Agenda packet — Atwater City Council, May 8, 2023 (part 2 of 3)

City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
67 4. LONG-TERM LIABILITIES, Continued
In fiscal year 2021, the City of Atwater entered into a lease agreement as lessee with Enterprise for one police vehicle (Vehicle #2056-239MBD) valued at $36,406. As of June 30, 2022, the value of the lease liability is $22,696. The vehicle has 4-year estimated useful life. The City is required to make monthly payment of $919. The value of the right to use the asset as of June 30, 2022 of $22,696 is included in the intangible assets on the capital assets activities table found in Note 3 above.

In fiscal year 2022, the City of Atwater entered into a lease agreement as lessee with Enterprise for one police vehicle (Vehicle #2051-23XZTS) valued at $36,778. As of June 30, 2022, the value of the lease liability is $30,262. The vehicle has 4-year estimated useful life. The City is required to make monthly payment of $931. The value of the right to use the asset as of June 30, 2022 of $30,262 is included in the intangible assets on the capital assets activities table found in Note 3 above.

In fiscal year 2022, the City of Atwater entered into a lease agreement as lessee with Enterprise for one police vehicle (Vehicle #2052-23XZTV) valued at $36,778. As of June 30, 2022, the value of the lease liability is $30,446. The vehicle has 4-year estimated useful life. The City is required to make monthly payment of $936. The value of the right to use the asset as of June 30, 2022 of $30,446 is included in the intangible assets on the capital assets activities table found in Note 3 above.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
68 4. LONG-TERM LIABILITIES, Continued
In fiscal year 2022, the City of Atwater entered into a lease agreement as lessee with Enterprise for one police vehicle (Vehicle #2050-252ZQB) valued at $36,778. As of June 30, 2022, the value of the lease liability is $30,570. The vehicle has 4-year estimated useful life. The City is required to make monthly payment of $940. The value of the right to use the asset as of June 30, 2022 of $30,570 is included in the intangible assets on the capital assets activities table found in Note 3 above.

Business-type Activities
2017A Wastewater Revenue Refunding Bonds (Sewer)
In August 2017, the City issued the 2017A Wastewater Revenue Refunding Bonds in the amount of $56,600,000 to defease the 2008 Wastewater Revenue Refunding Bonds and the 2010 Wastewater Revenue Bonds by placing funds in separate escrow accounts to prepay the obligations. Each payment includes interest at an annual rate between 3.125% to 5.000%. Interest on the bonds is payable on May 1 and November 1 of each year. Principal of the bonds is payable on May 1 of each year beginning May 1, 2019. The bonds fully mature on May 1, 2045. An original issue premium of $5,619,924 and an underwriting discount of $509,400 was included in the sales of the bonds.

The annual debt service requirements for the 2017A Bonds are as follow:

Year Ending
June 30, Principal Interest
2023 9,064 $ 2,224 $
2024 9,856 1,432
2025 10,716 572
2026 934 6
Total 30,570 $ 4,234 $

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
69 4. LONG-TERM LIABILITIES, Continued
2018A Wastewater Revenue Refunding Bonds (Sewer)
In April 2019, the City issued the 2019A Wastewater Revenue Refunding Bonds in the amount of $16,255,000 to defease the 2011 Wastewater Revenue Bonds by placing funds in an escrow account to prepay the obligation. Each payment includes interest at an annual rate between 2.75% to 4.00%. Interest on the bonds is payable on May 1 and November 1 of each year. Principal of the bonds is payable on May 1 of each year beginning June 30, 2022, Interest payments began on November 1, 2019. The bonds fully mature on May 1, 2038. An original issue premium of $2,064,063 and an underwriting discount of $146,295 was included in the sales of the bonds.

The annual debt service requirements for the 2018A Bonds are as follow:

Year Ending
June 30,
Principal Interest
2023 660,000 480,369
2024 690,000 453,969
2025 715,000 426,369
2026 740,000 397,769
2027 775,000 368,168
2028-2032 4,230,000 1,483,992
2033-2037 4,960,000 742,046
2038-2042 1,100,000 40,700
2032-2045 - -
$ 4,393,38 13,870,000 $ 2
2018A Wastewater Revenue
Refunding Bonds

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
70 5. COMPENSATED ABSENCES
The City’s compensated absences payable activity for the year ended June 30, 2022 was as follows:

6. NET POSITION/ FUND BALANCES
Net position
Restricted balances are for the same purposes as fund balance restrictions because external restriction requirements are the same. See descriptions of the restrictions below.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
71 6. NET POSITION/ FUND BALANCES, Continued
Fund Balance
Nonspendable and Restricted fund balance consisted of the following at June 30, 2022:

Nonspendable:

Prepaid items 59,912 $
Investment in land held for resale 159,364
Total Nonspendable 219,276
Restricted:

Governmental Funds:

Measure H 1,134,520
General Plan Update 1,192,042
Gas Tax 174,303
Facility Impact Fee 6,377,716
HOME Investment Partnership Program 511,364
Neigbour Stabilization 219,213
Pension Rate Stabilization 244,667
Total Restricted 9,853,825 $
Assigned:

Measure V 3,956,598
Police Grant 83,721
Local Transportation 596,944
CDBG Program Income 239,221
Housing Authority 1,222,115
Narcotics Program 2,059
Applegate Exchange 764,209
Reginal Surface Transportation Program 2,305,609
Maintenance Districts 1,546,233
Performance Bond 106,257
Total Assigned 10,822,966 $

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
72 6. NET POSITION/ FUND BALANCES, Continued
The following describe the purpose of each nonspendable, restricted, and committed category used by the City:

Nonspendable
x Prepaid items - used to segregate that portion of fund balance to indicate that prepaid amounts do not represent available, spendable resources even though they are components of assets. x Investment in land held for resale – includes properties held for the purpose of redevelopment either through resale or conversion to public use, which do not represent available, spendable resources even though they are components of assets.

Restricted
x Gas Tax – represents amounts restricted for street maintenance purposes as defined in Sections 2105, 2106, 2107 and 2107.5 of the Streets and Highway Code. x Facility Impact Fee – represents amounts restricted to capital projects through AB1600. x HOME Investment Partnership Program – represents amounts restricted for the City’s HOME revolving loan program as this program is supported by specific grants requiring the restriction. x Neighborhood Stabilization – represents restricted amounts received from Federal Grants for neighborhood revitalization programs.

Deficit fund balances consisted of the following:

The above deficit fund balances have occurred due to the spending of funds prior to the receipt of revenues (cost reimbursements). The fund balances will be restored in the near future as revenues are received.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
73 7. INTERFUND TRANSACTIONS
Transfers are used to (1) move revenues from the fund that statute or budget requires to collect them to the fund that statute or budget requires to expend them, and (2) use unrestricted revenues collected in the general fund to finance various programs accounted for in other funds in accordance with budgetary authorizations.

Transfers consisted of the following at June 30, 2022:

The transfer from Nonmajor Governmental Funds, Sewer Fund and $300,000 transfer from the Water Fund to the General Fund were for the contributions toward the General Plan Update. The remaining $152,375 Water Fund transfer from proprietary funds to governmental funds was to fund hydrant maintenance paid from General Fund. The transfers from General Fund to Nonmajor Governmental funds are for the contributions to the Gas tax fund for road maintenance, and to General Capital Improvement Funds for capital improvement projects. The transfers from General fund to Nonmajor Proprietary Funds are for the contributions to internal service fund for equipment replacement and unfunded OPEB liabilities.

8. RISK MANAGEMENT
The City participates with other public entities in a joint venture under a joint powers agreement which establishes the Central San Joaquin Valley Risk Management Authority (CSJVRMA). The relationship between the City and CSJVRMA is such that CSJVRMA is not a component unit of the City for financial reporting purposes. The City is covered for the first $1,000,000 of each general liability claim and $500,000 of each worker’s compensation claim through the CSJVRMA. The City has the right to receive dividends or the obligation to pay assessments based on a formula which, among other expenses, charges the City’s account for liability losses under $50,000 and worker’s compensation losses under $100,000. The CSJVRMA participates in an excess pool which provides worker’s compensation coverage from $500,000 to $4,500,000 and purchases excess insurance above the $5,000,000 to the statutory limit.

The CSJVRMA is a consortium of fifty-four (54) cities in San Joaquin Valley, California. It was established under the provisions of California Government Code Section 6500 et. seq. The CSJVRMA is governed by a Board of Directors, which meets 3-4 times per year, consisting of one member appointed by each member city. The day-to-day business is handled by a management group employed by the CSJVRMA.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
74 8. RISK MANAGEMENT, CONTINUED
At the termination of the joint venture agreement and after all claims has been settled, any excess or deficit will be divided among the cities in proportion to the aggregate amount of contribution made by each. The financial position results of operations of CSJVRMA are as follows for June 30, 2022, the most recent available:

9. PUBLIC EMPLOYEES’ RETIREMENT SYSTEM
General Information about the Pension Plans
Plan Descriptions - All qualified permanent and probationary employees are eligible to participate in the City's separate Safety (police and fire) and Miscellaneous (all other) Employee Pension Plans, costsharing multiple employer defined benefit pension plans administered by the California Public Employees' Retirement System (CaIPERS). Benefit provisions under the Plans are established by State statute and City resolution. CalPERS issues publicly available reports that include a full description of the pension plans regarding benefit provisions, assumptions and membership information that can be found on the CalPERS website.

Benefits Provided - CalPERS provides service retirement and disability benefits, annual cost of living adjustments and death benefits to plan members, who must be public employees and beneficiaries.

Benefits are based on years of credited service, equal to one year of full time employment. Members with five years of total service are eligible to retire at age 50 with statutorily reduced benefits. All members are eligible for non-duty disability benefits after 10 years of service. The death benefit is one of the following: the Basic Death Benefit, the 2057 Survivor Benefit, or the Optional Settlement 2W Death Benefit. The cost of living adjustments for each plan are applied as specified by the Public Employees' Retirement Law.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
75 9. PUBLIC EMPLOYEES’ RETIREMENT SYSTEM, Continued
Benefits Provided
The Plans' provisions and benefits in effect at June 30, 2022, are summarized as follows:

Contributions -Section 20814(c) of the California Public Employees' Retirement Law requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. Funding contributions for both Plans are determined annually on an actuarial basis as of June 30 by CaIPERS. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The City is required to contribute the difference between the actuarially determined rate and the contribution rate of employees.

For the year ended June 30, 2022, the contributions recognized as part of pension expense for each Plan were as follows:

Miscellaneous Miscellaneous
PEPRA Classic Miscellaneous - Tier 2
Prior to Prior to Prior to
Hire date January 1, 2013 January 1, 2013 January 1, 2013 Benefit vesting schedule 5 years of service 5 years of service 5 years of service Benefit payments monthly for life monthly for life monthly for life Retirement age 62 55-60 60
Monthly benefits, as a % of eligible compensation 2.00% 2.00%-3.00% 2.00% Required employee contribution rates 6.75% 8.00%
Required employer contribution rates 7.59% 16.30% 8.65% Safety - Classic Safety - PEPRA
Prior to Prior to
Hire date January 1, 2013 January 1, 2013
Benefit vesting schedule 5 years of service 5 years of service Benefit payments monthly for life monthly for life
Retirement age 50 57
Monthly benefits, as a % of eligible compensation 3.00% 2.70% Required employee contribution rates 9.00% 13.75%
Required employer contribution rates 25.43% 13.75%

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
76 9. PUBLIC EMPLOYEES’ RETIREMENT SYSTEM, Continued
Pension Liabilities, Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions As of June 30, 2022, the City reported net pension liabilities for its proportionate shares of the net pension liability of each Plan as follows:

The City's net pension liability for each Plan is measured as the proportionate share of the net pension liability. The net pension liability of each of the Plans is measured as of June 30, 2021, and the total pension liability for each Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2020 rolled forward to June 30, 2021 using standard update procedures. The City's proportion of the net pension liability was based on a projection of the City's long-term share of contributions to the pension plans relative to the projected contributions of all participating employers, actuarially determined. The City’s proportionate share of the net pension liability for each Plan as of June 30, 2020 and 2021 was as follows:

For the year ended June 30, 2022, the City recognized pension expense of $3,902,805. At June 30, 2022, the City reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources:

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
77 9. PUBLIC EMPLOYEES’ RETIREMENT SYSTEM, Continued
Pension Liabilities, Pension Expenses, and Deferred Outflows/Inflows of Resources Related to Pensions, Continued
$3,715,339 reported as deferred outflows of resources related to contributions subsequent to the measurement date that will be recognized as a reduction of the net pension liability in the year ended June 30, 2022. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized as pension expense as follows:

Actuarial Assumptions -The total pension liabilities in the June 30, 2020 actuarial valuations were determined using the following actuarial assumptions:

The mortality table used was developed based on CalPERS-specific data. The table includes 15 years of mortality improvements using Society of Actuaries Scale 90% of scale MP 2016. More details of the table can be found in December 2017 experience study report (based on CalPERS demographic data from 1997 to 2015).

Discount Rate -The discount rate used to measure the total pension liability was 7.15% for the Plan. To determine whether the municipal bond rate should be used in the calculation of a discount rate for the plan, CalPERS stress tested plans that would most likely result in a discount rate that would be different from the actuarially assumed discount rate. Based on the testing, none of the tested plans out of assets.

Therefore, the current 7.15 percent discount rate is adequate and the use of the municipal bond rate calculation is not necessary. The long term expected discount rate of 7.15 percent will be applied to all plans in the Public Employees Retirement Fund (PERF). The stress test results are presented in a detailed report that can be obtained from the CalPERS website.

Actuarial Assumptions
Actuarial cost method Entry-age normal cost method
Actuarial assumptions
Discount rate 7.15%
Inflation 2.50%
Salary increases Varies by entry age and service
Mortality Rate Table Derived using CalPERS’ Membership Data for all Funs Contract COLA up to 2.5% until purchasing power protection Post-retirement benefit increase allowance floor on purchasing power applies, 2.75% thereafter.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
78 9. PUBLIC EMPLOYEES’ RETIREMENT SYSTEM, Continued
Pension Liabilities, Pension Expenses, and Deferred Outflows/Inflows of Resources Related to Pensions, Continued
The long -term expected rate of return on pension plan investments was determined using a building block method in which best-estimate ranges of expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class.

In determining the long-term expected rate of return, CalPERS took into account both short-term and long-term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds' asset classes, expected compound returns were calculated over the short-term (first 10 years) and the long-term (11-60 years) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equivalent to the single equivalent rate calculated above and rounded down to the nearest one quarter of one percent.

The table below reflects the long-term expected real rate of return by asset class. The rate of return was calculated using the capital market assumptions applied to determine the discount rate and asset allocation. These rates of return are net of administrative expenses.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
79 9. PUBLIC EMPLOYEES’ RETIREMENT SYSTEM, Continued
Pension Liabilities, Pension Expenses, and Deferred Outflows/Inflows of Resources Related to Pensions, Continued
Sensitivity of the Proportionate Share of the Net Pension Liability to Changes in the Discount Rate - The following presents the City's proportionate share of the net pension liability for each Plan, calculated using the discount rate for each Plan, as well as what the City's proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1-percentage point lower or 1- percentage point higher than the current rate:

Payable to the Pension Plan
At June 30, 2022 the City reported a payable of $0 outstanding amount of contributions to the pension plan required for the year ended June 30, 2022.

Pension Plan Fiduciary Net Position
Detailed information about each pension plan's fiduciary net position is available in the separately issued CalPERS financial reports.

10. OTHER POSTEMPLOYMENT BENEFITS
Plan Description
The City of Atwater Retired Employees Healthcare Plan is a single-employer defined benefit healthcare plan administered by CalPERS. The City provides medical benefits to eligible retirees, their spouses and dependents. To earn this benefit, employees must have reached the age of fifty with five years of service to the City. The City provides coverage for surviving family members of an enrollee who dies while covered under the plan. Coverage for the enrolled family members then continues until any one of a specific set of circumstances occurs. The Retiree Health Plan does not issue a financial report.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
80 10. OTHER POSTEMPLOYMENT BENEFITS, Continued
Funding Policy
The contribution requirements of plan members and the City are established and may be amended by the City Council. The required contribution is based on projected pay-as-you-go financing requirements. For fiscal year 2022, the City contributed $732,277 to the plan, the entire amount for current premiums. The City pays the full benefit cost of health care coverage premiums for retired members receiving benefits. The City does not pay for dental and vision insurance premiums for retiree.

Those retirees wishing to be covered by dental and vision insurance benefits must pay 100% of the cost for the retirees and their dependents.

At June 30, 2022, the following employees were covered by the benefit terms:

City Contribution to the Plan
The Plan and its contribution requirements are established by Memoranda of Understanding with the applicable employee bargaining units and may be amended by agreements between the City and the bargaining units. The annual contribution is based on the actuarially determined contribution. For the fiscal year ended June 30, 2022, the City’s cash contributions were $732,277 cash benefit payments.

Net OPEB Liability
The City’s net OPEB liability was measured as of June 30, 2021 and the total OPEB liability used to calculate the net OPEB liability was determined by an actuarial valuation dated June 30, 2021 that was rolled forward to determine the June 30, 2022 total OPEB liability, based on the following actuarial methods and assumptions:

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
81 10. OTHER POSTEMPLOYMENT BENEFITS, Continued
Net OPEB Liability, Continued
The long-term expected rate of return on OPEB plan investments was determined using a building block method in which expected future real rates of return (expected returns, net of OPEB plan investment expense and inflation) are developed for each major asset class. These ranges are combined to produce the long-term expected rate of return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. The target allocation and best estimates of arithmetic real rates of return for each major asset class are summarized in the following table:

Actuarial Valuation Date June 30, 2021
Contribution Policy City plans to contribute $50,000 into the trust every year after June 30, 2021, pay benefit payments outside of the trust, and not seek reimbursements
Discount Rate 2.21% at June 30, 2020
(Bond Buyer 20-bond Index)
General Inflation 2.50% per annum
Mortality, Retirement, CalPERS 2000-2019 experience study Disability, Termination
Salary Increases Aggregate - 2.75% annually
Merit - Table from CalPERS 2000-2019 Experience Study
Medical Trend 6.50% - 3.75%
Participation at Retirement Active & surviving spouse:

Participating & Waived:
- Percentage of premium - 100%
- PEMHCA minimum - 60%
Retirees & surviving spouse:

Participating - 100%
Waived < 65 - 20% at 65
Waived > 65 - 0 %
Actuarial Assumptions:

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
82 10. OTHER POSTEMPLOYMENT BENEFITS, Continued
Discount Rate
The discount rate used to measure the total OPEB liability was 2.16 percent. The projection of cash flows used to determine the discount rate assumed that Authority contributions will be made at rates equal to the actuarially determined contribution rates. Based on those assumptions, the OPEB plan’s fiduciary net position was projected to be available to make all projected OPEB payments for current active and inactive employees and beneficiaries. Therefore, the long-term expected rate of return on OPEB plan investments was applied to all periods of projected benefit payments to determine the total OPEB liability.

Changes in the OPEB Liability
The changes in the net OPEB liability for the Plan are as follows:

Sensitivity of the Net OPEB Liability to Changes in the Discount Rate The discount rate used for the fiscal year end 2022 is 2.16%. The following presents the net OPEB liability of the City if it were calculated using a discount rate that is one percentage point lower or one percentage point higher than the current rate, for measurement period ended June 30, 2021:

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
83 10. OTHER POST EMPLOYMENT BENEFITS, Continued
Sensitivity of the Net OPEB Liability to Changes in the Health Care Cost Trend Rates The following presents the net OPEB liability of the City if it were calculated using health care cost trend rates that are one percentage point lower or one percentage point higher than the current rate, for measurement period ended June 30, 2021 (Healthcare Cost Trend Rate was assumed to start at 7% and grade down to 4% for years 2076 and thereafter):

Recognition of Deferred Outflows and Deferred Inflows of Resources Gains and losses related to changes in total OPEB liability and fiduciary net position are recognized in OPEB expense systematically over time. Amounts are first recognized in OPEB expense for the year the gain or loss occurs. The remaining amounts are categorized as deferred outflows and deferred inflows of resources related to OPEB and are to be recognized in future OPEB expense. The recognition period differs depending on the source of the gain or loss:

OPEB Expense and Deferred Outflows/Inflows of Resources Related to OPEB For the fiscal year ended June 30, 2022, the City recognized OPEB expense of $502,367. As of fiscal year ended June 30, 2022, the City reported deferred outflows of resources related to OPEB from the following sources:

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
84 10. OTHER POST EMPLOYMENT BENEFITS, Continued
OPEB Expense and Deferred Outflows/Inflows of Resources Related to OPEB, Continued The $710,265 reported as deferred outflows of resources related to contributions subsequent to the June 30, 2021 measurement date will be recognized as a reduction of the net OPEB liability during the fiscal year ending June 30, 2022. Other amounts reported as deferred outflows of resources related to OPEB will be recognized as expense as follows:

11. SUCCESSOR AGENCY TRUST FOR ASSETS OF FORMER REDEVELPMENT AGENCY On December 29, 2011, the California Supreme Court upheld Assembly Bill 1X 26 (“the Bill”) that provides for the dissolution of all redevelopment agencies in the State of California. This action impacted the reporting entity of the City of Atwater that previously had reported a redevelopment agency within the reporting entity of the City as a blended component unit.

The Bill provides that upon dissolution of a redevelopment agency, either the city or another unit of local government will agree to serve as the “successor agency” to hold the assets until they are distributed to other units of state and local government. On January 12, 2015, the City Council elected to become the Successor Agency for the former redevelopment agency in accordance with the Bill as part of City resolution number 112-10.

After enactment of the law on June 28, 2011, redevelopment agencies in the State of California cannot enter into new projects, obligations or commitments. Subject to the control of a newly established oversight board, remaining assets can only be used to pay enforceable obligations in existence at the date of dissolution (including the completion of any unfinished projects that were subject to legally enforceable contractual commitments).

In future fiscal years, successor agencies will only be allocated revenue in the amount that is necessary to pay the estimated annual installment payments on enforceable obligations of the former redevelopment agency until all enforceable obligations of the prior redevelopment agency have been paid in full and all assets have been liquidated.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
85 11. SUCCESSOR AGENCY TRUST FOR ASSETS OF FORMER REDEVELPMENT AGENCY, Continued The Bill directs the State Controller of the State of California to review the propriety of any transfers of assets between redevelopment agencies and other public bodies that occurred after January 1, 2011. If the public body that received such transfers is not contractually committed to a third party for the expenditure or encumbrance of those assets, the State Controller is required to order the available assets to be transferred to the public body designated as the successor agency by the Bill.

Management believes, in consultation with legal counsel, that the obligations of the former redevelopment agency due to the City are valid enforceable obligations payable by the successor agency trust under the requirements of the Bill. The City’s position on this issue is not a position of settled law and there is considerable legal uncertainty regarding this issue. It is reasonably possible that a legal determination may be made at a later date by an appropriate judicial authority that would resolve this issue unfavorably to the City.

After the date of dissolution, the assets and activities of the dissolved redevelopment agency are reported in a fiduciary fund (private-purpose trust fund) in the financial statements of the City.

Long-term Liabilities
The following is a summary of changes in long-term liabilities for the year ended June 30, 2022:
2017 Tax Allocation Refunding Bonds – Series A and B
In September 2017, the Successor Agency to the Atwater Redevelopment Agency issued $7,524,000 Tax Allocation Refunding Bonds, Series A, in the amount of $5,999,000 and Series B in the amount of $1,525,000. The were used to defease all of the outstanding 2098 A Bonds and the 2007, Series A and B Bonds. The final maturity date on the bonds is June 2026.

Future debt service for Fiduciary Activities at June 30, 2022, is as follows:

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
86 12. COMMITMENTS AND CONTINGENCIES
Litigation
The City is involved in litigation incurred in the normal course of conducting City business. Although the outcome of these lawsuits is not presently determinable, in the opinion of the City’s counsel, the resolution of these matters will not have a material adverse effect on the financial condition of the City.

Grants and Allocations
Amounts received or receivable from grant agencies are subject to audit and adjustment by grantor agencies, principally the federal and state government. Any disallowed claims, including amounts already collected, may constitute a liability of the applicable funds. The amount, if any, of expenditures that may be disallowed by the grantor cannot be determined at this time, although the City expects such amounts, if any, to be immaterial.

Trichloro propane (TCP) Contamination, Settlement and Remediation Efforts he City of Atwater was awarded a $63 million dollar jury award in 2019 after suing Shell Oil Company and DOW Chemical for marketing and selling a pesticide fumigant used in agricultural applications that contained TCP and over the years infiltrated the groundwater system, thereby contaminating the City’s domestic water system wells.

The City’s net settlement was $43 million after legal costs. The City Council of the City of Atwater adopted Resolution No. 3130-20 on January 13, 2020, committing the proceeds of the TCP settlement towards the remediation of TCP from the City’s water system. Under the Resolution the funds will be utilized towards long-term well-head treatment, closure and/or abandonment of existing well sites, and the drilling of new wells.

The City completed the 1, 2, 3 -TCP Central Treatment Plant in 2021. The City oversees the operations and maintenance of the TCP Central Treatment plant and performs testing as required utilizing the TCP Settlement Funds.

Currently the annual cost of maintenance is approximately $100,000 based upon once a month testing requirements and filter replacements. The cost of testing can fluctuate depending upon levels of TCP present in the monthly samples. Should the levels of TCP increase, more frequent testing would be required, therefore resulting in higher costs.

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City of Atwater
Notes to Basic Financial Statements
For the Year Ended June 30, 2022
87 13. DEFERRED COMPENSATION PLAN
The City has two 457 Deferred Compensation Plans implemented. In October, 1999, the City established a 457(b) Deferred Compensation Plan with Mission Square Retirement (ICMA) to provide retirement income and other deferred benefits to the Employee of the Employer and the Employees’ Beneficiaries in accordance with the provisions of Section 457 of the IRC, Sections 1.457-4 through 1.457-10. Approximately 81 employees were eligible to participate in this plan. In fiscal year 2022, the employees were able to contribute to the plan up to a maximum of $19,500. The City did not match or provide any employer paid contributions to the plan during fiscal year 2022.

Effective in January, 2015, the City established another 457(b) Deferred Compensation Plan with Orion Portfolio Solutions. Approximately 81 employees were eligible to participate in this plan. In fiscal year 2021, the employees were able to contribute to the plan up to a maximum of $19,500. The City did not match or provide any employer paid contributions to the plan during fiscal year 2022.

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89 REQUIRED

SUPPLEMENTARY INFORMATION

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City of Atwater
Required Supplementary Information
For the year ended June 30, 2022
Schedule of the City's Proportionate Share of the Net Pension Liability and Related Ratios - Last 10 Years*
Fiscal year 2022 2021 2020 2019
Measurement date 6/30/2021 6/30/2020 6/30/2019 6/30/2018 Proportion share of the net pension liability / (asset) 0.34025% 0.25529% 0.26482% 0.27549% Proportionate share of the net pension liability / (asset) $ 27,776,819 18,401,458 $ 27,135,766 $ 26,546,855 $ Covered payroll 5,414,479 4,846,107 4,869,106 4,301,273 Proportionate share of the net pension liability / (asset) as a percentage of its covered-employee payroll 29.42% 17.45% 17.94% 16.20% Proportionate share of the fiduciary net position as a percentage of the City's net pension liability 100.00% 75.10% 75.26% 75.26% Notes to Schedule
*Fiscal year 2015 was the 1st year of implementation, therefore only seven years are shown.

The CalPERS discount rate was increased from 7.5% to 7.65% in fiscal year 2016, and then decreased from 7.65% to 7.15% in fiscal year 2018.

The CalPERS mortality assumptions were adjusted in fiscal year 2019. 90

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City of Atwater
Required Supplementary Information
For the year ended June 30, 2022
Fiscal year 2018 2017 2016
Measurement date 6/30/2017 6/30/2016 6/30/2015
Proportion share of the net pension liability / (asset) 0.27768% 0.29319% 0.32718% Proportionate share of the net pension liability / (asset) $ 25,370,399 27,538,451 $ 22,457,323 $ Covered-employee payroll 4,352,437 4,645,102 4,635,102
Proportionate share of the net pension liability / (asset) as a percentage of its covered-employee payroll 15.80% 18.31% 20.64% Proportionate share of the fiduciary net position as a percentage of the City's net pension liability 73.31% 74.06% 78.40%
91

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City of Atwater
Required Supplementary Information
For the year ended June 30, 2022
Schedule of Pension Contributions - Last 10 Years*
Fiscal year 2022 2021 2020 2019
Actuarially determined contribution 3,715,339 $ 3,689,23 $ 3,671,000 1 $ 3,103,630 $ Contributions in relation to actuarially deemed contributions (3,715,339) (3,689,231) (3,671,000) (3,103,630) Contribution deficiency (excess) - $ - $ - $ - $
Covered payroll 4,846,107 $ 4,869,106 $ 4,301,273 $ 4,352,437 $ Contributions as a percentage of covered payroll 76.67% 75.77% 85.35% 71.31% 92

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City of Atwater
Required Supplementary Information
For the year ended June 30, 2022
Fiscal year 2018 2017 2016
Actuarially determined contribution 2,892,846 $ 2,734,672 $ 1,645,317 $ Contributions in relation to actuarially deemed contributions (2,892,846) (2,734,672) (1,645,317) Contribution deficiency (excess) - $ - $ - $
Covered payroll 4,645,102 $ 4,635,102 $ 4,635,102 $
Contributions as a percentage of covered payroll 62.28% 59.00% 35.50% 93

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City of Atwater
Required Supplementary Information
For the year ended June 30, 2022

OTHER POST-EMPLOYMENT BENEFITS PLAN SCHEDULES
OPEB Plan, an Agent Multiple-Employer Defined Benefit Plan Schedule of Changes in the Net OPEB Liability and Related Ratios - Last 10 Years* For the Measurement Period Ended: 6/30/2021 6/30/2020 6/30/2019 6/30/2018 6/30/2017 Total OPEB Liability
Service cost 1,052,679 737,612 $ 986,349 $ 1,028,487 $ 1,200,000 $ Interest 552,930 678,894 949,529 872,785 746,000
Assumption changes (495,797) 4,517,566 1,230,191 (1,089,852) (2,981,000) Differences between expected and actual experience (674,772) - (7,433,570) - - Benefit payments (630,738) (622,521) (622,296) (604,000) (627,000) Net change in the total OPEB liability 5,311,551 (195,698) (4,889,797) 207,420 (1,662,000) Total OPEB liability - beginning 18,970,623 24,282,174 23,860,420 23,653,000 25,315,000 Total OPEB liabilty - ending (a) 24,282,174 24,086,476 $ 18,970,623 $ 23,860,420 $ 23,653,000 $ Plan Fiduciary Net Position
Contributions - employer 732,277 $ 724,186 $ - $ - $ - $ Contributions - employee - - - - -
Net investment income 26,549 76 - - -
Administrative expense (1,821) (1,665) - - -
Benefit payments (630,738) (622,521) - - -
Net change in the total OPEB liability 100,076 126,267 - - - Plan fidcuiary net position - beginning - 100,076 - - - Plan fidcuiary net position - ending (b) $ 100,076 226,343 $ - $ - $ - $ Net OPEB liability - ending (a) - (b) 23,860,133 $ 24,182,098 $ 18,970,623 $ 23,860,420 $ 23,653,000 $ Plan fiduciary net position as a percentage
percentage of the total OPEB liability 0.94% 0.41% 0.00% 0.00% 0.00% Covered employee payroll 5,925,878 $ 5,993,342 $ N/A N/A 5,940,000 $ Net OPEB liability as a percentage of
covered employee payroll 402.64% 403.48% N/A N/A 398.20% 94

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City of Atwater
Required Supplementary Information
For the year ended June 30, 2022

OTHER POST-EMPLOYMENT BENEFITS PLAN SCHEDULES
Schedule of OPEB Contributions - Last 10 Years*
Fiscal Year Ended: 6/30/2022 6/30/2021
Actuarially determined contribution $ 724,186 732,277 $ Contributions in relation to the actuarially
determined contribution (732,277) (724,186)
Contribution deficiency (excess) - $ - $
Covered - employee payroll 5,925,878 $ 5,993,342 $
Contribution as a percentage
of covered-employee payroll 12% 12%
Notes:

Actuarial Assumptions:

Actuarial Valuation Date June 30, 2021
Contribution Policy
Discount Rate 2.16% at June 30, 2021
Long-term Expected Rate of Return on Assets 5.75% for 2021/22 General Inflation 2.5% annually
Mortality, Retirement, Disability, Termination CalPERS 2000-2019 Experience Study Salary Increases Aggregate - 2.75% annually
Merit - Table from CalPERS 2000-2019 Experience Study
Medical Trend 6.50% - 4.60%
Participation at Retirement Active & surviving spouse:

Participating & Waived:
- Percentage of premium 100%
- PEMHCA minimum - 60%
Retirees & surviving spouse:

Participating - 100%
Waived < 65 - 20% at 65
Waived > 65 - 0%
*fiscal year 2021 is the first year that the City has actuarially determined contribution City plans to contribute $50,000 into the trust every
year after June 30, 2021, pay benefit payments outside
of the trust, and not seek reimbursements.
95

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96

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SUPPLEMENTARY INFORMATION
97

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City of Atwater
Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2022
Special Total Nonmajor
Revenue Performance Governmental
Funds General Bond Funds
ASSETS
Cash and investments 17,995,633 $ (121,594) $ 217,678 $ 18,091,717 $ Receivables:

Taxes 6,955 - - 6,955
Interest 19,568 210 245 20,023
Intergovernmental 486,861 - - 486,861
Other receivable 107,112 48,319 - 155,431
Prepaid items 855 - - 855
Advance to Successor Agency Private Purpose Trust 77,491 - - 77,491 Investment in land held for resale 159,364 - - 159,364
Total assets (73,065) 18,853,839 217,923 18,998,697

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable 633,358 9,397 - 642,755
Accrued liabilities 14,120 - - 14,120
Due to other funds - - - -
Deposits payable - - 111,666 111,666
Other liabilities 23,454 24,818 - 48,272
Total liabilities 34,215 2,811,623 111,666 2,957,504
Deferred Inflows of Resources
Unavailable revenues 416,420 48,319 - 464,739
Total deferred inflows of resources 48,319 416,420 - 464,739 Fund Balances:

Nonspendable
Prepaid items 294 - - 294
Investment in land held for resale 159,364 - - 159,364
Restricted 8,719,305 - - 8,719,305
Assigned 6,760,111 - 106,257 6,866,368
Unassigned (13,278) (155,599) - (168,877)
Total fund balances (155,599) 15,625,796 106,257 15,576,454 Total liabilities, deferred inflows of resources and
fund balances $ (73,065) 18,853,839 $ 217,923 $ 18,998,697 $ Capital Projects Fund
98

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City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Nonmajor Governmental Funds
For the year ended June 30, 2022
Special Total Nonmajor
Revenue Performance Governmental
Funds General Bond Funds
REVENUES:

Taxes and assessments 1,250,899 $ - $ - $ 1,250,899 $
Intergovernmental 2,805,113 376,588 - 3,181,701
Use of money and property (127,665) 1,043 (1,201) (127,823) Other revenues 258,530 - - 258,530
Total revenues 377,631 4,186,877 (1,201) 4,563,307
EXPENDITURES:

Current:

General government 618,981 - - 618,981
Public safety 1 - -1
Highways and streets 891,158 - - 891,158
Urban redevelopment and housing 961,743 - - 961,743
Capital outlay 1,358,997 1,314,027 - 2,673,024
Total expenditures 1,314,027 3,892,288 - 5,206,315

REVENUES OVER (UNDER)
EXPENDITURES (936,396) 294,589 (1,201) (643,008)
OTHER FINANCING SOURCES (USES):

Proceeds from capital lease - - - -
Proceeds from sale of capital assets - - - -
Transfers in - 1,308,597 - 1,308,597
Transfers out (449,070) (50,000) - (499,070)
Total other financing sources (uses) (449,070) 1,258,597 - 809,527 Net change in fund balances (1,385,466) 1,553,186 (1,201) 166,519 FUND BALANCES:

Beginning of year, as restated 14,072,610 1,229,867 107,458 15,409,935 End of year $ (155,599 15,625,796 $ 106,257 ) $ 15,576,454 $ Capital Projects Fund
99

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City of Atwater
Combining Balance Sheet
Nonmajor Special Revenue Funds
June 30, 2022
Facility Community
Police Gas Local Impact Development
Grants Tax Transportation Fee Block Grants
ASSETS
Cash and investments 83,627 $ 193,357 $ 614,952 $ 6,410,922 $ - $ Receivables:

Taxes - - - - -
Interest 94 144 692 7,196 -
Intergovernmental - - - 111,427 -
Other receivable - 99,617 - - -
Prepaid items - 855 - - -
Advance to Successor Agency Private Purpose Trust - - - - - Investment in land held for resale -----
Total assets 293,973 83,721 615,644 6,529,545 -

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable - 72,015 18,700 143,069 -
Accrued liabilities - 5,494 ---
Due to other funds - - - - -
Advances from other funds - - - - -
Deposits payable -----
Other liabilities - - - 8,760 -
Unearned revenue - - - - -
Total liabilities 77,509 - 18,700 151,829 -
Deferred Inflows of Resources
Unavailable revenues - 41,867 - - -
Total deferred inflows of resources 41,867 - - - -
Fund Balances:

Nonspendable
Prepaid items - 294 ---
Investment in land held for resale -----
Restricted - 174,303 - 6,377,716 -
Assigned 83,721 - 596,944 --
Unassigned - - - - -
Total fund balances 174,597 83,721 596,944 6,377,716 -
Total liabilities, deferred inflows of resources and
fund balances $ 293,973 83,721 $ 615,644 $ 6,529,545 $ - $ Special Revenue Funds
100

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HOME Investment
CDBG Program Partnership Housing Narcotics
Income Program Authority Program
$ 510,78 238,993 $ 1,140,208 9 $ 2,05 $ 6
--- -
199 575 1,321 3
--- -
- - 7,495 -
--- -
- - 77,491 -
- - 159,364 -
511,364 239,192 1,385,879 2,059
- - 4,400 -
--- -
--- -
--- -
--- -
- - - -
- - - -
- - 4,400 -
- (29) - -
- (29) - -
--- -
- - 159,364 -
- 511,364 --
239,221 - 1,222,115 2,059
--- -
511,364 239,221 1,381,479 2,059
$ 511,364 239,192 $ 1,385,879 $ 2,059 $
Special Revenue Funds
101

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City of Atwater
Combining Balance Sheet
Nonmajor Special Revenue Funds
June 30, 2022
Regional Surface
Neighborhood Applegate Transportation ARPA
Stabilization Exchange Program Fund
ASSETS
Cash and investments 218,96 $ 763,35 6 $ 2,306,44 1 $ 2,509,883 4 $ Receivables:

Taxes - - - -
Interest 247 858 2,594 3,223
Intergovernmental - - 374,582 852
Other receivable - - --
Prepaid items - - - -
Advance to Successor Agency Private Purpose Trust - - - - Investment in land held for resale - - --
Total assets 764,209 219,213 2,683,620 2,513,958

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable - - - 372,800
Accrued liabilities - - - -
Due to other funds - - - -
Advances from other funds - - - -
Deposits payable - - --
Other liabilities - - 3,429 11,265
Unearned revenue - - - 2,140,691
Total liabilities - - 3,429 2,524,756
Deferred Inflows of Resources
Unavailable revenues - - 374,582 -
Total deferred inflows of resources - - 374,582 -
Fund Balances:

Nonspendable
Prepaid items - - - -
Investment in land held for resale - - --
Restricted 219,213 - - -
Assigned - 764,209 2,305,609 -
Unassigned - - - (10,798)
Total fund balances 764,209 219,213 2,305,609 (10,798)
Total liabilities, deferred inflows of resources and
fund balances $ 764,209 219,213 $ 2,683,620 $ 2,513,958 $ Special Revenue Funds
102

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Pension Rate General Maintenance Total Nonmajor
Stablization Plan Update District Special Revenue
115 Trust Fund Funds Funds
$ 1,195,818 244,667 $ 1,561,60 $ 17,995,633 0 $
- - 6,955 6,955
- 726 1,696 19,568
- - - 486,861
- - - 107,112
- - - 855
- - - 77,491
- - - 159,364
1,196,544 244,667 1,570,251 18,853,839
- 4,502 17,872 633,358
- - 8,626 14,120
-- - -
-- - -
-- - -
- - - 23,454
- - - 2,140,691
4,502 - 26,498 2,811,623
- - - 416,420
- - - 416,420
- - - 294
- - - 159,364
244,667 1,192,042 - 8,719,305
- - 1,546,233 6,760,111
- - (2,480) (13,278)
1,192,042 244,667 1,543,753 15,625,796
$ 1,196,544 244,667 $ 1,570,251 $ 18,853,839 $
Special Revenue Funds
103

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City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Nonmajor Special Revenue Funds
For the year ended June 30, 2022
Facility
Police Gas Local Impact
Grants Tax Transportation Fee
REVENUES:

Taxes and assessments - $ - $ 16,814 $ 488,397 $
Intergovernmental 7,390 728,629 32,391 641,823
Use of money and property (457) (1,260) (3,365) (35,001) Other revenues - 355 - 4,849
Total revenues 727,724 6,933 45,840 1,100,068
EXPENDITURES:

Current:

General government - - - 127
Public safety 1---
Highways and streets - 891,158 - -
Urban redevelopment and housing ----
Community services - - - -
Capital outlay 4,745 - 20,105 520,522
Total expenditures 891,158 4,746 20,105 520,649

REVENUES OVER (UNDER)
EXPENDITURES (163,434) 2,187 25,735 579,419
OTHER FINANCING SOURCES (USES):

Proceeds from capital lease - - - -
Proceeds from sale of capital assets - - - -
Transfers in 142,327 - - 111,000
Transfers out - - - -
Total other financing sources (uses) - 142,327 - 111,000 Net change in fund balances (21,107) 2,187 25,735 690,419 FUND BALANCES:

Beginning of year 81,534 195,704 571,209 5,687,297
End of year $ 174,597 83,721 $ 596,944 $ 6,377,716 $
Special Revenue Funds
104

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Community HOME Investment
Development CDBG Program Partnership Housing Narcotics
Block Grants Income Program Authority Program
$ - - $ - $ - $ - $
-----
- (1,445) (2,752) (6,103) (11)
- 111,075 119,761 22,490 -
109,630 - 117,009 16,387 (11)
-----
-----
-----
- - - 25,073 -
- - - - -
-----
- - - 25,073 -
109,630 - 117,009 (8,686) (11)
- - - - -
- - - - -
- 12,441 - - -
- - - (50,000) -
12,441 - - (50,000) -
109,630 12,441 117,009 (58,686) (11)
(12,441) 129,591 394,355 1,440,165 2,070
$ 239,22 - $ 511,364 1 $ 1,381,479 $ 2,059 $
Special Revenue Funds
105

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City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Nonmajor Special Revenue Funds
For the year ended June 30, 2022
Regional Surface
Neighborhood Applegate Transportation ARPA
Stabilization Exchange Program Fund
REVENUES:

Taxes and assessments - $ 3,789 $ - $ - $
Intergovernmental - - - 1,394,880
Use of money and property (1,208) (4,210) (12,515) (10,799) Other revenues - - --
Total revenues (421) (1,208) (12,515) 1,384,081
EXPENDITURES:

Current:

General government - - - 568,854
Public safety - - --
Highways and streets - - --
Urban redevelopment and housing - - --
Community services - - - 61,408
Capital outlay - - - 764,617
Total expenditures - - - 1,394,879

REVENUES OVER (UNDER)
EXPENDITURES (421) (1,208) (12,515) (10,798)
OTHER FINANCING SOURCES (USES):

Proceeds from capital lease - - - -
Proceeds from sale of capital assets - - - -
Transfers in - - - -
Transfers out - - - -
Total other financing sources (uses) - - --
Net change in fund balances (421) (1,208) (12,515) (10,798) FUND BALANCES:

Beginning of year 220,421 764,630 2,318,124 -
End of year $ 764,209 219,213 $ 2,305,609 $ (10,798 $ ) Special Revenue Funds
106

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Pension Rate General Maintenance Total Nonmajor
Stablization Plan Update District Special Revenue
115 Trust Fund Funds Funds
$ - - $ 741,899 $ 1,250,899 $
- - - 2,805,113
(31,676) (8,023) (8,840) (127,665)
- - - 258,530
(8,023) (31,676) 733,059 4,186,877
- 50,000 - 618,981
-- - 1
- - - 891,158
- - 936,670 961,743
- - - 61,408
- - 49,008 1,358,997
50,000 - 985,678 3,892,288
(58,023) (31,676) (252,619) 294,589
- -
- - - -
900,000 50,000 92,829 1,308,597
- - - (50,000)
50,000 900,000 92,829 1,258,597
841,977 18,324 (159,790) 1,553,186
226,343 350,065 1,703,543 14,072,610
$ 1,192,042 244,667 $ 1,543,753 $ 15,625,796 $
Special Revenue Funds
107

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City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Police Grants Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Charges for services $ 19,125 19,125 $ 7,390 $ $ (11,735) Fines, forfeitures and assessments - - (457) (457)
Miscellaneous ----
Total revenues 19,125 19,125 6,933 (12,192)
EXPENDITURES:

Current:

Public safety - - 1 (1)
Capital outlay:

General capital outlay 19,125 19,125 4,745 14,380
Total expenditures 19,125 19,125 4,746 14,379

REVENUES OVER (UNDER)
EXPENDITURES - - 2,187 2,187
OTHER FINANCING SOURCES (USES):

Capital lease - - - -
Total other financing sources (uses) - - - -
Net change in fund balances $ - - $ 2,187 2,187 $
FUND BALANCES:

Beginning of year 81,534
End of year $ 83,721
Budget Amounts
108

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City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Gas Tax Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Charges for services $ 733,623 733,623 $ 728,629 $ $ (4,994) Fines, forfeitures and assessments - - (1,260) (1,260)
Miscellaneous - - 355 355
Total revenues 733,623 733,623 727,724 (5,899)
EXPENDITURES:

Current:

Public works 929,086 929,086 891,158 37,928
Total expenditures 929,086 929,086 891,158 37,928

REVENUES OVER (UNDER)
EXPENDITURES (195,463) (195,463) (163,434) 32,029
OTHER FINANCING SOURCES (USES):

Transfers in 142,327 142,327 142,327 -
Total other financing sources (uses) 142,327 142,327 142,327 - Net change in fund balances $ (53,136) (53,136) $ (21,107) 32,029 $ FUND BALANCES:

Beginning of year 195,704
End of year $ 174,597
Budget Amounts
109

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City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Local Transportation Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 16,814 $ 16,814 $
Charges for services 32,391 32,391 32,391 -
Fines, forfeitures and assessments 500 500 (3,365) (3,865) Total revenues 32,891 32,891 45,840 12,949
EXPENDITURES:

Capital outlay:

General capital outlay 432,410 432,410 20,105 412,305
Total expenditures 432,410 432,410 20,105 412,305

REVENUES OVER (UNDER)
EXPENDITURES (399,519) (399,519) 25,735 425,254
OTHER FINANCING SOURCES (USES):

Transfers in - - - -
Total other financing sources (uses) - - - -
Net change in fund balances $ (399,519) (399,519) $ 25,735 425,254 $ FUND BALANCES:

Beginning of year 571,209
End of year $ 596,944
Budget Amounts
110

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City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Facility Impact Fee Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 488,397 $ 488,397 $
Charges for services 745,143 745,143 641,823 (103,320)
Fines, forfeitures and assessments 18,200 18,200 (35,001) (53,201) Miscellaneous 4,425 4,425 4,849 424
Total revenues 767,768 767,768 1,100,068 332,300
EXPENDITURES:

Current:

General government - - 127 (127)
Capital outlay:

General capital outlay 3,060,726 3,060,726 520,522 2,540,204 Total expenditures 3,060,726 3,060,726 520,649 2,540,077

REVENUES OVER (UNDER)
EXPENDITURES (2,292,958) (2,292,958) 579,419 2,872,377
OTHER FINANCING SOURCES (USES):

Sale of capital assets - - - -
Total other financing sources (uses) 111,000 111,000 111,000 - Net change in fund balances $ (2,181,958) (2,181,958) $ 690,419 2,872,377 $ FUND BALANCES:

Beginning of year 5,687,297
End of year $ 6,377,716
Budget Amounts
111

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City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Community Development Block Grants Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ - $ - $
Licenses and permits ----
Intergovernmental ----
Charges for services ----
Fines, forfeitures and assessments ----
Use of money and property ----
Loan payments ----
Miscellaneous ----
Total revenues - - - -
EXPENDITURES:

Current:

General government ----
Public safety ----
Public works ----
Community development ----
Non-departamental ----
Capital outlay:

General capital outlay ----
Street improvements ----
Total expenditures - - - -

REVENUES OVER (UNDER)

EXPENDITURES - - - -
OTHER FINANCING SOURCES (USES):

Transfers in 12,441 12,441 12,441 -
Transfers out - - - -
Sale of capital assets - - - -
Total other financing sources (uses) 12,441 12,441 12,441 - Special item - - - -
Net change in fund balances $ 12,441 12,441 $ 12,441 - $ FUND BALANCES:

Beginning of year (12,441)
End of year $ -
Budget Amounts
112

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City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual CDBG Program Income Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ 100 100 $ $ (1,445) $ (1,545) Miscellaneous 21,110 21,110 111,075 89,965
Total revenues 21,210 21,210 109,630 88,420

REVENUES OVER (UNDER)
EXPENDITURES 21,210 21,210 109,630 88,420
Net change in fund balances $ 21,210 21,210 $ 109,630 88,420 $ FUND BALANCES:

Beginning of year 129,591
End of year $ 239,221
Budget Amounts
113

Page 243 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Home Investment Partnership Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ 1,100 1,100 $ $ (2,752) $ (3,852) Miscellaneous 119,761 119,761 119,761 -
Total revenues 120,861 120,861 117,009 (3,852)

REVENUES OVER (UNDER)
EXPENDITURES 120,861 120,861 117,009 (3,852)
Net change in fund balances $ 120,861 120,861 $ 117,009 (3,852) $ FUND BALANCES:

Beginning of year 394,355
End of year $ 511,364
Budget Amounts
114

Page 244 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Housing Authority Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ 1,000 1,000 $ $ (6,103) $ (7,103) Total revenues 31,120 31,120 16,387 (14,733)
EXPENDITURES:

Current:

Community development 40,120 40,120 25,073 15,047
Total expenditures 40,120 40,120 25,073 15,047

REVENUES OVER (UNDER)
EXPENDITURES (9,000) (9,000) (8,686) 314
OTHER FINANCING SOURCES (USES):

Transfers in - - - -
Transfers out (50,000) (50,000) (50,000) -
Sale of capital assets - - - -
Total other financing sources (uses) (50,000) (50,000) (50,000) - Net change in fund balances $ (59,000) (59,000) $ (58,686) 314 $ FUND BALANCES:

Beginning of year 1,440,165
End of year $ 1,381,479
Budget Amounts
115

Page 245 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Narcotics Program Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (11) $ (11) Total revenues - - (11) (11)

REVENUES OVER (UNDER)
EXPENDITURES - - (11) (11)
Net change in fund balances $ - - $ (11) (11) $
FUND BALANCES:

Beginning of year 2,070
End of year $ 2,059
Budget Amounts
116

Page 246 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Neighborhood Stablization Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ 1,000 1,000 $ $ (1,208) $ (2,208) Total revenues 1,000 1,000 (1,208) (2,208)
Net change in fund balances $ 1,000 1,000 $ (1,208) (2,208) $ FUND BALANCES:

Beginning of year 220,421
End of year $ 219,213
Budget Amounts
117

Page 247 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Applegate Interchange Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ 5,000 5,000 $ $ (4,210) $ (9,210) Total revenues 5,000 5,000 (421) (5,421)

REVENUES OVER (UNDER)
EXPENDITURES 5,000 5,000 (421) (5,421)
Net change in fund balances $ 5,000 5,000 $ (421) (5,421) $ FUND BALANCES:

Beginning of year 764,630
End of year $ 764,209
Budget Amounts
118

Page 248 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Regional Surface Transportation Program
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Charges for services $ 380,159 380,159 $ - $ $ (380,159) Fines, forfeitures and assessments 5,000 5,000 (12,515) (17,515) Total revenues 385,159 385,159 (12,515) (397,674)
EXPENDITURES:

Capital outlay:

General capital outlay 1,747,644 1,747,644 - 1,747,644
Total expenditures 1,747,644 1,747,644 - 1,747,644

REVENUES OVER (UNDER)
EXPENDITURES (1,362,485) (1,362,485) (12,515) 1,349,970 Net change in fund balances $ (1,362,485) (1,362,485) $ (12,515) 1,349,970 $ FUND BALANCES:

Beginning of year 2,318,124
End of year $ 2,305,609
Budget Amounts
119

Page 249 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual ARPA Grant
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ - $ - $
Licenses and permits ----
Intergovernmental ----
Charges for services $ 3,535,57 3,535,571 $ 1,394,880 1 $ (2,140,691 $ ) Fines, forfeitures and assessments - - (10,799 $ (10,799 ) ) Total revenues 3,535,571 3,535,571 1,384,081 (2,151,490) EXPENDITURES:

Current:

General government 782,373 782,373 568,854 213,519
Community development - - 61,408 (61,408)
Non-departamental 70,060 70,060 - 70,060
Capital outlay:

General capital outlay 1,989,903 1,989,903 764,617 1,225,286 Total expenditures 2,842,336 2,842,336 1,394,879 1,447,457

REVENUES OVER (UNDER)
EXPENDITURES 693,235 693,235 (10,798) (704,033)
Net change in fund balances $ 693,235 693,235 $ (10,798) (704,033) $ FUND BALANCES:

Beginning of year -
End of year $ (10,798)
Budget Amounts
120

Page 250 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Pension Rate Stablization 115 Trust Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Use of money and property $ - - $ $ (31,676) $ (31,676) Total revenues - - (31,676) (31,676)
Net change in fund balances $ 50,000 50,000 $ 18,324 (31,676) $ FUND BALANCES:

Beginning of year 226,343
End of year $ 244,667
Budget Amounts
121

Page 251 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual General Plan Update Grant Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Charges for services $ 160,000 160,000 $ - $ (160,000)
Use of money and property - - (8,023) (8,023)
Total revenues 160,000 160,000 (8,023) (168,023)
EXPENDITURES:

Current:

General government 1,560,000 1,560,000 50,000 1,510,000 General capital outlay 150,000 150,000 - 150,000
Total expenditures 1,710,000 1,710,000 50,000 1,660,000

REVENUES OVER (UNDER)
EXPENDITURES (1,550,000) (1,550,000) (58,023) 1,491,977 OTHER FINANCING SOURCES (USES):

Transfers in 900,000 900,000 900,000 -
Transfers out - - - -
Sale of capital assets - - - -
Total other financing sources (uses) 900,000 900,000 900,000 - Special item - - - -
Net change in fund balances $ (650,000) (650,000) $ 841,977 1,491,977 $ FUND BALANCES:

Beginning of year 350,065
End of year $ 1,192,042
Budget Amounts
122

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123

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City of Atwater
Combining Balance Sheet
Maintenance District Special Revenue Funds
June 30, 2022
Northwood Orchard Parks Wildwood Woodview
Village Estates Estates Garland
ASSETS
Cash and investments 20 $ 95,030 $ 7,607 $ 4 $
Receivables:

Taxes 57 3 1 -
Interest - 107 4 -
Prepaid items - - - -
Total assets 95,140 77 7,612 4

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable 324 121 45 12
Accrued liabilities - - - -
Due to other funds - - - -
Total liabilities 121 324 45 12
Fund Balances:

Assigned - 95,019 7,567 -
Unassigned (247) - - (8)
Total fund balances 95,019 (247) 7,567 (8)
Total liabilities, deferred inflows of resources and
fund balances $ 95,140 77 $ 7,612 $ 4 $
Special Revenue Funds
124

Page 254 of 450 ends

Shaffer Lakes Sierra Shaffer Lakes Price Sandlewood
West Woodhaven Parks East Annexation Square
$ 17,250 24,857 $ 4 $ 106,139 $ 19,585 $ 16,689 $
- 126 1 161 627 2
19 28 - 118 22 18
- - - - - -
17,269 25,011 5 106,418 20,234 16,709
13 40 2,230 160 5,151 370
- - - - - -
- - - - - -
13 40 2,230 160 5,151 370
17,256 24,971 - 106,258 15,083 16,339
- - (2,225) - - -
17,256 24,971 (2,225) 106,258 15,083 16,339
$ 17,269 25,011 $ 5 $ 106,418 $ 20,234 $ 16,709 $
Special Revenue Funds
125

Page 255 of 450 ends

City of Atwater
Combining Balance Sheet
Maintenance District Special Revenue Funds
June 30, 2022
Airport
Pajaro Redwood Cottage Business
Dunes Estates Gardens Park
ASSETS
Cash and investments 43,272 $ 64,253 $ 27,833 $ 11,927 $ Receivables:

Taxes 122 36 - 618
Interest 49 72 32 10
Prepaid items - - - -
Total assets 64,361 43,443 27,865 12,555

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable 340 269 159 59
Accrued liabilities - - - -
Due to other funds - - - -
Total liabilities 269 340 159 59
Fund Balances:

Assigned 43,103 64,092 27,706 12,496
Unassigned - - - -
Total fund balances 64,092 43,103 27,706 12,496
Total liabilities, deferred inflows of resources and
fund balances $ 64,361 43,443 $ 27,865 $ 12,555 $
Special Revenue Funds
126

Page 256 of 450 ends

Silva Mello Camelia Juniper Camelia Stone
Ranch Ranch Estates Meadows Meadows Creek
$ 85,228 72,192 $ 21,769 $ 13,300 $ 39,643 $ 158,029 $
110 - - - - 89
96 83 24 13 45 178
- - - - - -
85,434 72,275 21,793 13,313 39,688 158,296
845 473 61 159 382 1,128
- - - - - -
- - - - - -
845 473 61 159 382 1,128
84,589 71,802 21,732 13,154 39,306 157,168
- - - - - -
84,589 71,802 21,732 13,154 39,306 157,168
$ 85,434 72,275 $ 21,793 $ 13,313 $ 39,688 $ 158,296 $
Special Revenue Funds
127

Page 257 of 450 ends

City of Atwater
Combining Balance Sheet
Maintenance District Special Revenue Funds
June 30, 2022
America Bell Atwater Beluga
West Crossing South Court
ASSETS
Cash and investments 58,415 $ 11,463 $ 107,808 $ 6,525 $ Receivables:

Taxes - 9 5 -
Interest 66 14 123 7
Prepaid items - - - -
Total assets 11,486 58,481 107,936 6,532

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable 135 532 1,470 -
Accrued liabilities - - - -
Due to other funds - - - -
Total liabilities 532 135 1,470 -
Fund Balances:

Assigned 58,346 10,954 106,466 6,532
Unassigned - - - -
Total fund balances 10,954 58,346 106,466 6,532
Total liabilities, deferred inflows of resources and
fund balances $ 11,486 58,481 $ 107,936 $ 6,532 $
Special Revenue Funds
128

Page 258 of 450 ends

Mello Meadow Applegate
Ranch 2 View Aspenwood Ranch Reserve CFD District
$ 95,011 196,779 $ 112,933 $ 29,984 $ 12,971 $ 74,740 $ - 5 - 64 - 4,918
108 221 128 34 15 31
- - - - - -
95,119 197,005 113,061 30,082 12,986 79,689
898 1,122 645 729 - -
- - - - - 8,626
- - - - - -
898 1,122 645 729 - 8,626
94,221 195,883 112,416 29,353 12,986 71,063
- - - - - -
94,221 195,883 112,416 29,353 12,986 71,063
$ 95,119 197,005 $ 113,061 $ 30,082 $ 12,986 $ 79,689 $ Special Revenue Funds
129

Page 259 of 450 ends

City of Atwater
Combining Balance Sheet
Maintenance District Special Revenue Funds
June 30, 2022
Simon Simon Juniper Total Maintenance
Annexation Annexation Meadows 2 District Special
Lighting District Landscape District Lighting District Revenue Funds ASSETS
Cash and investments 12,561 $ 6,222 $ 11,557 $ 1,561,600 $ Receivables:

Taxes - - 1 6,955
Interest 13 7 11 1,696
Prepaid items - - - -
Total assets 6,229 12,574 11,569 1,570,251

LIABILITIES, DEFERRED INFLOWS OF

RESOURCES AND FUND BALANCES
Liabilities:

Accounts payable - - - 17,872
Accrued liabilities - - - 8,626
Due to other funds - - - -
Total liabilities - - - 26,498
Fund Balances:

Assigned 12,574 6,229 11,569 1,546,233
Unassigned - - - (2,480)
Total fund balances 6,229 12,574 11,569 1,543,753
Total liabilities, deferred inflows of resources and
fund balances $ 6,229 12,574 $ 11,569 $ 1,570,251 $
Special Revenue Funds
130

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131

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City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Maintenance District Special Revenue Funds
For the year ended June 30, 2022
Northwood Orchard Parks Wildwood Woodview
Village Estates Estates Garland
REVENUES:

Taxes and assessments 4,534 $ 211 $ 3,492 $ 391 $
Use of money and property - (525) (52) -
Total revenues (314) 4,534 3,440 391
EXPENDITURES:

Current:

Public safety ----
Urban redevelopment and housing 9,120 4,674 1,869 976
Total expenditures 4,674 9,120 1,869 976

REVENUES OVER (UNDER)
EXPENDITURES (4,988) (4,586) 1,571 (585)
OTHER FINANCING SOURCES (USES):

Transfers in 350 4,795 5,688 627
Total other financing sources (uses) 4,795 350 5,688 627 Net change in fund balances (4,638) 209 7,259 42
FUND BALANCES:

Beginning of year (456) 99,657 308 (50)
End of year $ 95,019 (247) $ 7,567 $ (8 $ )
Special Revenue Funds
132

Page 262 of 450 ends

Shaffer Lakes Sierra Shaffer Lakes Price Sandlewood
West Woodhaven Parks East Annexation Square
$ - 2,283 $ 2,021 $ 12,435 $ 55,593 $ 7,073 $
(139) (96) - (594) (123) (95)
(96) 2,144 2,021 11,841 55,470 6,978
------
2,213 1,339 8,313 9,612 104,485 9,893
1,339 2,213 8,313 9,612 104,485 9,893
(1,435) (69) (6,292) 2,229 (49,015) (2,915)
279 280 4,210 1,460 46,774 3,674
280 279 4,210 1,460 46,774 3,674
(1,156) 211 (2,082) 3,689 (2,241) 759
24,760 18,412 (143) 102,569 17,324 15,580
$ 17,256 24,971 $ (2,225 $ 106,258 ) $ 15,083 $ 16,339 $ Special Revenue Funds
133

Page 263 of 450 ends

City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Maintenance District Special Revenue Funds
For the year ended June 30, 2022
Airport
Pajaro Redwood Cottage Business
Dunes Estates Gardens Park
REVENUES:

Taxes and assessments 3,440 $ 3,630 $ 402 $ 5,374 $
Use of money and property (239) (355) (153) (72)
Total revenues 3,275 3,201 249 5,302
EXPENDITURES:

Current:

Public safety ----
Urban redevelopment and housing 6,065 8,982 3,108 5,139 Total expenditures 8,982 6,065 3,108 5,139

REVENUES OVER (UNDER)
EXPENDITURES (5,707) (2,864) (2,859) 163
OTHER FINANCING SOURCES (USES):

Transfers in 3,276 1,057 594 3,369
Total other financing sources (uses) 1,057 3,276 594 3,369 Net change in fund balances (2,431) (1,807) (2,265) 3,532 FUND BALANCES:

Beginning of year 44,910 66,523 29,971 8,964
End of year $ 64,092 43,103 $ 27,706 $ 12,496 $
Special Revenue Funds
134

Page 264 of 450 ends

Silva Mello Camelia Juniper Camelia Stone
Ranch Ranch Estates Meadows Meadows Creek
$ 7,966 - $ - $ - $ - $ 10,490 $
(398) (476) (121) (77) (218) (878)
7,490 (398) (121) (77) (218) 9,612
------
13,102 17,533 1,846 1,973 5,110 22,175
17,533 13,102 1,846 1,973 5,110 22,175
(10,043) (13,500) (1,967) (2,050) (5,328) (12,563)
1,184 364 312 2,768 312 949
364 1,184 312 2,768 312 949
(8,859) (13,136) (1,655) 718 (5,016) (11,614)
84,938 93,448 23,387 12,436 44,322 168,782
$ 84,589 71,802 $ 21,732 $ 13,154 $ 39,306 $ 157,168 $
Special Revenue Funds
135

Page 265 of 450 ends

City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Maintenance District Special Revenue Funds
For the year ended June 30, 2022
America Bell Atwater Beluga
West Crossing South Court
REVENUES:

Taxes and assessments - $ 2,954 $ 650 $ - $
Use of money and property (323) (62) (594) (36)
Total revenues 2,892 (323) 56 (36)
EXPENDITURES:

Current:

Public safety ----
Urban redevelopment and housing 2,401 17,454 22,652 120 Total expenditures 17,454 2,401 22,652 120

REVENUES OVER (UNDER)
EXPENDITURES (14,562) (2,724) (22,596) (156)
OTHER FINANCING SOURCES (USES):

Transfers in 1,875 415 1,638 15
Total other financing sources (uses) 415 1,875 1,638 15 Net change in fund balances (12,687) (2,309) (20,958) (141) FUND BALANCES:

Beginning of year 60,655 23,641 127,424 6,673
End of year $ 10,954 58,346 $ 106,466 $ 6,532 $
Special Revenue Funds
136

Page 266 of 450 ends

Mello Meadow Applegate
Ranch 2 View Aspenwood Ranch Reserve CFD District
$ - 13,677 $ 6 $ 3,933 $ - $ 599,011 $
(1,092) (524) (615) (165) (72) (572)
(524) 12,585 (609) 3,768 (72) 598,439
------
18,765 17,865 9,551 8,086 157 601,761
17,865 18,765 9,551 8,086 157 650,769
(18,389) (6,180) (10,160) (4,318) (229) (52,330)
754 986 377 523 126 -
986 754 377 523 126 -
(17,635) (5,194) (9,783) (3,795) (103) (52,330)
201,077 111,856 122,199 33,148 13,089 123,393
$ 94,22 195,883 $ 112,416 1 $ 29,353 $ 12,986 $ 71,063 $ Special Revenue Funds
137

Page 267 of 450 ends

City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Nonmajor Special Revenue Funds
For the year ended June 30, 2022
Simon Simon Juniper Total Maintenance
Annexation Annexation Meadows 2 District Special
Lighting District Landscape District Lighting District Revenue Funds REVENUES:

Taxes and assessments - $ - $ 2,333 $ 741,899 $
Use of money and property (71) (34) (69) (8,840)
Total revenues (34) (71) 2,264 733,059
EXPENDITURES:

Current:

Public safety ----
Urban redevelopment and housing 33 60 238 936,670
Total expenditures 60 33 238 985,678

REVENUES OVER (UNDER)
EXPENDITURES (94) (104) 2,026 (252,619)
OTHER FINANCING SOURCES (USES):

Transfers in 4 1,045 2,749 92,829
Total other financing sources (uses) 1,045 4 2,749 92,829 Net change in fund balances (90) 941 4,775 (159,790)
FUND BALANCES:

Beginning of year 11,633 6,319 6,794 1,703,543
End of year $ 6,229 12,574 $ 11,569 $ 1,543,753 $
Special Revenue Funds
138

Page 268 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Northwood Village - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 4,534 $ 4,534 $
Total revenues - - 4,534 4,534
EXPENDITURES:

Current:

Community development - - 9,120 (9,120)
Total expenditures - - 9,120 (9,120)

REVENUES OVER (UNDER)
EXPENDITURES - - (4,586) (4,586)
OTHER FINANCING SOURCES (USES):

Transfers in - - 4,795 4,795
Total other financing sources (uses) - - 4,795 4,795
Net change in fund balances $ - - $ 209 209 $
FUND BALANCES:

Beginning of year (456)
End of year $ (247)
Budget Amounts
139

Page 269 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Orchard Pakrs Estates - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 211 $ 211 $
Fines, forfeitures and assessments - - (525) (525)
Total revenues - - (314) (314)
EXPENDITURES:

Current:

Community development - - 4,674 (4,674)
Total expenditures - - 4,674 (4,674)

REVENUES OVER (UNDER)
EXPENDITURES - - (4,988) (4,988)
OTHER FINANCING SOURCES (USES):

Transfers in - - 350 350
Total other financing sources (uses) - - 350 350
Net change in fund balances $ - - $ (4,638) (4,638) $
FUND BALANCES:

Beginning of year 99,657
End of year $ 95,019
Budget Amounts
140

Page 270 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Wildwood Estates - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 3,492 $ 3,492 $
Total revenues - - 3,440 3,440
EXPENDITURES:

Current:

Community development - - 1,869 (1,869)
Total expenditures - - 1,869 (1,869)

REVENUES OVER (UNDER)
EXPENDITURES - - 1,571 1,571
OTHER FINANCING SOURCES (USES):

Transfers in - - 5,688 5,688
Total other financing sources (uses) - - 5,688 5,688
Net change in fund balances $ - - $ 7,259 7,259 $
FUND BALANCES:

Beginning of year 308
End of year $ 7,567
Budget Amounts
141

Page 271 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Woodview Garland - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 391 $ 391 $
Total revenues - - 391 391
EXPENDITURES:

Current:

Community development - - 976 (976)
Total expenditures - - 976 (976)

REVENUES OVER (UNDER)
EXPENDITURES - - (585) (585)
OTHER FINANCING SOURCES (USES):

Transfers in - - 627 627
Total other financing sources (uses) - - 627 627
Net change in fund balances $ - - $ 42 42 $
FUND BALANCES:

Beginning of year (50)
End of year $ (8)
Budget Amounts
142

Page 272 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Shaffer Lake West - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 2,283 $ 2,283 $
Fines, forfeitures and assessments - - (139) (139)
Total revenues - - 2,144 2,144
EXPENDITURES:

Current:

Community development - - 2,213 (2,213)
Total expenditures - - 2,213 (2,213)

REVENUES OVER (UNDER)
EXPENDITURES - - (69) (69)
OTHER FINANCING SOURCES (USES):

Transfers in - - 280 280
Total other financing sources (uses) - - 280 280
Net change in fund balances $ - - $ 211 211 $
FUND BALANCES:

Beginning of year 24,760
End of year $ 24,971
Budget Amounts
143

Page 273 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Woodhaven - Maintenance District Special Revenue Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (96) $ (96) Total revenues - - (96) (96)
EXPENDITURES:

Current:

Community development - - 1,339 (1,339)
Total expenditures - - 1,339 (1,339)

REVENUES OVER (UNDER)
EXPENDITURES - - (1,435) 1,243
OTHER FINANCING SOURCES (USES):

Transfers in - - 279 279
Total other financing sources (uses) - - 279 279
Net change in fund balances $ - - $ (1,156) 1,522 $
FUND BALANCES:

Beginning of year 18,412
End of year $ 17,256
Budget Amounts
144

Page 274 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Sierra Parks - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 2,021 $ 2,021 $
Total revenues - - 2,021 2,021
EXPENDITURES:

Current:

Community development - - 8,313 (8,313)
Total expenditures - - 8,313 (8,313)

REVENUES OVER (UNDER)
EXPENDITURES - - (6,292) (6,292)
OTHER FINANCING SOURCES (USES):

Transfers in - - 4,210 4,210
Total other financing sources (uses) - - 4,210 4,210
Net change in fund balances $ - - $ (2,082) (2,082) $
FUND BALANCES:

Beginning of year (143)
End of year $ (2,225)
Budget Amounts
145

Page 275 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Shaffer Lakes East - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 12,435 $ 12,435 $
Fines, forfeitures and assessments - - (594) (594)
Total revenues - - 11,841 11,841
EXPENDITURES:

Community development - - 9,612 (9,612)
Total expenditures - - 9,612 (9,612)

REVENUES OVER (UNDER)
EXPENDITURES - - 2,229 2,229
OTHER FINANCING SOURCES (USES):

Transfers in - - 1,460 1,460
Total other financing sources (uses) - - 1,460 1,460
Net change in fund balances $ - - $ 3,689 3,689 $
FUND BALANCES:

Beginning of year 102,569
End of year $ 106,258
Budget Amounts
146

Page 276 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Price Annexation - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 55,593 $ 55,593 $
Fines, forfeitures and assessments - - (123) (123)
Total revenues - - 55,470 55,470
EXPENDITURES:

Current:

Community development - - 104,485 (104,485)
Total expenditures - - 104,485 (104,485)

REVENUES OVER (UNDER)
EXPENDITURES - - (49,015) (49,015)
OTHER FINANCING SOURCES (USES):

Transfers in - - 46,774 46,774
Total other financing sources (uses) - - 46,774 46,774
Net change in fund balances $ - - $ (2,241) (2,241) $
FUND BALANCES:

Beginning of year 17,324
End of year $ 15,083
Budget Amounts
147

Page 277 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Sandalwood Square - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 7,073 $ 7,073 $
Fines, forfeitures and assessments - - (95) (95)
Total revenues - - 6,978 6,978
EXPENDITURES:

Current:

Community development - - 9,893 (9,893)
Total expenditures - - 9,893 (9,893)

REVENUES OVER (UNDER)
EXPENDITURES - - (2,915) (2,915)
OTHER FINANCING SOURCES (USES):

Transfers in - - 3,674 3,674
Total other financing sources (uses) - - 3,674 3,674
Net change in fund balances $ - - $ 759 759 $
FUND BALANCES:

Beginning of year 15,580
End of year $ 16,339
Budget Amounts
148

Page 278 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Pajaro Dunes - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 3,440 $ 3,440 $
Fines, forfeitures and assessments - - (239) (239)
Total revenues - - 3,201 3,201
EXPENDITURES:

Current:

Community development - - 6,065 (6,065)
Total expenditures - - 6,065 (6,065)

REVENUES OVER (UNDER)
EXPENDITURES - - (2,864) (2,864)
OTHER FINANCING SOURCES (USES):

Transfers in - - 1,057 1,057
Total other financing sources (uses) - - 1,057 1,057
Net change in fund balances $ - - $ (1,807) (1,807) $
FUND BALANCES:

Beginning of year 44,910
End of year $ 43,103
Budget Amounts
149

Page 279 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Redwood Estates - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 3,630 $ 3,630 $
Fines, forfeitures and assessments - - (355) (355)
Total revenues - - 3,275 3,275
EXPENDITURES:

Current:

Community development - - 8,982 (8,982)
Total expenditures - - 8,982 (8,982)

REVENUES OVER (UNDER)
EXPENDITURES - - (5,707) (5,707)
OTHER FINANCING SOURCES (USES):

Transfers in - - 3,276 3,276
Total other financing sources (uses) - - 3,276 3,276
Net change in fund balances $ - - $ (2,431) (2,431) $
FUND BALANCES:

Beginning of year 66,523
End of year $ 64,092
Budget Amounts
150

Page 280 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Cottage Gardens - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 402 $ 402 $
Fines, forfeitures and assessments - - (153) (153)
Total revenues - - 249 249
EXPENDITURES:

Current:

Community development - - 3,108 (3,108)
Total expenditures - - 3,108 (3,108)

REVENUES OVER (UNDER)
EXPENDITURES - - (2,859) (2,859)
OTHER FINANCING SOURCES (USES):

Transfers in - - 594 594
Total other financing sources (uses) - - 594 594
Net change in fund balances $ - - $ (2,265) (2,265) $
FUND BALANCES:

Beginning of year 29,971
End of year $ 27,706
Budget Amounts
151

Page 281 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Airport Business Park - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 5,374 $ 5,374 $
Fines, forfeitures and assessments - - (72) (72)
Total revenues - - 5,302 5,302
EXPENDITURES:

Current:

Community development - - 5,139 (5,139)
Total expenditures - - 5,139 (5,139)

REVENUES OVER (UNDER)
EXPENDITURES - - 163 163
OTHER FINANCING SOURCES (USES):

Transfers in - - 3,369 3,369
Total other financing sources (uses) - - 3,369 3,369
Net change in fund balances $ - - $ 3,532 3,532 $
FUND BALANCES:

Beginning of year 8,964
End of year $ 12,496
Budget Amounts
152

Page 282 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Silva Ranch - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (398) $ (398) Total revenues - - (398) (398)
EXPENDITURES:

Current:

Community development - - 13,102 (13,102)
Total expenditures - - 13,102 (13,102)

REVENUES OVER (UNDER)
EXPENDITURES - - (13,500) (13,500)
OTHER FINANCING SOURCES (USES):

Transfers in - - 364 364
Total other financing sources (uses) - - 364 364
Net change in fund balances $ - - $ (13,136) (13,136) $ FUND BALANCES:

Beginning of year 84,938
End of year $ 71,802
Budget Amounts
153

Page 283 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Mello Ranch - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 7,966 $ 7,966 $
Fines, forfeitures and assessments - - (476) (476)
Total revenues - - 7,490 7,490
EXPENDITURES:

Current:

Community development - - 17,533 (17,533)
Total expenditures - - 17,533 (17,533)

REVENUES OVER (UNDER)
EXPENDITURES - - (10,043) (10,043)
OTHER FINANCING SOURCES (USES):

Transfers in - - 1,184 1,184
Total other financing sources (uses) - - 1,184 1,184
Net change in fund balances $ - - $ (8,859) (8,859) $
FUND BALANCES:

Beginning of year 93,448
End of year $ 84,589
Budget Amounts
154

Page 284 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Camelia Estates - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (121) $ (121) Total revenues - - (121) (121)
EXPENDITURES:

Current:

Community development - - 1,846 (1,846)
Total expenditures - - 1,846 (1,846)

REVENUES OVER (UNDER)
EXPENDITURES - - (1,967) (1,967)
OTHER FINANCING SOURCES (USES):

Transfers in - - 312 312
Total other financing sources (uses) - - 312 312
Net change in fund balances $ - - $ (1,655) (1,655) $
FUND BALANCES:

Beginning of year 23,387
End of year $ 21,732
Budget Amounts
155

Page 285 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Juniper Meadows - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ - $ - $
Fines, forfeitures and assessments - - (77) (77)
Total revenues - - (77) (77)
EXPENDITURES:

Current:

Community development - - 1,973 (1,973)
Total expenditures - - 1,973 (1,973)

REVENUES OVER (UNDER)
EXPENDITURES - - (2,050) (2,050)
OTHER FINANCING SOURCES (USES):

Transfers in - - 2,768 2,768
Total other financing sources (uses) - - 2,768 2,768
Net change in fund balances $ - - $ 718 718 $
FUND BALANCES:

Beginning of year 12,436
End of year $ 13,154
Budget Amounts
156

Page 286 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Camelia Meadows - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ - $ - $
Fines, forfeitures and assessments - - (218) (218)
Total revenues - - (218) (218)
EXPENDITURES:

Current:

Community development - - 5,110 (5,110)
Total expenditures - - 5,110 (5,110)

REVENUES OVER (UNDER)
EXPENDITURES - - (5,328) (5,328)
OTHER FINANCING SOURCES (USES):

Transfers in - - 312 312
Total other financing sources (uses) - - 312 312
Net change in fund balances $ - - $ (5,016) (5,016) $
FUND BALANCES:

Beginning of year 44,322
End of year $ 39,306
Budget Amounts
157

Page 287 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Stone Creek - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 10,490 $ 10,490 $
Fines, forfeitures and assessments - - (878) (878)
Total revenues - - 9,612 9,612
EXPENDITURES:

Current:

Community development - - 22,175 (22,175)
Total expenditures - - 22,175 (22,175)

REVENUES OVER (UNDER)
EXPENDITURES - - (12,563) (12,563)
OTHER FINANCING SOURCES (USES):

Transfers in - - 949 949
Total other financing sources (uses) - - 949 949
Net change in fund balances $ - - $ (11,614) (11,614) $ FUND BALANCES:

Beginning of year 168,782
End of year $ 157,168
Budget Amounts
158

Page 288 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual America West - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (323) $ (323) Total revenues - - (323) (323)
EXPENDITURES:

Current:

Community development - - 2,401 (2,401)
Total expenditures - - 2,401 (2,401)

REVENUES OVER (UNDER)
EXPENDITURES - - (2,724) (2,724)
OTHER FINANCING SOURCES (USES):

Transfers in - - 415 415
Total other financing sources (uses) - - 415 415
Net change in fund balances $ - - $ (2,309) (2,309) $
FUND BALANCES:

Beginning of year 60,655
End of year $ 58,346
Budget Amounts
159

Page 289 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Bell Crossing - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 2,954 $ 2,954 $
Fines, forfeitures and assessments - - (62) (62)
Total revenues - - 2,892 2,892
EXPENDITURES:

Current:

Community development - - 17,454 (17,454)
Total expenditures - - 17,454 (17,454)

REVENUES OVER (UNDER)
EXPENDITURES - - (14,562) 20,346
OTHER FINANCING SOURCES (USES):

Transfers in - - 1,875 1,875
Total other financing sources (uses) - - 1,875 1,875
Net change in fund balances $ - - $ (12,687) 22,221 $
FUND BALANCES:

Beginning of year 23,641
End of year $ 10,954
Budget Amounts
160

Page 290 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Atwater South - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 650 $ 650 $
Fines, forfeitures and assessments - - (594) (594)
Total revenues - - 56 56
EXPENDITURES:

Current:

Community development - - 22,652 (22,652)
Total expenditures - - 22,652 (22,652)

REVENUES OVER (UNDER)
EXPENDITURES - - (22,596) 22,708
OTHER FINANCING SOURCES (USES):

Transfers in - - 1,638 1,638
Total other financing sources (uses) - - 1,638 1,638
Net change in fund balances $ - - $ (20,958) 24,346 $
FUND BALANCES:

Beginning of year 127,424
End of year $ 106,466
Budget Amounts
161

Page 291 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Beluga Court - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ - $ - $
Fines, forfeitures and assessments - - (36) (36)
Total revenues - - (36) (36)
EXPENDITURES:

Current:

Community development - - 120 (120)
Total expenditures - - 120 (120)

REVENUES OVER (UNDER)
EXPENDITURES - - (156) 84
OTHER FINANCING SOURCES (USES):

Transfers in - - 15 15
Total other financing sources (uses) - - 15 15
Net change in fund balances $ - - $ (141) 99 $
FUND BALANCES:

Beginning of year 6,673
End of year $ 6,532
Budget Amounts
162

Page 292 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Mello Ranch 2 - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 13,677 $ 13,677 $
Fines, forfeitures and assessments - - (1,092) (1,092)
Total revenues - - 12,585 12,585
EXPENDITURES:

Current:

Community development - - 18,765 (18,765)
Total expenditures - - 18,765 (18,765)

REVENUES OVER (UNDER)
EXPENDITURES - - (6,180) (6,180)
OTHER FINANCING SOURCES (USES):

Transfers in - - 986 986
Total other financing sources (uses) - - 986 986
Net change in fund balances $ - - $ (5,194) (5,194) $
FUND BALANCES:

Beginning of year 201,077
End of year $ 195,883
Budget Amounts
163

Page 293 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Meadow View - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (524) $ (524) Total revenues - - (524) (524)
EXPENDITURES:

Current:

Community development - - 17,865 (17,865)
Total expenditures - - 17,865 (17,865)

REVENUES OVER (UNDER)
EXPENDITURES - - (18,389) (18,389)
OTHER FINANCING SOURCES (USES):

Transfers in - - 754 754
Total other financing sources (uses) - - 754 754
Net change in fund balances $ - - $ (17,635) (17,635) $ FUND BALANCES:

Beginning of year 111,856
End of year $ 94,221
Budget Amounts
164

Page 294 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Aspenwood - Maintenance District Special Revenue Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 6 $ 6 $
Fines, forfeitures and assessments - - (615) (615)
Total revenues - - (609) (609)
EXPENDITURES:

Current:

Community development - - 9,551 (9,551)
Total expenditures - - 9,551 (9,551)

REVENUES OVER (UNDER)
EXPENDITURES - - (10,160) (10,160)
OTHER FINANCING SOURCES (USES):

Transfers in - - 377 377
Total other financing sources (uses) - - 377 377
Net change in fund balances $ - - $ (9,783) (9,783) $
FUND BALANCES:

Beginning of year 122,199
End of year $ 112,416
Budget Amounts
165

Page 295 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Applegate Ranch - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 3,933 $ 3,933 $
Fines, forfeitures and assessments - - (165) (165)
Total revenues - - 3,768 3,768
EXPENDITURES:

Current:

Community development - - 8,086 (8,086)
Total expenditures - - 8,086 (8,086)

REVENUES OVER (UNDER)
EXPENDITURES - - (4,318) (4,318)
OTHER FINANCING SOURCES (USES):

Transfers in - - 523 523
Total other financing sources (uses) - - 523 523
Net change in fund balances $ - - $ (3,795) (3,795) $
FUND BALANCES:

Beginning of year 33,148
End of year $ 29,353
Budget Amounts
166

Page 296 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Reserve - Maintenance District Special Revenue Fund
For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ - $ - $
Fines, forfeitures and assessments - - (72) (72)
Total revenues - - (72) (72)
EXPENDITURES:

Current:

Community development - - 157 (157)
Total expenditures - - 157 (157)

REVENUES OVER (UNDER)
EXPENDITURES - - (229) (229)
OTHER FINANCING SOURCES (USES):

Transfers in 136,775 136,775 126 (136,649)
Total other financing sources (uses) 136,775 136,775 126 (136,649) Net change in fund balances $ 136,775 136,775 $ (103) (136,878) $ FUND BALANCES:

Beginning of year 13,089
End of year $ 12,986
Budget Amounts
167

Page 297 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual CFD Districts - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 599,011 $ 599,011 $
Fines, forfeitures and assessments 100 100 (572) (672)
Total revenues 100 100 598,439 598,339
EXPENDITURES:

Current:

Public safety ----
Community development 643,036 643,036 601,761 41,275
Capital outlay:

General capital outlay 50,000 50,000 49,008 992
Total expenditures 693,036 693,036 650,769 42,267

REVENUES OVER (UNDER)
EXPENDITURES (692,936) (692,936) (52,330) 640,606
Net change in fund balances $ (692,936) (692,936) $ (52,330) 640,606 $ FUND BALANCES:

Beginning of year 123,393
End of year $ 71,063
Budget Amounts
168

Page 298 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Simon Annexation Lighting District - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ $ (71) $ (71) Total revenues - - (71) (71)
EXPENDITURES:

Current:

Community development - - 33 (33)
Total expenditures - - 33 (33)

REVENUES OVER (UNDER)
EXPENDITURES - - (104) (104)
OTHER FINANCING SOURCES (USES):

Transfers in - - 1,045 1,045
Total other financing sources (uses) - - 1,045 1,045
Net change in fund balances $ - - $ 941 941 $
FUND BALANCES:

Beginning of year 11,633
End of year $ 12,574
Budget Amounts
169

Page 299 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Simon Annexation Landscaping District - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Fines, forfeitures and assessments $ - - $ (34 $ (34 ) $ ) Total revenues - - (34) (34)
EXPENDITURES:

Current:

Community development - - 60 (60)
Total expenditures - - 60 (60)

REVENUES OVER (UNDER)
EXPENDITURES - - (94) (94)
OTHER FINANCING SOURCES (USES):

Transfers in - - 4 4
Total other financing sources (uses) - - 4 4
Net change in fund balances $ - - $ (90) (90) $
FUND BALANCES:

Beginning of year 6,319
End of year $ 6,229
Budget Amounts
170

Page 300 of 450 ends

City of Atwater
Statement of Revenues, Expenditures and Changes in Fund Balances - Budget and Actual Juniper Meadows 2 Lighting District - Maintenance District Special Revenue Fund For the year ended June 30, 2022
Variance with
Final Budget
Actual Positive
Original Final Amounts (Negative)
REVENUES:

Taxes $ - - $ 2,333 $ 2,333 $
Fines, forfeitures and assessments - - (69) (69)
Total revenues - - 2,264 2,264
EXPENDITURES:

Current:

Community development - - 238 (238)
Total expenditures - - 238 (238)

REVENUES OVER (UNDER)
EXPENDITURES - - 2,026 2,026
OTHER FINANCING SOURCES (USES):

Transfers in - - 2,749 2,749
Total other financing sources (uses) - - 2,749 2,749
Net change in fund balances $ - - $ 4,775 4,775 $
FUND BALANCES:

Beginning of year 6,794
End of year $ 11,569
Budget Amounts
171

Page 301 of 450 ends

City of Atwater
Combining Statement of Net Position
Internal Service Funds
June 30, 2022
Building Employee Risk Information
Maintenance Benefits Management Technology Totals
ASSETS
Current Assets:

Cash and investments $ 793,223 633,594 $ 927,586 $ 467,294 $ $ 2,821,697 Receivables:

Accounts - - - - -
Interest 628 816 813 442 2,699
Other 3,980 3,230 - - 7,210
Due from other funds - - - - -
Prepaid expenses 114 4,697 - 71,536 76,347
Total current assets 638,316 801,966 928,399 539,272 2,907,953 Noncurrent:

Capital assets:

Depreciable 1,980,589 - 103,094 601,348 2,685,031
Less accumulated depreciation (1,220,569) - (38,662) (516,684) (1,775,915) Net capital assets 760,020 - 64,432 84,664 909,116
Total noncurrent assets 760,020 - 64,432 84,664 909,116 Total assets 801,966 1,398,336 992,831 623,936 3,817,069

LIABILITIES
Current liabilities:

Accounts payable 78,551 11,070 23,218 24,239 137,078
Accrued payroll 6,291 --- 6,291
Compensated absences - current 2,778 - - - 2,778
Total current liabilities 87,620 11,070 23,218 24,239 146,147 Noncurrent liabilities:

Compensated absences 13,222 - - - 13,222
Total noncurrent liabilities 13,222 - - - 13,222
Total liabilities 11,070 100,842 23,218 24,239 159,369

NET POSITION
Net investment in capital assets 760,020 - 64,432 84,664 909,116 Restricted for capital projects ---- -
Unrestricted 537,474 790,896 905,181 515,033 2,748,584
Total net position $ 790,896 1,297,494 $ 969,613 $ 599,697 $ 3,657,700 $ 172

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City of Atwater
Combining Statement of Revenues, Expenditures and Changes in Net Position Internal Service Funds
For the year ended June 30, 2022
Building Employee Risk Information
Maintenance Benefits Management Technology Totals
OPERATING REVENUES:

Interdepartmental charges $ 710,458 1,456,905 $ 1,294,987 $ 771,098 $ 4,233,448 $ Other operating revenue 2,729 54,869 97,686 - 155,284
Total operating revenues 765,327 1,459,634 1,392,673 771,098 4,388,732 OPERATING EXPENSES:

Salaries and benefits 310,114 50,000 - 131,702 491,816
Contractual services 257,312 22,450 73,432 148,008 501,202 Materials and supplies 7,742 - - - 7,742
Repairs and maintenance 708,706 - - - 708,706
Utilities 109,297 - - - 109,297
Insurance - 676,526 1,188,988 - 1,865,514
Other operating costs (18,001) - 2,445 209,338 193,782
Depreciation 81,805 - 3,143 60,728 145,676
Total operating expenses 748,976 1,456,975 1,268,008 549,776 4,023,735 Operating income (loss) 16,351 2,659 124,665 221,322 364,997 NONOPERATING REVENUES (EXPENSES):

Intergovernmental revenues (expenses) (4,200) - - - (4,200) Interest revenue 723 (4,518) (5,561) (2,623) (11,979)
Total nonoperating revenues (expenses) (4,518) (3,477) (5,561) (2,623) (16,179) Income before contributions and transfers 11,833 (818) 119,104 218,699 348,818 CONTRIBUTIONS AND TRANSFERS:

Transfers in 100,000 100,000 - - 200,000
Transfers out - (50,000) - - (50,000)
Total contributions and transfers 50,000 100,000 - - 150,000 Change in net position 61,833 99,182 119,104 218,699 498,818 NET POSITION:

Beginning of year, as restated 1,198,312 729,063 850,509 380,998 3,158,882 End of year $ 790,896 1,297,494 $ 969,613 $ 599,697 $ 3,657,700 $ 173

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Cash received from customers and users 1,481,75 $ 758,488 1 $ 1,413,780 $ 753,664 $ 4,407,683 $ Cash paid to suppliers for goods and services (1,068,228) (691,502) (1,249,216) (351,892) (3,360,838) Cash paid to employees for services (290,803) (50,000) - (141,543) (482,346) Net cash provided by (used in) operating activities 16,986 122,720 164,564 260,229 564,499 CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES:

Cash transfers in 100,000 100,000 - - 200,000
Advance from other funds -
Subsidy from grants (4,200) --- (4,200)
Net cash provided by (used in)
noncapital financing activities 50,000 95,800 - - 145,800 CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES:

Purchase of capital assets (115,690) - -1 (115,689)
Net cash provided by (used in)
capital and related financing activities - (115,690) - 1 (115,689) CASH FLOWS FROM INVESTING ACTIVITIES:

Interest received 723 (4,518) (5,561) (2,623) (11,979)
Net cash provided by (used in) investing activities (4,518) 723 (5,561) (2,623) (11,979) Net cash flows 62,468 103,553 159,003 257,607 582,631
CASH AND INVESTMENTS - Beginning of year 730,755 530,041 768,583 209,687 2,239,066 CASH AND INVESTMENTS - End of year $ 793,223 633,594 $ 927,586 $ 467,294 $ 2,821,697 $

RECONCILIATION OF OPERATING INCOME (LOSS) TO NET
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES:

Operating income (loss) $ 16,35 2,659 $ 124,665 1 $ 221,322 $ 364,997 $ Adjustments to reconcile operating income (loss) to
net cash provided by (used in) operating activities:

Depreciation 81,805 - 3,143 60,728 145,676
(Increase) decrease in accounts receivable 22,117 (2,142) 21,107 417 41,499 (Increase) decrease in prepaid expense - (4,697) - (17,851) (22,548) Increase (decrease) in accounts payable 14,829 7,474 15,649 5,454 43,406 Increase (decrease) in accrued payroll 1,733 - - (2,420) (687) Increase (decrease) in compensated absences (423) -- (7,421) (7,844) Net cash provided by (used in) operating activities $ 16,986 122,720 $ 164,564 $ 260,229 $ 564,499 $ 174

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City of Atwater
Combining Statement of Fiduciary Net Position
Custodial Funds
June 30, 2022
Section 125 Community Total
Section 125 Dependent Facility District Custodial
Medical Care No.1 Funds
ASSETS
Cash and investments held for others, restricted $ - 2,023 $ 129,834 $ $ 131,857 Interest receivables - - 146 146
Total assets - 2,023 129,980 132,003

LIABILITIES
Other Liabilities - 2,023 - 2,023
Total liabilities - 2,023 - 2,023

NET POSITION
Restricted for
Bondholders - - 129,980 129,980
Total net position $ - - $ 129,980 $ 129,980 $
175

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City of Atwater
Combining Statement of Changes in Fiduciary Net Position Custodial Funds
For the year ended June 30, 2022
Section 125 Community Total
Section 125 Dependent Facility District Custodial
Medical Care No.1 Funds

ADDITIONS
Property taxes revenue $ - - $ - $ $ -
Interest income - - (716) (716)
Total additions - - (716) (716)

DELETIONS
Urban Development and Housing - - - -
Total deletions - - - -
Changes in net position - - (716) (716)
Beginning of the year, as restated - - 98,697 98,697
End of year - $ - $ 97,981 $ 97,981 $
176

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City of Atwater
Schedule of Debt Service Coverage
June 30, 2022 and 2021
2022 2021
Service charges $ 11,051,639 11,386,274 $
Connection fees 335,813 317,176
Total service charges 11,368,815 11,722,087
Investment income 49,714 88,905
Other income 12,878 7,193
Total miscellaneous revenue 62,592 96,098
Total Revenue $ 11,464,913 11,784,679 $
Personnel costs 1,074,520 1,433,572
Supplies (1) 131,290 108,396
Professional Services (2) 2,344,229 1,816,868
Wastewater Treatment Plant Mgmt. Service (3) 2,004,910 2,065,281 Other Charges (1), (4) 516,299 584,188
Total Operations and Maintenance 6,008,305 6,071,248
Net Revenue Available For Debt Service $ 5,456,608 5,713,431 $ Debt service:
2008 Wastewater Bond $ - - $
2010 Wastewater Bond - -
2011 Wastewater Bond - -
2017A Wastewater Revenue Refunding Bonds 3,506,636 3,293,535 2018A Wastewater Revenue Refunding Bonds 1,137,049 1,126,412 Total debt service $ 4,419,947 4,643,685 $
Net Revenue After Debt Service
Calculated coverage 1.23 1.32
Meets covenant restrictions Yes Yes
Notes:
(1) Includes Entries for Both Sewer Enterprise Fund and Wastewater Treatment Plant.

Capital Expenses are funded by transfers from the Sewer Enterprise Capital Fund (2) Includes Communications, Utilities, Memberships, Subscriptions, Travel, Conference, Meetings, Training, Rents, Leases and Miscellaneous
(3) Paid to Private Operator
(4) Includes Equipment, Streets, Water, Parks and Building Maintenance The City has covenanted in the Installment Sale Agreement, to the extent permitted by law, to fix, prescribe and collect rates and charges for the Wastewater System, respectively, which will be at least sufficient to yield "Net Revenues" equal to 120% of debt service (including the Installment Payments and debt service on other Parity Debt) coming due and payable during such Fiscal Year.
177

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CITY COUNCIL

AGENDA REPORT

MEETING
DATE:

May 8, 2023
TO: Mayor and City Council
FROM: Greg Thompson, Community Development Director

PREPARED
BY:

Christina Thurman, Executive Assistant
SUBJECT: Awarding Professional Services Agreement to De Novo Planning Group for the preparation of the Comprehensive General Plan Update and Master Environmental Impact Report (Community Development Director Thompson)

RECOMMENDED COUNCIL ACTION
Motion to award a Professional Services Agreement, in a form approved by the City Attorney, to De Novo Planning of El Dorado Hills, California, in an amount not to exceed $1,601,088.00; and authorize the City Manager, or her designee, to execute the agreement on behalf of the City; or
Motion to approve staff's recommendation as presented.

I. BACKGROUND/ANALYSIS:

BACKGROUND:

State planning and zoning law ( California Government Code Section 65000 et seq.) requires all counties and cities to prepare and maintain a general plan for the long-term growth, development, and management of the land within the jurisdiction’s planning boundaries. The general plan acts as a “constitution” for development and is the jurisdiction’s lead legal document in relation to growth, development, and resource management issues. Development regulations ( e.g., zoning and subdivision standards) are required by law to be consistent with the general plan.

State planning and zoning law also establishes that zoning ordinances are required to be consistent with the general plan and any applicable specific plans, area plans, master plans, and other related planning documents. When amendments to the general plan are made, corresponding changes in the zoning ordinance may be required within a reasonable time to ensure consistency between the revised land use designations in the general plan (if any) and the permitted uses or development standards of the zoning ordinances ( Gov. Code Section 65860, subd. [c]).

CITY COUNCIL
Mike Nelson, Mayor
Danny Ambriz Tyler Button
John Cale Brian Raymond

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Agenda Report - Page 2

The General Plan is the basis for a variety of regulatory mechanisms and administrative procedures. California planning law requires consistency between the General Plan and its implementation programs. Implementation programs and regulatory systems of the General Plan include zoning and subdivision ordinances, capital improvement programs, specific plans, environmental impact procedures, and building and housing codes.

This policy document contains the goals and policies that will guide future decisions within the City. It also identifies a full set of implementation programs that will ensure the goals and policies identified are carried out, and it includes the City’s Land Use Map, which guides development patterns throughout Atwater. The General Plan Policy document is complemented by the Existing Conditions Report. The Existing Conditions Report provides a summary of a range of conditions in Atwater and provides a baseline framework for the development of the General Plan’s goals, policies, and implementation programs.

The State requires that General plans must address a broad range of topics, including at minimum, the following mandatory elements: land use, circulation, housing, conservation, open space, noise, air quality/greenhouse gas and safety. General Plans must also address the topics of environmental justice, climate change, and resiliency planning, either as a separate element or as part of other required elements. At the discretion of each jurisdiction, the general plan may combine these elements and may add optional elements relevant to the physical features of the jurisdiction.

Each of these elements contains a series of goals, policies, and actions. The goals, policies, and actions provide guidance to the City on how to direct change, manage growth, and manage resources over the 20-year life of the General Plan.

ANALYSIS:

The City of Atwater’s General Plan was last comprehensively updated and adopted in 2000. In late 2019, into early 2020, staff embarked on the task to start the General Plan Update. Unfortunately, due to the COVID-19 Pandemic and staff changes, this effort was placed on a brief pause until 2023, when staff prepared and released a Request for Proposals (RFP).

The City posted its RFP on the City’s website on February 6, 2023, and routed the RFP to eight (8) different planning organizations throughout the State of California and requested it be posted on the RFP exchange platforms. One (1) proposal was received; and that was from De Novo Planning Group.

The proposal received was evaluated based on responsiveness to the RFP, qualifications of the firm and key personnel; quality, flexibility, and familiarity with the identified scope of work; approach and ability to provide the requested scope of services; and cost proposal.

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Agenda Report - Page 3

Staff recommends City Council award De Novo Planning Group with a Professional Services Agreement (EXHIBIT “A”) and authorize the City Manager or designee to execute the agreement on behalf of the City.

II. FISCAL IMPACTS:

Sufficient funding for this service is available in the Fiscal Year 2022-23 Budget General Fund, General Plan Update, Professional Services expense, account number 1041- 4010-3030. This item has been reviewed by the Finance Department.

III. LEGAL REVIEW:

This item has been reviewed by the City Attorney's Office.

IV. EXISTING POLICY:

This item is consistent with goal numbers one (1) through six (6) of the City's Strategic Plan.

V. ALTERNATIVES:

None
VI. INTERDEPARTMENTAL COORDINATION:

This item has been reviewed by all departments.

VII. PUBLIC PARTICIPATION:

The public will have an opportunity to provide comments on this item prior to City Council action.

VIII. ENVIRONMENTAL REVIEW:

This action contemplates a full environmental analysis.

IX. STEPS FOLLOWING APPROVAL:

Following the City Council's approval for award, staff will work with the City Manager or her designee to execute a professional services agreement, hold a project kick-off meeting and issue a notice to proceed, with acquisition services to follow.

Submitted by:

Greg Thompson, Community Development Director
Approved by:

Lori Waterman, City Manager

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Agenda Report - Page 4

Attachments:

1. Atwater GP Proposal_FINAL_DeNovo

2. Budget_Atwater GP_EIR_DeNovo

3. Professional Services Agreement- De Novo Planning-c1

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CITY OF ATWATER

PROPOSAL TO PREPARE THE ATWATER GENERAL PLAN UPDATE AND

MASTER EIR
De Novo Planning Group
A Land Use Planning, Design, and Environmental Firm
SUBMITTED ON:

March 23, 2023
SUBMITTED TO:

City of Atwater
Tina Thurman, Executive Asst.
750 Bellevue Road
Atwater, CA 95301
SUBMITTED BY:

De Novo Planning Group
Contact: Ben Ritchie, Principal
1020 Suncast Ln #106
El Dorado Hills, CA 95762
(916) 949-3231
IN ASSOCIATION WITH:

Fehr & Peers
BAE Urban Economics
West Yost
Peak and Associates
Saxelby Acoustics

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D e N o v o P l a n n i n g G r o u p
A L a n d U s e P l a n n i n g , D e s i g n , a n d E n v i r o n m e n t a l F i r m

D E N O V O P L A N N I N G G R O U P
1 0 2 0 S U N C A S T LA NE , S U IT E 1 0 6 , E L D O RA D O H I LLS , C A 9 5 7 6 2 b r i t c h i e@ d e n o vo p l a n n i n g . c om | ( 9 1 6 ) 949- 3231 March 21, 2023
Tina Thurman, Executive Assistant
City of Atwater
750 Bellevue Road
Atwater, CA 95301
SUBJECT: Proposal to Prepare the Atwater General Plan Update and Master EIR Dear Ms. Thurman:

Speaking on behalf of the entire De Novo Planning Team, we would like to thank you for the opportunity to submit this proposal to comprehensively update the City of Atwater’s General Plan, and prepare the corresponding Master EIR. Based on our past work and knowledge of the unique needs of growing cities in the Central Valley, our review of the existing General Plan, and extensive recent experience preparing a wide range of planning and environmental projects throughout the region, we are confident that we have assembled a first-class team to undertake this exciting project and deliver the City with a world-class General Plan and EIR within a very competitively priced budget and schedule.

Our team will provide the City with an energetic and dedicated group of professionals with exceptional skills and qualifications. We are 100% committed to this project and will allocate our resources and energy in a way that will exceed all expectations, leaving the City with a useful General Plan that satisfies the community and your elected officials. Our goal is to serve as an extension of your staff in a capacity that will provide the tools, research, and professional knowledge to help craft a General Plan that will implement the vision of the City Council, staff, and the community.

We take tremendous pride in our ability to not only craft exceptional general plans, but to also prepare a useful and legally defensible EIR, which will serve the City well for years to come. We propose to craft the General Plan to be a self-mitigating document, wherein the policies and actions contained in the General Plan will also serve as implementing mitigation measures to be applied at the project level during the processing of subsequent applications and City programs. This proven approach has been very successful in reducing the burdens placed on staff and the development community following general plan adoption.

De Novo Planning Group would serve as the prime consultant for this contract with the City. We are joined by our excellent team of subconsultants, including Fehr & Peers (traffic), BAE Urban Economics, West Yost (infrastructure), Peak and Associates (cultural), and Saxelby Acoustics(noise). This project team has worked together on numerous recent General Plan Updates and EIRs, including the cities of Manteca, Milpitas, and Lathrop, to name just a few.

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To: M s . T i n a Th u r m an , E x e cu t i v e A ss i s ta n t S u b je c t : P r o p o s a l t o p r e pa r e t he A t wa t e r Ge n e r al P l a n U p d at e a nd M a s t e r EIR D a t e : M a r c h 2 1, 20 2 3

D E N O V O P L A N N I N G G R O U P
1 0 2 0 S U N C A S T LA NE , S U IT E 1 0 6 , E L D O RA D O H I LLS , C A 9 5 7 6 2 b r i t c h i e@ d e n o vo p l a n n i n g . c om | ( 9 1 6 ) 949- 3231 Our team is led by De Novo Principal, Ben Ritchie, who will serve as the manager and principal in charge for this project. Mr. Ritchie is an owner/officer with the firm, and is authorized to negotiate on the firm’s behalf. Mr. Ritchie’s contact information is provided in the footer of this page.

We have structured this scope of work to best meet the City’s needs, as we understand them. However, I would like to emphasize that we are more than happy to work collaboratively with the City to refine this scope of work and approach to best meet the City’s needs and expectations for this very important project.

We have reviewed the City’s professional services agreement and insurance requirements, we can comply with all provisions, and we request no changes or deviations.

We look forward to the opportunity to meet with you either in person or via video call to further discuss our proposal and our approach to the preparation of your General Plan and EIR. If you have any questions regarding this submittal, please do not hesitate to contact me at (916) 949-3231 or at [email protected].

Sincerely,

DE NOVO PLANNING GROUP
Ben Ritchie, Principal

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Atwater General Plan Update and EIR Proposal
De Novo Planning Group 3
i
i
i i

TABLE OF CONTENTS
INTRODUCTION 1
TEAM ORGANIZATION AND STAFFING 8
DE NOVO KEY STAFF 8
SUBCONSULTANTS 10
PROJECT ROLES AND ORGANIZATION 15
REPRESENTATIVE PROJECT EXPERIENCE 16
SCOPE OF WORK 22
TASK 1 – PROJECT INITIATION AND FINAL WORK PLAN 23
TASK 2 – COMMUNITY OUTREACH AND PARTICIPATION 23
TASK 3 – EXISTING CONDITIONS REPORT 27
TASK 4- ISSUES, OPPORTUNITIES, AND LAND USE ALTERNATIVES 31 TASK 5 –GENERAL PLAN UPDATE 34
TASK 6- ZONING CODE UPDATE 38
TASK 7- ENVIRONMENTAL IMPACT REPORT 39
TASK 8- MEETINGS, HEARINGS, AND PROJECT MANAGEMENT 43
SCHEDULE 44

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Atwater General Plan Update and EIR Proposal
De Novo Planning Group 1

INTRODUCTION

PROJECT UNDERSTANDING
The City of Atwater is seeking a qualified consulting firm who has demonstrated and relevant General Plan Update experience, to prepare a comprehensive update to the City’s General Plan and prepare a Master EIR in compliance with CEQA.

The successful consultant team must be familiar with the unique needs of growing communities in the Central Valley, and must have demonstrated success implementing a wide range of community outreach and participation tools, in order to maximize meaningful public participation, gain community support, and ensure that the Plan carries forward the vision and values of Atwater residents, businesses, and leadership. As demonstrated throughout this proposal, the De Novo team is uniquely well-qualified to undertake this project. Our project team has completed comprehensive General Plan updates for the cities of Lathrop and Manteca, and we are currently working on General Plan efforts with the cities of Hughson and Clovis.

The City is seeking a firm that will lead and manage all aspects of the General Plan Update, while coordinating with staff, the public, the Planning Commission, and the City Council. The successful firm will be able to complete this comprehensive work effort within a reasonable schedule and will maintain strict adherence to the project budget. The General Plan shall be prepared in accordance with State of California General Plan Guidelines and with California Government Code Section 65350 et seq. The Master EIR shall be completed in accordance with the Public Resources Code and applicable CEQA Guidelines.

The City’s General Plan was last comprehensively updated in 2000, with exception of the Housing Element, which has been regularly updated and re-adopted on the cycle prescribed by the State.

This General Plan update will provide the City with the opportunity to review its existing General Plan elements, add elements, revise and update its policies, objectives, and goals, and guide growth in the community through the year 2045. There are a number of key issues and challenges that will need to be addressed throughout this process which will inform key policy direction developed for the updated General Plan. For example, Atwater’s current growth pattern was primarily a result of planning efforts driven by the closure of Castle Air Base, geographic constraints due to be located between to major transportation corridors, and economic and regional housing conditions. Ongoing efforts by Caltrans to reconstruct portions of SR 99 through the City, coupled with the need to develop a transportation model for the City, make this a particularly opportune time to update the General Plan.

As described in greater detail below in this proposal, our work program includes a robust and detailed analysis of land use options and alternatives, which will provide a road map for orderly growth within and beyond the City’s SOI, identify strategic infill and revitalization opportunities, plan for permanent open space buffers between Atwater and Merced, address future infrastructure and service challenges, and plan for expanded parks and open space resources to serve the City. Our analysis of potential growth patterns, development densities, and land use

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2 De Novo Planning Group
alternatives will be complemented by detailed analysis of economic and fiscal considerations, growth and housing potential, traffic implications, and infrastructure needs and constraints.

This detailed analysis will serve as an invaluable tool for staff, the City Council, and the community at-large to help foster informed decision-making with respect to future growth patterns, and their implications.

There have been a number of changes to state Planning and Zoning Law in regards to the topics General Plans are required to address. General Plans are still required to cover seven primary elements: land use, housing, circulation, conservation, open space, noise, and safety. However, within the context of these overarching elements the State has provided direction on how to cover specific topics including climate change and resiliency, environmental justice, wildfire risk, urban/wildland interface, flooding, complete streets, and transportation impact metrics. In addition, the California Office of Planning and Research (OPR) updated its General Plan Guidelines in 2017, which must be considered and followed when undertaking a General Plan Update. Our team has completed several comprehensive General Plan updates utilizing OPR’s current Guidelines.

A comprehensive General Plan Update—whereby the City updates the entire General Plan at once and prepares a Master EIR—provides the City with the opportunity to engage the community in a robust discussion regarding the City’s vision and values. This is a chance for the City to create a Vision Statement and clearly articulate the community’s contemporary goals, policies and desired implementation actions. By addressing all topics at once, the City can address critical topics from a broad perspective, realize better public involvement due to increased scope and momentum, achieve full CEQA coverage at once, and benefit from a shorter schedule and reduced costs.

A solid General Plan is the bedrock for future growth and development in the City and it supports other critical City plans and programs, including Specific Plans, park planning, fees, and infrastructure master plans.

As noted in our work plan, this proposal would include a comprehensive update to the mandatory General Plan elements, a comprehensive update to the existing Economic Development Element, and the introduction of new elements including Environmental Justice, Sustainability, Parks and Recreation, Growth Management, and Implementation. Each of these new topics will be addressed via a robust set of goals, policies, and implementation actions. We will work collaboratively with the City to determine if these new topics should be addressed within other General Plan Elements, or if new Elements should be included in the updated General Plan.

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De Novo Planning Group 3

DE NOVO PLANNING GROUP (PRIME CONSULTANT)
De Novo Planning Group is a land use and environmental planning firm specializing in community planning, environmental studies, and sustainability planning. The founding principals have successfully completed hundreds of projects consisting of general plans, specific plans, housing elements, environmental impact reports, negative declarations, initial studies, NEPA analyses, climate action plans, biological assessments, wetland delineations, and development projects throughout California. De Novo Planning Group incorporated in July 2008. We maintain fully staffed offices in Northern California (El Dorado Hills) and Southern California (Orange County).

We understand that the City desires a comprehensive General Plan Update that addresses all relevant regulatory requirements and builds off of the community’s assets and values. We weave economic development opportunities and fiscal sustainability principles into the planning process, emphasizing an extensive public involvement process to help residents and decisionmakers reach consensus on a vision for their community’s future, assisted by a meticulous process of information gathering.

The cornerstone of our approach to this project is the extensive use of Principal level planners for all aspects of the project. Our Principals, whom are also owners of the firm, are present for all project meetings, draft all sections of all documents prepared throughout the process, and maintain open and continuous lines of communication with City staff throughout the entire project. We take tremendous pride in our ability to consistently exceed our clients’ expectations and deliver on our commitments. We encourage the City to contact our references to inquire about our recent performance preparing complex projects.

OUR MI SS I O N
Our mission is to provide municipal and private sector clients with world-class professional services, through principal-level attention to every project. We pride ourselves on our ability to work with clients to balance the often conflicting goals of economic, social, environmental, legal, and political forces. Our services result in an integrated planning and environmental solution for every project that is technically sound, cost effective and delivered within the client's schedule.

OUR PH I L O S O PHY
Our philosophy is to proactively plan and design projects in such a way that public and environmental concerns are addressed and accommodated early in the process. We strongly believe in the use of local knowledge for developing sensible and cost-effective solutions to local concerns. Our solutions integrate local knowledge with the best available resources to achieve recognized national and international standards for planning and environmental management, to achieve a balance in local economic, social, and environmental goals. De Novo Planning Group is dedicated to fostering a partnership with each agency we serve, through listening to the community and stakeholders and reflecting the ideas and concerns we hear in the approach developed for each project.

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Atwater General Plan Update and EIR Proposal
4 De Novo Planning Group

PR O V E N SUC C ES S I N GE NE R A L PL A N UPDA TE S
At De Novo, we pride ourselves on delivering unparalleled work quality and ensuring high levels of client satisfaction on all of our projects. Our team of Principals own the firm, and we approach each and every project with exceptional levels of energy, enthusiasm, and accountability. All of the general plan projects that we have undertaken as a firm have been highly successful. We strongly encourage the City to contact all of our general plan references to inquire about the quality of our work, the responsiveness of our management team, and our ability to adapt to project changes without altering our budget.

PR O GR E S SI V E PLA NNI NG IDE A S , CO NC E PT S , A ND DE S I GN SKI L LS The De Novo team includes individuals with broad urban planning knowledge and ideologies that will serve to create a General Plan that is progressive and reflects the City's philosophies, beliefs, and values. Our team includes firms with recent local experience and an understanding of pertinent local and regional issues. We have extensive experience preparing General Plans for communities facing growth and economic development pressures, while balancing the desire to retain community charm and character. We have selected a team that is extremely well suited to develop a General Plan that promotes a vibrant and thriving community supported by a land use plan, circulation plan, and policy framework that is based on the values identified by the community.

ONE PR O JE C T TE AM F O R A L L AS PEC T S O F T HE GE NE R A L PL A N UPDA TE We have assembled a focused group of Principal-level planners who will be dedicated to all aspects of this project from start to finish. De Novo’s principal and senior-level staff will serve as the primary authors of each document prepared as part of this work effort (Background Report, General and EIR). By using the same focused team of planners for all stages of this process, we will ensure that each document prepared as part of this process is written in a manner that will maximize its utility later in the process.

BE NE F I T S OF A REL A T IV E L Y SMA L L PLA NNI NG FI R M The De Novo Principals have served as senior project managers with larger consulting firms in California, and through this experience we have gained intimate knowledge of the operational inefficiencies of large firms and the burdens that they can cause public agencies. Larger firms tend to carry cumbersome over-head costs, which results in the need for higher hourly billing rates, frequent contract modifications, and can have high staff turnover, which causes changes in project managers midstream during a project. Because we remain small we are able to offer our clients with significantly lower rates, while still providing our clients with Principal-level attention to each project. We pride ourselves on our ability to deliver on our commitments, exceed expectations, and satisfy our clients with quality work on schedule and on time. Since your project managers are also firm owners, you can rest assured that there will be team continuity throughout the entire General Plan Update process.

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EXC E PT I O NA L EIR EXPE R I E NC E
Our team is well experienced with managing Environmental Impact Reports for a variety of longrange policy-level planning documents, including General Plans, Housing Elements, Specific Plans, Redevelopment Plans, Air Quality Elements, Circulation Elements, and Regional Transportation Plans, as well as complex development projects including mixed use, alternative energy, hospitals, schools, and parks. Our broad experience is described in detail below.

FI NA NC I A L ST A BI LI T Y
Our firm is financially stable, and there are no pending issues or concerns that would in any way impair our ability to deliver on our client commitments. The firm has no past or pending litigation, no planned office closures, and no planned mergers. Additionally, we carry no debt whatsoever, and we own our office building outright, which allows us to keep our overhead costs exceptionally low.

MANAGEMENT APPROACH
The De Novo team is committed to providing the City with an exceptional General Plan Update process. Our team will write a General Plan that embodies the goals and priorities of the City, and provides a roadmap to achieve the City’s vision of the future, through the land use map, goals, policies, and implementation programs. We will closely coordinate with the City and provide principal-level attention to every step of the process.

In order to ensure that the project remains within budget, on schedule, and the resultant work products are of the highest quality, our team is led by Ben Ritchie, a Founding Principal and our General Plan service lead. The following outlines key aspects of our project management approach.

EF F I C I E NT A ND ME A NI NGF UL US E O F T H E PUBL I C PR O C E SS Gathering public input on the direction and vision for the next 20 years in Atwater is an important part of this General Plan Update. However, the process of working with a group of diverse interests can become challenging and it may be difficult to reach consensus on all issues.

Our work program includes a wide range of measures and techniques intended to maximize and enhance public participation throughout the process. This includes the development of an interactive website dedicated to the General Plan Update, the preparation and dissemination of newsletters throughout the process at key milestones, the use of online surveys and web polls, and hands-on outreach to key community groups (such as the Chamber, Rotary, large regional employers, school districts, local churches, etc.). The website dedicated to the City’s General Plan Update will provide a central location for all available project information and will also provide a forum for members of the public to track the process and submit comments and input in writing.

Our approach to the management of the public participation and stakeholder process is to meticulously prepare for each Visioning Workshop and City Council, Planning Commission, and

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community meeting and to ensure that our interest groups understand their roles in the process and are prepared to make the most beneficial use of the time set aside for each meeting.

As professional planners, it is our role to provide the community with the toolkit necessary to implement their vision for Atwater. Our approach to the public and stakeholder process will ensure that the voices of the community are heard and represented in the General Plan, while still providing for a meaningful and streamlined public participation process. Each meeting will be organized to provide adequate time for community input and information will be presented in a manner that is visually interesting and easy for a broad spectrum of participants to understand. Our in-house staff includes native Spanish speakers, who will be available for inperson translation assistance at all community workshops.

BA LA NC E D FI S CA L APPR O A C H
As a long-term blueprint to address the community’s vision regarding land use, growth, circulation, conservation, sustainability, and the provision of infrastructure and services, the General Plan will consider and promote Atwater’s fiscal and economic sustainability. De Novo is sensitive to Atwater’s need to balance growth in order to accommodate the City’s housing and economic development needs, while ensuring that the City retains its charm, character, and high level of public services and amenities.

In order to provide information to the decision-makers regarding the implications of the General Plan in terms of future revenues and costs associated with growth, the General Plan Update effort will include a detailed fiscal analysis.

The General Plan effort will include an updated Economic Development Element. The Economic Development Element will provide a framework for maintaining fiscal and revenue stability for the City. The City already employs many strategies to achieve fiscal sustainability. These approaches will be reviewed and new or modified methods of ensuring that consistent funding is in place to serve existing and new development under the Preferred Land Use Alternative will be developed. The work effort will recognize challenges facing the City, such as the potential for reduced revenues from changes in state law and policy (including the recent loss of Redevelopment funds), effects of the recession (development, City investments, etc.), property value reassessments, and other issues that the City may face.

The Economic Development Element will also address the City’s economy from the standpoint of the private sector. Measures to maintain and improve the City’s competitive position in the regional economy, improve diversity of the City’s economy and jobs base, increase opportunities for employment and upward mobility for the local labor force, and encourage redevelopment of underutilized commercial and industrial land will be identified through the goal and policy framework.

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ST R I C T ADH E R E NC E T O T H E PR O JE C T SC H E DUL E A ND BUDGE T Our project team is fully committed to delivering the General Plan and Final Master EIR to the City Council for adoption within a 3 ½ -year period. We thrive under tight deadlines and we have a track record of meeting or exceeding our project schedules time and time again. Our use of Principal-level staff throughout all stages of the project allows us to work quickly, efficiently, and produce preliminary draft documents of superior quality. Our project managers take a very active, hands-on role, and we diligently manage our team and coordinate with City staff to ensure that all parties are continuously aware of pending deadlines, outstanding tasks, and draft work products that will require staff review. The project schedule included in this proposal is aggressive, yet fully achievable. We will implement a range of strategies and techniques to make the most efficient use of staff time, and our work program includes the preparation of staff reports, meeting summaries, and workshop materials.

We take tremendous pride in our ability to adhere to our project budgets. Our project managers are owners of the firm, and to this end, we have the authority to take any steps necessary to ensure that our projects remain on budget. We strongly encourage the City to call every single one of our General Plan references and specifically inquire about the extraordinary steps we take to ensure we do not modify or exceed our budgets. This regularly includes the addition of extra meetings and hearings, the inclusion of additional General Plan Elements, and the allocation of staff time and resources beyond the levels identified in our proposal, at no extra charge to the City. We know that this is a unique way of doing business, but it has proven to yield tremendously successful General Plan projects. All of our General Plan clients have invited us back to do additional planning work following completion of their General Plan Updates. We are in this business for the long-term, and building trust and confidence with our clients is the single greatest thing we can do to build loyalty and repeat business.

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TEAM ORGANIZATION AND STAFFING

DE NOVO KEY STAFF

BE N RI T C H I E - PR I NCI PA L PL A NNE R A ND PR O JE CT MA NA GE R Mr. Ritchie is a Founding Principal with De Novo and is responsible for managing long range planning documents, completing
complex and controversial CEQA documents, and facilitating community outreach and public communications efforts for the firm. Mr. Ritchie will serve as Project Manager and will be the primary point of contact with City staff.

Mr. Ritchie’s experience includes a variety of land use, transportation, and sustainability projects throughout California.

Mr. Ritchie recently served as the Project Manager for the City of Cotati General Plan and EIR, the City of Sebastopol General Plan and EIR, the City of Milpitas General Plan and EIR, the City of Brentwood General Plan and EIR, and the City of Lathrop General Plan and EIR, among several others. He is currently serving as the project manager for the Red Bluff, Glenn County, Campbell and Jackson General Plans.

Mr. Ritchie is very adept at leading and facilitating the public outreach, visioning, and consensus building process required for a successful General Plan Update. Mr. Ritchie has extensive experience communicating complex topics in public forums in a manner that enhances community participation, understanding, and interest in community planning topics.

Mr. Ritchie is an expert in Green House Gasses and has developed a partnership with the Attorney General’s office and ICLEI- Local Governments for Sustainability to develop methodologies that local agencies can implement to address climate change at the local level and to achieve compliance with AB 32 and SB 32. Mr. Ritchie served as the Environmental Coordinator for the City of Rancho Cordova, where he oversaw the environmental planning division and the preparation of all CEQA documents prepared by staff and outside consultants.

This experience has given Mr. Ritchie the knowledge of how local agencies use and implement planning documents, and specifically general plans, on a day to day basis. He has extensive experience preparing the full range of General Plan Elements and General Plan EIRs.

Mr. Ritchie graduated from Cal Poly San Luis Obispo with a bachelor’s degree in Political Science and a Master of City and Regional Planning. He is regularly invited back to Cal Poly to guestlecture in the City and Regional Planning Department.

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BE T H TH O M PS O N - PRI NC I PA L PLA NNE R
Ms. Thompson is a Founding Principal with De Novo with over 25 years of professional planning experience. Her
responsibilities include general plan preparation and
management, senior review of environmental documents,
environmental planning, Housing Element updates, policy document preparation, and contract planning.

Ms. Thompson specializes in Community Planning, CEQA and National Environmental Policy Act compliance. Her
experience includes the preparation and management of
numerous General Plan projects, including the Colusa County General Plan Update, Cotati General Plan Update, Brentwood General Plan Update, Sebastopol General Plan Update and Zoning Code, Half Moon Bay General Plan Housing Element, Zoning Code, and Land Use Element/Local Coastal Program Revisions, City of Lakeport Housing Element Update, City of Escalon Housing, Air Quality, Circulation, and Land Use Elements Update, Town of Paradise Housing Element Update, and City of Lakeport Housing Element Update. Ms.

Thompson also has extensive experience preparing and managing General Plan EIRs, including the City of Colusa GP EIR, the City of Manteca Circulation Element Update EIR, the City of Jackson Land Use and Circulation Element Update EIR, the El Dorado County General Plan Amendment EIR, the City of Elk Grove General Plan Amendment EIRs, the Mendocino County General Plan EIR, and senior CEQA review of the City of Livingston General Plan Master EIR. Ms. Thompson is an industry leader in the field of Housing Elements, and General Plan EIRs, and she has a proven track record of successfully completing complex and legally defensible environmental and planning documents. Ms. Thompson graduated from the University of California, Davis with a bachelor’s degree in Environmental and Resource Sciences.

CH R I S T I NA ERW I N - PRI NC IPA L PL A NNE R
Christina is a principal planner with De Novo Planning Group and has more than 20 years of experience in environmental planning for public- and private-sector clients throughout California. She has successfully managed the preparation of many CEQA documents involving urban infill, greenfield development, major sports and entertainment venues, hospitality projects, general plans, and largescale specific plans. Christina’s specialty is working on technically and politically complex, multifaceted projects that require a high degree of coordination and interface with multiple stakeholders. She develops and guides the strategic application of CEQA for projects, with a focus on streamlining environmental review, providing rigorous environmental analysis, identifying implementable mitigation measures, and helping clients achieve their project objectives. Christina graduated from the University of California, Davis with a bachelor's degree in Environmental Policy Analysis and Planning.

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WI L L I AM CR E NS HA W – SE NI O R PLA NNE R
Mr. Crenshaw is a Senior Planner with De Novo Planning Group, and is responsible for project support, management and research in the preparation of General Plans and environmental documents. He has been with De Novo for over 8 years, and has served as a key planner for comprehensive General Plan Updates in Lathrop, Manteca, Campbell, Milpitas, Willows, Jackson, Glenn County, and Red Bluff. Mr.

Crenshaw’s General Plan project work has included public outreach, research, environmental document writing, and policy preparation. He graduated from UCLA in 2011 with a Bachelor’s Degree in Geography, and continued his studies at Cal Poly San Luis Obispo where he received a Master of City and Regional Planning (MCRP).

Throughout his academic endeavors, he received multiple honors including two UCLA scholarship recognition awards “In recognition of high achievement and outstanding promise,” as well as the 2013 Errett Fisher Foundation Scholarship.

SUBCONSULTANTS
We are proud to partner with the following firms to complete the Atwater General Plan Update and EIR. The project team identified below has worked with De Novo on over a dozen General Plan Updates, including but not limited to: Lathrop, Manteca, Campbell, Brentwood, Milpitas, Colusa County, Glenn County, Willows, and Jackson. Our track record of successful collaboration has resulted in a seamless team of professionals prepared to offer the City the highest level of professionalism and synergy.

FEHR A ND PEERS (TRA FFIC A ND CIRC U LA TION)
Fehr & Peers has specialized in providing transportation planning and engineering services to public and private sector clients since 1985. We develop creative, cost-effective, and results-oriented solutions to planning and design problems associated with all modes of transportation. Clients hire Fehr & Peers because of our commitment to being the best at what we do. We offer our clients the right combination of leading-edge technical skills and extensive knowledge of the communities in which we work to deliver comprehensive solutions and superior client service. We are nationally-recognized experts who routinely publish original research, serve on national committees, and teach courses to others in the industry. We do this while maintaining our commitment to translating those techniques into practical solutions. We are very proud of the impact this commitment has had on the communities we have been fortunate to serve.

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IA N BA R NE S , P.E. – SE NI O R AS S OC IA T E
Ian is a Senior Associate who serves as Office Leader of our Stockton office, and has over a decade of experience working on General Plan updates and multimodal planning and operations analysis throughout the Central Valley and Northern California. His work covers a broad spectrum of settings and project types in the Central Valley and Northern California. His research interests include Transportation Demand Management strategy effectiveness, transportation funding applications and strategies, and using Big Data to assist in the evaluation of vehicle-miles traveled (VMT) for General Plans and complex land use projects. Ian also serves as one of Fehr & Peers’ leaders in traffic operations analysis, with expertise in Synchro, SimTraffic, Vistro, Visum and Vissim, including the development of 3D models and videos for public display purposes.

BAE URB A N EC ONOMIC S (EC ONOMIC DEVELOPMENT A ND FIS C A L SU S TA INAB ILITY) Since 1986, BAE has focused on creating sustainable
communities by providing real estate economics and
development advisory services to clients throughout the U.S.

BAE’s experience ranges from statewide policy studies to local development projects. Based in the San Francisco Bay Area with additional offices in Davis, CA, Washington D.C., and New York City, our projects reflect our commitment to excellence, stewardship of communities and resources, and dedication to the future of our places.

BAE’s services include feasibility studies, strategic planning, revitalization, public-private transactions, public financing, fiscal and economic impacts analyses, and development advisory services. We have extensive work experience in:
• Development Feasibility
• Public Finance
• Community Facilities, Parks, and Services
• Affordable Housing
• Redevelopment & Revitalization Strategies
• Economic Development
• Public/Private Transactions
• Economic Impacts Analysis
• Place and Site Marketing
Our key asset is our highly-skilled core team of staff members who have worked together for many years. Collectively, our professional staff members bring training in real estate development, city planning, geography, economic development, marketing, and public policy to every engagement. Many BAE staff are experts in community involvement and strategic planning, while others excel in technical analysis and the application of GIS to urban problems.

We have provided public sector real estate advisory services to some of the largest revitalization efforts in the U.S. The outstanding quality of our work has been recognized by the American bae urban
economics

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Planning Association (APA), the Congress for New Urbanism, and other organizations through numerous awards for excellence. The San Francisco Business Times has recognized BAE as one of the 100 Largest Women-Owned Bay Area Businesses each year since 2000.

MA T T KO W T A MCP, MA NA GI NG PR I NCI PA L
For over 25 years, Matt has pioneered innovative techniques in economic analysis to meet the challenges of contemporary urban development. Matt oversees BAE operations spanning all of BAE’s offices, supporting clients with expertise in development feasibility and market analysis, affordable and workforce housing, public finance and fiscal impact, and strategic economic development. Matt has overseen BAE’s work on General Plan Update projects in diverse Northern California communities, including Eureka, Butte County, Chico, Yolo County, Woodland, Davis, Brentwood, St. Helena, Vacaville, and many others. Matt is currently serving as Principal in Charge of BAE’s work on General Plan Updates for the Glenn County, City of Sacramento, Contra Costa County, Manteca, Lathrop, and Los Banos. These assignments have regularly included economic background analysis, housing and economic development elements, economic evaluations of land use alternatives, fiscal impact analysis, and infrastructure funding strategies.

MATT FA I R RI S , MCP, SE NI O R ASS O CI A T E
Matt Fairris is a Senior Associate in BAE’s Sacramento Region office, where he provides research and analytical support for BAE’s consulting assignments. He specializes in real estate market analyses, financial feasibility analyses, and economic impact assessments. Matt has provided economic support for planning efforts in diverse locations, including transformative planning efforts in diverse neighborhoods and communities, such as the City of Sacramento Central City Specific Plan and General Plan Update. He also contributed to downtown specific plans in the Cities of Davis and Vacaville, an infrastructure financing plan for the City of San Jose’s Diridon Station Area, as well as General Plan updates in several California jurisdictions, including Truckee, Stockton, Eureka, and Los Banos. Matt also provided research assistance for the Placer County Housing Strategy and Development Plan, the Brentwood Priority Area 1 Specific Plan, the Alexandria, VA Route-1 Residential Up-Zoning Impacts Assessment, as well as a series of affordable housing community profiles of several Bay Area jurisdictions.

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WES T YOS T AS S OC IA TES (INFRA S TRU C TU RE)
West Yost Associates (West Yost) is a consulting
engineering firm headquartered in Davis, California, with seven additional offices in Northern California and Oregon.

West Yost was formed in 1990 to provide a higher level of client service around a focused area of technical expertise. Their focus is exclusively water, wastewater, and stormwater projects, and they provide a broad depth of experience in CEQA review, planning, design, construction management, and program management services. They’re client base is comprised of cities, counties, local and regional districts and agencies, state and federal agencies and private clients.

DO UG MO O R E
Doug Moore has 27 years of experience, including infrastructure support for updates of six general plans, and one county general plan. This general plan update support has focused on preparing background reports, quantifying and identifying required infrastructure, and supporting the Environmental Impact Report for the general plan updates. Doug also has experience in storm drainage facility master planning, stormwater computer modeling, facilities planning, preliminary design, design and specifications, construction and capital cost estimating, project permitting, and project management. He has provided initial planning, detailed design, and construction on period engineering services for four large detention basin projects, each of which created significant wildlife habitat areas. Doug has performed wastewater treatment plant planning and facility evaluations. He has prepared potable water demand estimates and facility evaluations. He is also skilled at preparing potable water, wastewater, and stormwater evaluations for development specific plans and environmental impact reports. Doug is particularly skilled at quickly developing infrastructure concepts and plans that minimize construction costs without compromising system performance.

SA X ELB Y AC OU S TICS (NOIS E)
Mr. Saxelby has been practicing acoustic and noise
control engineering for the past 18 years and is a
Board Certified member of the Institute of Noise
Control Engineering (INCE). He is an expert in the
requirements of the California Environmental Quality Act (CEQA) relating to noise impacts and has been involved in the preparation of hundreds of noise studies, including CEQA Environmental Impact Reports (EIR) and Mitigated Negative Declarations (MND). He is also a recognized expert witness in issues relating to building acoustics and noise control and has given testimony on various legal projects including construction defect claims and CEQA litigation.

Mr. Saxelby has extensive experience in the use of complex noise modeling programs including the Federal Highway Administration (FHWA) Traffic Noise Model (TNM), the CadnaA (Computer Aided Noise Abatement) sound prediction model, the SoundPLAN acoustic model, the Federal

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Aviation Administration’s (FAA) Integrated Noise Model (INM), and the Enhanced Acoustic Simulator for Engineers (EASE) model.

Mr. Saxelby has teamed with De Novo Planning Group to successfully complete over a dozen comprehensive General Plan Updates and EIRs.

PEA K & AS S OC IA TES (CU LTU RA L A ND HIS TORIC A L RES OU RC ES) Peak & Associates, Inc., a California corporation, offers archeological services and cultural resource expertise to public agencies and private concerns. A woman-owned small business enterprise in business since 1975, Peak & Associates operates with a full-time staff of two professional archeologists and a historian/archeologist, with offices in El Dorado Hills and Chico.

The company also maintains an outstanding complement of expert consultants and adjunct fieldwork and laboratory personnel ready to respond to large scale projects.

ME L I NDA A. PE AK, PR I NCI PA L INV E S TI GA T O R
Ms. Peak has served as the principal investigator on a wide range of prehistoric and historic excavations throughout California. She has directed laboratory analyses of archeological materials, including the historic period. She has also conducted a wide variety of cultural resource assessments in California, including documentary research, field survey, Native American consultation and report preparation.

In addition, Ms. Peak has developed a second field of expertise in applied history, specializing in site-specific research for historic period resources. Through her education and experience, Ms.

Peak meets the Secretary of Interior Standards for historian, architectural historian, prehistoric archeologist and historic archeologist.

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PROJECT ROLES AND ORGANIZATION
The table below identifies key staff members and their respective roles and tasks for this project.

The hours allocated to each key task are identified in the project budget. All key personnel will be available to the extent proposed for the duration of the project, and no person identified below shall be removed or replaced without prior written concurrence of the City.

Firm Key Staff Project Role
De Novo Planning Group (Prime) Ben Ritchie
Beth Thompson
Christina Erwin
William Crenshaw
• Project Management/ Quality Control
• Existing Conditions Report
• Alternatives Analysis
• Policy Development
• General Plan Preparation
• Public Outreach Facilitation
• EIR Preparation
• Staff Reports
Fehr and Peers (Traffic and
Circulation)
Ian Barnes, P.E.

Fred Choa, P.E.
• Background Report (Traffic)
• Travel Demand Model
• Alternatives Analysis
• GP Circulation Element
• EIR Traffic Analysis
BAE Urban Economics Matt Kowta
Matt Fairris
• Economic Market Analysis
• Fiscal Analysis of Alternatives
• GP Economic Development and Fiscal
Elements
West Yost (Infrastructure) Doug Moore, P.E. • Infrastructure Analysis • Alternatives Analysis
• EIR preparation
Saxelby Acoustics Luke Saxelby, INCE • Background Report (Noise) • GP Noise Element
• EIR Noise Analysis
Peak and Associates (Cultural/
Historical)
Melinda Peak • Background Report
• EIR Analysis

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REPRESENTAT IVE PROJECT EXPERIENCE

CI T Y O F LA T H R O P- GE NE RA L PL A N UPDA TE A ND EIR The De Novo team recently completed a comprehensive
update to the Lathrop General Plan and EIR. De Novo
Principal Ben Ritchie served as the project manager,
coordinating deliverables, meeting facilitation, and
subconsultant performance. The work effort began with
an extensive public outreach and visioning process and
preparation of a detailed Existing Conditions Report.

Other key tasks include the preparation of a Community
Profile Magazine, Outreach Summary Report, Community
Vision Statement, and workshops dedicated to the topic of Environmental Justice.

The updated General Plan provides extensive opportunities for economic development, maintains strict fiscal sustainability, enhances the preservation of natural resources in and around the City, and ensures continued quality in the built environment under increasing growth pressure. Our team worked closely with BAE Urban Economics, Saxelby Acoustics, and Peak and Associates throughout all stages of this project.

We developed innovative solutions customized for the City’s unique needs, including notable changes to the City’s Land Use Map to facilitate desired light industrial development opportunities, coupled with cutting-edge policy approaches to reduce land use conflicts through the application of best practices.

The General Plan was successfully adopted and the EIR was certified in September 2022.

Project Schedule: April 2019 – September 2022.

Project Budget: $828,615. No budget changes occurred, and the project was completed under budget.

Project Website: https://lathrop.generalplan.org/
Client Reference: Mark Meissner, Community Development Director. (209) 941-7266 [email protected]

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CI T Y O F MI L PI TA S - GE NE R A L PLA N UPDA T E A ND EIR The De Novo team completed a comprehensive update
to the Milpitas General Plan and EIR in 2021. De Novo
Principal Ben Ritchie served as the project manager,
coordinating deliverables, meeting facilitation, and
subconsultant performance. The work effort included
extensive coordination with the City’s General Plan
Advisory Committee (GPAC), several working sessions
with the City Council, and a comprehensive and robust
community engagement program that offered numerous
opportunities for virtual and in-person participation.

The updated General Plan includes several new optional elements to address topics of local importance, including Community Health and Wellness, Parks and Recreation, Community Design, Conservation and Sustainability, and Utilities and Services.

Our team worked closely with W-Trans, BAE Urban Economics, Saxelby Acoustics, and Peak and Associates throughout all stages of this project.

As part of our efforts to update the City’s Land Use Map, we identified numerous key Opportunity Areas throughout Milpitas, and conducted analysis to optimize a diverse mix of land uses aimed at reducing VMT, promoting mixed use, achieving commercial revitalization, and establishing new residential densities to support the recently opened BART station in the City.

The General Plan was successfully adopted and the EIR was certified in March 2021.

Project Schedule: February 2017 – March 2021.

Project Budget: $1,200,000. No budget changes occurred, and the project was completed under budget.

Project Website: https://milpitas.generalplan.org/
Client Reference: Ned Thomas, AICP, Planning Director. (408) 586-3273 [email protected]

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GL E NN CO U NT Y- GE NE R A L PL A N UPDA T E A ND EIR The De Novo team is currently working with Glenn County to complete a comprehensive overall of their existing, outdated, General Plan. To-date, our team has completed our initial outreach and visioning efforts, including a detailed outreach summary report and community vision statement. We’ve also completed the existing conditions report and the issues and opportunities report. Our team worked closely with the
County’s GPAC to finalize the Draft General Plan and the Land Use Map. The Public Review Draft General Plan and Draft EIR have been completed, and were published in January 2023.

Adoption is slated for the summer of 2023.

Key policy issues being addressed in the General Plan Update include protection and preservation of the County’s agricultural economy; strategies to attract appropriate levels of commercial development to bolster local job opportunities and County revenue-generating opportunities; focusing new growth in and around existing communities in order to preserve agricultural and open space lands; and development of circulation policies that meet state requirements, yet remain appropriate for rural communities.

Project Schedule: April 2019-Present. The project is on schedule.

Project Budget: $744,805. No budget changes have occurred, and the project remains within budget.

Project Website: https://glenncounty.generalplan.org/
Client Reference: Mardy Thomas, Director of Planning and Community Development. (530) 934-6540 [email protected]

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CI T Y O F WI L L O WS - GE NE RA L PL A N UPDA TE A ND EIR De Novo just completed a full update the City of Willows’ General Plan, which had not been comprehensively
updated since 1974. Given the City’s limited financial and in-house staff resources, we developed a focused work
program that allowed us to prepare a full update
(complete re-write) to the General Plan without compromising quality, outreach, and customization. The City’s new General Plan includes all seven of the State-mandated elements, and addresses additional topics such as economic development and agricultural preservation.

The General Plan was successfully adopted and the EIR was certified in January 2023.

Project Schedule: April 2019-January 2023.

Project Budget: $160,000. The project was completed within budget.

Client Reference: Karen Mantele, Principal Planner. (530) 934-7041 [email protected]
CI T Y O F BR E NT W O O D – GE NE R A L PL A N UPDA T E A ND EIR The De Novo team
completed a
comprehensive update to
the City of Brentwood’s
General Plan and preparation of a General Plan EIR. De Novo Principals Beth Thompson and Ben Ritchie served as the project managers, coordinating deliverables, meeting facilitation, and subconsultant performance, and Mr. McMurtry served as Principal Planner. The work effort began with an extensive public outreach and visioning process and preparation of a detailed Existing Conditions Report. Other key tasks include an Opportunities and Constraints Report, three Land Use Map Alternatives accompanied by a Land Use Map Alternatives Report, and opportunities for property owners to submit parcel change requests. Our team worked closely with the City’s General Plan Working Group to complete comprehensive policy sets for all General Plan topics.

The updated General Plan provides extensive opportunities for economic development, maintains strict fiscal sustainability, enhances the preservation of natural resources in and around the City, and ensures continued quality in the built environment under increasing growth pressure. Our team worked closely with W-Trans, BAE, JC Brennan and Associates, and Peak and Associates throughout all stages of this project.

We developed innovative solutions customized for the City’s unique needs, including the establishment of a Priority Development Area in the northwest area of Brentwood, along the SR 4 corridor. This area included detailed planning priorities and standards for the development of a mixed use area that would accommodate a range of business park uses, regional commercial uses, and a range of residential densities that would support the future extension of eBart to the area.

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The General Plan was successfully adopted and the EIR was certified in July 2014.

Project Schedule: October 2012-July 2014. The project was completed ahead of schedule.

Project Budget: $637,535. No budget changes occurred, and the project was completed within budget.

Client Reference: Erik Nolthenius, Planning Manager. (925) 516-5137 [email protected]

OT H E R RE L EV A NT GE NE R A L PLA N EXPE R I E NC E • City of Jackson General Plan and EIR
• City of Manteca General Plan and EIR
• City of Campbell General Plan and EIR
• City of Pittsburg General Plan and EIR
• City of Oakley General Plan and EIR
• City of Willows General Plan and EIR
• City of Cotati General Plan and EIR
• City of Sebastopol General Plan and EIR
• City of La Verne General Plan and EIR
• City of Lake Forest General Plan and EIR
• City of San Jacinto General Plan and EIR
• City of Indian Wells General Plan and EIR
• City of San Marcos General Plan and EIR
• Colusa County General Plan and EIR

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Project/Agency Agency Contact Completion Date Contract Details Team Members Lathrop General
Plan and EIR
Mark Meissner
Community Dev. Director
(209) 941-7266
[email protected]
September 2022
Contract Budget: $828,615
Total Billed: $792,201
Ben Ritchie (De Novo)
William Crenshaw (De Novo)
Fehr & Peers
BAE
West Yost
Saxelby Acoustics
Peak & Associates
Milpitas General
Plan and EIR
Ned Thomas, AICP
Planning Director
(408) 586-3273
[email protected]
March 2021
Contract Budget: $1.2M
Total Billed: $998,760
Ben Ritchie (De Novo)
Beth Thompson (De Novo)
William Crenshaw (De Novo)
BAE
West Yost
Saxelby Acoustics
Peak & Associates
Glenn County
General Plan and
EIR
Mardy Thomas
Community Dev. Director
(530) 934-6540
[email protected]
Scheduled for
adoption in
Summer 2023
Contract Budget: $744,805
Total Billed to date: $627,678
Ben Ritchie (De Novo)
Beth Thompson (De Novo)
William Crenshaw (De Novo)
Fehr & Peers
BAE
Saxelby Acoustics
Peak & Associates
Willows General
Plan and EIR
Karen Mantele
Principal Planner
(530) 934-7041
[email protected]
January 2023
Contract Budget: $160,000
Total Billed: $160,000
Ben Ritchie (De Novo)
William Crenshaw (De Novo)
Fehr & Peers
Saxelby Acoustics
Peak & Associates
Brentwood General
Plan and EIR
Erik Nolthenius
Planning Manager
(925) 516-5137
[email protected]
July 2014
Contract Budget: $637,535
Total Billed: $588,623
Ben Ritchie (De Novo)
Beth Thompson (De Novo)
BAE
West Yost
Saxelby Acoustics

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SCOPE OF WORK
This Scope of Work is divided into the following components:

1. Project Initiation and Final Work Plan

2. Community Participation Program

3. Existing Conditions Report, Travel Demand Model, and Market Study

4. Issues, Opportunities, and Land Use Alternatives

5. General Plan Update

6. Zoning Map and Municipal Code Updates

7. Environmental Impact Report

8. Meetings and Project Management

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TASK 1 – PROJECT INITIATION AND FINAL WORK PLAN
Within one week of project commencement, the De Novo team will meet with City staff to discuss the following:
• Finalize project scope of work, budget, schedule, staff roles and responsibilities, if necessary;
• City preferences for point of contact, method of communication, meeting and workshop responsibilities, project updates, etc.;
• Discuss community outreach approach, including Visioning Workshops, identification of stakeholders, City Council participation, and format for community involvement; and • Collection of relevant background documents and data (adopted documents, reports, and studies, GIS data, etc.).

Following this meeting, our team will create a final work plan that lays out the project deliverables, schedule, and budget in greater detail, as directed by City staff.

TASK 2 – COMMUNITY OUTREACH AND PARTICIPATION
To engage the public in the General Plan Update process, the De Novo team proposes to conduct robust and meaningful public outreach, including two Visioning Workshops, three Communitywide open house workshops, five joint Planning Commission and City Council Workshops, four stakeholder focus group workshops, seven Technical Advisory Committee meetings, six Departmental Advisory Committee meetings, four adoption hearings, and extensive digital outreach.

At the outset of and concurrent with this process, we will conduct outreach to community organizations and stakeholders to encourage participation in the General Plan Update process.

We will also meet with and interview key stakeholders, agencies, and organizations one-on-one to ensure that our perspective on the General Plan and resultant work effort accurately reflects a broad spectrum of the community.

De Novo’s proposed approach to public
workshops and meetings is described below.

We have developed our approach to provide
a consistent venue for community
involvement, to ensure that City residents
and stakeholders feel that they have had
adequate opportunity to participate in the
process.

We understand the demands that a General
Plan Update place on City staff and are prepared to fully support and assist staff through the entire process. We will prepare a staff report for each meeting that describes the process, key issues to be considered at the meeting, and any staff recommendations. Each staff report will be provided to City staff for review and De Novo will revise the report as directed.

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At each meeting, the De Novo team will be prepared to make a powerpoint presentation regarding the project and will be prepared to answer questions, make recommendations (if requested), and assist in developing solutions if controversial issues arise. Spanish translation will be provided at each community workshop (five total).

Over the past few years, our team has refined and enhanced our virtual workshop toolkit, resulting in an ability to achieve meaningful public participation using online platforms. We will also work closely with City staff to develop outreach materials that can be utilized by staff and key community volunteers and stakeholders to further enhance participation beyond the workshops and surveys described below.

Additionally, our team will develop a General Plan Update logo and consistent branding materials to be used on the project website, workshops, and all milestone documents and reports. Our team includes in-house bilingual Spanish speakers, who will attend and participate in public workshops and prepare Spanish language newsletters and meeting notices.

PUB LI C PAR TI CI PATI O N PRO G RAM
The first key task in our outreach program will be the development of a Public Participation Program for City review and input. This program will identify key milestones, approaches to public outreach throughout each stage of the project, and strategies for robust and effective multi-platform outreach. Our planned approach to the public participation program is outlined below.

JO IN T PLAN N IN G CO MMI S SI ON/CI TY CO UN CI L KI CKO FF ME E TI N G It is recommended that the first public meeting be held before the City Council and Planning Commission and will serve as an opportunity for City leadership to meet the consultant team.

The meeting will serve as a “General Plan 101” with a brief overview of the General Plan process, including key steps, and opportunities for public involvement. This will also provide an opportunity for the PC and CC to provide input on key issues, challenges, and priorities for the General Plan Update to address.

VI S IO NI N G WO RK S HO PS
At the outset of the General Plan process, two public Visioning Workshops will be held. The Visioning Workshops will introduce the community to the project and will focus on: 1) communicating the intent of the General Plan Update to the public and inviting public input, 2) identifying the overall vision and core values that will guide the General Plan Update, and 3) identifying the community priorities, land use and design preferences of City residents and stakeholders. The workshop content and feedback questions will be reproduced in digital format and placed on the project website. This will allow for extended opportunities for feedback and input. Workshop materials will be provided to City staff in order to facilitate additional staff-led outreach efforts in the community.

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TE CH N I CAL AD V I S O RY CO MMI TTE E– CO LLAB O RATI O N PH AS E A series of Technical Advisory Committee (TAC) meetings will be held throughout the General Plan Update process to develop the General Plan goals, policies, land use alternatives, circulation modes, and discuss priority issues. These meetings will build on input from the Visioning Workshops and any City Council direction regarding issues and opportunities. At the outset, the meetings will be focused on identifying potential land use, growth management, infrastructure, circulation, and other considerations in order to develop the Land Use Map Alternatives. The following meetings will be focused on goal and policy discussions related to each of the elements/topics to be addressed in the General Plan Update. This scope of work assumes seven TAC meetings would occur throughout the update process, however, we are happy to discuss the appropriate number of meetings with staff, and revise the work plan as needed.

DE PART ME N TAL AD V I S O RY CO MMI TTE E
It is our understanding that the City will form a Department Advisory Committee (DAC) to provide technical input and review of administrative draft documents throughout the General Plan Update. Our team will facilitate DAC meetings at key phases throughout the process to discuss key issues, receive input and edits, and establish priorities for future deliverables. This scope of work assumes approximately six DAC meetings throughout the process, and assumes that most DAC meetings can be conducted virtually.

CI TY CO UN CI L AN D PLAN N IN G CO MMI S S I ON STATUS UPD ATE S Throughout the process, De Novo will be available to attend City Council and Planning Commission meetings on a periodic basis to provide an update regarding the project status. It is anticipated that issues will arise during the preparation of the General Plan that will warrant Council and/or Planning Commission input prior to establishing land use alternatives, identifying key issues and strategies, and completing the draft goals and policies. In these situations, De Novo recommends that a report be made to the Council and/or Planning Commission updating them on the status of the General Plan preparation, and requesting direction on any key issues identified by the project team. Our budget and schedule anticipate four status update/check-in meetings with the Council during the General Plan Update process, in addition to public hearings identified below.

STAK E H O LD E R IN TE RV I E WS AND FO CUS GRO UP ME E TI N G S The De Novo team will consult and meet with stakeholders and agencies throughout the General Plan process. We will refine the list of stakeholders and agencies following the project kick-off meeting with staff. We anticipate that we will request input from many local and regional agencies/organizations. We will also conduct at least four focus group meetings with groups identified through collaboration with the City, including but not limited to HOAs and residential associations, business associations, school districts, public utility providers, and other groups and organizations as deemed appropriate.

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CO MMUN I TY WO RK S HO PS AN D OPE N HO US E
We propose to conduct additional community-wide workshops (three) following our initial outreach efforts. We recommend conducting a workshop focused on key opportunity areas within the City that may be subject to notable land use changes as well as areas for future growth within the SOI and possibly beyond prior to preparation of the Land Use Alternatives Report. A second workshop is proposed following completion of the Land Use Alternatives Report in order to receive community feedback needed to establish the preferred Land Use Map. We also suggest conducting a community-wide open house once the Draft General Plan is complete and ready for public review. Workshop materials will be provided to City staff in order to facilitate additional staff-led outreach efforts in the community.

CO MMUN I TY SURV E Y S AN D PO LLS
Community surveys and polls will be made available on the project website to allow the public an opportunity to participate in the process. De Novo anticipates a general survey to ascertain the community’s general concerns and interests, an interactive mapping and design preference survey specific to land use and growth issues, and a survey related to key policy issues and topics to be addressed in the General Plan. De Novo will provide the City with a link to place on the website and post on social media platforms that will take the visitor directly to interactive surveys that can be completed on-line. De Novo will prepare and maintain the surveys and will tabulate the results.

NE WS LE TTE RS
The De Novo team will prepare regular newsletters that identify the status of the General Plan Update process, provide information regarding upcoming meetings, describe key issues that have been resolved and/or are being raised for discussion, and provide information on how to participate in the process. Each newsletter will be posted on the General Plan Update website and will also be provided to the City in a format suitable for high-quality reproduction.

Newsletters will be produced in both English and Spanish.

GE N E RAL PLAN WE B S I TE
The De Novo team will create and host a General Plan Update website throughout the General Plan Update process. The website will provide regular updates regarding the status of the General Plan, identify the schedule of upcoming meetings, provide agendas for meetings, and serve as a library of General Plan documents, including staff reports, meeting agendas, technical reports, and public review drafts. De Novo will place all public documents (public drafts of studies, technical reports, land use maps, meeting materials, General Plan, Draft EIR, and Final EIR) on the website in .pdf format and all documents will be provided to the City in a format appropriate for publication on the City’s website. The website will also provide a forum to receive comments on the General Plan Update process, and will host a variety of polls and surveys in order to foster increased public participation in the process.

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Our firm owns the domain name: generalplan.org. As such, we would propose to utilize:

Atwater.generalplan.org for this project. The City is encouraged to view some of our other general plan websites, including:

Glenncounty.generalplan.org
Milpitas.generalplan.org
SanMarcos.generalplan.org

PUB LI C HE ARI N G S
The Draft General Plan and Draft EIR will be presented to the Planning Commission and City Council during the public review period to provide the community an opportunity to comment on the documents. Following completion of the Final EIR and revised Draft General Plan, these documents will be brought to the Planning Commission for a recommendation and to the Council for consideration of adoption. Our scope assumes attendance at up to four public hearings for adoption of the General Plan and certification of the EIR.

TASK 3 – EXISTING CONDITIONS REPORT
To prepare a meaningful General Plan, existing conditions must be understood and documented. The Existing Conditions Report will identify development patterns, natural resources, socioeconomic conditions, and environmental constraints in the City and will identify the regulatory environment for each topic. This report will be a resource for the Council, Planning Commission, City staff, and the De Novo team for the General Plan Update and Environmental Impact Report. The Existing Conditions Report will make extensive use of maps, graphics, and user-friendly non-technical terms to help make it accessible to the general public.

The Existing Conditions Report will provide background data and serve as a technical framework, while the General Plan will focus on goals, policies, and implementation. The information collected for the Existing Conditions Report will also be used as the basis for the “existing setting” sections of the General Plan EIR.

Relevant background data, including land use, transportation, infrastructure, utility, agriculture, wildfire, safety, flooding, open space and conservation plans, will be collected and reviewed.

The following topic areas will be addressed in the Existing Conditions Report:

LAN D USE AN D SO CI OE CO NO MI CS
This chapter will address land use and demographics, including issues related to land use patterns, community character, and economic development. The information in this chapter will provide both a historical and current perspective on land use and is intended to assist the General Plan update process by providing both historical context and a baseline of existing land use information to be used when formulating and considering amendments to the City’s current land use pattern or when considering alternate growth and land use scenarios for the City.

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ECO N O MI C, RE AL ES TATE MA RK E T, AN D FI S CAL CON D I TI ON S AN D TRE N DS BAE will prepare an Economic, Demographic, and Fiscal Conditions and Trends section for the Existing Conditions Background Report. This overview of the City of Atwater and Merced County economic context will include data and analysis regarding the demographic characteristics of the Atwater population and the structure of the Merced County economy, and non-residential real estate market conditions. It will also examine recent growth trends, including an analysis of recently developed non-residential developments, and anticipated growth within the City during the General Plan time horizon. BAE will also conduct a qualitative assessment of the economic multiplier effect of certain development activities on the broader City economy. Fiscal background information will include an overview of the City’s current municipal budget structure, including key sources and uses of funds and trends in revenues and costs over time.

Data sources will include the American Community Survey, CoStar, STR, California Employment Development Department, California Department of Tax and Fee Administration, Esri, City Budget documents and other sources as appropriate to develop a sound understanding of local economic and demographic conditions. To provide context for the City’s demographic and economic characteristics, BAE will provide comparison data for Merced County as a whole, for key data variables. The Economic and Demographic Conditions and Trends analysis will serve as a reference for the update of the Local Economy Element as well as other General Plan elements that must consider issues such as the anticipated rate of growth, key factors driving demand for development in various land use categories, and Atwater’s position within the regional market area.

CI RCULATI O N AN D TRAV E L DE MAN D MO D E L
Fehr and Peers will prepare a chapter of the Existing Conditions Report related to transportation and circulation. This task consists of the following two primary efforts:
• Update the MCAG travel demand model (to be released in June 2023) to reflect Existing Year 2023 traffic data and create a City of Atwater travel demand model. It is important to have a well-validated base year model, which can then be used to develop an accurate set of future year traffic forecasts.
• Update the City of Atwater future year model from the 2023 Horizon to a 2042/2045 Horizon.

The selection of a 2042/2045 horizon is appropriate for several reasons. First, it establishes consistency with MCAG’s RTP/SCS horizon year of 2042. Second, it represents a market based forecast of at least 20 years beyond existing conditions, which is typical for a General Plan.

Fehr & Peers will use available data from on-going or recently completed transportation studies within the City of Atwater. One key source of data, for consistency purposes, will be the ongoing Bellevue Road project that Fehr & Peers is currently working on.

We will supplement available information with new Average Daily Traffic volume counts for up to 20 total roadway segments focused on the following corridors in the City of Atwater. Count locations will be confirmed with City staff prior to data collection.

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These facilities were selected because they represent the major circulation system for vehicles, transit, pedestrians and bicyclists. It is noted that the final list of count locations should balance the locations of existing and planned growth, reflect constraints in the roadway system such as bridges over canals, while not including so many locations that the model enters an over-fit condition.

All roadway segments will be analyzed using procedures described in the Highway Capacity Manual (Transportation Research Board, 6th Edition - 2016). Fehr & Peers will determine the Average Daily Traffic Volumes thresholds for 2-lane, 4-lane and 6-lane facilities and apply these thresholds to analyze the current operating conditions of the City of Atwater’s transportation system. In addition to the roadway segments, Fehr & Peers will collect data at and analyze up to 10 intersections in the City. Fehr & Peers will collect traffic count data for the weekday AM peak period and weekday PM peak period (two-hour peak periods) and analyze intersection operations in the Synchro traffic analysis software package.Fehr & Peers will provide City staff with visual/simulation exhibits that convey to the public and decision-makers the general level of delay associated with varying degrees of congestion.

CO MMUN I TY SE RV I CES AN D FACI LI TI E S
The Community Services and Facilities Chapter of the Existing Conditions Report will describe the existing conditions and regulatory context regarding community services, including water, wastewater, education, public safety services, and parks and recreational resources within the City. These facilities and services provide a framework that supports growth and development in the City. This chapter will describe existing service levels, available resources, and planned expansion of services and infrastructure. This chapter will identify any known issues or constraints associated with the provision of services.

UTI LI TY SE RV I CES
West Yost will prepare a brief, qualitative evaluation of the existing water supply, water distribution, sewer, and wastewater treatment plant facilities. This evaluation will be based on information provided in existing infrastructure master plans and other available studies supplemented with discussions with City staff to identify changes/additions since completion of the plans.

This task will also include preparation of schematic figures of existing facilities (water and sewer systems) based on CAD/GIS mapping of these facilities to be provided to West Yost by the City and De Novo.

This task includes one virtual meeting with City staff to learn about the existing utilities infrastructure. West Yost will review the master plans, models, and other relevant technical reports and documents. We will identify significant utility opportunities and challenges related to providing utility services to the potential future growth areas.

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HAZA RD S, SAFE TY, AN D NO I S E
The Hazards, Safety, and Noise Chapter will discuss existing conditions and federal, state and local regulations related to natural and man-made hazards and public safety issues, including noise.

NO I S E
Saxelby Acoustics will provide the background information for the Noise section, which will include descriptions of the characteristics of sound and noise and a description of transportation, stationary, and construction noise sources within the planning area. We will quantify the existing ambient noise environment within the general plan area through continuous and short-term noise level measurements and through application of accepted noise prediction methodologies.

FI R E HA Z A R D S
Pursuant to SB 1241, the Safety Element must be reviewed and updated to address the risk of fire for land classified as state responsibility areas (SRA), as defined in Section 4102 of the Public Resources Code, and land classified as very high fire hazard severity zones (VHFHSV), as defined in Government Code Section 51177. Our review will consider the advice included in the Office of Planning and Research’s most recent publication of “Fire Hazard Planning, General Plan Technical Advice Series” and shall also include recommended best practices for fire hazard planning.

CL I M A T E AD A P T A T I O N A N D RE S I L I E N C Y Pursuant to SB 379 and SB 1035, the Safety Element must be reviewed and updated, as necessary, to address climate adaption and resiliency strategies applicable to the City. The review shall consider advice provided in the Office of Planning and Research’s General Plan Guidelines and shall include all of the following:
• A vulnerability assessment that identifies the risks that climate change poses to the City and the geographic areas at risk from climate change impacts, including, but not limited to, an assessment of how climate change may affect the risks addressed regarding flood hazards and risk of fire.
• Information that may be available from federal, state, regional, and local agencies that will assist in developing the vulnerability assessment and the adaptation policies and strategies.

CO N SE RV ATI O N
The Conservation Chapter of the Existing Conditions Report will discuss conservation issues related to cultural and historic preservation, air quality, GHG emissions, biological resources, geologic resources, and hydrology/water quality for the City. This chapter will also discuss open space as it relates to the preservation of natural resources as part of the biological resources discussion, open space associated with managed production of surface water and groundwater resources as part of the hydrology discussion, and open space associated with public health

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related to geologic and hydrologic hazards as part of the geologic resources and hydrology discussions, respectively. Federal, state, and local regulations that pertain to each of these topics will also be described.

A historical resources records check will be run for the City, through the files of the Central California Information Center of the California Historical Resources Information System. This will provide information on numbers and types of recorded resources in the City.

A check of the Sacred Lands files will be conducted for the City to identify any resources listed with the Native American Heritage Commission. The list provided of groups with concerns in the City will also be used for SB 18 and AB 52 consultation.

EN V I RO N MEN TAL JUS TI CE
Per SB 1000, when a City revises two or more General Plan elements concurrently and has areas defined as “Disadvantaged Communities” (DACs), the City must address environmental justice (EJ) in their General Plan. The California Communities Environmental Health Screening Tool (“CalEnviroScreen”) version 4.0, developed by the California Environmental Protection Agency (CalEPA), is the recommended method to identify DACs. CalEPA defines a DAC as a “low-income area that is disproportionately affected by environmental pollution and other hazards that can lead to negative health effects, exposure, or environmental degradation.” CalEnviroScreen assigns composite scores to census tracts in California based on aggregate data from 21 indicators including potential exposures to pollutants, adverse environmental conditions, socioeconomic factors, and the prevalence of certain health conditions. Census tracts with a composite CalEnviroScreen score of 75 or higher are considered DACs.

The De Novo team will prepare an Administrative Draft Existing Conditions Report for review by City staff. Following staff review, the De Novo team will incorporate comments and prepare the final Existing Conditions Report for use during the General Plan Update and EIR processes.

TASK 4- ISSUES, OPPORTUNITIES, AND LAND USE ALTERNATIVES

OPPO RTUN I TI E S AN D CON S TRAI N TS RE PO RT
A critical step in preparing the draft General Plan is to hear from the community and General Plan Advisory Committee to: 1) develop a vision, 2) articulate core values for the community, 3) identify key issues/opportunities to be addressed by the General Plan Update, and 4) identify land use options. De Novo will incorporate the vision statement and core values into an Opportunities and Constraints Report that will be used for the life of the General Plan Update to communicate the intent of the update, opportunities and issues to be addressed by the update, potential land use and growth constraints, and community preferences. This document will provide the City Council and City staff with a resource tool that will facilitate the development of policies and guide the direction of the General Plan Update.

The Opportunities and Constraints Report provides a means of focusing the community’s attention on key issues and opportunities that have major policy implications as Atwater considers how it wants to grow in the next 20 years, while balancing the City’s economic

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development, housing, quality of life, and natural resource needs. Environmental and other constraints to be considered in the General Plan Update process will be identified and depicted on maps and figures. The Opportunities and Constraints Report will summarize and proactively utilize information derived from the community visioning workshops, stakeholder interviews, Existing Conditions Report, City staff observations, and input provided by the General Plan Advisory Committee, Planning Commission, and City Council.

LAN D USE ALTE RN ATI V E S RE PO RT
This report will provide a summary of community, staff, and City Council/Planning Commission input related to land use changes and up to three land use map alternatives. Each alternative will be analyzed to determine potential growth effects and the alternative’s consistency with the community’s vision. This document will serve as the primary tool to aid the City in determining the appropriate future mix and intensity of land uses for the General Plan Update.

The report will focus on locations located both inside and outside of the City, including key opportunity areas, corridors, and potential growth areas within the SOI and beyond.

LA N D US E VI S I O N
In order to inform the development and consideration of the land use alternatives, De Novo will prepare figures that conceptualize the community’s general land use preferences based on the community’s input regarding general land use characteristics, areas for growth, open space, recreation, housing, and circulation improvements.

OV E R V I E W O F LA N D US E AL T E R N A T I V E S
Following the background information regarding community input and City leadership input, three land use alternative maps will be developed. One land use alternative will be the No Project (Existing General Plan) Alternative. The land use alternative maps will depict general plan land use designations by residential density and intensity, non-residential land uses, land use concepts for the Planning Area, new and expanded roads, parks, open spaces, resource protection areas, and similar uses. If new land use designations are recommended at this point, they may be reflected on one or more of the alternatives. Key characteristics of each alternative will be described in this section.

The growth potential for each alternative will be projected for 20-year and build-out conditions, taking into account past development patterns and growth rates, land use capacity, and jobs-housing balance. Projections will be presented as a statistical summary listing dwellings by density, estimated residential population, amount of non-residential use by category (commercial, industrial, office), and estimated numbers of jobs, new schools, parks, community facilities, and similar information.

EV A L U A T I O N O F LA N D US E AL T E R N A T I V E S The land use alternatives will be evaluated with respect to each alternative’s consistency with the vision expressed by the community and other specific factors and constraints, including:

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Land Use: An overview and comparison of each land use alternative will be provided that demonstrates key differences between each alternative in respect to residential, commercial/industrial, open space, parks, community facilities, and other land uses.

Potential land use conflicts, including residential development intensity and commercialindustrial/urban interfaces, will be identified.

Circulation: Fehr & Peers will use the travel model to test the effects of three (3) future land use alternatives. For each package, we will update the model accordingly, run it, and then interpret the results at a program-level (i.e., daily traffic volume screening, focused Average Daily Traffic roadway analysis, GIS based exhibits of the results etc.). VMT metrics will also be developed, which may help inform the proposed Air Quality Element, Environmental Justice Element, and Sustainability Element.

It is anticipated that the following considerations will play a key role in helping to guide the selection of preferred land use and roadway packages that will shape the Circulation Element:

1. Cost of future roadways relative to anticipated funds from impact fee program and other sources.

2. Level of service considerations (i.e., what roads are needed to support LOS C, D, E, or an equivalent operating metric?) including consideration of exempted areas/corridors and/or graduated policies.

3. Increase/decrease of land use absorption to reduce impact fee project list or provide more development to help fund the Capital Improvement Project (CIP) list.

4. Alternative means for accommodating travel needs including roundabouts, signal coordination, transit, and bicycle travel.

We will analyze forty (40) roadway segments for the three (3) future land use /roadway network alternatives. In addition, operations at up to ten (10) intersections will also be analyzed.

Public Services and Infrastructure: A comparative discussion of the need for expanded water, wastewater, drainage, and public services (police, fire, schools, etc.) will be provided for each of the land use alternatives, with an emphasis on identifying particular constraints related to service areas or extension of services to currently unserved areas. West Yost will prepare preliminary, comparison-level utility plans for each infrastructure system for three General Plan land use alternatives that will be defined during the General Plan development.

Planning-level infrastructure evaluations and major infrastructure cost estimates will be prepared for each of the alternatives, suitable for comparing the land use alternatives.

Safety and Environmental Constraints: The alternatives will be comparatively evaluated for potential adverse effects associated with safety issues (flooding, unstable soils, hazardous materials, etc.) and environmental constraints (sensitive biological habitats, aesthetics, mineral/energy resources, stormwater runoff and water quality, noise, air quality, greenhouse gas emissions).

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Fiscal Impact Analysis of Land Use Alternatives: BAE will prepare a fiscal impact analysis to project the impact of various General Plan Land Use Alternatives on the City’s General Fund costs and revenues. De Novo will provide BAE with a summary of net new development, by land use category, through General Plan buildout for the various Land Use Alternatives. This includes new residential units by type and new non-residential square footage by category, including accompanying maps. BAE will use the land use information, combined with analysis of the City Budget and additional research regarding anticipated property valuation and potential sales tax generation, departmental requirements for expanding City services, and other General Fund cost and revenues drivers to prepare a fiscal impact model. BAE will create the fiscal impact model as a series of linked MS Excel worksheets that will use the Land Use Alternatives buildout data to drive projections of individual General Fund revenue sources and individual General Fund departmental costs. The projection methodology will incorporate a combination of marginal (i.e., case study) cost and revenue projection techniques as well as average cost and revenue projections techniques to project the increased General Fund costs and revenues that the City could expect based on the buildout of the various Land Use Alternatives. BAE will develop the fiscal model in consultation with key City staff, including City Manager and/or Finance Director, Police Chief, and Community Development Director.

TASK 5 –GENERAL PLAN UPDATE
The De Novo team is committed to providing the City a General Plan of the highest quality and will actively engage the community to develop a vision for the General Plan, prepare a policy document that reflects the desires of the City, and update the Land Use Map to be consistent with the City’s vision for the future. The General Plan will reflect requirements of the California Government Code that have been introduced since preparation of the adopted General Plan, including changes promulgated by SB 5, SB 18, AB 32, SB 32, AB 162, SB 7, AB 1358, and SB 375, and will also address recent best practices.

In order to streamline the process, we propose to maintain the Existing Conditions Report as a separate document that identifies background conditions. The General Plan document will have a minimum amount of background text, which will allow it to have a streamlined goal and policy structure. Where applicable, goals, policies, and actions will be cross-referenced between sections to reduce overlap and redundancy. The intent of this approach is to provide a General Plan that is easy to use and is not quickly dated. The General Plan will be a concise, technically accurate, and user-friendly document that reflects the values and priorities of the City of Atwater. The General Plan will include a liberal use of graphics and visual depictions of information, including photographs, tables, matrices, drawings, maps, and other graphics to ensure that the document is easy to understand.

This effort will begin via a robust review of the City’s existing General Plan, and discussions and consultations with City staff regarding what is working, and should be retained, as well as areas that should be revised, augmented, or expanded.

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ADM I NI S TR A TI V E DRA F T GE NE R A L PL A N
The General Plan Update will address changes to state law, assess the condition of the City, and provide changes or adjustments necessary to realize the current vision of residents and stakeholders for the City. De Novo will actively engage residents and stakeholders to provide input regarding the topics addressed in the General Plan.

The existing General Plan will be thoroughly reviewed to determine components that should be carried forward and to identify areas where new goals and policies are needed to address the community’s desires as well as changes to state law since the previous update.

In preparing the General Plan Update, the De Novo team will prepare each element to ensure that all goals, policies, and actions:
• Address requirements of state law;
• Avoid or mitigate potential environmental impacts, or are balanced by social, economic, legal, or other relevant considerations;
• Are grounded in recent and sound community planning and resource conservation trends; and
• Are internally consistent.

ST A ND-AL O NE EL E M E NT S
It is assumed that the General Plan would include the following stand-alone elements:

1. Land Use

2. Circulation

3. Housing

4. Conservation

5. Open Space

6. Noise

7. Safety

8. Environmental Justice

9. Parks and Recreation

10. Economic Development

11. Sustainability

12. Growth Management

13. Administration and Implementation

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We will also address other key community priorities, such public services and infrastructure, throughout these elements through the inclusion of focused goals, policies, and implementing actions.

We will work collaboratively with City staff to determine whether or not certain topics should be combined, embedded within other elements, or be prepared as stand-alone elements.

AN ALY S I S O F PRE FE RRE D LAN D US E PLAN

CI RCULATI O N AN D VMT
The development of the Circulation Element for this update will require an evaluation of the inherent tradeoffs between the community values expressed in existing policies, financial constraints, and the long-term vision for the City. Development of the Circulation Element will also consider ongoing transportation investments in the study area including the AtwaterMerced Expressway project, expansion of Altamont Corridor Rail service, and the Bellevue Road realignment project with enhanced connections to SR 99. The following considerations will be analyzed for the preferred land use map:

1. Cost of future roadways relative to anticipated funds from impact fee program and other sources.

3. Increase/decrease of land use absorption to reduce impact fee project list or provide more development to help fund the Capital Improvement Project (CIP) list.

4. Alternative means for accommodating travel needs including roundabouts, signal coordination, transit, and bicycle travel.

FI S CAL AN ALY S I S O F PRE FE RRE D LAN D US E MAP
Based on the Preferred Land Use Map, BAE will conduct a fiscal impact analysis using the fiscal impact model developed for this project. This fiscal analysis will estimate the General Fund revenues and expenditures driven by the growth envisioned in the Preferred Land Use Map.

In addition to projecting the net General Fund impact from buildout of the Preferred Land Use Map under a set of baseline assumptions, BAE will also prepare analysis of up to three alternate scenarios that alter key assumptions regarding a key cost or revenue assumptions, to test the sensitivity of the project fiscal results.

UTI LI TY SY S TE MS
West Yost will prepare preliminary, comparison-level utility plans for each infrastructure system for the preferred land use plan that will be defined during the General Plan development.

Planning-level infrastructure evaluations and major infrastructure cost estimates will be

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prepared for the preferred land use plan to be used by De Novo in the preparation of the Environmental Impact Report (EIR).

HO US I N G ELE ME N T
De Novo will prepare the City’s Housing Element on its own track, pursuant to CGC Section 65302(c). The Housing Element will consist of identification and analysis of existing and projected housing needs and a statement of goals, policies, quantified objectives, financial resources, and scheduled programs for the preservation, improvement, and development of housing. The Housing Element shall identify adequate sites for housing (including rental housing), factory-built housing, mobile homes, and emergency shelters, and shall make adequate provision for the existing and projected needs of all economic segments of the community. The California Department of Housing and Community Development establish deadlines for jurisdictions to complete updates to the Housing Element. For the City of Atwater, the tentative deadline is June 30, 2024. As a result, the Housing Element (and associated environmental review) may need to advance ahead of the comprehensive General Plan to be adopted by this deadline and comply with State law.

AD MI N I S TRATI O N AN D IMPLE ME N TATI O N
General Plan implementation is necessary to achieve the vision laid out by the General Plan. The implementation section will provide feasible, practical implementation methods that ensure the General Plan does not “sit on the shelf” but instead achieves the goals it sets out. This section will help ground the General Plan in reality and assist in ensuring that is produces real results.

The implementation program will identify how each implementation measure will be implemented, including the City department responsible for implementation, the funding source(s), and timing of implementation. The De Novo team will work closely with City staff to prepare this section.

The De Novo Team will provide City staff with an Administrative Draft General Plan for review.

We anticipate meeting with City staff to review comments and reach agreement on how to address potentially conflicting comments. We will incorporate the City’s comments on the Administrative Draft General Plan Update to create a Public Draft General Plan.

PUBL I C RE V I E W DR A F T GE NE RA L PLA N
Following the City’s comments on the Screencheck Draft General Plan, De Novo will prepare the Draft General Plan for public review/comment and use during the City’s review and approval process. The Public Review Draft General Plan will be prepared in printed and electronic form.

The Public Review Draft General Plan will be provided to the City for distribution to the public and appropriate agencies and posting on the City’s website. De Novo will be available to present the Draft General Plan and Draft Environmental Impact Report in a public workshop and/or Planning Commission and City Council meetings to provide the decision-makers and community with information regarding the intent and structure of the draft documents and to receive comments on the draft documents.

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FI NA L GE NE R A L PLA N
We anticipate that a series of public hearings will be held by the Planning Commission and City Council to consider adoption of the General Plan. As changes are requested by these decisionmarking bodies, we will prepare modified General Plan text that will be provided as attachments to the staff report for consideration. De Novo will prepare a draft staff report and appropriate attachments prior to each hearing. De Novo will be available to present the General Plan and Final Environmental Impact Report at Planning Commission and City Council public hearings.

Based on Council’s direction at the adoption of the General Plan, De Novo will edit the General Plan to be consistent with any revisions approved by the Council and will prepare the final version of the General Plan.

TASK 6- ZONING CODE UPDATE
One of the key components of a successful Zoning Code update for the City will be to ensure that the Zoning Code is consistent with and furthers the implementation of the General Plan update. The General Plan update will include action items that require changes or additions to the Zoning Code. Additionally, the General Plan Land Use Map may include new and redefined land use designations, which may require changes and updates to the City’s existing zoning designations and allowed uses. We will apply our extensive and detailed knowledge of the City developed during the General Plan update to this project, and ensure that the City receives a Zoning Code that furthers the goals and vision developed for the General Plan.

The Zoning Code update will focus on changes to the existing Code identified by staff, input provided by the TAC and DAC, changes in applicable State law since the last Code was prepared, and identification of changes required to ensure the Code is consistent with the General Plan update. The resulting product will be a Zoning Code that is well organized and provides clear and understandable guidance to City residents, staff, and elected officials.

Our work effort for this project will include a comprehensive update to the City’s Zoning Map.

The Zoning Map update will ensure that parcels have consistent designations for both Land Use and Zoning, and that the Zoning Map reflects the land use goals and priorities identified in the General Plan. The City will be provided with all updated GIS files at the end of this process, which will allow City staff to continue to utilize this data well after our work efforts have been completed.

It is anticipated that the work program for the Zoning Code Update will be further refined once the Draft General Plan is completed. The content and policy direction contained in the General Plan Update will significantly influence the scope and content of the Zoning Code Update.

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TASK 7- ENVIRONMENTAL IMPACT REPORT
The work program described below would result in the preparation of a Master EIR that addresses adoption and implementation of the General Plan. The Program-EIR would serve as a “tiering document” to facilitate streamlined environmental review of all subsequent development and infrastructure projects undertaken in the City, which are consistent with the General Plan.

EIR KIC K-OFF A ND NOTIC E OF PREPA RA TI ON/INITIA L STU D Y De Novo will prepare the Notice of Preparation (NOP) and associated initial study in accordance with the requirements of CEQA in order to define the scope of the environmental analysis. An administrative draft of the NOP and initial study will be prepared for City review. Upon review by City staff of the NOP and initial study, De Novo will prepare the final NOP and initial study for public distribution. De Novo will submit copies to the State Clearinghouse on behalf of the City.

The project will require a public scoping meeting, and De Novo will prepare presentation materials and facilitate the meeting. The scoping meeting will include an overview of the General Plan Update project and the environmental review process, as well as identification of environmental issues that will be addressed in the EIR. After completion of the scoping meeting, De Novo will provide a summary of environmental issues raised.

DRA FT ENVIRONMENTA L IMPA C T REP ORT
The Draft EIR will be a Master EIR prepared consistent with the requirements of CEQA, the CEQA Guidelines, and relevant case law. The Draft EIR will be a readable, useful document that can be used to streamline review of future planning, infrastructure, and development projects that are consistent with the General Plan. The Draft EIR will consist of the chapters described below.

EX E CUTI V E SUMMARY
This section will summarize the characteristics of the General Plan Update, describe areas of controversy, and provide a concise summary matrix of the project’s environmental impacts and associated mitigation measures as required under State CEQA Guidelines Section 15123. The matrix will also identify proposed General Plan Update policies and actions that provide mitigation of identified environmental impacts. Alternatives to the proposed project will be summarized and the environmentally superior alternative will be identified.

CH APTE R 1: IN TRO D UCTI O N
This Section of the Draft EIR would provide an introduction and overview describing the intended use of the EIR and the review and certification process. This section will describe the purpose of the EIR, identify CEQA Guidelines and Public Resource Code requirements for a Program EIR, and describe how the Program EIR can be used to streamline environmental review of subsequent projects.

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CH APTE R 2: PRO JE CT DE S CRI PTI O N
This Section of the Draft EIR will be consistent with the requirements of State CEQA Guidelines Section 15124 and will be based on the Project Description, described above.

CH APTE R 3: EN V I RO N ME N TAL SE TTI N G, IMPACTS A N D MI TI G ATI ON ME AS URE S This chapter will provide the baseline setting, general assumptions, and environmental analysis used in determining the environmental effects of the General Plan Update. This chapter will include an introductory section providing details on the “baseline conditions” assumptions for the analysis, land use forecasts for residential and non-residential uses, level of detail of programmatic analysis, consideration of key components of the General Plan Update (e.g., location of future growth, continued highest and best use of resources, conservation of natural resources, circulation system modifications, risks associated with seismic and wildfire hazards), and definition of the cumulative setting (e.g., geographic extent) and impact analysis. This section will also describe how direct and indirect environmental impacts are addressed associated with implementation of the General Plan Update and the multiple actions that may occur associated with its implementation (e.g., adoption of infrastructure master plans, update of CIPs, revisions to the Zoning Code, annexation requests, public service improvements).

Population, housing units, and non-residential uses, including employment, will be projected for the City under buildout conditions. The Draft EIR will analyze impacts associated with buildout conditions. This section will describe the basis of and approach to the impact analysis in the Draft EIR.

The EIR will evaluate each of the following environmental issues in detail:
• Aesthetics and Visual Resources • Land Use and Planning • Agricultural and Forest Resources • Mineral and Energy Resources • Air Quality • Noise
• Biological Resources • Population, Housing, and Employment • Cultural and Tribal Resources • Public Services
• Geology, Soils, and Seismicity • Recreation, Parks, and Open Space • Greenhouse Gas Emissions • Transportation and Circulation • Hazards and Hazardous Materials • Utilities and Service Systems • Hydrology and Water Quality • Wildfire
For each issue area, the following key components will be discussed in detail:

Existing Setting – This component will describe the existing affected environment as it pertains to each issue area. This section will be based on the information provided in the Existing Conditions Report.

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Regulatory Framework – This component will review federal, state, and local regulations and/or plans that apply to the specific issue area being discussed.

Impacts and Mitigation Measures – Adverse environmental impacts resulting from implementation of the General Plan Update will be identified, analyzed, and a determination will be made as to the significance of the impact. Any feasible mitigation measures and/or proposed General Plan policies that would reduce or eliminate potentially significant impacts will be identified. De Novo will work closely with City staff on crafting mitigation measure language and timing that is appropriate for inclusion in the General Plan Update and is suitable for use in the typical development review process.

CH APTE R 4 CUMUL ATI V E IMPA CTS
De Novo will assess the impacts of General Plan implementation in combination with other known, approved or reasonably foreseeable development activity in the region. This analysis will be performed consistent with State CEQA Guidelines and be based on a list of known projects in the region as well as development forecasts contained in the City, as well as consideration of General Plan updates in the region. A table summarizing projected regional growth will be provided. A clear cumulative setting for each environmental topic will be described in the Draft EIR.

CH APTE R 5 OTH E R CEQA RE Q UI RE ME N TS
The chapter will address other topics required by CEQA including significant irreversible environmental effects, a summary of significant and unavoidable impacts of the project, identification of environmental areas that would have no or less than significant impact, and an evaluation of the project related to each of the mandatory findings of significance identified at Section 15065 of the CEQA Guidelines.

CH APTE R 6 ALTE RN ATI V E S AN ALY S I S
De Novo will coordinate with City staff in the development of up to three alternatives to the proposed project, including the CEQA-required No Project Alternative. The alternatives analysis in the Draft EIR will focus on alternatives that avoid or minimize environmental effects as compared to the proposed General Plan Update. These alternatives will be described qualitatively and quantitatively, and contrasted with the proposed project in terms of the extent that the alternatives can achieve project objectives or reduce adverse impacts. It is anticipated that the alternatives analysis will be closely coordinated with General Plan Update planning work and will address issues of concern identified by the community.

FINA L EIR AND MITIG A TION MONITORING A ND REPORT ING PROG RA M At the conclusion of the Draft EIR public review period, the De Novo team will respond to all written comments received by the City. Upon completion, copies of the Administrative Final EIR will be forwarded to the City for review. The Final EIR document will include the comment letters, responses, and revisions to the Draft (text to be revised will be shown as an excerpt demarcated with underline for new text and strikethrough for deleted text) will comprise the Final Environmental Impact Report (Final EIR), which will be a separately bound document.

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With respect to the Final EIR and Response to Comments, the De Novo team anticipates 10 comment letters of normal detail (two to three pages in length), based upon our prior experience with projects of similar scope. Excess comments and/or complex comments that require additional technical analysis will be considered outside of this scope of work and cost estimate. We also assume one round of City review of the Administrative Final EIR prior to public release.

The Final EIR will include a comprehensive Mitigation Monitoring and Reporting Program (MMRP) pursuant to Section 21081.6 of the Public Resources Code. De Novo will draft the MMRP using the information contained within the environmental analysis, including the specific mitigation measures, and how the mitigation measures will be incorporated into the General Plan Update. It is intended that each mitigation measure will be incorporated into the General Plan as a policy or implementation program, and that there will not be separate measures to monitor and enforce following adoption of the General Plan. As described under Task 3, the General Plan will include an implementation program that identifies how each implementation measure will be implemented, including the City department responsible for implementation, the funding source(s), and timing of implementation.

CEQA FIND ING S OF FACT/STA TEMENT OF OVE RRID ING CONS ID ERA TIONS CEQA Findings of Fact/Statement of Overriding Considerations (Findings) will be prepared that identify each potentially significant and significant impact, describe mitigation for the impact, and the resultant level of significance after mitigation. The Findings will identify each alternative and, if the alternative was not selected as the proposed project, identify why the alternative was not feasible and considerations for not selecting the alternative. For each significant and unavoidable impact, the Findings will identify economic, legal, social, technical, or other defensible reasons why the project should be approved in light of the significant effects of the project.

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TASK 8- MEETINGS, HEARINGS, AND PROJECT MANAGEMENT
Our management team will attend all of the workshops and meetings, and will also author the Existing Conditions Report, General Plan, and EIR documents.

Our internal management procedures include: regular check-ins with subconsultant teams, internal weekly conference calls with the management team from De Novo and each subconsultant (as relevant to the timing of the task of each subconsultant), weekly updates to the task list, including internal deliverables necessary to meet our deliverables to the City, and establishment of a secure online file sharing site to assure that all background documents, technical reports, updated schedules, and approach memos are readily available to each team member.

We will closely coordinate with the City through each part of the process. Steps we take to assure timely performance include: regular project calls with the City, monthly status reports, and a project task list that we update each month with the status of each task and deliverable, including subconsultant deliverables. This approach ensures open lines of communication, transparency in our work effort, and accountability. We are committed to completing this project on schedule and within budget and will take all appropriate steps to ensure that the project is managed effectively.

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SCHEDULE
We are committed to completing our entire work effort within a 40-month period. The schedule on the following page is realistic based on our recent experience completing comparable projects. We anticipate that the City will complete review of all administrative draft documents within two-three weeks. City staff review of draft staff reports, powerpoint presentations, meeting agendas and materials, etc. is anticipated to occur within two to four working days, unless the materials are exceptionally lengthy.

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De Novo Planning Group
Atwate General Plan Update and EIR
TIMELINE Months
Task

GENERAL PLAN UPDATE
Task 1: Project Initiation and Work Plan
Task 2: Community Outreach and Participation
Task 3: Existing Conditions Report, Travel Model, Markt Study Task 4: Issues, Ops, and Land Use Alts
Task 5a: Draft General Plan
Task 5b: Final General Plan
Zoning Consistency Analysis
Task 6: Housing Element
Meetings, Hearings, and Management

ENVIRONMENTAL IMPACT REPORT
Task 1: Notice of Preparation
Task 2: Draft Environmental Impact Report
Task 3: Final Environmental Impact Report
MMRP and CEQA Findings
De Novo Work City Review Public Review Workshop/Meeting Council Updates 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40

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De Novo Planning Group
March 21, 2023

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De Novo Planning Group

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A Land Use Planning, Design, and Environmental Firm
1020 Suncast Lane, Suite 106
El Dorado Hills, CA 95762
(916) 949-3231
De Novo Planning Group

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BUDGET Atwater General Plan Update and EIR
TASK/ACTIVITY Traffic Econ/Fiscal Noise Cultural Infrastructure Direct Costs Fehr & Peers BAE Saxelby Peak West Yost Printing
hours $225 hours $150 hours $135 hours $135 hours Fee Fee Task 1: Project Initiation and Work Plan 60 $13,500 40 $6,000 24 $3,240 12 $1,620 136 $24,360 $24,360 Task 2: Community Participation Program 408 $91,800 355 $53,250 120 $16,200 40 $5,400 923 $166,650 $13,250 $6,728 $6,800 $193,428 Task 3: Existing Conditions Report, Travel Demand Model, and Market Study 150 $33,750 485 $72,750 405 $54,675 120 $16,200 1160 $177,375 $83,820 $31,020 $8,280 $26,500 $1,100 $328,095 Task 4: Issues and Opportunities/Land Use Alts Report 225 $50,625 350 $52,500 180 $24,300 140 $18,900 895 $146,325 $37,550 $31,020 $38,700 $1,900 $255,495 Task 5a: Draft General Plan (and Housig Element) 400 $90,000 380 $57,000 260 $35,100 180 $24,300 1220 $206,400 $21,980 $27,950 $1,600 $25,300 $3,000 $286,230 Task 5b: Final GeneralPlan 80 $18,000 40 $6,000 12 $1,620 24 $3,240 156 $28,860 $4,800 $33,660 Task 8: Meetings and Project Management 220 $49,500 36 $5,400 0 $0 0 $0 256 $54,900 $16,620 $7,480 $79,000 General Plan SUBTOTAL 1543 $347,175 1686 $252,900 1001 $135,135 516 $69,660 4746 $804,870 $159,970 $110,720 $8,328 $8,280 $90,500 $17,600 $1,200,268 EIR Project Initiation (Kick-off, NOP, Scoping) 8 $1,800 40 $6,000 40 $5,400 24 $3,240 112 $16,440 $600 $17,040 Draft Environmental Impact Report 190 $42,750 298 $44,700 240 $32,400 80 $10,800 808 $130,650 $69,780 $5,800 $1,000 $207,230 Public Hearings 16 $3,600 16 $2,400 0 $0 0 $0 32 $6,000 $6,000 Final Environmental Impact Report 65 $14,625 120 $18,000 80 $10,800 20 $2,700 285 $46,125 $1,000 $47,125 Meetings and Project Management 45 $10,125 22 $3,300 0 $0 0 $0 67 $13,425 $13,425 EIR SUBTOTAL 324 $72,900 496 $74,400 360 $48,600 124 $16,740 1304 $212,640 $69,780 $0 $5,800 $0 $0 $2,600 $290,820 Subtotals 1,867 $420,075 2,182 $327,300 1,361 $183,735 640 $86,400 6,050 $1,017,510 $229,750 $110,720 $14,128 $8,280 $90,500 $20,200 $1,491,088 TOTAL FEE $1,491,088
Zoning Code Update $110,000
Subconsultants and Direct Costs are billed at no markup.

De Novo Planning Group reserves the right to reallocate budget between various consulting team members and between tasks, provided the overall project budget does not change.

Undefined Tasks (Budget is Rough Estimate)
Senior Planner Associate Planner De Novo Subtotal
TOTALS

ENVIRONMENTAL IMPACT REPORT
Project Manager/ Princpal
Planner
GIS and Graphics ACTIVITY
TOTALS

GENERAL PLAN UPDATE

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Professional Services Agreement between May 9, 2023
City of Atwater and De Novo Planning Group Page 1 of 16

PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF ATWATER AND DE NOVO PLANNING GROUP
THIS AGREEMENT for professional services is made by and between the City of Atwater, a California municipal corporation (“City”) and De Novo Planning Group, a California Corporation, (“Professional”) as of May 9, 2023 (the “Effective Date”). City and Professional shall be referred to herein separately as a “Party” and collectively as “Parties”.

Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Professional shall provide to City the services described in the Scope of Work attached hereto and incorporated herein as Exhibit A. In the event of a conflict in or inconsistency between the terms of this Agreement and the Exhibit A, this Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on the date first noted above and shall end on September 25, 2026, the date of completion specified in Exhibit A.

Professional shall complete the work 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 Professional to complete the services required by this Agreement shall not affect the City’s right to terminate the Agreement, as provided for in Section 8.

1.2 Standard of Performance. Professional shall perform 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 Professional is engaged in the geographical area in which Professional practices its profession. Professional shall prepare all work products required by this Agreement in a substantial, first-class manner and shall conform to the standards of quality normally observed by a person practicing in Professional's profession.

1.3 Assignment of Personnel. Professional shall assign only competent personnel to perform 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, Professional shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons. All personnel, including those reassigned at City’s request, shall be supervised by Professional. Professional is prohibited from subcontracting this Agreement, or any part of it, unless such subcontracting is expressly approved by City in writing.

1.4 Time. Professional shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.2 above and to satisfy Professional’s obligations hereunder.

Section 2. COMPENSATION. City hereby agrees to pay Professional a sum not to exceed $1,601,088.00, notwithstanding any contrary indications that may be contained in Professional’s proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict

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City of Atwater and De Novo Planning Group Page 2 of 16 between this Agreement and Professional’s fee schedule regarding the amount of compensation, attached as Exhibit B, the Agreement shall prevail. City shall pay Professional for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Professional for services rendered pursuant to this Agreement. Professional shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City in writing, Professional shall not bill City for duplicate services performed by more than one person.

Professional and City acknowledge and agree that compensation paid by City to Professional under this Agreement is based upon Professional’s estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Professional. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Professional and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement.

2.1 Invoices. Professional shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs, if any, incurred prior to the invoice date. Invoices shall contain the following information:
▪ Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.; ▪ The beginning and ending dates of the billing period; ▪ A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion;
▪ At City’s option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense;
▪ The total number of hours of work performed under the Agreement by Professional and each employee, agent, and subcontractor of Professional performing services hereunder;
▪ The Professional’s signature; and
▪ Professional shall give separate notice to the City when the total number of hours worked by Professional and any one individual employee, agent, or subcontractor of Professional reaches or exceeds 800 hours, which shall include an estimate of the time necessary to complete work described in Exhibit A, if applicable.

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Professional.

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2.3 Final Payment. City shall pay the last ten percent (10%) of the total sum due pursuant to this Agreement within sixty (60) days after completion of the services and submittal to City of a final invoice, if all services required have been satisfactorily performed.

2.4 Total Payment. City shall pay for the services to be rendered by Professional pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever incurred by Professional in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Professional 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.

2.5 Hourly Fees. Fees for work performed by Professional on an hourly basis shall not exceed the amounts shown on the fee schedule set forth in Exhibit B.

2.6 Reimbursable Expenses. Reimbursable expenses, if any, are set forth in Exhibit B, and shall not exceed Zero Dollars ($0). Expenses not listed in Exhibit B are not chargeable to City. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shall not be exceeded.

2.7 Payment of Taxes. Professional is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.

2.8 Payment upon Termination. In the event that the City or Professional terminates this Agreement pursuant to Section 8, the City shall compensate the Professional for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Professional shall maintain adequate logs and timesheets to verify costs incurred to that date.

2.9 Authorization to Perform Services. The Professional is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator, as defined in Section 11.9.

Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Professional 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 Professional only the facilities and equipment listed in this Section, and only under the terms and conditions set forth herein.

City may furnish, at its sole discretion, physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Professional’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

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City of Atwater and De Novo Planning Group Page 4 of 16 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, Professional, at its own cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance listed below against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Professional and its agents, representatives, employees, and subcontractors. Consistent with the following provisions, Professional shall provide proof satisfactory to the City of such insurance that meets the requirements of this Section and under forms of insurance satisfactory in all respects and that such insurance is in effect prior to beginning work to the City. Professional 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 Professional’s bid. Professional shall not allow any subcontractor to commence work on any subcontract until Professional has obtained all insurance required herein for the subcontractor(s) and provided evidence that such insurance is in effect to the City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Professional shall maintain all required insurance listed herein for the duration of this Agreement.

4.1 Workers’ Compensation. Professional shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Professional. The Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000) per accident. In the alternative, Professional may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code.

Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Professional, if a program of self-insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement.

An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Professional shall notify City within fourteen (14) days of notification from Professional’s insurer if such coverage is suspended, voided or reduced in coverage or in limits.

The requirement to maintain Statutory Worker’s Compensation and Employer’s Liability Insurance may be waived by the City upon written verification that Professional does not have any employees.

4.2 Commercial General and Automobile Liability Insurance.

4.2.1 General requirements. Professional, at its own cost and expense, shall maintain commercial general liability insurance for the term of this Agreement in an amount not less than TWO MILLION DOLLARS ($2,000,000.00) and automobile liability

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City of Atwater and De Novo Planning Group Page 5 of 16 insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00). The commercial general liability and automobile liability insurance shall be per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a commercial general liability insurance or an automobile liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles.

4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an “occurrence” basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (most recent edition), Code 1 (any auto). No endorsement shall be attached limiting the coverage.

4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
a. City and its officers, employees, agents, and volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Professional, including the insured’s general supervision of Professional; products and completed operations of Professional; premises owned, occupied, or used by Professional; and automobiles owned, leased, or used by the Professional. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or volunteers.
b. The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
c. An endorsement must state that coverage is primary insurance with respect to the City and its officers, officials, employees and volunteers, and that no insurance or self-insurance maintained by the City shall be called upon to contribute to a loss under the coverage. d. Any failure of Professional to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

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City of Atwater and De Novo Planning Group Page 6 of 16 e. An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Professional shall notify City within fourteen (14) days of notification from Professional’s insurer if such coverage is suspended, voided or reduced in coverage or in limits.

4.3 Professional Liability Insurance.

4.3.1 General requirements. Professional, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than TWO MILLION DOLLARS ($2,000,000) covering the licensed professionals’ errors and omissions. Any deductible or self-insured retention shall not exceed $150,000 per claim. An endorsement shall state that coverage shall not be suspended, voided, canceled by either party, or reduced in coverage or in limits, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

4.3.2 Claims-made form. The following provisions shall also apply if the professional liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the date of the Agreement.
b. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the Agreement or the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Professional must purchase an extended reporting coverage for a minimum of five (5) years after completion of the Agreement or the work under this Agreement, whichever is later.
d. A copy of the claim reporting requirements must be submitted to the City prior to the commencement of any work under this Agreement.

4.4 All Policies Requirements.

4.4.1 Acceptability of insurers. All insurance required by this Section is to be placed with insurers with a Bests' rating of no less than A:VII.

4.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Professional shall furnish City with certificates of insurance evidencing required policies delivered to Professional by the insurer, including complete copies of all endorsements attached to those certificates. All copies of policies and endorsements shall show the signature of a person authorized by that insurer to

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City of Atwater and De Novo Planning Group Page 7 of 16 bind coverage on its behalf. If the City does not receive the required insurance documents prior to the Professional beginning work, it shall not waive the Professional’s obligation to provide them. The City reserves the right to require complete copies of all required insurance policies at any time.

4.4.3 Subcontractors. Professional shall include all subcontractors as insureds 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 herein.

4.4.4 Deductibles and Self-Insured Retentions. Professional shall disclose to and obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement.

During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Professional may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Professional procure a bond, guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.

4.4.5 Wasting Policies. Except for Professional Liability insurance policy, no policy required by this Section 4 shall include a “wasting” policy limit (i.e. limit that is eroded by the cost of defense).

4.4.6 Waiver of Subrogation. Professional hereby agrees to waive subrogration which any insurer or contractor may require from vendor by virtue of the payment of any loss. Professional agrees to obtain any endorsements that may be necessary to effect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the entity for all work performed by the Professional, its employees, agents, and subcontractors.

4.5 Remedies. In addition to any other remedies the City may have if Professional fails to provide or maintain any insurance policies, or policy endorsements, to the extent and within the time herein required, the City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies the City may have and are not the exclusive remedy for Professional’s breach:
▪ Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;

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City of Atwater and De Novo Planning Group Page 8 of 16 ▪ Order Professional to stop work under this Agreement or withhold any payment that becomes due to Professional hereunder, or both stop work and withhold any payment until Professional demonstrates compliance with the requirements hereof; and/or ▪ Terminate this Agreement.

Section 5. INDEMNIFICATION AND PROFESSIONAL’S RESPONSIBILITIES.

5.1 General Requirement. Professional shall indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Professional or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Professional shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, or volunteers and (2) the actions of Professional or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Professional to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Professional from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Professional acknowledges and agrees to the provisions of this Section and that it is a material element of consideration.

5.2 PERS Indemnification. In the event that Professional or any employee, agent, or subcontractor of Professional providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Professional shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Professional or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

5.3 Design Professionals. To the extent that the services under this Agreement include design professional services subject to California Civil Code Section 2782.8, as may be amended from time to time, Professional’s duty to indemnify under Sections 5.1 and 5.2 shall only be to the maximum extent permitted by California Civil Code Section 2782.8.

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City of Atwater and De Novo Planning Group Page 9 of 16 Section 6. STATUS OF PROFESSIONAL.

6.1 Independent Contractor. At all times during the term of this Agreement, Professional shall be an independent contractor as defined in Labor Code Section 3353, and shall not be an employee of City. Nothing contained in this Agreement shall be construed to be inconsistent with the foregoing relationship or status. City shall have the right to control Professional only insofar as the results of Professional's services rendered pursuant to this Agreement and assignment of personnel pursuant to Section 1.3; however, otherwise City shall not have the right to control the means by which Professional accomplishes services rendered pursuant to this Agreement. Professional shall have no power or authority by this Agreement to bind the City in any respect. All employees and agents hired or retained by Professional are employees and agents of Professional and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Professional by any such employees or agents, or any other person resulting from performance of this Agreement.

Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Professional and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

Professional shall not allow any employee to become eligible for a claim for PERS benefits.

6.2 Professional Not an Agent. Except as City may specify in writing, Professional shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Professional shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.

Section 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Professional and any subcontractors shall comply with all laws and regulations applicable to the performance of the work hereunder, including but not limited to, the California Building Code, the Americans with Disabilities Act, and any copyright, patent or trademark law. Professional’s failure to comply with any law(s) or regulation(s) applicable to the performance of the work hereunder shall constitute a breach of contract.

7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Professional, and any subcontractors, shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.

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7.4 Licenses and Permits. Professional represents and warrants to City that Professional 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. Professional represents and warrants to City that Professional 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, Professional and any subcontractors shall obtain and maintain valid Business Licenses from City during the term of this Agreement.

7.5 Nondiscrimination and Equal Opportunity. Professional 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, or sexual orientation, 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 Professional under this Agreement. Professional 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 Professional thereby.

Professional shall include the provisions of this Section in any subcontract approved by the Contract Administrator or this Agreement.

Section 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Professional.

Professional may cancel this Agreement upon 90 days’ prior written notice to City and shall include in such notice the reasons for cancellation.

In the event of termination, Professional shall be entitled to compensation for services performed to the satisfaction of the City to the effective date of termination; City, however, may condition payment of such compensation upon Professional delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Professional or prepared by or for Professional or the City in connection with this Agreement.

8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Section 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Professional understands and agrees that, if City grants such an extension, City shall have no obligation to provide Professional with compensation beyond the maximum amount provided for in this

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City of Atwater and De Novo Planning Group Page 11 of 16 Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Professional for any otherwise reimbursable expenses incurred during the extension period.

8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties.

8.4 Assignment and Subcontracting. City and Professional recognize and agree that this Agreement contemplates personal performance by Professional and is based upon a determination of Professional’s unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Professional.

Professional may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Professional shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator.

8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Professional shall survive the termination of this Agreement.

8.6 Options upon Breach by Professional. If Professional 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. City shall not in any manner be liable for Professional’s actual or projected lost profits had Professional completed the services required by this Agreement;

8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Professional pursuant to this Agreement;

8.6.3 Retain a different professional to complete the work described in Exhibit A not finished by Professional; or

8.6.4 Charge Professional the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Professional pursuant to Section 2 if Professional had completed the work.

Section 9. Confidentiality. Professional understands and agrees that, in the performance of services under this Agreement or in the contemplation thereof, Professional may have access to confidential information or other materials exempt from public disclosure, and that such information may contain sensitive or confidential data, the disclosure of which to third parties may be damaging to City (“Confidential Information”) or any third party. Professional shall not, either during or after the Term, disclose to any third party any Confidential Information without the prior written consent of City. If City gives Professional written

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Section 10. KEEPING AND STATUS OF RECORDS.

10.1 Records Created as Part of Professional’s Performance. 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 Professional prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. Professional 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. City and Professional agree that, until final approval by City, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties.

10.2 Professional’s Books and Records. Professional 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 Professional to this Agreement.

10.3 Inspection and Audit of Records. Any records or documents that Section 10.2 of this Agreement requires Professional 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 the City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement.

Section 11. MISCELLANEOUS PROVISIONS.

11.1 Attorneys’ Fees and Costs. If a Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees and costs, in addition to any other relief to which that Party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11.2 Venue. In the event that either Party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Merced or in the United States District Court, Eastern District of California.

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11.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

11.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

11.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.

11.6 Use of Recycled Products. Professional shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal or less cost than virgin paper.

11.7 Conflict of Interest. Professional may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Professional in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code section 81000 et seq.

Professional shall not employ any City official in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code sections 1090 et seq.

Professional hereby warrants that it is not now, nor has it been in the previous 12 months, an employee, agent, appointee, or official of the City. If Professional was an employee, agent, appointee, or official of the City in the previous twelve months, Professional warrants that it did not participate in any manner in the forming of this Agreement. Professional understands that, if this Agreement is made in violation of Government Code section 1090 et seq., the entire Agreement is void and Professional will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and Professional will be required to reimburse the City for any sums paid to the Professional. Professional 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.

11.8 Solicitation. Professional agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.

11.9 Contract Administration. This Agreement shall be administered by the City Manager ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

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11.10 Notices. Any written notice to Professional shall be sent to:

De Novo Planning Group
Ben Ritchie, Principal
1020 Suncast Lane # 106
El Dorado Hills, CA 95762
Email Address (for Insurance Update Requests)
[email protected]
Any written notice to City shall be sent to:

City of Atwater
Lori Waterman, City Manager
750 Bellevue Road, Atwater CA 95301
[email protected]

11.11 Professional Seal. Where applicable in the determination of the contract administrator or when required by law, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled "Seal and Signature of Registered Professional with report/design responsibility," as in the following example.
_________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.

11.12 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibit A, and the fee schedule attached hereto and incorporated herein as Exhibit B, represents the entire and integrated agreement between City and Professional and supersedes all prior negotiations, representations, or agreements, either written or oral.

11.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

11.14 Time is of the Essence. Time is of the essence in this Agreement for each covenant and term of a condition herein.

11.15 Authority. All Parties to this Agreement warrant and represent that they have the power and authority to enter into this Agreement and the names, titles, and capacities herein stated on behalf of any entities, persons, states, or firms represented or purported to be represented by such entities, persons, states or firms and that all former requirements necessary or required by the state or federal law in order to enter into the Agreement have been fully complied with.

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11.16 Drafting and Ambiguities. Each Party acknowledges that it has reviewed this Agreement with its own legal counsel, and based upon the advice of that counsel, freely entered into this Agreement. Each Party has participated fully in the review and revision of this Agreement. Any rule of construction that ambiguities are to be resolved against the drafting party does not apply in interpreting this Agreement.

11.17 Headings. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.

11.18 IRS Form W-9. Professional shall complete and submit Internal Revenue Service Form W-9 to the City before execution of this Agreement. The City’s Finance Director shall have authority to waive this requirement.
[signatures on the following page]

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Atwater City CouncilMay 8, 2023

Atwater City Council
May 8, 2023