governance, development, property management, and service-delivery structure;
• The scope and cost of rehabilitation required to convert the hotel to permanent housing;
• The project’s operating budget and long-term financial sustainability; • The City’s proposed annual operating subsidy and potential obligations beyond the initial five-year period;
• The parties responsible for cost overruns, operating shortfalls, compliance failures, or changes in project feasibility;
• The City’s monitoring, reporting, and oversight responsibilities as a co-applicant; • The legal and financial implications of entering into the HCD Standard Agreement; and
• The consequences if the City, developer, owner, or operator is unable to fulfill its respective responsibilities.
On June 29, 2026, the Antioch City Council conducted a Study Session regarding the Homekey+ CSH Mahogany Housing Project and directed staff to conduct additional due diligence regarding the proposed C SH Mahogany Housing Homekey+ project before determining whether to authorize the City to enter into a Standard Agreement with the California Department of Housing and Community Development . Council requested additional information regarding the project's financial structure, ownership and operational model, long- term fiscal impacts, property acquisition status, legal considerations, rehabilitation requirements, and the City's ongoing responsi bilities as a co-applicant.
Since the Study Session, staff has undertaken an extensive multidisciplinary review of the project. This effort has included:
• Meetings and coordination with the California Department of Housing and Community Development (HCD), California Supportive Housing (CSH), Contra Costa County, and the City of Richmond.
• Collaboration among multiple City departments, including Public Safety and Community Resources, Community and Economic Development, the City Attorney and City Manager’s Office and other technical staff to better understand the project’s financial structure, ownership, operational responsibilities, legal obligations, rehabilitation needs, and long-term fiscal impacts The purpose of this work has been to clarify the material obligations and risks associated with the project and provide the City Council and public with a more complete record before further action is taken.
The project is currently at two related but distinct stages. From HCD’s administrative perspective, the project has received a conditional award and is progressing toward execution of the Standard Agreement. From the City’s policy perspective, the Council has City Council Staff Report
July 28, 2026 Agenda Item 7 4
requested additional information before determining whether the City should proceed under the authority previously granted by Resolution No. 2025/201.
Based on review, the Council has already provided the legal authority necessary for the City Manager to execute the Standard Agreement. Therefore, an additional resolution accepting the award is not required. However, in light of Council’s request for further review, staff has not proceeded with execution of the Standard Agreement pending additional Council direction.
HCD will not disburse Homekey+ award funds until the Standard Agreement is executed and all pre- disbursement conditions have been satisfied. If the Council directs staff to proceed with the project, a resolution authorizing the City to accept the award and enter into the HCD Standard Agreement and any accompanying contracts will be brought forward for the Council’s consideration at a future meeting. If the Council directs staff to withdraw participation, the CHS Mahogany Housing Project would not continue and the City would not receive the Homekey+ funds from HCD.
This report is intended to provide the chronology, due diligence findings, financial considerations, and project responsibilities necessary for the Council to determine whether to reaffirm or withdraw the authority previously granted for the CSH Mahogany Housing Project.
FINDINGS
The due diligence process focused on compiling administrative records, evaluating the project's ownership and governance structure, financial feasibility, operational model, property acquisition, rehabilitation requirements, supportive services, long- term sustainability, and potential opportunities to reduce the City's financial exposure.
Ownership and Governance Structure
One of the primary questions raised by City Council involved ownership of the project and the City's long-term role.
Based on discussions with California Supportive Housing (CSH) and HCD, the City would not own or operate the Mahogany Housing development. Rather, the project is anticipated to be owned by a project-specific entity created by or affiliated with California Supportive Housing for the purpose of acquiring, developing, owning, and operating the property.
This ownership structure is common among affordable housing developments because it limits liability, facilitates financing, and allows for long -term compliance with state and federal affordable housing requirements.
The City would not own the property. The property is proposed to be acquired and held by a project -specific ownership entity affiliated with California Supportive Housing. The City’s one -time contribution of up to $750,000, of Housing Successor funds, woul d support eligible acquisition and rehabilitation costs but would not provide the City with an ownership interest. The proposed annual subsidy of up to $1.2 million would support eligible operating costs necessary to maintain the completed development as permanent supportive housing. See attachment D
City Council Staff Report
July 28, 2026 Agenda Item 7 5
Any future transfer of the property or change in the ownership entity would be governed by the HCD Standard Agreement, regulatory agreement, and the City’s related funding agreements. The final City agreement should require prior approval of any assignment or ownership transfer and require an approved successor to assume all applicable affordability, operating, reporting, and compliance obligations. The City’s subsidy should remain project-specific, subject to annual appropriation and continued compliance, and should not automatically transfer to a new owner without the City’s written approval.
The City's role is limited to that of a Homekey+ co- applicant and local funding partner.
The City is not anticipated to have day-to-day operational responsibilities for the property.
However, as a co- applicant, the City remains responsible for ensuring com pliance with certain obligations contained within the Homekey+ Standard Agreement and maintaining coordination with HCD throughout the life of the grant. If for some reason CSH is no longer able to provide operational support of the project, HCD would likely require an amendment to the Standard Agreement and require the City to obtain a new operator and co-sponsor. If in the future, the City is no longer able to provide funding to support the project, the City would need to identify another funding source, transfer operations to another qualified entity (if permitted by HCD), or potentially terminate its agreement with HCD.
California Department of Housing and Community Development (HCD) Staff met directly with representatives from the California Department of Housing and Community Development (HCD) to better understand the Homekey+ implementation process, clarify outstanding questions regarding project documentation, and discuss the City's responsibilities as a Homekey+ co-applicant.
HCD acknowledged the City's recent leadership transition and recognized that current staff inherited the project after significant turnover. HCD confirmed its willingness to assist staff in understanding the project, answer technical questions regarding pr ogram requirements, and provide documentation necessary for the City's independent review.
During the meeting, HCD clarified several aspects of the project implementation process, including the purpose of the Award Letter, Relocation Certification, Standard Agreement, Supportive Services Plan, Use Restriction Agreement, and escrow process. HCD explained that these documents serve different functions within the implementation process and occur at different stages of project development rather than constituting a single approval.
HCD also confirmed that the project has progressed beyond the award phase and is currently moving toward contract execution and acquisition. To support the City's ongoing due diligence, HCD agreed to provide staff with project documents, including the draft Standard Agreement and supporting project materials, so that staff could independently evaluate the financial, legal, and operational commi tments associated with the award before presenting additional information to the City Council. See attachment F
Overall, HCD's discussions provided staff with a clearer understanding of the State's implementation process while confirming that the remaining questions regarding project financing, ownership, and operations are appropriately resolved between the City and the development team prior to execution of the Standard Agreement.
City Council Staff Report
July 28, 2026 Agenda Item 7 6
California Supportive Housing (CSH)
Staff met with California Supportive Housing (CSH), the City's Homekey+ co- applicant and development partner, to further evaluate the project's ownership structure, financing, implementation strategy, and long-term operational model.
Based on those discussions, staff confirmed that the project is intended to be developed and owned through a project -specific ownership entity, a structure commonly used for affordable housing developments to facilitate financing, limit liability, and ensure long - term compliance with state and federal program requirements. CSH also confirmed that the City is not anticipated to own, operate, or manage the property, but rather serve as the local government co- applicant and funding partner consistent with the Homekey+ award.
CSH provided additional information regarding the overall development approach, anticipated rehabilitation strategy, project implementation process, and long- term operating framework. To independently validate the project's financial assumptions, staff requested updated project documentation, including the current Development Pro Forma, Operating Pro Forma, Sources and Uses budget, cash flow projections, acquisition status, development schedule, rehabilitation assumptions, and any material financial changes since submission of the original Homekey+ application. Staff also requested documentation related to the proposed ownership entity, property management structure, supportive service providers, healthcare partnerships, and other operational agreements.
Permanent Supportive Housing Operations
Based on discussions with CSH, HCD, and Contra Costa County, the CHS Mahogany Housing Project is proposed to operate as Permanent Supportive Housing utilizing a Housing First service model and is anticipated to serve individuals experiencing homelessness who are referred through Contra Costa County's Coordinated Entry System based on established eligibility and prioritization criteria.
Staff confirmed that day -to-day property management and resident services would be provided by experienced affordable housing management and supportive service organizations rather than by the City. The City's primary role would remain that of Homekey+ co-applicant, local funding partner, and grant compliance entity, while project operations, resident services, property management, and housing stabilization activities would be administered by qualified project partners through separate operating agreements.
The proposed supportive services model is intended to provide individualized, participant- centered services designed to promote long- term housing stability and self -sufficiency.
Services are expected to include comprehensive case management, behavioral health coordination, healthcare navigation and referrals, employment and workforce development, life-skills coaching, benefits advocacy, and connections to other community resources based on each resident's unique needs.
Staff continues coordinating with CSH, Contra Costa County, and other project partners to better define the operational responsibilities, long- term funding commitments, City Council Staff Report
July 28, 2026 Agenda Item 7 7
healthcare partnerships, supportive service agreements, and performance expectations that will guide implementation should the project move forward.
Financial Review and Long-Term Sustainability
One of the primary concerns raised during the June 29, 2026, Study Session was the long-term financial sustainability of the proposed Homekey+ project, including the projected annual operating subsidy and the City's potential long- term financial commitment.
As part of its financial due diligence, staff evaluated the project's overall financing structure, anticipated operating assumptions, and potential long-term fiscal impacts to the City. Based on the information currently available, the project is projected to require approximately $1.2 million annually in operating assistance during the initial five- year period. Staff recognizes that the magnitude and duration of this projected subsidy has been one of the City's most significant policy considerations.
To independently evaluate the reasonableness of these assumptions, staff requested updated financial information from California Supportive Housing (CSH), including the current Development Pro Forma, Operating Pro Forma, Sources and Uses budget, long- term cash flow projections, and any material financial updates since submission of the original Homekey+ application. These documents are intended to validate the project's financial assumptions, confirm projected acquisition and rehabilitation costs, evaluate long-term operating sustainability, and identify opportunities to strengthen the project's financial structure before execution of any binding agreements.
In addition to reviewing the project's existing financing, staff has explored opportunities to leverage additional outside funding that could reduce future local financial obligations.
One such opportunity is HUD's Continuum of Care (CoC) Builds Program, a competitive federal funding source that provides capital financing for eligible acquisition, rehabilitation, and development costs associated with permanent supportive housing. Staff is currently pursuing approximately $11 million through this program. If awarded, those funds could potentially be incorporated into the project's overall financing structure through an amended Sources and Uses budget, subject to HCD approval and applicable funding requirements. While additional funding would not replace the existing Homekey+ award, it may strengthen the project's capital financing, improve long-term financial sustainability, and reduce future reliance on local funding sources.
Recognizing the significance of the City's proposed long-term financial commitment, staff has also recommended that the project undergo an independent financial review by a qualified affordable housing finance professional. Such a review would provide an objective evaluation of the project's development budget, operating assumptions, acquisition costs, rehabilitation estimates, and long- term financial projections, while identifying opportunities for financial restructuring, cost savings, or other measures that could reduce the City's long-term financial exposure.
Property Acquisition and Rehabilitation
Staff initiated additional review of the physical condition of the property. Community and Economic Development staff have begun coordinating a Building Official review of the City Council Staff Report
July 28, 2026 Agenda Item 7 8
facility to identify any known or anticipated building code, accessibility (ADA), occupancy, or rehabilitation issues that may impact project costs or implementation. Staff also requested participation by the Fire Marshal to evaluate fire and life- safety requirements, including sprinkler systems, alarms, egress, occupancy classifications, and other code- related improvements that may be required as part of the conversion.
In addition, staff is recommending obtaining an updated appraisal prior to acquisition.
Although an appraisal was completed during the original Homekey+ application process, circumstances surrounding the property have changed, including the owner's reported loan default and the passage of time since the initial valuation. An updated appraisal would provide an independent assessment of current market value and assist in evaluating the proposed acquisition price.
CONSIDERATIONS IF THE PROJECT DOES NOT PROCEED
Should the City Council determine not to proceed with the Homekey+ project, the City would continue implementing its existing homelessness response system through available federal, state, and local funding sources while continuing to pursue future funding opportunities as they become available.
The City has made substantial investments in addressing homelessness and currently spends approximately $2.4 million annually across multiple departments on homelessness-related programs and services, including outreach, encampment response, emergency and interim housing, housing navigation, nonprofit service contracts, law enforcement, Public Works support, and other housing stabilization efforts.
Over Fiscal Years 2024 through 2026, these expenditures total approximately $7.16 million, demonstrating the C ity's continued commitment to responding to homelessness through a comprehensive, multi-department approach.
The City has also applied for Encampment Resolution Funding (ERF) Round 5, which, if awarded, would expand interim housing capacity and assist in resolving the Union Pacific Railroad encampment. While ERF funding would strengthen the City's ability to prov ide temporary housing, outreach, and stabilization services, it is not intended to create permanent supportive housing. As individuals successfully exit interim housing, the City will continue to face the challenge of identifying sufficient permanent housi ng opportunities for residents with long-term housing and supportive service needs.
Accordingly, regardless of the Council's direction on the Homekey+ project, staff recognizes that Antioch will need to continue evaluating long- term strategies to expand its continuum of housing options. Existing investments in outreach, emergency response, interim housing, and rapid rehousing are important components of the City's homelessness response; however, they do not, by themselves, create additional permanent supportive housing inventory. Should the Homekey+ project not move forward, staff anticipates continuing to pursue alternative funding opportunities, regional partnerships, and future housing initiatives that increase the availability of permanent housing while building upon the City's existing investments in homelessness response.
ATTACHMENTS
Attachment A – Due Diligence Matrix
City Council Staff Report
July 28, 2026 Agenda Item 7 9
Attachment B – Homekey+ Project Frequently Asked Questions (FAQS) Attachment C – Draft Standard Agreement + Exhibit E
Attachment D – Purchase Standard Agreement
Attachment E – Resolution 2025/201
Attachment F – Staff report Accepting Conditional Award Attachment G – Delegation for Signing Authority Letter (draft) Attachment H – Updated Pro Forma
ATTACHMENT A
HOMEKEY+ DUE DILIGENCE SUMMARY MATRIX
Council Question Staff Action Status Outcome
Who owns the project? Met with CSH Completed
Special Purpose Entity (SPE) will
own the property; City will not
own or operate it.
What is the City's role? Met with HCD Completed Co-applicant and local funding partner; no day-to-day operations.
Is the purchase price
reasonable?
Requested updated
appraisal
In
Progress
Awaiting updated appraisal and
acquisition information.
Is the operating
subsidy reasonable?
Requested updated pro
forma and operating
cash flow
Pending Independent financial review
recommended.
What building
improvements may be
needed?
Building/Fire
inspections requested
Completed Results to inform rehabilitation
scope.
Can additional funding
reduce City costs?
Pursuing HUD CoC
Builds
In
Progress
Evaluating capital funding
opportunities.
Current Funding Structure
Source Amount Purpose
Homekey+ $27.5M Acquisition & Rehabilitation
City of Antioch $750,000 Local Match
Bay Area Affordable Housing Fund $1.5M Development Financing HUD CoC Builds (Proposed) Up to
$11M Eligible Capital Costs (if awarded)
Outstanding Financial Items
• Updated Development Pro Forma
• Updated Operating Pro Forma
• Sources & Uses Budget
• Operating Cash Flow
• Purchase Agreement
• Updated Appraisal
• Independent Financial Review (recommended)
ATTACHMENT A
Milestone Status
Council authorized application Completed
Homekey award received Completed
June 29 Study Session Completed
HCD meeting Completed
Richmond consultation Completed
CSH meeting Ongoing
Building & Fire review In Progress
Financial documents requested In Progress
Updated appraisal Recommended
HUD CoC Builds application Completed
Council consideration July 29
ATTACHMENT B
HOMEKEY+ PROJECT FREQUENTLY ASKED QUESTIONS (FAQS)
The following information is provided to address many of the common questions received from City Council and the public during the City's due diligence process.
1. Who will own the property?
The City of Antioch is not expected to own the property. The project is anticipated to be owned by a Special Purpose Entity (SPE) created by or affiliated with California Supportive Housing (CSH) specifically for the purpose of acquiring, developing, owning, and operating the property as permanent supportive housing.
2. What is the City's role?
The City serves as the Homekey+ co-applicant and local funding partner. The City does not anticipate managing the property, employing property management staff, or directly operating the housing development. The City's responsibilities primarily relate to grant administration, compliance with the Homekey+ Standard Agreement, coordination with project partners, and oversight of any City funding commitments approved by the City Council.
3. Who will manage the property and provide supportive services? The project is expected to utilize experienced affordable housing property management and supportive service providers. Property management will be responsible for day-to-day building operations, while supportive service providers will coordinate case management, healthcare navigation, behavioral health services, housing stabilization, employment support, and other individualized services for residents.
4. What is a Development Pro Forma?
A Development Pro Forma is the financial plan used to develop the project. It identifies the total cost of acquiring and rehabilitating the property and the funding sources that will pay for those costs, such as Homekey+ funding, local contributions, loans, and other grants.
Once construction is complete, the Development Pro Forma has largely served its purpose.
5. What is an Operating Pro Forma?
An Operating Pro Forma is a long-term financial projection that estimates the annual revenues and operating expenses needed to successfully operate the property after construction is complete. It includes anticipated rental revenue, operating expenses, maintenance, insurance, property management, reserves, utilities, and other ongoing costs. The Operating Pro Forma helps determine whether additional operating subsidy is needed to sustain the project over time.
6. Why is there a projected annual operating subsidy?
Permanent supportive housing generally serves individuals with very low incomes who often cannot pay rents sufficient to cover the full cost of operating a housing development.
As a result, many permanent supportive housing developments rely on multiple funding
ATTACHMENT B
HOMEKEY+ PROJECT FREQUENTLY ASKED QUESTIONS (FAQS)
sources, including rental assistance, healthcare reimbursements, supportive service funding, grants, and local operating support to ensure long-term financial sustainability.
The current operating projections estimate an annual operating subsidy of approximately $1.2 million. Staff is continuing to evaluate these assumptions, request updated financial documentation, and explore opportunities to reduce future local financial commitments.
7. Why did staff request updated financial documents?
As part of the City's additional due diligence, staff requested updated financial information, including the Development Pro Forma, Operating Pro Forma, Sources and Uses budget, cash flow projections, and any revisions made since submission of the original Homekey+ application. These documents are necessary to independently evaluate the project's financial assumptions, verify current development costs, and better understand the projected long-term operating subsidy.
8. What additional due diligence has staff completed?
Since the June 29, 2026, Study Session, staff has:
• Met directly with the California Department of Housing and Community Development (HCD).
• Met with California Supportive Housing (CSH) to discuss ownership, financing, and project implementation.
• Consulted with the City of Richmond regarding lessons learned from its Homekey project.
• Initiated coordination with Community Development, Building, Fire, Finance, and the City Attorney's Office.
• Requested updated financial documentation from the developer. • Begun coordinating building and fire reviews of the property. • Recommended an independent financial review of the project's assumptions. • Begun pursuing additional federal funding opportunities that may strengthen the project's financing.
9. Can the projected operating subsidy change?
Potentially, yes. The operating projections are based on current financial assumptions and available funding sources. Staff is evaluating whether additional federal, state, regional, healthcare, or other funding opportunities could strengthen the project's financing and improve long-term financial sustainability. Any changes to the project's financing structure would require coordination with the developer, HCD, and other funding partners.
10. What is HUD's Continuum of Care (CoC) Builds Program? The HUD CoC Builds Program is a competitive federal grant program that provides funding for eligible acquisition, rehabilitation, and development costs associated with permanent supportive housing. Staff is pursuing approximately $11 million through this program to potentially strengthen the project's overall financing. If awarded, any incorporation of CoC Builds funding into the project would require revisions to the project's financing structure and approval by HCD and other applicable funding partners.
ATTACHMENT B
HOMEKEY+ PROJECT FREQUENTLY ASKED QUESTIONS (FAQS)
11. What happens next?
Staff will continue completing the remaining financial, legal, operational, and technical due diligence activities, including review of updated financial information, property inspections, and evaluation of additional funding opportunities. Following Council direction, staff will continue working with HCD, California Supportive Housing, Contra Costa County, and other project partners before execution of any final project agreements.
The purpose of the City's due diligence process is to ensure City Council has the information necessary to fully understand the project's financial structure, long-term operational considerations, potential risks, and opportunities before making any final policy decisions regarding the City's continued participation as a Homekey+ co-applicant.
25-HK+-18913
City of Antioch, California Supportive Housing, and CSH Mahogany Housing LP Upon HCD Approval
$34,900,000.00
STATE OF CALIFORNIA - DEPARTMENT OF GENERAL
SERVICES
STANDARD AGREEMENT
STD 213 (Rev. 04/2020)
AGREEMENT NUMBER PURCHASING AUTHORITY NUMBER (if applicable)
1. This Agreement is entered into between the Contracting Agency and the Contractor named below:
CONTRACTING AGENCY NAME
Department of Housing and Community Development
CONTRACTOR'S NAME
2. The term of this Agreement is:
START DATE
Fifteen (15) years from effective date
THROUGH END DATE
3. The maximum amount of this Agreement is:
4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement.
EXHIBITS
Exhibit A Authority, Purpose and Scope of Work
Exhibit B Budget Detail and Payment Provisions
Exhibit C* State of California General Terms and Conditions Exhibit D Homekey+ General Terms and Conditions
Exhibit E Project-Specific Provisions and Special Terms and Conditions 15 TITLE PAGES
4 16
15 GTC - 02/2025
TOTAL NUMBER OF PAGES ATTACHED 49
https://www.dgs.ca.gov/OLS/ResourcesThese documents can be viewed at Items shown with an asterisk (*), are hereby incorporated by reference and made part of this agreement as if attached hereto.
CONTRACTOR NAME (if other than an individual, state whether a corporation, partnership,etc.) IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO.
CONTRACTOR
CONTRACTOR BUSINESS ADDRESS
See Attached
See Attached
CITY STATE ZIP
See Attached See Attached See Attached
PRINTED NAME OF PERSON SIGNING TITLE
See Attached
DATE SIGNED
See Attached
CONTRACTOR AUTHORIZED SIGNATURE
See Attached
STATE OF CALIFORNIA
CONTRACTING AGENCY NAME
Department of Housing and Community Development
STATE ZIPCITYCONTRACTING AGENCY ADDRESS
651 Bannon Street Suite 400 Sacramento CA 95811
PRINTED NAME OF PERSON SIGNING TITLE
Contract Services Section Manager
DATE SIGNEDCONTRACTING AGENCY AUTHORIZED SIGNATURE
California Department of General Services Approval (or exemption, if applicable) Exempt per; SCM Vol. 1 4.04.A.3 (DGS memo dated 06/12/1981) See Attached
SCO ID:
DRAFT
STATE OF CALIFORNIA
STANDARD AGREEMENT
STD 213 (Rev. 04/2020) 25-HK+-18913