Cities Index.
Agenda packet

Atwater City Council
August 28, 2023

Document
Agenda packet
Meeting
August 28, 2023
Body
Atwater City Council
Pages
196
Original file
8.7 MB
Text extracted from the city's file for reading and search. Open the original on www.atwater.org. That file is the official record.

In-person participation by the public will be permitted. In addition, remote public participation is available in the following ways:

1. Livestream online at www.atwater.org (Please be advised that there is a broadcasting delay. If you would like to participate in public comment, please use the option below).

2. Submit a written public comment prior to the meeting: Public comments submitted to [email protected] by 4:00 p.m. on the day of the meeting will be distributed to the City Council, and made part of the official minutes but will not be read out loud during the meeting.

Assistance will be provided to those requiring accommodations for disabilities in compliance with the Americans with Disabilities Act of 1990. Persons requesting accommodation should contact the City in advance of the meeting, and as soon as possible, at (209) 357-6241.

CITY OF ATWATER
City Council
AGENDA
Council Chambers
750 Bellevue Road
Atwater, California
August 28, 2023
CALL TO ORDER: 5:00 PM
ROLL CALL: (City Council)
Ambriz ____, Button ____, Cale ____, Raymond ____, Nelson _____ CLOSED SESSION:

Adjourn to Conference Room A
• Conference with Legal Counsel - Existing Litigation - Government Code Section 54956.9(d)(1): Name of case: Samuel Joseph v. City of Atwater; Case No. 1:20-cv-00811-DAD-EPG
• Conference with Labor Negotiators - Government Code Section 54957.6, Agency Negotiators: City Manager Waterman and Human Resources Director Sousa Bargaining Units: Atwater Police Officers Association,

Page 1 of 196 ends

City Council Agenda for Meeting of August 28, 2023 Page 2 AFSCME Local 2703 - Clerical Employees Unit, Mid-Managers Group, Miscellaneous Employees Unit and Unrepresented Management and Confidential Employees.

REGULAR SESSION: (Council Chambers)
CALL TO ORDER: 6:00 PM
INVOCATION:

Invocation by Ben Perez
PLEDGE OF ALLEGIANCE TO THE FLAG:

ROLL CALL:

Ambriz ____, Button ____, Cale ____, Raymond ____, Nelson _____ MAYOR OR CITY ATTORNEY REPORT OUT FROM CLOSED SESSION:

SUBSEQUENT NEED ITEMS: (The City Clerk shall announce any requests for items requiring immediate action subsequent to the posting of the agenda. Subsequent need items require a two-thirds vote of the members of the City Council present at the meeting.)
APPROVAL OF AGENDA AS POSTED OR AS AMENDED: (This is the time for the City Council to remove items from the agenda or to change the order of the agenda.) Staff's Recommendation: Motion to approve agenda as posted or as amended.

PRESENTATIONS:
• Monthly report by Merced County District 3 Supervisor McDaniel CONSENT CALENDAR:

NOTICE TO THE PUBLIC
Background information has been provided on all matters listed under the Consent Calendar, and these items are considered to be routine. All items under the Consent Calendar are normally approved by one motion. If discussion is requested on any item, that item will be removed from the Consent Calendar for separate action.

TREASURER’S REPORT:

1. a) June 30, 2023
b) July 31, 2023
Staff's Recommendation: Approval of reports as listed.

Page 2 of 196 ends

City Council Agenda for Meeting of August 28, 2023 Page 3 WARRANTS:

2. August 28, 2023
Staff's Recommendation: Approval of warrants as listed.

MINUTES: (Planning Commission)

3. July 19, 2023 - Regular meeting
Staff's Recommendation: Acceptance of minutes as listed.

MINUTES: (City Council)

4. August 14, 2023 - Regular meeting
Staff's Recommendation: Approval of minutes as listed.

AGREEMENTS:

5. Approving a Purchase Agreement (Purchase Order) with Aqueous Vets for Granulated Activated Carbon Exchange at Central Site (Public Works Director Vinson)
Staff's Recommendation: Approves a Purchase Agreement
(Purchase Order) to Aqueous Vets of Redding, California for Granulated Activated Carbon (GAC) Exchange at Central Site, in an amount not to exceed $127,026; and authorizes and directs the City Manager to execute the Agreement (Purchase Order) on behalf of the City.

6. Approving On-Call Building Services to support staff with Residential and Commercial Structural plan checking, and Residential and Commercial Fire Plan Checking, Permit Technician support, CAsp(ADA) inspections, and Building Inspections for Commercial, Residential, and Industrial construction projects (Deputy City Manager/Community Development Director Thompson)
Staff's Recommendation: Approves multiple On-Call Master Professional Service Agreements, in a form approved by the City Attorney, with CSG Consultants of Newman, California, BPR Consulting Group of Roseville, California, Interwest of Fresno, California and True North Compliance Services of Long Beach, California, with an amount not to exceed of $200,000 per task order (per agreement), for a 3-year term for each of the agreements, and authorizes and directs the City Manager to execute the agreements on the behalf of the City.

7. Approving a General Services Agreement with Merced Area Sports Officials (MASO) (City Manager Waterman)
Staff's Recommendation: Awarding a General Services Agreement, in a form approved by the City Attorney, with Merced Area Sports Officials of Merced, California, in the amount not to exceed $4,410.00, for managing the scheduling of the sports officials, plus a separate cost per sports official per athletic activity, as outlined in the fee structure; and authorizes and directs the City Manager, or her designee, to execute the agreement on behalf of the City.

Page 3 of 196 ends

City Council Agenda for Meeting of August 28, 2023 Page 4 RESOLUTIONS:

8. Approving Budget Amendment appropriating funds from the 2023 Edward Byrne Memorial Justice Assistance Grant (JAG) Program (Police Chief Salvador)
Staff's Recommendation: Adoption of Resolution No. 3423-23 approving Budget Amendment No. 4 amending the Fiscal Year 2023- 24 Budget regarding appropriating funds in the amount of $14,784.00 to the Fiscal Year 2023-24 Police Grants Budget derived from the United States Department of Justice, Office of Justice Programs, Bureau of Justice Assistance’s 2023 Edward Byrne Memorial Justice Assistance Grant (JAG) Program.

9. Adopting City Council Goal Setting Priorities 2023-2025 (City Manager Waterman)
Staff's Recommendation: Adoption of Resolution No. 3419-23 Adopting City Council Goal Setting Priorities 2023-2025. ***END OF CONSENT CALENDAR***
REPORTS AND PRESENTATIONS FROM STAFF:

10. Verbal General Plan Update - Planning Area (Deputy City Manager/Community Development Director Thompson)

11. Awarding Professional Services Agreement to Cole Pro Media, LLC for Transparency Engagement Services, and awarding Professional Services Agreement to Critical Incident Videos, LLC (Police Chief Salvador) (City Manager Waterman)
Staff's Recommendation: Motion to award a Professional Services Agreement, in a form approved by the City Attorney, to Cole Pro Media, LLC of Vacaville, California, for Transparency Engagement Services in an amount not to exceed $32,500; and authorize the City Manager to execute the agreement on behalf of the City; and Motion to award a Professional Services Agreement, in a form approved by the City Attorney, to Critical Incident Videos, LLC of Vacaville, California, for Transparency Engagement for Critical Incident Videos on an as-needed basis in an amount not to exceed $6,000 per video; and authorize the City Manager to execute the agreement on behalf of the City; or
Motion to approve staff's recommendation as presented.

Page 4 of 196 ends

City Council Agenda for Meeting of August 28, 2023 Page 5 CITY MANAGER REPORTS/UPDATES:

12. City Manager Updates
COMMENTS FROM THE PUBLIC:

NOTICE TO THE PUBLIC
At this time any person may comment on any item which is not on the agenda. You may state your name and address for the record; however, it is not required. Action will not be taken on an item that is not on the agenda. If it requires action, it will be referred to staff and/or placed on a future agenda. Please limit comments to a maximum of three (3) minutes.

CITY COUNCIL REPORTS/UPDATES:
• City Council Member Cale, District 1
• City Council Member Button, District 2
• City Council Member Ambriz, District 3
• Mayor Pro Tem Raymond, District 4
• Mayor Nelson
CLOSED SESSION:

Continuation of Closed Session if necessary
ADJOURNMENT:

CERTIFICATION:

I, Kory J. Billings, City Clerk of the City of Atwater, do hereby certify that a copy of the foregoing agenda was posted at City Hall a minimum of 72 hours prior to the meeting. _______________________________
KORY J. BILLINGS

CITY CLERK
SB 343 NOTICE
In accordance with California Government Code Section 54957.5, any writing or document that is a public record, relates to an open session agenda item and is distributed less than 72 hours prior to a regular meeting will be made available for public inspection in the office of the City Clerk at City Hall during normal business hours at 750 Bellevue Road.

If, however, the document or writing is not distributed until the regular meeting to which it relates, then the document or writing will be made available to the public at the location of the meeting, as listed on this agenda at 750 Bellevue Road.

In compliance with the federal Americans with Disabilities Act of 1990, upon request, the agenda can be provided in an alternative format to accommodate special needs. If you

Page 5 of 196 ends

City Council Agenda for Meeting of August 28, 2023 Page 6 require special accommodations to participate in a City Council, Commission or Committee meeting due to a disability, please contact the City Clerk’s Office a minimum of three (3) business days in advance of the meeting at (209) 357-6241. You may also send the request by email to [email protected] .

Unless otherwise noted, City Council actions include a determination that they are not a “Project” within the meaning of the California Environmental Quality Act (CEQA), and therefore, that CEQA does not apply to such actions.

Page 6 of 196 ends

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
City Council Meeting -
6:00 PM
Committee Meeting -
Audit & Finance
Cancelled
1:30 PM - 3:30 PM
Office Hours -
Merced County
Supervisor McDaniel
District 3
City Council Meeting - Planning Commission
6:00 PM Meeting - 6:00 PM
GPTAC - 6:00 PM
Saturday
~ August 2023 ~
Sunday Monday Tuesday Wednesday Thursday Friday

Page 7 of 196 ends

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
~ September 2023 ~
6:00 PM
4:30 PM
City Council Meeting -
Committee Meeting -
1:30 PM - 3:30 PM
Audit & Finance
29 30
Office Hours -
Planning Commission Merced County
Supervisor McDaniel
Meeting - 6:00 PM District 3
6:00 PM
City Council Meeting -
of Remembrance
Patriot Day - National Day
1 day
Observed 5:30 PM
GPTAC - 6:00 PM
Trash pick up delayed
Labor Day Committee Meeting -
City Holiday Citizens' Oversight
Sunday Monday Tuesday Wednesday Thursday Friday Saturday

Page 8 of 196 ends

STATEMENT OF CHANGES IN CASH BALANCE, UNAUDITED
BYFUND
AS OF 06/30/2023
FUND BEG.BALANCE CASH DEBITS CASH CREDITS ENDING BAL.
0001 General Fund 18,138,049.89 1,828,437.70 1,863,930.20 18,102,557.39 0003 General Fund Capital (680,952.90) 40,778.53 41,620.87 (681,795.24) 0004 Public Safety Trans & Use Tax 572,497.26 321,915.24 355,951.18 538,461.32 0005 Ferrari Ranch Project Fund 2,297.54 0.00 0.00 2,297.54 0007 Measure V Fund 4,045,578.92 84,900.93 0.00 4,130,479.85 0008 Measure V 20% Alternative Modes 698,450.08 21,225.23 327.41 719,347.90 0009 Abandoned Veh Abatement Fund (8,943.88) 12,812.55 2,158.85 1,709.82 0010 Measure V Regional Fund (36,382.73) 0.00 45,809.08 (82,191.81) 1005 Police Grants Fund 90,539.40 28,586.00 11,526.90 107,598.50 1010 ARPA-American Rescue Plan Act 4,917,951.86 0.00 72,861.47 4,845,090.39 1011 Gas Tax/Street Improvement (98,227.82) 73,138.70 144,993.12 (170,082.24) 1013 Local Transportation Fund 467,938.34 0.00 27,555.34 440,383.00 1015 Traffic Circulation Fund 1,496,620.44 0.00 0.00 1,496,620.44 1016 Applegate Interchange 775,338.71 0.00 0.00 775,338.71 1017 RSTP-Regional Surface Transp Prag 2,587,803.57 0.00 0.00 2,587,803.57 1018 SB1-Road Maint & Rehab RMRA 1,823,292.08 64,353.02 6,384.37 1,881,260.73 1019 LPP-Local Partnership Prg Fund 0.00 0.00 0.00 0.00 1020 Parks and Recreation Fund 1,875,837.56 0.00 27,278.30 1,848,559.26 1040 General Plan Update-Housing Element (50,000.00) 0.00 0.00 (50,000.00) 1041 General Plan Update Fund 2,086,691.94 0.00 0.00 2,086,691.94 1055 Neighborhood Stabilization 222,040.24 0.00 0.00 222,040.24 1059-80 Housing Grant Funds 776,306.25 1,000.00 0.00 777,306.25 1091 Police Facility Impact Fee 265,481.36 0.00 0.00 265,481.36 1093 Fire Facility Impact Fee 258,704.29 0.00 0.00 258,704.29 1095 Government Building Facility 277,377.20 0.00 0.00 277,377.20 3064-67 Redevelopment/Successor Agency Funds 1,660,152.94 1,098,276.26 980,935.90 1,777,493.30 4020 Performance Bond Trust 220,733.85 0.00 0.00 220,733.85 4030 Narcotics Program Trust 2,084.79 0.00 0.00 2,084.79 4060 Section 125 Medical 1,887.50 55.00 0.00 1,942.50
4070 Section 125 Dependent Care 0.00 0.00 0.00 0.00

Page 9 of 196 ends

STATEMENT OF CHANGES IN CASH BALANCE, UNAUDITED
BYFUND
FUND
4080 Pension Rate Stblztn 115 Trust
4090 CFO No. 1 Trust
5001-55 All Maintenance Districts
5050 CFO Districts
6000 Water Enterprise Fund
6001 Water Fund Capital Replacement
6002 DBCP Settlement
6004 Water Well- Buhach Colony
6005 Water Capital Impact Fees
6006 Water Operating Reserve Fund
6007 1,2,3-TCP Fund
6010 Sewer Enterprise Fund
6011 Sewer Fund Capital Replacement
6020 Sanitation Enterprise
7000 Internal Service Fund
7001 ISF Equipment/Bldg Replacement
7010 Employee Benefits Fund
7020 Risk Management
7030 Information Technology
9090 Accrued Interest Fund
TOTAL
AS OF 06/30/2023
BEG.BALANCE CASH DEBITS CASH CREDITS ENDING BAL.
257,703.60 109,380.69 0.00 367,084.29
131,657.29 0.00 40.00 131,617.29
1,344,683.37 0.00 42,541.01 1,302,142.36
158,832.71 0.00 36,444.87 122,387.84
10,776,828.53 668,004.68 920,835.61 10,523,997.60
1,829,290.44 0.00 179,142.13 1,650,148.31
20,677.13 0.00 0.00 20,677.13
184,791.45 0.00 0.00 184,791.45
2,644,856.96 90.75 0.00 2,644,947.71
181,195.08 0.00 0.00 181,195.08
16,196,921.53 0.00 385,378.02 15,811,543.51
14,915,383.43 1,149,430.20 1,381,965.21 14,682,848.42
3,720,437.69 0.00 0.00 3,720,437.69
3,063,869.09 351,015.23 528,468.90 2,886,415.42
352,568.75 371,659.32 124,272.16 599,955.91
100,664.02 0.00 0.00 100,664.02
733,040.79 389,387.00 270,595.41 851,832.38
622,748.00 361,381.75 5,863.35 978,266.40
337,265.21 121,930.38 49,596.45 409,599.14
378,594.32 1,732.00 0.00 380,326.32
100,341,158.07 7,099,491.16 7,506,476.11 99,934,173.12
Prepared by: V ~ '---" t :J.

Approved by:

Mark Borba, City Treasurer -----

Page 10 of 196 ends

Statement of Changes in Cash Balan~e
by Bank
As of 06/30/2023
Beg. Period Cash
Balance Debits
City- LAIF 56,063,356.88 7,000,000.00
City - RMA Long-Term Investment Fund 1,166,283.00 1,732.00 City Checking & Investment Accounts 17,136,725.87 {2,335,499.80) Wastewater Checking 3,617,400.19 2,285,979.79
RA Obligation Retirement Fund 27.55 37,898.48
US Bank/Chandler Asset Mgt. 22,099,660.98
PARS Post-Employment Benefits Trust 257,703.60 109,380.69 Totals 100,341,158.07 7,099,491.16
Cash
Credits
7,020,859.23
371,171.36
114,445.52
End Period
Balance
63,063,356.88
1,168,015.00
7,780,366.84
5,532,208.62
37,926.03
21,985,215.46
367,084.29
7,506,476.11 99,934,173.12
Prepared by: _, ,~, l -=- Approved by:_'-- _
Mark Borba, City Treasurer
(The following statements are required by California Govt. Code Section 53646 (b) (2,3)) Investments are made pursuant to the City Council approved Investment Policy and Guidelines.

The City of Atwater has the ability to meet its pooled expenditure requirements for the next six months.

Bank Account Detail
City LAIF
Chandler Asset Mgt.

US Bank/Chandler Asset Mgt.

PARS Post-Employment Benefits Trust
63,063,356.88
1,168,015.00
21,985,215.46
367,084.29
Chase General Checking
Chase Wastewater Checking
Chase Redevelopment Checking
Chase Savings Account
8,268,484.50
5,532,208.62
37,926.03

0.00

Page 11 of 196 ends

STATEMENT OF CHANGES IN CASH BALANCE, UNAUDITED
BYFUND
AS OF 07/31/2023
FUND BEG.BALANCE CASH DEBITS CASH CREDITS ENDING BAL.
0001 General Fund 18,102,557.39 1,012,807.17 2,609,382.95 16,505,981.61 0003 General Fund Capital (681,795.24) 257,322.14 198,832.47 (623,305.57) 0004 Public Safety Trans & Use Tax 538,461.32 438,738.45 581,860.94 395,338.83 0005 Ferrari Ranch Project Fund 2,297.54 0.00 0.00 2,297.54 0007 Measure V Fund 4,130,479.85 63,465.99 0.00 4,193,945.84 0008 Measure V 20% Alternative Modes 719,347.90 15,866.50 4,422.84 730,791.56 0009 Abandoned Veh Abatement Fund 1,709.82 0.00 1,710.36 (0.54) 0010 Measure V Regional Fund (82,191.81) 0.00 0.00 (82,191.81) 1005 Police Grants Fund 107,598.50 0.00 2,826.10 104,772.40 1010 ARPA-American Rescue Plan Act 4,845,090.39 0.00 169,183.25 4,675,907.14 1011 Gas Tax/Street Improvement (170,082.24) 71,253.15 156,312.97 (255,142.06) 1013 Local Transportation Fund 440,383.00 0.00 3,430.18 436,952.82 1015 Traffic Circulation Fund 1,496,620.44 0.00 0.00 1,496,620.44 1016 Applegate Interchange 775,338.71 0.00 0.00 775,338.71 1017 RSTP-Regional Surface Transp Prag 2,587,803.57 0.00 2,255.00 2,585,548.57 1018 SB1-Road Maint & Rehab RMRA 1,881,260.73 64,937.06 40,470.22 1,905,727.57 1019 LPP-Local Partnership Prg Fund 0.00 0.00 0.00 0.00 1020 Parks and Recreation Fund 1,848,559.26 0.00 0.00 1,848,559.26 1021 Parks Grants Fund 0.00 0.00 0.00 0.00
1040 General Plan Update-Housing Element (50,000.00) 0.00 0.00 (50,000.00) 1041 General Plan Update Fund 2,086,691.94 0.00 0.00 2,086,691.94 1055 Neighborhood Stabilization 222,040.24 0.00 0.00 222,040.24 1059-80 Housing Grant Funds 777,306.25 1,000.00 0.00 778,306.25 1091 Police Facility Impact Fee 265,481.36 0.00 0.00 265,481.36 1093 Fire Facility Impact Fee 258,704.29 0.00 0.00 258,704.29 1095 Government Building Facility 277,377.20 0.00 0.00 277,377.20 3064-67 Redevelopment/Successor Agency Funds 1,777,493.30 868.15 206.25 1,778,155.20 4020 Performance Bond Trust 220,733.85 0.00 0.00 220,733.85 4030 Narcotics Program Trust 2,084.79 0.00 0.00 2,084.79 4060 Section 125 Medical 1,942.50 110.00 0.00 2,052.50

Page 12 of 196 ends

STATEMENT OF CHANGES IN CASH BALANCE, UNAUDITED

BY FUND
AS OF 07/31/2023
FUND BEG.BALANCE CASH DEBITS CASH CREDITS ENDING BAL.
4070 Section 125 Dependent Care 0.00 0.00 0.00 0.00
4080 Pension Rate Stblztn 115 Trust 367,084.29 8,536.46 0.00 375,620.75 4090 CFD No. 1 Trust 131,617.29 0.00 0.00 131,617.29
5001-55 All Maintenance Districts 1,302,142.36 0.00 23,662.90 1,278,479.46 5050 CFD Districts 122,387.84 0.00 132,083.71 (9,695.87) 6000 Water Enterprise Fund 10,523,997.60 757,606.87 408,462.19 10,873,142.28 6001 Water Fund Capital Replacement 1,650,148.31 94,936.38 349,359.00 1,395,725.69 6002 DBCP Settlement 20,677.13 0.00 0.00 20,677.13
6004 Water Well- Buhach Colony 184,791.45 0.00 0.00 184,791.45 6005 Water Capital Impact Fees 2,644,947.71 90.75 0.00 2,645,038.46 6006 Water Operating Reserve Fund 181,195.08 0.00 0.00 181,195.08 6007 1,2,3-TCP Fund 15,811,543.51 68,551.60 258,829.50 15,621,265.61 6010 Sewer Enterprise Fund 14,682,848.42 1,025,234.98 1,411,761.16 14,296,322.24 6011 Sewer Fund Capital Replacement 3,720,437.69 0.00 0.00 3,720,437.69 6020 Sanitation Enterprise 2,886,415.42 405,128.11 20,742.87 3,270,800.66 7000 Internal Service Fund 599,955.91 16,259.94 136,085.20 480,130.65 7001 ISF Equipment/Bldg Replacement 100,664.02 0.00 0.00 100,664.02 7010 Employee Benefits Fund 851,832.38 5,989.56 63,703.35 794,118.59 7020 Risk Management 978,266.40 0.00 877,720.00 100,546.40 7030 Information Technology 409,599.14 288.97 63,431.74 346,456.37 9090 Accrued Interest Fund 380,326.32 442,763.44 0.00 823,089.76 TOTAL 99,934,173.12 4,751,755.67 7,516,735.15 97,169,193.64 Prepared by: ¼,~ /\.____.,fl_____ Approvedby
./
d
Mark Borba
~ , City Treasurer

Page 13 of 196 ends

Statement of Changes in Cash Balan~e
by Bank
As of 07/31/2023
Beg. Period Cash
Balance Debits
City- LAIF 63,063,356.88 440,780.44
City - RMA Long-Term Investment Fund 1,168,015.00 1,983.00 City Checking & Investment Accounts 7,780,366.84 4,231,903.85 Wastewater Checking 5,532,208.62
RA Obligation Retirement Fund 37,926.03 0.32
US Bank/Chandler Asset Mgt. 21,985,215.46 68,551.60
PARS Post-Employment Benefits Trust 367,084.29 8,536.46 Totals 99,934,173.12 4,751,755.67
Cash
Credits
7,145,563.79
371,171.36
End Period
Balance
63,504,137.32
1,169,998.00
4,866,706.90
5,161,037.26
37,926.35
22,053,767.06
375,620.75
7,516,735.15 97,169,193.64
Prepared by: Approvedby:
7 ~
Mark Borba, City Treasurer --··
(The following statements are required by California Govt. Code Section 53646 (b) (2,3)) Investments are made pursuant to the City Council approved Investment Policy and Guidelines.

The City of Atwater has the ability to meet its pooled expenditure requirements for the next six months.

Bank Account Detail
City LAIF
Chandler Asset Mgt.

US Bank/Chandler Asset Mgt.

PARS Post-Employment Benefits Trust
63,504,137.32
1,169,998.00
22,053,767.06
375,620.75
Chase General Checking
Chase Wastewater Checking
Chase Redevelopment Checking
Chase Savings Acco~
5,483,212.52
5,161,037.26
37,926.35

0.00

Page 14 of 196 ends

WARRANTS SUMMARY FOR AUGUST 28 2023

TOTAL OF WARRANTS (FROM WARRANT REPORT)

PREWRITTENS INCLUDED IN THIS WARRANT RUN
!ADDITIONAL WARRANTS ( THESE AMOUNTS ARE NOT INCLUDED IN TOTAL WARRANTS) !DATE I DESCRIPTION
8/15/2023 EPARS Employee 457 Plan
8/15/2023 AFSCME District Council 57
8/15/2023 APOA Union Dues
8/15/2023 State Disbursement - Child Support
8/15/2023 PERS Retirement EFT 7 /20/23 - 8/2/23

TOTAL ADDITIONAL WARRANTS
!AMOUNT
$ 4,508.00
$ 912.20
$ 2,728.20
$ 473.98
$ 61,507.96
$ 70,130.34

GRAND TOTAL OF WARRANTS P

AID ----------------------------------------------------------------------- l1NFORMATIONAL ONLY (INCLUDED IN THE TOTAL WARRANTS TOTAL) !DATE I DESCRIPTION
8/9/2023 Net Payroll
8/9/2023 Federal Taxes
8/9/2023 State Taxes
8/9/2023 Payroll Deductions

TOTAL INFORMATIONAL WARRANTS
!AMOUNT
$ 208,802.00 $ 286,518.59
$ 69,532.48
$ 8,184.11
$ 210.00
$ 286,728.59

CITY TREASURER
$ 1,266,323.26
$ 15,593.99
1 s 10,130.34 I
$ 1,352,047.59
�

Page 15 of 196 ends

Accounts Payable
Checks for Approval
User:

Printed:
jmurillo
8/24/2023 - 9:49 AM F&G Beltevue Rood, A1water CA 9&3Q1 )3-\Ae\r\ ry of
twater
C `rsanmriniit I'rhk 1 .uI'
Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23145 08/10/2023 General Fund Training CHRISTOPHER SALAZAR 379.50 Check Total: 379.50
23146 08/15/2023 General Fund Training DAVE SARGINSON 241.50 Check Total: 241.50
23147 08/15/2023 General Fund Garnishments FRANCHISE TAX BOARD 210.00 Check Total: 210.00
23148 08/18/2023 Public Safety Trans & Use Tax Rents & Leases U.S. BANK EQUIPMENT FINANCE 14,762.99 Check Total: 14,762.99
Report Total: 15,593.99
AP-Checks for Approval (8/24/2023 - 9:49 AM) Page 1

Page 16 of 196 ends

Accounts Payable
Checks for Approval
User:

Printed:
jmurillo
8/24/2023 - 9:51 AM
City v, f
Community Pride City Wide
7f0 Bellewue Road, Mwaier CA 95301
Check Number Check Date Fund Name Account Name \"ender \ame Void Amount 0 08/28/2023 Sanitation Enterprise Fund Solid Waste Collectn/Disposal MID-VALLEY DISPOSAL LLC 481,020.49 0 08/28/2023 General Fund Special Departmental Expense CHASE 20.62 0 08/28/2023 General Fund Special Departmental Expense CHASE 22.14 0 08/28/2023 General Fund Special Departmental Expense CHASE 460.30 0 08/28/2023 General Fund Special Departmental Expense CHASE 12.00 0 08/28/2023 General Fund Training CHASE 485.09
0 08/28/2023 General Fund Special Departmental Expense CHASE 176.24 0 08/28/2023 General Fund Special Departmental Expense CHASE 124.44 0 08/28/2023 General Fund Maint. Buildings & Grounds CHASE 512.35 0 08/28/2023 General Fund Various Classes CHASE 435.00
0 08/28/2023 General Fund Miss Atwater CHASE 148.74
0 08/28/2023 General Fund Miss Atwater CHASE 105.00
0 08/28/2023 General Fund Miss Atwater CHASE 20.00
0 08/28/2023 Sewer Enterprise Fund Small Tools CHASE 628.20 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 216.49 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 51.81 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 36.76 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 28.12 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 29.96 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 73.97 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 20.25 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 48.37 0 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 31.18 0 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 32.16 0 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 64.35 0 08/28/2023 Information Technology Fund Special Departmental Expense CHASE 140.71 0 08/28/2023 General Fund Special Departmental Expense CHASE 80.00 0 08/28/2023 General Fund Memberships & Subscriptions CHASE 622.00 0 08/28/2023 General Fund Travel/Conferences/Meetings CHASE 380.00 0 08/28/2023 General Fund Travel/Conferences/Meetings CHASE 380.00 0 08/28/2023 General Fund Travel/Conferences/Meetings CHASE 852.00 0 08/28/2023 General Fund Travel/Conferences/Meetings CHASE 852.00 0 08/28/2023 General Fund Office Supplies CHASE 46.53
0 08/28/2023 General Fund Uniform & Clothing Expense CHASE 69.12 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 1

Page 17 of 196 ends

Check Number Check Date Fund \amc Account Name Vendor Name Void Amount 08/28/2023 General Fund Professional Services CHASE 19.99 08/28/2023 General Fund Professional Services CHASE 45.00 08/28/2023 General Fund Communications CHASE 258.58
08/28/2023 General Fund Communications CHASE 954.95
08/28/2023 General Fund Travel/Conferences/Meetings CHASE 187.06 08/28/2023 General Fund Training CHASE 182.50
08/28/2023 General Fund Training CHASE 182.50
08/28/2023 General Fund Fire Marshal Supplies CHASE 234.90 08/28/2023 General Fund Special Departmental Expense CHASE 70.35 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 14.05 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 6.47 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 40.15 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 56.98 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 7.63 08/28/2023 Internal Service Fund Special Departmental Expense CHASE 166.15 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 15.36 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 22.08 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 35.51 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 18.24 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 32.64 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 14.39 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 30.72 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 20.16 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 24.00 08/28/2023 Internal Service Fund Operations & Maintenance CHASE 8.90 08/28/2023 Information Technology Fund Special Departmental Expense CHASE 1,821.55 08/28/2023 Information Technology Fund Special Departmental Expense CHASE 216.00 08/28/2023 Employee Benefits Fund Unemployment Insurance EMPLOYMENT DEVELOPMENT DEPT. 11,980.00 Check Total: 504,893.20
23150 08/28/2023 General Fund Office Supplies AAA BUSINESS SUPPLIES & INTERIORS 211.90 23150 08/28/2023 General Fund Office Supplies AAA BUSINESS SUPPLIES & INTERIORS 70.63 Check Total: 282.53
23151 08/28/2023 Water Enterprise Fund Professional Services ABS DIRECT INC 509.95 23151 08/28/2023 Sewer Enterprise Fund Professional Services ABS DIRECT INC 509.95 23151 08/28/2023 Sanitation Enterprise Fund Professional Services ABS DIRECT INC 509.96 23151 08/28/2023 Water Enterprise Fund Office Supplies ABS DIRECT INC 400.00 23151 08/28/2023 Sewer Enterprise Fund Office Supplies ABS DIRECT INC 400.00 23151 08/28/2023 Sanitation Enterprise Fund Office Supplies ABS DIRECT INC 400.00 Check Total: 2,729.86
23152 08/28/2023 Gas Tax/Street Improvement Professional Services ADVANCED CHEMICAL TRANSPORT, INC. 1,416.88 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 2
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Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 1,416.88
23153 08/28/2023 General Fund Training ADVANCED COMBAT EVOLUTIONS 598.00 Check Total: 598.00
23154 08/28/2023 Gas Tax/Street Improvement Professional Services ADVANCED MOBILITY GROUP 2,971.35 Check Total: 2,971.35
23155 08/28/2023 General Fund Various Classes AIRGAS USA, LLC 743.48 Check Total: 743.48
23156 08/28/2023 Water Enterprise Fund Special Departmental Expense ALLIED WEST PRINTING 703.57 Check Total: 703.57
23157 08/28/2023 Internal Service Fund Operations & Maintenance ALL.WAYS TOWING. I..I..C. 175.00 Check Total: 175.00
23158 08/28/2023 General Fund Building Permits ALTERNATIVE POWER GENERATION INC 102.00 Check Total: 102.00
23159 08/28/2023 General Fund Community Center Deposits LISA AMES 350.00 23159 08/28/2023 General Fund Community Center Deposits LISA AMES 210.00 Check Total: 560.00
23160 08/28/2023 General Fund Professional Services AMISTAD ASSOCIATES 6,51 1.41 Check Total: 6,511.41
23161 08/28/2023 Information Technology Fund Professional Services APPLIED PROCESS LOGIC INC 4,600.00 Check Total: 4,600.00
23 162 08/28/2023 SB 1-Road Maint & Rehab RMRA Fruitland Ave Rd Improvements ASSOCIATED RIGHT OF WAY SERVICES, INC. 370.00 Check Total: 370.00
23163 08/28/2023 General Fund Communications AT&T 219.35 Check Total: 219.35
23164 08/28/2023 General Fund Communications AT&T CALNET 284.97 23164 08/28/2023 General Fund Communications AT&T CALNET 145.92 23164 08/28/2023 Water Enterprise Fund Communications AT&T CALNET 284.79 23164 08/28/2023 Sewer Enterprise Fund Communications AT&T CALNET 441.03 23164 08/28/2023 Internal Service Fund Communications AT&T CALNET 650.22 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 3
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Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 1,806.93
23165 08/28/2023 General Fund Communications AT&T MOBILITY 252.12 23165 08/28/2023 General Fund Communications AT&T MOBILITY 459.36 23165 08/28/2023 General Fund Communications AT&T MOBILITY 584.09 23165 08/28/2023 Abandoned Veh Abatement Fund Communications AT&T MOBILITY 89.86 23165 08/28/2023 General Fund Communications AT&T MOBILITY 120.72 23165 08/28/2023 General Fund Communications AT&T MOBILITY 656.95 Check Total: 2,163.10
23166 08/28/2023 General Fund Special Departmental Expense ATWATER CHIROPRACTIC, INC. 50.00 23166 08/28/2023 Gas Tax/Street Improvement Professional Services ATWATER CHIROPRACTIC, INC. 125.00 23166 08/28/2023 Water Enterprise Fund Professional Services ATWATER CHIROPRACTIC, INC. 125.00 23166 08/28/2023 Sewer Enterprise Fund Professional Services ATWATER CHIROPRACTIC, INC. 125.00 Check Total: 425.00
23167 08/28/2023 General Fund Accounts Payable ATWATER MARKETPLACE SHOPPING CENTEI 2.00 23167 08/28/2023 Water Enterprise Fund Accounts Payable ATWATER MARKETPLACE SHOPPING CENTEI 196.17 23167 08/28/2023 Sewer Enterprise Fund Accounts Payable ATWATER MARKETPLACE SHOPPING CENTEI 268.64 23167 08/28/2023 Sanitation Enterprise Fund Accounts Payable ATWATER MARKETPLACE SHOPPING CENTEI 199.04 23167 08/28/2023 Sanitation Enterprise Fund Accounts Payable ATWATER MARKETPLACE SHOPPING CENTEI 76.38 Check Total: 742.23
23168 08/28/2023 Water Enterprise Fund Special Departmental Expense BACKFLOW APPARATUS & VALVE CO. 2,665.73 Check Total: 2,665.73
23169 08/28/2023 Employee Benefits Fund Dental Insurance BENEFIT COORDINATORS CORPORATION (BC 418.18 23169 08/28/2023 Employee Benefits Fund Dental Insurance BENEFIT COORDINATORS CORPORATION (BC 1,476.09 23169 08/28/2023 Employee Benefits Fund Dental Insurance BENEFIT COORDINATORS CORPORATION (BC 3,059.20 Check Total: 4,953.47
23170 08/28/2023 Sewer Enterprise Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 75.22 23170 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense BIG CREEK LUMBER COMPANY 10.45 23170 08/28/2023 Sewer Enterprise Fund Small Tools BIG CREEK LUMBER COMPANY 34.12 23170 08/28/2023 Internal Service Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 13.55 23170 08/28/2023 General Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 88.21 23170 08/28/2023 Sewer Enterprise Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 19.36 23170 08/28/2023 Internal Service Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 12.59 23170 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense BIG CREEK LUMBER COMPANY 41.72 23170 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense BIG CREEK LUMBER COMPANY 52.03 23170 08/28/2023 Water Enterprise Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 25.62 23170 08/28/2023 Water Enterprise Fund Special Departmental Expense BIG CREEK LUMBER COMPANY 33.35 AP-Checks for Approval (8/24/2023 - 9:51 A M ) Page 4
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Page 20 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 406.22
23171 08/28/2023 General Fund Deposits BK INDUSTRIES INC. 547.00 23171 08/28/2023 Water Enterprise Fund Water Service Charges BK INDUSTRIES INC. -43.65 Check Total: 503.35
23172 08/28/2023 General Fund Building Permits BLAINE INC HEAT & AIR CONDITIONING 102.00 23172 08/28/2023 General Fund Building Permits BLAINE INC HEAT & AIR CONDITIONING 61.00 23172 08/28/2023 General Fund SB 1473 BLAINE INC HEAT & AIR CONDITIONING 1.00 Check Total: 164.00
23173 08/28/2023 Risk Management Fund Professional Services RICHARD BLAK, PHD 450.00 Check Total: 450.00
23174 08/28/2023 Sewer Enterprise Fund Uniform & Clothing Expense BOOT BARN 200.00 23174 08/28/2023 Sewer Enterprise Fund Uniform & Clothing Expense BOOT BARN 190.30 23174 08/28/2023 Water Enterprise Fund Uniform & Clothing Expense BOOT BARN 200.00 23174 08/28/2023 General Fund Uniform & Clothing Expense BOOT BARN 200.00 23174 08/28/2023 Gas Tax/Street Improvement Uniform & Clothing Expense BOOT BARN 152.24 Check Total: 942.54
23175 08/28/2023 Internal Service Fund Special Departmental Expense BRADY INDUSTRIES 1,158.31 23175 08/28/2023 General Fund Special Departmental Expense BRADY INDUSTRIES 560.64 Check Total: 1,718.95
23176 08/28/2023 General Fund Building Permits BRIGHT IDEAS CONSTRUCTION 73.00 Check Total: 73.00
23177 08/28/2023 General Fund Capital Phase 1 Ped Imp Proj Downtown BSK ASSOCIATES 3,553.08 23177 08/28/2023 SBI-Road Maint & Rehab RMRA Phase 1 Ped Imp Proj Downtown BSK ASSOCIATES 460.34 23177 08/28/2023 Water Fund Capital Replacement Well #20A Rehab BSK ASSOCIATES 448.75 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 58.50 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 204.00 23177 08/28/2023 1,2,3-TCP Fund Professional Services BSK ASSOCIATES 952.50 23177 08/28/2023 1,2,3-TCP Fund Professional Services BSK ASSOCIATES 952.50 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 204.00 23177 08/28/2023 1,2,3-TCP Fund Professional Services BSK ASSOCIATES 952.50 23177 08/28/2023 1,2,3-TCP Fund Professional Services BSK ASSOCIATES 190.50 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 96.75 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 76.50 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 204.00 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 76.50 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 5

Page 21 of 196 ends

Check Number Check Date Fund \ame Account Name Vendor Name Void Amount 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 496.50 23177 08/28/2023 Water Enterprise Fund Professional Services BSK ASSOCIATES 204.0() Check Total: 9,130.92
23178 08/28/2023 Internal Service Fund Operations & Maintenance BURTON'S FIRE, INC. 64.78 Check Total: 64.78
23179 08/28/2023 Gas Tax/Street Improvement Small Tools CAL FARM SERVICES 1,831.74 23179 08/28/2023 Sewer Enterprise Fund Special Departmental Expense CAL FARM SERVICES 114.97 23179 08/28/2023 General Fund Special Departmental Expense CAL FARM SERVICES 204.23 23179 08/28/2023 General Fund Special Departmental Expense CAL FARM SERVICES 65.92 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 21.54 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 15.62 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 27.47 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 80.75 23179 08/28/2023 General Fund Special Departmental Expense CAL FARM SERVICES 61.49 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 97.56 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 2.87 23179 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CAL FARM SERVICES 18.85 23179 08/28/2023 General Fund Special Departmental Expense CAL FARM SERVICES 127.11 Check Total: 2,670.12
23180 08/28/2023 General Fund Training CALIFORNIA BUILDING OFFICIALS 210.00 Check Total: 210.00
23181 08/28/2023 General Fund SB 1473 CALIFORNIA BUILDING STANDARDS COMMI 254.00 23181 08/28/2023 General Fund Building Permits CALIFORNIA BUILDING STANDARDS COMMI -25.50 Check Total: 228.50
23182 08/28/2023 Internal Service Fund Professional Services CALIFORNIA CUSTOM POWER SPORTS, INC. 900.00 23182 08/28/2023 Internal Service Fund Operations & Maintenance CALIFORNIA CUSTOM POWER SPORTS, INC. 969.98 Check Total: 1,869.98
23183 08/28/2023 Internal Service Fund Operations & Maintenance CALIFORNIA DEPARTMENT OF TAX & FEE AC 227.21 Check Total: 227.21
23184 08/28/2023 Internal Service Fund Professional Services CAR WASH PARTNERS, INC. 24.00 Check Total: 24.00
23185 08/28/2023 Water Enterprise Fund Accounts Payable ANDREA CARBALLIDO 38.92 23185 08/28/2023 Sewer Enterprise Fund Accounts Payable ANDREA CARBALLIDO 46.22 23185 08/28/2023 Sanitation Enterprise Fund Accounts Payable ANDREA CARBALLIDO 16.47 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 6
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Page 22 of 196 ends

Check Number Check Date Fund Name .Account Name Vendor Name Void Amount 23185 08/28/2023 Sanitation Enterprise Fund Accounts Payable ANDREA CARBALLIDO 5.13 Check Total: 106.74
23186 08/28/2023 Water Enterprise Fund Accounts Payable CENTRAL VALLEY PROP MGMT 7.72 23186 08/28/2023 Sewer Enterprise Fund Accounts Payable CENTRAL VALLEY PROP MGMT 9.16 23186 08/28/2023 Sanitation Enterprise Fund Accounts Payable CENTRAL VALLEY PROP MGMT 1.02 23186 08/28/2023 Sanitation Enterprise Fund Accounts Payable CENTRAL VALLEY PROP MGMT 3.26 Check Total: 21.16
23187 08/28/2023 Internal Service Fund Special Departmental Expense CINTAS CORP 28.45 23187 08/28/2023 Internal Service Fund Uniform & Clothing Expense CINTAS CORP 16.06 23187 08/28/2023 Gas Tax/Street Improvement Uniform & Clothing Expense CINTAS CORP 37.09 23187 08/28/2023 General Fund Uniform & Clothing Expense CINTAS CORP 35.66 23187 08/28/2023 Internal Service Fund Uniform & Clothing Expense CINTAS CORP 13.62 23187 08/28/2023 Sewer Enterprise Fund Uniform & Clothing Expense CINTAS CORP 71.25 23187 08/28/2023 Water Enterprise Fund Uniform & Clothing Expense CINTAS CORP 68.32 23187 08/28/2023 Internal Service Fund Special Departmental Expense CINTAS CORP 28.45 23187 08/28/2023 Internal Service Fund Unifonn & Clothing Expense CINTAS CORP 13.62 23187 08/28/2023 Internal Service Fund Uniform & Clothing Expense CINTAS CORP 16.06 23187 08/28/2023 Gas Tax/Street Improvement Uniform & Clothing Expense CINTAS CORP 37.09 23187 08/28/2023 General Fund Unifonn & Clothing Expense CINTAS CORP 35.66 23187 08/28/2023 Sewer Enterprise Fund Uniform & Clothing Expense CINTAS CORP 71.25 23187 08/28/2023 Water Enterprise Fund Uniform & Clothing Expense CINTAS CORP 68.32 Check Total: 540.90
23188 08/28/2023 General Fund Professional Services CIVICPLUS LLC 1,125.00 23188 08/28/2023 General Fund Professional Services CIVICPLUS LLC 3,000.30 Check Total: 4,125.30
23189 08/28/2023 Water Enterprise Fund Accounts Payable DAVID CLINE 39.20 23189 08/28/2023 Sewer Enterprise Fund Accounts Payable DAVID CLINE 47.06 23189 08/28/2023 Sanitation Enterprise Fund Accounts Payable DAVID CLINE 5.23 23189 08/28/2023 Sanitation Enterprise Fund Accounts Payable DAVID CLINE 16.77 Check Total: 108.26
23190 08/28/2023 Gas Tax/Street Improvement Small Tools CONSOLIDATED ELECTRICAL DISTRIBUTOR' 804.14 23190 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CONSOLIDATED ELECTRICAL DISTRIBUTOR 1,258.47 23190 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CONSOLIDATED ELECTRICAL DISTRIBUTOR1 29.28 23190 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense CONSOLIDATED ELECTRICAL DISTRIBUTORI 423.91 Check Total: 2,515.80
23191 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters CORE & MAIN LP 1,392.17 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 7
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Page 23 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23191 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters CORE & MAIN LP 837.92 23191 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters CORE & MAIN LP 2,190.57 23191 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters CORE & MAIN LP 1,949.14 23191 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters CORE & MAIN LP 1,438.10 Check Total: 7,807.90
23192 08/28/2023 Water Enterprise Fund Accounts Payable BREANNA CORN 86.25 Check Total: 86.25
23193 08/28/2023 General Fund Professional Services CPS HR CONSULTING -35.00 23193 08/28/2023 General Fund Professional Services CPS HR CONSULTING 943.00 Check Total: 908.00
23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 787.50 23194 08/28/2023 General Fund Inspection Fees CSG CONSULTANTS, INC. 5,616.00 23194 08/28/2023 General Fund Inspection Fees CSG CONSULTANTS, INC. 4,428.00 23194 08/28/2023 General Fund Inspection Fees CSG CONSULTANTS, INC. 5,220.00 23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 1,830.87 23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 13,201.97 23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 2,475.56 23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 658.31 23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 147.00 23194 08/28/2023 General Fund Plan Check Fees CSG CONSULTANTS, INC. 160.50 Check Total: 34,525.71
23195 08/28/2023 General Fund Professional Services D & D PEST CONTROL 40.00 23195 08/28/2023 General Fund Professional Services D & D PEST CONTROL 1,955.00 Check Total: 1,995.00
23196 08/28/2023 General Plan Update Fund Professional Services DE NOVO PLANNING GROUP 47,342.50 Check Total: 47,342.50
23197 08/28/2023 General Fund Communications DELTA WIRELESS & NETWORK SOLUTIONS 200.00 Check Total: 200.00
23198 08/28/2023 General Fund SMI Tax DEPT. OF CONSERVATION 443.95 23198 08/28/2023 General Fund Building Permits DEPT. OF CONSERVATION -22.20 Check Total: 421.75
23199 08/28/2023 General Fund Professional Services DEPT. OF JUSTICE 64.00 23199 08/28/2023 General Fund Professional Services DEPT. OF JUSTICE 64.00 ~-
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Page 24 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 128.00
23200 08/28/2023 Internal Service Fund Operations & Maintenance DON'S MOBILE GLASS 249.00 Check Total: 249.00
23201 08/28/2023 Water Enterprise Fund Accounts Payable DRYSDALE PROPERTY MANAGEMENT 243.74 23201 08/28/2023 Sanitation Enterprise Fund Accounts Payable DRYSDALE PROPERTY MANAGEMENT 431.78 Check Total: 675.52
23202 08/28/2023 Water Enterprise Fund Accounts Payable MARGARET DUNN 19.29 23202 08/28/2023 Sewer Enterprise Fund Accounts Payable MARGARET DUNN 22.90 23202 08/28/2023 Sanitation Enterprise Fund Accounts Payable MARGARET DUNN 2.54 23202 08/28/2023 Sanitation Enterprise Fund Accounts Payable MARGARET DUNN 7.12 Check Total: 51.85
23203 08/28/2023 General Fund Uniform & Clothing Expense ELITE UNIFORMS 126.08 23203 08/28/2023 General Fund Uniform & Clothing Expense ELITE UNIFORMS 75.76 Check Total: 201.84
23204 08/28/2023 Water Enterprise Fund Special Departmental Expense EWING IRRIGATION PRODUCTS INC. 310.31 Check Total: 310.31
23205 08/28/2023 Sewer Enterprise Fund Special Departmental Expense FASTENAL COMPANY 44.72 23205 08/28/2023 Internal Service Fund Small Tools FASTENAL COMPANY 1,041.71 23205 08/28/2023 Sewer Enterprise Fund Special Departmental Expense FASTENAL COMPANY 67.96 23205 08/28/2023 Sewer Enterprise Fund Special Departmental Expense FASTENAL COMPANY 457.85 Check Total: 1,612.24
23206 08/28/2023 General Fund Office Supplies FEDERAL EXPRESS 42.72 23206 08/28/2023 General Fund Professional Services FEDERAL EXPRESS 22.87 23206 08/28/2023 General Fund Office Supplies FEDERAL EXPRESS 51.38 23206 08/28/2023 General Fund Office Supplies FEDERAL EXPRESS 3.42 Check Total: 120.39
23207 08/28/2023 Water Fund Capital Replacement Hydrant Replacement FERGUSON WATERWORKS #1423 3,819.30 23207 08/28/2023 Water Fund Capital Replacement Hydrant Replacement FERGUSON WATERWORKS #1423 1,022.25 23207 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters FERGUSON WATERWORKS #1423 1,855.71 23207 08/28/2023 Water Enterprise Fund Special Departmental Expense FERGUSON WATERWORKS #1423 2,221.42 23207 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters FERGUSON WATERWORKS #1423 681.74 23207 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters FERGUSON WATERWORKS #1423 525.49 --
AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 9

Page 25 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 10,125.91
23208 08/28/2023 General Fund SMI Tax JUAN GONZALEZ 0.13 23208 08/28/2023 General Fund Business License Tax JUAN GONZALEZ 30.00 23208 08/28/2023 General Fund SB 1473 JUAN GONZALEZ 1.00 23208 08/28/2023 General Fund SB 1186 Fees-Business License JUAN GONZALEZ 4.00 23208 08/28/2023 General Fund Building Permits JUAN GONZALEZ 216.00 Check Total: 251.13
23209 08/28/2023 General Fund Castle Youth Center Deposits JASON HASTINGS 200.00 Check Total: 200.00
23210 08/28/2023 General Fund Professional Services HERNER SOLUTIONS 617.50 Check Total: 617.50
23211 08/28/2023 General Fund Parking Fines THERESA HERRERA 967.50 Check Total: 967.50
23212 08/28/2023 Water Enterprise Fund Special Departmental Expense HORIZON 78.52 23212 08/28/2023 Water Enterprise Fund Special Departmental Expense HORIZON 732.92 23212 08/28/2023 General Fund Special Departmental Expense HORIZON 53.58 23212 08/28/2023 Internal Service Fund Special Departmental Expense HORIZON 18.42 Check Total: 883.44
23213 08/28/2023 Internal Service Fund Professional Services INTERSTATE TRUCK CENTER 9,070.00 23213 08/28/2023 Internal Service Fund Operations & Maintenance INTERSTATE TRUCK CENTER 4,722.31 Check Total: 13,792.31
23214 08/28/2023 General Fund Community Center Deposits JM CONSTRUCTION ENGINEERING, INC 210.00 Check Total: 210.00
23215 08/28/2023 Water Enterprise Fund Special Departmental Expense KELLOGG SUPPLY 24.60 23215 08/28/2023 Sewer Enterprise Fund Special Departmental Expense KELLOGG SUPPLY 133.66 23215 08/28/2023 General Fund Men's Fall Softball KELLOGG SUPPLY 196.14 23215 08/28/2023 General Fund Various Classes KELLOGG SUPPLY 122.27 Check Total: 476.67
23216 08/28/2023 Internal Service Fund Special Departmental Expense KELLY-MOORE PAINT CO. INC. 45.54 Check Total: 45.54
23217 08/28/2023 Public Safety Trans & Use Tax Machinery & Equipment LINE X 634.68 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 10
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Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23217 08/28/2023 Public Safety Trans & Use Tax Machinery & Equipment LINE X 634.68 Check Total: 1,269.36
23218 08/28/2023 Water Enterprise Fund Accounts Payable ESTHER MANN 291.99 23218 08/28/2023 Sewer Enterprise Fund Accounts Payable ESTHER MANN 128.29 23218 08/28/2023 Sanitation Enterprise Fund Accounts Payable ESTHER MANN 59.43 Check Total: 479.71
23219 08/28/2023 Measure V Regional Fund Bellevue Road Realignment MARK THOMAS & COMPANY, INC 8,032.38 Check Total: 8,032.38
23220 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense MC REGIONAL WASTE MGMT. AUTH. 29.00 Check Total: 29.00
23221 08/28/2023 General Fund Accounts Payable MANUEL MENDOZA 2.00 23221 08/28/2023 Water Enterprise Fund Accounts Payable MANUEL MENDOZA 149.84 Check Total: 151.84
23222 08/28/2023 General Fund Coed Volleyball MERCED AREA SPORTS OFFICIALS, INC 250.00 23222 08/28/2023 General Fund Men's Summer Softball MERGED AREA SPORTS OFFICIALS, INC 363.00 23222 08/28/2023 General Fund Coed Summer Softball MERCED AREA SPORTS OFFICIALS, INC 231.00 23222 08/28/2023 General Fund Men's Summer Softball MERCED AREA SPORTS OFFICIALS, INC 429.00 23222 08/28/2023 General Fund Coed Summer Softball MERCED AREA SPORTS OFFICIALS, INC 132.00 23222 08/28/2023 General Fund Coed Volleyball MERCED AREA SPORTS OFFICIALS, INC 150.00 Check Total: 1,555.00
23223 08/28/2023 General Fund Utilities MERCED IRRIGATION DISTRICT 2,063.71 23223 08/28/2023 Gas Tax/Street Improvement Utilities MERCED IRRIGATION DISTRICT 1,407.96 23223 08/28/2023 Price Annexation LD Utilities MERCED IRRIGATION DISTRICT 225.66 23223 08/28/2023 Price Annexation LMA Utilities MERCED IRRIGATION DISTRICT 234.23 23223 08/28/2023 Mello Ranch LD Utilities MERCED IRRIGATION DISTRICT 638.43 23223 08/28/2023 Mello Ranch LNDSCP Utilities MERCED IRRIGATION DISTRICT 61.39 23223 08/28/2023 Camellia Estates LD Utilities MERCED IRRIGATION DISTRICT 75.21 23223 08/28/2023 Juniper Meadows LD Utilities MERCED IRRIGATION DISTRICT 37.63 23223 08/28/2023 Camellia Meadows LD Utilities MERCED IRRIGATION DISTRICT 75.21 23223 08/28/2023 Stone Creek LD Utilities MERCED IRRIGATION DISTRICT 432.16 23223 08/28/2023 Stone Creek LNDSCP Utilities MERCED IRRIGATION DISTRICT 20.46 23223 08/28/2023 America West LD Utilities MERCED IRRIGATION DISTRICT 166.77 23223 08/28/2023 Bell Crossing LD Utilities MERCED IRRIGATION DISTRICT 369.97 23223 08/28/2023 Bell Crossing LNDSCP Utilities MERCED IRRIGATION DISTRICT 20.46 23223 08/28/2023 Atwater South LD Utilities MERCED IRRIGATION DISTRICT 464.32 23223 08/28/2023 Mello Ranch 2 LD Utilities MERCED IRRIGATION DISTRICT 714.16 -
AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 11

Page 27 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23223 08/28/2023 Meadow View LD Utilities MERCED IRRIGATION DISTRICT 926.58 23223 08/28/2023 Aspenwood LD Utilities MERCED IRRIGATION DISTRICT 325.36 23223 08/28/2023 Applegate Ranch LD Utilities MERCED IRRIGATION DISTRICT 389.40 23223 08/28/2023 Applegate Ranch Lndscp Utilities MERCED IRRIGATION DISTRICT 20.46 23223 08/28/2023 Water Enterprise Fund Utilities MERCED IRRIGATION DISTRICT 804.73 23223 08/28/2023 Sewer Enterprise Fund Utilities MERCED IRRIGATION DISTRICT 1,330.86 23223 08/28/2023 Sewer Enterprise Fund Utilities MERCED IRRIGATION DISTRICT 12,086.83 Check Total: 22,891.95
23224 08/28/2023 Internal Service Fund Operations & Maintenance MERCED TRUCK & TRAILER INC. 463.36 23224 08/28/2023 Internal Service Fund Operations & Maintenance MERCED TRUCK & TRAILER INC. 463.36 Check Total: 926.72
23225 08/28/2023 General Fund Professional Services MUNISERVICES LLC 3,773.40 Check Total: 3,773.40
23226 08/28/2023 Sewer Enterprise Fund Special Departmental Expense NAPA AUTO PARTS 73.91 23226 08/28/2023 Sewer Enterprise Fund Special Departmental Expense NAPA AUTO PARTS 11.43 23226 08/28/2023 Sewer Enterprise Fund Special Departmental Expense NAPA AUTO PARTS 30.37 Check Total: 115.71
23227 08/28/2023 General Fund Special Departmental Expense NNWI 1,967.25 Check Total: 1,967.25
23228 08/28/2023 General Fund Special Departmental Expense O'REILLY AUTO PARTS 104.98 23228 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense O'REILLY AUTO PARTS 9.23 23228 08/28/2023 General Fund Special Departmental Expense O'REILLY AUTO PARTS 30.96 23228 08/28/2023 Sewer Enterprise Fund Special Departmental Expense O'REILLY AUTO PARTS 25.53 23228 08/28/2023 Sewer Enterprise Fund Special Departmental Expense O'REILLY AUTO PARTS 5.67 23228 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense O'REILLY AUTO PARTS 14.06 23228 08/28/2023 Sewer Enterprise Fund Special Departmental Expense O'REILLY AUTO PARTS 301.10 23228 08/28/2023 General Fund Special Departmental Expense O'REILLY AUTO PARTS 30.42 23228 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense O'REILLY AUTO PARTS 22.36 23228 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense O'REILLY AUTO PARTS 40.90 23228 08/28/2023 Internal Service Fund Operations & Maintenance O'REILLY AUTO PARTS 238.88 23228 08/28/2023 Internal Service Fund Operations & Maintenance O'REILLY AUTO PARTS 645.31 23228 08/28/2023 Internal Service Fund Operations & Maintenance O'REILLY AUTO PARTS 63.06 23228 08/28/2023 General Fund Special Departmental Expense O'REILLY AUTO PARTS 21.72 23228 08/28/2023 Internal Service Fund Operations & Maintenance O'REILLY AUTO PARTS 189.89 23228 08/28/2023 Internal Service Fund Small Tools O'REILLY AUTO PARTS 7.60 23228 08/28/2023 Sewer Enterprise Fund Small Tools O'REILLY AUTO PARTS 170.64 23228 08/28/2023 Internal Service Fund Operations & Maintenance O'REILLY AUTO PARTS 102.77 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 12
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Page 28 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23228 08/28/2023 Water Enterprise Fund Special Departmental Expense O'REILLY AUTO PARTS 123.93 23228 08/28/2023 Sewer Enterprise Fund Special Departmental Expense O'REILLY AUTO PARTS 304.63 23228 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense O'REILLY AUTO PARTS 56.92 Check Total: 2,510.56
23229 08/28/2023 Sewer Enterprise Fund Special Departmental Expense PAC MACHINE CO. 378.00 Check Total: 378.00
23230 08/28/2023 Gas Tax/Street Improvement Utilities PACIFIC GAS & ELECTRIC 214.65 23230 08/28/2023 Sewer Enterprise Fund Utilities PACIFIC GAS & ELECTRIC 57,253.02 23230 08/28/2023 Internal Service Fund Utilities PACIFIC GAS & ELECTRIC 11,374.40 Check Total: 68,842.07
23231 08/28/2023 General Fund Special Departmental Expense PLAYPOWER L.T. FARMINGTON 357.11 Check Total: 357.11
23232 08/28/2023 General Fund Professional Services QUAD KNOPF 386.00 23232 08/28/2023 Sewer Enterprise Fund Castle Sewer Interceptor QUAD KNOPF 298.50 Check Total: 684.50
23233 08/28/2023 General Fund Special Departmental Expense QUADIENT, INC. 57.15 23233 08/28/2023 General Fund Rents & Leases QUADIENT, INC. 36.00 Check Total: 93.15
23234 08/28/2023 Water Enterprise Fund Accounts Payable RENTAL MANAGEMENT INC. 15.27 23234 08/28/2023 Sewer Enterprise Fund Accounts Payable RENTAL MANAGEMENT INC. 18.33 23234 08/28/2023 Sanitation Enterprise Fund Accounts Payable RENTAL MANAGEMENT INC. 6.53 23234 08/28/2023 Sanitation Enterprise Fund Accounts Payable RENTAL MANAGEMENT INC. 2.03 Check Total: 42.16
23235 08/28/2023 Water Enterprise Fund Accounts Payable RIVER DRIVE PROPERTIES INC. 56.43 23235 08/28/2023 Sewer Enterprise Fund Accounts Payable RIVER DRIVE PROPERTIES INC. 67.65 23235 08/28/2023 Sanitation Enterprise Fund Accounts Payable RIVER DRIVE PROPERTIES INC. 24.08 23235 08/28/2023 Sanitation Enterprise Fund Accounts Payable RIVER DRIVE PROPERTIES INC. 7.53 Check Total: 155.69
23236 08/28/2023 Water Enterprise Fund Accounts Payable LUIS RIVERA 212.01 23236 08/28/2023 Sewer Enterprise Fund Accounts Payable LUIS RIVERA 48.10 23236 08/28/2023 Sanitation Enterprise Fund Accounts Payable LUIS RIVERA 17.14 23236 08/28/2023 Sanitation Enterprise Fund Accounts Payable LUIS RIVERA 5.34 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 13
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Page 29 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 282.59
23237 08/28/2023 Water Enterprise Fund Accounts Payable CORY RODRIGUEZ 145.39 Check Total: 145.39
23238 08/28/2023 Water Enterprise Fund Accounts Payable JULIA ROLFE 35.62 Check Total: 35.62
23239 08/28/2023 General Fund Professional Services RSG INC 1,970.00 23239 08/28/2023 Low&Mod Inc Housing Asset Fund Professional Services RSG INC 872.50 23239 08/28/2023 RDVLPMNT Obligation Retirement Professional Services RSG INC 3,158.75 23239 08/28/2023 General Fund Professional Services RSG INC 4,471.25 Check Total: 10,472.50
23240 08/28/2023 Water Enterprise Fund Accounts Payable KAO SAECHAO 29.03 Check Total: 29.03
23241 08/28/2023 Water Enterprise Fund Accounts Payable MCKENZIE SCHUMACHER 41.34 23241 08/28/2023 Sewer Enterprise Fund Accounts Payable MCKENZIE SCHUMACHER 49.07 23241 08/28/2023 Sanitation Enterprise Fund Accounts Payable MCKENZIE SCHUMACHER 5.44 23241 08/28/2023 Sanitation Enterprise Fund Accounts Payable MCKENZIE SCHUMACHER 17.49 Check Total: 113.34
23242 08/28/2023 Sewer Enterprise Fund Utilities SIEMENS FINANCIAL SERVICES, INC. 21,336.11 Check Total: 21,336.11
23243 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense SIERRA MATERIALS & TRUCKING COMPANY 594.78 23243 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense SIERRA MATERIALS & TRUCKING COMPANY 398.68 23243 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense SIERRA MATERIALS & TRUCKING COMPANY 87.28 Check Total: 1,080.74
23244 08/28/2023 General Fund Uniform & Clothing Expense DAYTON SNYDER 33.00 Check Total: 33.00
23245 08/28/2023 General Fund Training SPRINGBROOK SOFTWARE LLC 795.00 Check Total: 795.00
23246 08/28/2023 Gas Tax/Street Improvement Professional Services ST FRANCIS ELECTRIC 540.00 23246 08/28/2023 Water Enterprise Fund Professional Services ST FRANCIS ELECTRIC 3.725.00 Check Total: 4.265.00
AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 14
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Page 30 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void :\nloUnt 23247 08/28/2023 General Fund Special Departmental Expense STAPLES 40.25 23247 08/28/2023 General Fund Special Departmental Expense STAPLES 108.58 23247 08/28/2023 General Fund Special Departmental Expense STAPLES 73.46 23247 08/28/2023 General Fund Special Departmental Expense STAPLES 13.55 23247 08/28/2023 General Fund Office Supplies STAPLES 154.40 23247 08/28/2023 General Fund Office Supplies STAPLES 2.16 23247 08/28/2023 General Fund Office Supplies STAPLES 258.48 23247 08/28/2023 General Fund Office Supplies STAPLES 85.93 Check Total: 736.81
23248 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense STATE PRO BUILDERS INC. 3,980.00 23248 08/28/2023 Gas Tax/Street Improvement Professional Services STATE PRO BUILDERS INC. 7,840.00 Check Total: 11,820.00
23249 08/28/2023 General Fund Professional Services STERICYCLE, INC. 37.56 Check Total: 37.56
23250 08/28/2023 General Fund Travel/Conferences/Meetings SUN RIDGE SYSTEMS INC 875.00 Check Total: 875.00
23251 08/28/2023 Water Enterprise Fund Small Tools SUNBELT RENTALS 2,390.52 Check Total: 2,390.52
23252 08/28/2023 General Fund SMI Tax SUNRUN INSTALLATION SERVICES, INC 41.94 23252 08/28/2023 General Fund SB 1473 SUNRUN INSTALLATION SERVICES, INC 27.00 23252 08/28/2023 General Fund Building Permits SUNRUN INSTALLATION SERVICES, INC 7,607.00 23252 08/28/2023 General Fund SMI Tax SUNRUN INSTALLATION SERVICES, INC 0.65 23252 08/28/2023 General Fund SMI Tax SUNRUN INSTALLATION SERVICES, INC 1.56 23252 08/28/2023 General Fund SMI Tax SUNRUN INSTALLATION SERVICES, INC 0.58 23252 08/28/2023 General Fund SB 1473 SUNRUN INSTALLATION SERVICES, INC 1.00 23252 08/28/2023 General Fund SB 1473 SUNRUN INSTALLATION SERVICES, INC 1.00 23252 08/28/2023 General Fund SB 1473 SUNRUN INSTALLATION SERVICES, INC 1.00 23252 08/28/2023 General Fund Building Permits SUNRUN INSTALLATION SERVICES, INC 246.00 23252 08/28/2023 General Fund Building Permits SUNRUN INSTALLATION SERVICES, INC 246.00 23252 08/28/2023 General Fund Building Permits SUNRUN INSTALLATION SERVICES, INC 246.00 Check Total: 8,419.73
23253 08/28/2023 Water Enterprise Fund Special Departmental Expense SUPERIOR POOL PRODUCTS LLC 1,873.22 23253 08/28/2023 Water Enterprise Fund Special Departmental Expense SUPERIOR POOL PRODUCTS LLC 1,125.45 23253 08/28/2023 Water Enterprise Fund Special Departmental Expense SUPERIOR POOL PRODUCTS LLC 1,357.09 23253 08/28/2023 Water Enterprise Fund Special Departmental Expense SUPERIOR POOL PRODUCTS LLC 1,504.56 23253 08/28/2023 Water Enterprise Fund Special Departmental Expense SUPERIOR POOL PRODUCTS LLC 1,417.67 AP-Checks for Approval (8/2412023 - 9:51 AM) Page 15
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Page 31 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount Check Total: 7,277.99
23254 08/28/2023 Water Enterprise Fund Professional Services SYNERGETIC COMMUNICATION INC 1.02 23254 08/28/2023 Sewer Enterprise Fund Professional Services SYNERGETIC COMMUNICATION INC 1.07 23254 08/28/2023 Sanitation Enterprise Fund Professional Services SYNERGETIC COMMUNICATION INC 0.50 Check Total: 2.59
23255 08/28/2023 Water Enterprise Fund Utilities TERRAFORM PHOENIX II ARCADIA HOLDING 6,672.07 23255 08/28/2023 Water Enterprise Fund Utilities TERRAFORM PHOENIX II ARCADIA HOLDING 17,708.73 23255 08/28/2023 Water Enterprise Fund Utilities TERRAFORM PHOENIX II ARCADIA HOLDING 5,523.93 23255 08/28/2023 Internal Service Fund Utilities TERRAFORM PHOENIX II ARCADIA HOLDING 2,927.46 Check Total: 32,832.19
23256 08/28/2023 Gas Tax/Street Improvement Professional Services TRANSCOUNTY TITLE CO. 400.00 Check Total: 400.00
23257 08/28/2023 Internal Service Fund Utilities TRIPP SECURITY SYSTEMS 33.00 Check Total: 33.00
23258 08/28/2023 Sanitation Enterprise Fund Accounts Payable STEVEN TRJTTHART 5.71 23258 08/28/2023 Sanitation Enterprise Fund Accounts Payable STEVEN TRITTHART 1.78 Check Total: 7.49
23259 08/28/2023 Water Enterprise Fund Accounts Payable JUVENAL TRUJILLO BECERRA 54.56 23259 08/28/2023 Sewer Enterprise Fund Accounts Payable JUVENAL TRUJILLO BECERRA 57.32 23259 08/28/2023 Sanitation Enterprise Fund Accounts Payable JUVENAL TRUJILLO BECERRA 6.38 23259 08/28/2023 Sanitation Enterprise Fund Accounts Payable JUVENAL TRUJILLO BECERRA 17.83 Check Total: 136.09
23260 08/28/2023 General Fund Rents & Leases U.S. BANK EQUIPMENT FINANCE 156.94 Check Total: 156.94
23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 327.60 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 25.42 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 285.16 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 25.42 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 345.46 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 34.10 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 249.74 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 32.01 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 46.16 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 3.68 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 16
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Page 32 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 523.13 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 663.75 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 174.64 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 27.58 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 348.00 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 35.14 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 817.97 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 175.01 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 191.58 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 394.30 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 1,333.46 23261 08/28/2023 General Fund Rents & Leases UBEO WEST LLC 279.59 23261 08/28/2023 General Fund Operations & Maintenance UBEO WEST LLC 234.08 23261 08/28/2023 Water Enterprise Fund Rents & Leases UBEO WEST LLC 125.68 23261 08/28/2023 Water Enterprise Fund Operations & Maintenance UBEO WEST LLC 320.11 23261 08/28/2023 Sewer Enterprise Fund Rents & Leases UBEO WEST LLC 125.68 Check Total: 7,144.45
23262 08/28/2023 General Fund Uniform & Clothing Expense URBAN ILLUSTRATORS 328.43 Check Total: 328.43
23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 1,000.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 1,000.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 1,000.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 800.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 800.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 1,000.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 1,000.00 23263 08/28/2023 Water Enterprise Fund Professional Services VALLEY UTILITIE CONSTRUCTION, INC. 1,000.00 Check Total: 7,600.00
23264 08/28/2023 Internal Service Fund Operations & Maintenance VAN DE POL 5,132.05 Check Total: 5,132.05
23265 08/28/2023 Sewer Enterprise Fund Professional Services VEOLIA WATER NORTH AMERICA OPERATIN( 183,175.28 Check Total: 183,175.28
23266 08/28/2023 General Fund Communications VERIZON WIRELESS 38.01 23266 08/28/2023 General Fund Communications VERIZON WIRELESS 51.51 23266 08/28/2023 Sewer Enterprise Fund Special Departmental Expense VERIZON WIRELESS 38.01 23266 08/28/2023 Sewer Enterprise Fund Utilities VERIZON WIRELESS 40.11 23266 08/28/2023 Internal Service Fund Special Departmental Expense VERIZON WIRELESS 40.01 .-
AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 17

Page 33 of 196 ends

Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23266 08/28/2023 Internal Service Fund Utilities VERIZON WIRELESS 80.09 23266 08/28/2023 General Fund Communications VERIZON WIRELESS 342.09 23266 08/28/2023 General Fund Communications VERIZON WIRELESS 760.20 Check Total: 1.390.03
23267 08/28/2023 Employee Benefits Fund Vision Insurance VISION SERVICE PLAN (CA) 814.07 Check Total: 814.07
23268 08/28/2023 Water Fund Capital Replacement Project Retention W.M. LYLES COMPANY -7,915.75 23268 08/28/2023 Water Fund Capital Replacement Well #20A Rehab W.M. LYLES COMPANY 158,315.00 Check Total: 150,399.25
23269 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters WATERFORD IRRIGATION SUPPLY, INC 310.31 23269 08/28/2023 Water Fund Capital Replacement Installation-New Water Meters WATERFORD IRRIGATION SUPPLY, INC 90.88 23269 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WATERFORD IRRIGATION SUPPLY, INC 46.96 23269 08/28/2023 Water Enterprise Fund Special Departmental Expense WATERFORD IRRIGATION SUPPLY, INC 0.58 23269 08/28/2023 General Fund Special Departmental Expense WATERFORD IRRIGATION SUPPLY, INC 19.05 23269 08/28/2023 General Fund Special Departmental Expense WATERFORD IRRIGATION SUPPLY, INC 6.66 23269 08/28/2023 General Fund Special Departmental Expense WATERFORD IRRIGATION SUPPLY, INC 12.34 23269 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense WATERFORD IRRIGATION SUPPLY, INC 49.39 Check Total: 536.17
23270 08/28/2023 General Fund Accounts Payable SANFORD WICKUM 2.00 23270 08/28/2023 Water Enterprise Fund Accounts Payable SANFURU WICKUM 166.23 Check Total: 168.23
23271 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WINTON HARDWARE 140.02 23271 08/28/2023 General Fund Special Departmental Expense WINTON HARDWARE 93.62 23271 08/28/2023 Gas Tax/Street Improvement Special Departmental Expense WINTON HARDWARE 37.39 23271 08/28/2023 General Fund Special Departmental Expense WINTON HARDWARE 20.55 23271 08/28/2023 General Fund Special Departmental Expense WINTON HARDWARE 150.08 23271 08/28/2023 General Fund Special Departmental Expense WINTON HARDWARE 103.42 23271 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WINTON HARDWARE 58.16 23271 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WINTON HARDWARE 7.74 23271 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WINTON HARDWARE 511.19 23271 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WINTON HARDWARE 311.38 23271 08/28/2023 Sewer Enterprise Fund Special Departmental Expense WINTON HARDWARE 11.83 Check Total: 1,445.38
23272 08/28/2023 Water Enterprise Fund Accounts Payable WISDOM PROPERTY MANAGEMENT 28.63 23272 08/28/2023 Sewer Enterprise Fund Accounts Payable WISDOM PROPERTY MANAGEMENT 34.36 23272 08/28/2023 Sanitation Enterprise Fund Accounts Payable WISDOM PROPERTY MANAGEMENT 3.82 AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 18
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Check Number Check Date Fund Name Account Name Vendor Name Void Amount 23272 08/28/2023 Sanitation Enterprise Fund Accounts Payable WISDOM PROPERTY MANAGEMENT 12.24 Check Total: 79.05
23273 08/28/2023 General Fund Castle Park Deposits YOUNG MEN'S INSTITUTE 200.00 Check Total: 200.00
Report Total: 1,266,323.26
AP-Checks for Approval (8/24/2023 - 9:51 AM) Page 19

Page 35 of 196 ends

Accounts Payable
Checks by Date - Detail by Check Date
User:

Printed:
750 Bellevue Road, 1 Jater CA 95301
Check No Vendor No Vendor Name Check Date Check Amount
Invoice No Description Reference
ACH CHA999 CHASE 08/28/2023
8032023 Electrify America 35.51
8032023 Leslie's Pool Mart 20.25
8032023 Electrify America 18.24
8032023 CALPELRA 380.00
8032023 Dell Technologies 1,821.55
8032023 Electrify America 32.16
8032023 Kelly-Moore Paints 56.98
8032023 Electrify America 22.08
8032023 Walmart 73.97
8032023 Lowe's 628.20
8032023 Clovis Cleaners 69.12
8032023 Electrify America 24.00
8032023 CALPELRA 380.00
8032023 Lowe's 6.47
8032023 Lowe's 14.05
8032023 Home Depot 51.81
8032023 CustomSashes.com 148.74
8032023 Electrify America 15.36
8032023 BrailleWorks 80.00
8032023 TenantAlert 12.00
8032023 SHRM 622.00
8032023 Lowe's 36.76
8032023 Megaohm 64.35
8032023 Lowe's 70.35
8032023 CustomSashes.com 20.00
8032023 Double Tree 182.50
8032023 Adobe 19.99
8032023 Walmart 234.90
8032023 CALPELRA 852.00
8032023 CALPELRA 852.00
8032023 Crown Designers 105.00
8032023 Leslie's Pool Supply 216.49
8032023 Electrify America 14.39
8032023 Electric Vehicle Charging Solutions 8.90
8032023 Target 187.06
8032023 Food4Less 512.35
8032023 Headsets Direct 258.58
8032023 JAMF 216.00
8032023 Double Tree 182.50
8032023 Swank Motion Pictures 435.00
8032023 Electrify America 20.16
8032023 Michaels 46.53
8032023 Walmart 7.63
8032023 Sourdough & Co. 20.62
8032023 Lowe's 48.37
8032023 Electrify America 30.72
8032023 Raul's Mexican Catering 176.24
8032023 LexisNexis 45.00
jmurillo
8/24/2023 9:53 AM
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AP Checks by Date - Detail by Check Date (8/24/2023 9:53 AM) Page 1

Page 36 of 196 ends

Check No Vendor No Vendor Name Check Date Check Amount
Invoice No Description Reference
8032023 Radiotronics 954.95
8032023 Lowe's 40.15
8032023 Lowe's 29.96
8032023 Home Depot 166.15
8032023 Action Computers 140.71
8032023 Walmart 22.14
8032023 Electrify America 32.64
8032023 Lowe's 28.12
8032023 Lowe's 124.44
8032023 Lowe's 31.18
8032023 Print Globe 460.30
8032023 Hilton 485.09
Total for this ACH Check for Vendor CHA999: 11,892.71
Total for 8/28/2023: 11,892.71
Report Total (1 checks): 11,892.71
AP Checks by Date - Detail by Check Date (8/24/2023 9:53 AM) Page 2

Page 37 of 196 ends

CITY OF ATWATER

PLANNING COMMISSION

ACTION MINUTES
July 19, 2023
REGULAR SESSION: (Council Chambers)
The Planning Commission of the City of Atwater met in Regular Session this date at 6:00 PM in the City Council Chambers located at the Atwater Civic Center, 750 Bellevue Road, Atwater, California; Chairperson Daugherty presiding.

INVOCATION:

Invocation by Chaplain Mead
PLEDGE OF ALLEGIANCE TO THE FLAG:

The Pledge of Allegiance was led by Chairperson Daugherty.

ROLL CALL:

Present:

Absent:

Staff Present:

Planning Commission Members Borgwardt, Kadach, SanchezGarcia, Sanders, Chairperson Daugherty None
Battalion Chief Lopes, City Engineer Seymour, City Manager Waterman, Deputy City Manager I Community Development
Director Thompson, Senior Planner Rashe, Recording
Secretary Rashad.

SUBSEQUENT NEED ITEMS:

None

Page 38 of 196 ends

APPROVAL OF AGENDA AS POSTED OR AS AMENDED:

MOTION: Planning Commission Member Kadach moved to approve the agenda as posted. The motion was seconded by Planning Commission Member Sanders and the vote was: Ayes: Planning Commission Members Borgwardt, Kadach, SanchezGarcia, Sanders, Daugherty; Noes: None; Absent: None. The motion passed.

APPROVAL OF MINUTES:
a) June 21 - Regular Meeting
MOTION: Planning Commission Member Sanchez-Garcia moved to approve the minutes. The motion was seconded by Planning Commission Member Borgwardt and the vote was: Ayes: Planning Commission Members Borgwardt, Kadach, Sanders, Sanchez-Garcia, Daugherty; Noes: None; Absent: None. The motion passed.

PETITIONS AND COMMUNICATIONS:

None.

PUBLIC HEARINGS:

Public Hearing to consider adopting a Resolution approving a tentative parcel map located North of Broadway Avenue, and West of Green Sands Ave, Atwater APN: 004- 110-012.
(Applicant: Jason Hoogenhous)
Senior Planner Rashe presented a PowerPoint on this item.

Adam Reed spoke on the project.

Chairperson Daugherty opened the public hearing.

No one else came forward to speak.

Chairperson Daugherty closed the public hearing.

MOTION: Planning Commission Member Sanders moved to Make a finding that the project is categorically exempt under California Environmental Quality Act (CEQAJ guideline section 15332, Class 32, "Infill Development;" and, Adopt Resolution No. PC 0226-23 approving Tentative Parcel Map No. 23-07-0100, 800 feet west of Green Sands Avenue and North of Broadway Avenue, Atwater (APN:
004-110-012). The motion was seconded by Planning Commission Member

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Borgwardt and the vote was: Ayes: Planning Commission Members Kadach, Sanchez-Garcia, Borgwardt, Sanders, Daugherty; Noes: None; Absent: None. The motion passed.

Public hearing to consider adopting a resolution approving a tentative parcel map located West of Hazel Ave, Atwater; APN: 003-160-026.
(Applicant: Brad Kessler)
Senior Planner Rashe presented a PowerPoint on this item.

Chairperson Daugherty opened the public hearing.

No one came forward to speak.

Chairperson Daugherty closed the public hearing.

MOTION: Planning Commission Member Borgwardt moved to Make a finding that the project is categorically exempt under California Environmental Quality Act (CEQA) guideline section 15332, Class 32, "Infill Development;" and, Adopt Resolution No. PC 0202-22 approving Tentative Parcel Map No. 22-09-0100, located west of Hazel Avenue, Atwater (APN: 003-160-026). The motion was seconded by Planning Commission Member Kadach and the vote was: Ayes: Planning Commission Members Kadach, Sanchez-Garcia, Borgwardt, Sanders, Daugherty; Noes: None; Absent: None. The motion passed.

REPORTS AND PRESENTATIONS FROM STAFF:

Deputy City Manager I Community Development Director Thompson spoke about the new Planning Area for the City of Atwater.

COMMENTS FROM THE PUBLIC:

Chairperson Daugherty opened the Public Comment.

Notice to the public was read.

Brad Kessler stated his appreciation for staff and his project.

Chairperson Daugherty closed the public comment.

COMMISSIONER MATTERS:

Vice Chairperson Borgwardt inquired about receiving an estimated attendance

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number for the 4
th of July event.

Planning Commission Member Sanchez-Garcia stated her appreciation for the 4 th
of July event.

ADJOURNMENT:

By: Kayla Rashad
Recording Secretary

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CITY OF ATWATER
Minutes

CITY COUNCIL

ACTION MINUTES
August 14, 2023
OPEN SESSION: (Council Chambers)
The City Council of the City of Atwater and the Governing Board met in Open Session this date at 5:30 PM in the City Council Chambers located at the Atwater Civic Center, 750 Bellevue Road, Atwater, California; Mayor Nelson presiding.

ROLL CALL:

Present: City Council Members Ambriz, Cale, Button, Mayor Nelson

Absent: Mayor Pro Tem Raymond
Staff Present: City Manager Waterman, City Attorney Splendorio, Deputy City Manager/Community Development Director Thompson, Public Works Director Vinson, Assistant City Clerk Martin
CLOSED SESSION: (Conference Room A)
Mayor Nelson invited public comment on Closed Session items.

No one came forward to speak.

Mayor Nelson Adjourned the meeting Conference Room A for Closed Session at 5:32 PM. Closed Session was called to order at 5:35 PM.

Conference with Labor Negotiators - Government Code Section 54957.6, Agency Negotiators: City Manager Waterman and Human Resources Director Sousa Bargaining Units: Atwater Police Officers Association, AFSCME Local 2703 - Clerical Employees Unit, Mid-Managers Group, Miscellaneous Employees Unit and Unrepresented

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City Council Action Minutes for August 14, 2023 Page 2
Management and Confidential Employees.

Closed Session adjourned at 5:58 PM.

REGULAR SESSION: (Council Chambers)
The City Council of the City of Atwater met in Regular Session this date at 6:02 PM in the City Council Chambers located at the Atwater Civic Center, 750 Bellevue Road, Atwater, California; Mayor Nelson presiding.

INVOCATION:

The Invocation was led by Mayor Nelson.

PLEDGE OF ALLEGIANCE TO THE FLAG:

The pledge of allegiance to the flag was led by Police Chaplain Jim McClellan.

ROLL CALL: (City Council)

Present: City Council Members Ambriz, Button, Cale, Mayor Nelson

Absent: Mayor Pro Tem Raymond
Staff Present: City Manager Waterman, City Attorney Splendorio, Police Chief Salvador, Battalion Chief Ayuso, Deputy City
Manager/Community Development Director Thompson, Human
Resources Director Sousa, Public Works Director Vinson, City Clerk Billings, Assistant City Clerk Martin
MAYOR OR CITY ATTORNEY REPORT OUT FROM CLOSED SESSION:

City Attorney Splendorio reported that the City Council received information and provided direction, and there was no reportable action.

SUBSEQUENT NEED ITEMS: None
APPROVAL OF AGENDA AS POSTED OR AS AMENDED:

MOTION: City Council Member Ambriz moved to approve the agenda as amended.

The motion was seconded by City Council Member Button and the vote was: Ayes:

Cale, Ambriz, Button, Nelson; Noes: None; Absent: Raymond. The motion passed.

Recognition for Nevaeh – Nicole Ross Burton is postponed until she arrives to the meeting this evening.

CEREMONIAL MATTERS:

Oath of Office - Police Officer

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City Council Action Minutes for August 14, 2023 Page 3
City Clerk Billings administered the oath of office to the newly appointed Police Officer: Roberto Vargas

PRESENTATIONS
Presentation to Mayor Nelson and City Manager Waterman by the Atwater-Winton Lyons Club
The Atwater-Winton Lions Club made the presentation and donation to Mayor Nelson and City Manager Waterman in the amount of $10,000 for Veteran’s Park Ballfield renovations including scoreboard and lighting.

Mid Valley Disposal verbal update regarding Residential and Commercial Garbage, Recyclable Material, and Organic Waste Collection Services Joe Heisdorf, CFO, Jay Follower, District Manager, and Billy Miller, Recycling Programs Manager of Mid Valley Disposal presented a PowerPoint presentation giving an overview of services provided in the City of Atwater.

CEREMONIAL MATTERS:

Recognition - Nevaeh – Nicole Ross Burton
City Council Member Button recognized Nevaeh – Nicole Ross Burton for encouraging confidence and character regarding accessibility awareness amongst students and teachers.

CONSENT CALENDAR:

Agenda item #5 under Agreements, “Approving First Amendment to Use Agreement with Atwater Little League regarding use of City fields for organized baseball, softball and T-ball activities” was removed from the Consent Calendar for separate discussion and possible action.

Mayor Nelson opened the public comment.

Lesa Rasmussen, Atwater Little League Secretary spoke regarding the Atwater Little League Agreement.

No one else came forward to speak.

Mayor Nelson closed the public comment.

MOTION: City Council Member Cale moved to approve the Consent Calendar as amended. The motion was seconded by City Council Member Button and the vote

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City Council Action Minutes for August 14, 2023 Page 4
was: Ayes: Cale, Ambriz, Button, Nelson; Noes: None; Absent: Raymond. The motion passed.

WARRANTS:

1. a) July 24, 2023
b) August 14, 2023
ACTION: Approval of warrants as listed.

MINUTES: (Planning Commission)

2. June 21, 2023 – Regular meeting
ACTION: Acceptance of minutes as listed.

MINUTES: (City Council)

3. a) June 26, 2023 – Regular meeting
b) July 10, 2023 – Regular meeting
ACTION: Approval of minutes as listed.

AGREEMENTS:

4. Approving a Purchase Agreement (Purchase Order) with Aqueous Vets for Granulated Activated Carbon Exchange at Well 15 (Public Works Director Vinson) ACTION: Approves a Purchase Agreement (Purchase Order) to Aqueous Vets of Danville, California for Granulated Activated Carbon Exchange (GAC) at Well 15, in an amount not to exceed $128,026; and authorizes and directs the City Manager or her designee to execute the Agreement (Purchase Order) on behalf of the City.

5. Approving First Amendment to Use Agreement with Atwater Little League regarding use of City fields for organized baseball, softball and T-ball activities (City Manager Waterman)
This item was removed from the Consent Calendar for separate discussion and possible action.

6. Approving Amendment to Current Assistance By Hire (ABH) Agreement (CAL Fire Battalion Chief Ayuso)
ACTION: Approves amendment to the current Assistance By Hire Agreement (ABH), in a form approved by the City Attorney, with CAL FIRE Madera-MariposaPage 45 of 196 City Council Action Minutes for August 14, 2023 Page 5
Merced Unit; and authorizes and directs the City Manager, or their designee, to execute any and all documents related to the Assistance By Hire Agreement.

7. Approving Amendment No. 2 to the Professional Service Agreement to Data Path Inc of Modesto, California for Augmented Managed Information Technology (IT) Support Services (Public Works Director Vinson)
ACTION: Approves Amendment No. 2 to Professional Service Agreement, in a form approved by the City Attorney, to Data Path Inc of Modesto, California for Augmented Managed Information Technology Support Services; and authorizes and directs the City Manager to execute Amendment No. 2 on behalf of the City.

RESOLUTIONS

8. Approving Budget Amendment appropriating funds derived from the Bureau of Community Corrections, Officer Wellness and Mental Health Grant Program (Police Chief Salvador)
ACTION: Adoption of Resolution No. 3420-23 approving Budget Amendment No. 3 amending the Fiscal Year 2023-24 Budget regarding appropriating funds in the amount of $20,000.00 to the Fiscal Year 2023-24 Police Grants Budget derived from the Bureau of Community Corrections Officer Wellness and Mental Health Grant Program.

ORDINANCES (WAIVING SECOND READING AND ADOPTION):

9. Waiving the second reading and adopting an ordinance of the City Council approving Zoning Ordinance Text Amendment No. 23-11-0100 Amending Chapter 17.43 “D-BD, Downtown Business District” and Chapter 17.63 “Parking Requirements” of the Atwater Municipal Code for parking requirements (Deputy City Manager/Community Development Director Thompson)
ACTION: Waiving the second reading and adopting Ordinance No. CS 1065 approving Zoning Ordinance Text Amendment No. 23-11-0100 Amending Chapter

17.43 “D-BD, Downtown Business District” and Chapter 17.63 “Parking Requirements” of the Atwater Municipal Code for parking requirements.

PUBLIC IMPROVEMENTS:

10. Accepting Applegate Pump Station Rehab Project as complete (Public Works Director Vinson)
ACTION: Accepts work as done under the contract for Applegate Pump Station Rehab Project, City Project 20-16; authorize and direct the City Manager to sign a Notice of Completion and have it recorded on behalf of the City; and authorize a final payment in the amount of $47,632.43.

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City Council Action Minutes for August 14, 2023 Page 6

11. Accepting Osborn Park Restroom Project as complete (Public Works Director Vinson)
ACTION: Accepts work as done under the contract for Osborn Park Restroom Project, City Project 22-05; authorize and direct the City Manager to sign a Notice of Completion and have it recorded on behalf of the City; and authorizes a final payment in the amount of $3,716.35.

AGREEMENTS
Approving First Amendment to Use Agreement with Atwater Little League regarding use of City fields for organized baseball, softball and T-ball activities (City Manager Waterman)
City Manager Waterman provided background information on this item.

City Council Member Ambriz stated that he requested this item to be pulled off the Consent Calendar to inform residents regarding the agreement.

Public Works Director Vinson provided background information regarding all repairs that have been made by Atwater Little League per the Agreement.

Lesa Rasmussen, Atwater Little League Secretary provided clarification regarding concerns and repairs.

City Council Member Button spoke regarding plans for equipment and uniforms.

City Council Member Cale asked regarding the plans for the additional fields.

Mayor Nelson opened the public comment.

Linda Dash spoke regarding youth sports and recreational facilities.

No one else came forward to speak.

Mayor Nelson closed the public comment.

MOTION: City Council Member Ambriz moved to postpone this item to the City Council Meeting of September 11, 2023. The motion was seconded by City Council Member Button and the vote was: Ayes: Cale, Ambriz, Button; Noes: Nelson;

Absent: Raymond. The motion passed.

PUBLIC HEARINGS:

Resolution Approving Rate Study and Adopting New Rates for Solid Waste Services (Public Works Director Vinson)

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City Council Action Minutes for August 14, 2023 Page 7
City Attorney Splendorio explained the requirements of Proposition 218 governing the public hearing.

Mayor Nelson provided directions to the public on how the public hearing will be conducted.

Public Works Director Vinson provided background information on this item.

Mayor Nelson opened the public hearing.

Sherry Uyer spoke regarding the notification received and the need for the bins.

Linda Jefferson spoke regarding the size of the bins received associated with the cost.

Linda Dash spoke regarding the rates.

Mayor Nelson asked if there was anyone else that would like to submit a written protest.

No one else came forward to submit a written protest.

Mayor Nelson closed the public hearing.

Mayor Nelson asked if there was a need to take a recess to tabulate the written protests.

Assistant City Clerk Martin stated there wasn’t a need for a recess.

Assistant City Clerk Martin reported there were 25 written protests received prior to the close of the public hearing. A majority protest did not exist.

Mayor Nelson stated that based on the number of valid written protests submitted prior to the close of the public hearing, a majority protest does not exist.

City Council Member Ambriz asked regarding information provided pertaining to “majority.”
City Attorney Splendorio provided information.

Public Works Direction Vinson provided information regarding questions asked by residents during the public hearing.

MOTION: City Council Member Cale moved to adopt Resolution 3424-23 approving Willdan Financial Services Comprehensive Cost of Service Sanitation Rate Study dated June 12, 2023 and adopting new rates for solid waste services effective September 1, 2023. The motion was seconded by City Council Member Button and

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City Council Action Minutes for August 14, 2023 Page 8
the vote was: Ayes: Cale, Button, Nelson; Noes: Ambriz; Absent: Raymond. The motion passed.

Public Hearing for 2023 Edward Byrne Memorial Justice Assistance Grant (JAG) Program (Police Chief Salvador)
Police Chief Salvador provided background information on this item.

Mayor Nelson opened the public hearing on this item.

No one came forward.

Mayor Nelson closed the public hearing.

MOTION: City Council Member Ambriz moved to adopt Resolution No. 3422-23, authorizing the grant application in the amount of $14,784 to the United States Department of Justice, Office of Justice Programs, Bureau of Justice Assistance’s 2023 Edward Byrne Memorial Justice Assistance Grant (JAG) Program; and authorizing and directing the City Manager to execute Grant Application, amendments, and all documents related to the grant, on behalf of the City, including administration, if awarded. The motion was seconded by City Council Member Cale and the vote was: Ayes: Cale, Ambriz, Button, Nelson; Noes: None;

Absent: Raymond. The motion passed.

REPORTS AND PRESENTATIONS FROM STAFF:

Finance Director Employment Agreement (City Manager Waterman) City Manager Waterman provided background information on this item.

Anna Nicholas briefly introduced herself.

Mayor Nelson asked if any members of the public would like to speak on this item.

Keith Pelowski spoke regarding the compensation of the Finance Director.

No one else came forward regarding this item.

MOTION: City Council Member Ambriz moved to ratify Finance Director Employment Agreement in the annual amount of $149,957.44 plus benefits with Anna B. Nicholas, in a form approved by the City Attorney; and authorize and direct the City Manager to execute the Agreement on behalf of the City. The motion was seconded by City Council Member Button and the vote was: Ayes: Cale, Ambriz, Button, Nelson; Noes: None; Absent: Raymond. The motion passed.

Approving Second Amendment to City Manager Employment Agreement (Human Resources Director Sousa)

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City Council Action Minutes for August 14, 2023 Page 9
City Attorney Splendorio provided background information on this item.

Mayor Nelson spoke regarding the Second Amendment to City Manager Employment Agreement and his no vote.

Mayor Nelson asked if any members of the public would like to speak on this item.

Jim Price spoke regarding the City Manager position.

Gabriel Santos spoke regarding the City Manager position.

Linda Dash spoke regarding the City Manager, Police Chief and Finance Director and Police Chief positions.

Keith Pelowski spoke regarding litigation.

No one else came forward regarding this item.

City Council Member Cale spoke regarding the Second Amendment to the City Manager Employment Agreement and his experience working with the City Manager.

City Council Member Button spoke regarding the Second Amendment to the City Manager Employment Agreement and his experience working with the City Manager.

MOTION: City Council Member Button moved to approve the Second Amendment to City Manager Employment Agreement, in a form approved by the City Attorney, with Lori Waterman and authorizes and directs the Mayor to execute the Amendment on behalf of the City. The motion was seconded by City Council Member Cale and the vote was: Ayes: Cale, Ambriz, Button; Noes: Nelson; Absent:

Raymond. The motion passed.

CITY MANAGER REPORTS/UPDATES:

City Manager thanked the Mayor and City Council.

City Manager Watermen made a statement regarding her Employment Agreement.

COMMENTS FROM THE PUBLIC:

Notice to the public was read.

Mayor Nelson clarified that under the Brown Act, members of the public are entitled to directly address the City Council and are not entitled to address their comments to other members of the public or to staff.

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City Council Action Minutes for August 14, 2023 Page 10 Mayor Nelson opened the public comment.

Linda Dash spoke regarding County of Merced sewer contract.

Christan Santos, Field Representative for Congressman John Duarte, provided an update regarding Congressman Duarte’s office.

Jim Price spoke regarding County of Merced sewer contract Castle Sewer Rates.

No one else came forward to speak.

Mayor Nelson closed the public comment.

CITY COUNCIL REPORTS/UPDATES:

City Council comments
City Council Member Cale congratulated Officer Vargas and newly appointed Finance Director Nicholas. He thanked the Lions Club for their generous donation and congratulated Nevaeh – Nicole Ross Burton on her accomplishments. He thanked the City Manager and stated that he was thankful to work with her for another year. He spoke regarding the County of Merced agreement and asked the County of Merced representation come to the next City Council to speak on this item.

City Council Member Button welcomed Finance Director Nicholas. He spoke regarding the start of school and to be safe on the roads. He spoke regarding decisions made by the City Council.

City Council Member Ambriz congratulated Nevaeh – Nicole Ross Burton on her accomplishments. He welcomed Officer Vargas and Finance Director Nicholas and thanked the Lions Club for the generous donation for the City of Atwater. He spoke regarding the Atwater Little League Agreement and the plan regarding the fields.

He spoke regarding the Juniper Elementary School, the beautiful campus and congratulated Superintendent Lobao. He congratulated City Manager Waterman for her agreement renewal.

Mayor Nelson welcomed Finance Director Nicholas.

ADJOURNMENT:

Mayor Nelson adjourned the meeting at 8:14 PM.
________________________________

JANELL MARTIN

ASSISTANT CITY CLERK

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CITY COUNCIL

AGENDA REPORT

MEETING
DATE:

August 28, 2023
TO: Mayor and City Council
FROM: Justin Vinson, Public Works Director

PREPARED
BY:

Ana Jaramillo, Executive Assistant
SUBJECT: Approving a Purchase Agreement (Purchase Order) with Aqueous Vets for Granulated Activated Carbon Exchange at Central Site (Public Works Director Vinson)

RECOMMENDED COUNCIL ACTION
Approves a Purchase Agreement (Purchase Order) to Aqueous Vets of Redding, California for Granulated Activated Carbon (GAC) Exchange at Central Site, in an amount not to exceed $127,026; and authorizes and directs the City Manager to execute the Agreement (Purchase Order) on behalf of the City.

I. BACKGROUND/ANALYSIS:

In December 2021, Central Site was put online and started treating 1,2,3- Trichloropropane (TCP). TCP is treated by granulated activated carbon (GAC) vessels installed at the treatment site that removes the TCP from the water before it is delivered to the residents. There are 16 GAC vessels located at Central Treatment Site. The vessels are configured as eight sets of lead-lag vessels. The water flows through the lead vessel first, and then flows through the lag vessel afterwards. This allows for the continued treatment of the TCP after the life of the carbon in the lead vessels is no longer removing TCP from water.

Per the City's State-Approved TCP Operations Plan, to maximize the life of the carbon, the city may decide to replace the carbon in the lead vessels of a series pair once the carbon in the lead vessel is no longer removing TCP from the water. The city can track this by sampling the water as it passes through the vessels.

Three lead vessels are no longer removing TCP from the water and are in need of carbon changeouts. The scope of work consist of removing spent media from the vessel, placement of spent media in either bulk bags or a disposable container, inspection of the vessel interior performed by viewing from the outside manway opening, and rebidding with replacement media.

Three (3) bids were received and were totaled and reviewed for their responsiveness.

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

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Agenda Report - Page 2

The Bid Summary (Attached) shows the lowest bid coming in at $127,026. Staff reviewed the bid submitted by Aqueous Vets of Redding, California for $127,026 and has determined it is a responsive and acceptable bid.

II. FISCAL IMPACTS:

Sufficient funding is available in the Fiscal Year 2023-24 Budget, 1,2,3-TCP Fund, Professional Service Account No. 6007.7010.3030. Per the City of Atwater Purchasing System Manual, the informal bidding process is allowed for Public Works Projects valued at $200,000 or less.

III. LEGAL REVIEW:

This item has been reviewed by the City Attorney.

IV. EXISTING POLICY:

This item consist with goals number one (1) and two (2) of the City's Strategic Plan; to ensure the City's continued financial stability and to improve public safety, respectively.

V. ALTERNATIVES:

N/A
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:

The proposed project involves the operation, maintenance, leasing, licensing, or minor alteration of existing public facilities. This proposed action qualifies under Class 1 Categorical Exceptions Section 15301 of the State CEQA guidelines.

IX. STEPS FOLLOWING APPROVAL:

Upon approval by the City Council, a Purchase Requisition will be sent to the Finance Department and then a Purchase Order will be generated.

Submitted by:

Justin Vinson, Public Works Director
Approved by:

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Agenda Report - Page 3

Lori Waterman, City Manager
Attachments:

1. Bid Summary - GAC Exchange at Central Site

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CITY COUNCIL

AGENDA REPORT

MEETING
DATE:

August 28, 2023
TO: Mayor and City Council
FROM: Mark Pereida, Chief Building Official

PREPARED
BY:

Mark Pereida, Chief Building Official
SUBJECT: Approving On-Call Building Services to support staff with Residential and Commercial Structural plan checking, and Residential and Commercial Fire Plan Checking, Permit
Technician support, CAsp(ADA) inspections, and Building Inspections for Commercial, Residential, and Industrial construction projects (Deputy City Manager/Community
Development Director Thompson)

RECOMMENDED COUNCIL ACTION
Approves multiple On-Call Master Professional Service Agreements, in a form approved by the City Attorney, with CSG Consultants of Newman, California, BPR Consulting Group of Roseville, California, Interwest of Fresno, California and True North Compliance Services of Long Beach, California, with an amount not to exceed of $200,000 per task order (per agreement), for a 3-year term for each of the agreements, and authorizes and directs the City Manager to execute the agreements on the behalf of the City.

I. BACKGROUND/ANALYSIS:

BACKGROUND:

On May 04, 2023, Staff released a Request for Qualifications (RFQ) for On-Call Building Services in-house staffing for augmented office coverage, residential and commercial plan checks, related to California Building, Residential, Electrical, Plumbing, Mechanical, Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). Contract Building Inspection Services (combination) short or long-term assignments, and Certified Access Specialist (CAsp) availability.

The Building Division is comprised of three staff members Chief Building Official/Fire Code Official, Permit Technician I, and Administrative Assistant II. With the city’s continual growth, it has been necessary over the years to contract with third party building service providers to assist staff in providing its customers with additional

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

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Agenda Report - Page 2

residential, commercial, fire, and energy plan checking, building residential and commercial inspections, CAsp inspection availability as mandated by the state and permit technician duties.

ANALYSIS:

The master agreements will allow the Building Division to request additional services from the Consultant(s) for building services on an "on-call" basis as the needs arise.

II. FISCAL IMPACTS:

There are no immediate fiscal impacts from this action as funds will be issued on a task order basis limited to existing approved budgets, and in no case, shall the total compensation under any particular Task Order exceed $200,000,per task order (per agreement), for a 3-year term as monitored by staff.

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 number two (2 ) of the City's 2020-2025 Strategic Plan:
to ensure the safety of staff and our community.

V. ALTERNATIVES:

None
VI. INTERDEPARTMENTAL COORDINATION:

This item has been reviewed by Community Development and Finance 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 item is not a “project” under the California Environmental Quality Act (CEQA) as this activity does not cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, pursuant to Public Resources Code section 21065.

IX. STEPS FOLLOWING APPROVAL:

Upon approval by City Council, the Professional Services Agreements will be executed and processed per City policies and procedures.

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Agenda Report - Page 3

Submitted by:

Greg Thompson, Deputy City Manager/Community Development Director Approved by:

Lori Waterman, City Manager
Attachments:

1. On-Call Building Services agreement BPR Consulting

2. On-Call Building Services agreement CSG

3. On-Call Building Services agreement Interwest

4. On-Call Building Services agreement TRUE NORTH

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On-Call Master Professional Services Agreement between {08/29/23} City of Atwater and BPR Consulting Group Page 1 of 16

ON-CALL PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF ATWATER AND BPR CONSULTING GROUP (PROFESSIONAL) THIS AGREEMENT for on-call professional services is made by and between the City of Atwater, a California municipal corporation (“City”) and BPR Consulting Group, a On-Call Building Services provider, (“Professional”) as of August 29,2023 (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, and more specifically described in individual Task Orders shall which be appended to this Agreement as an exhibit (collectively, the “Services”). The first such Task Order shall be identified as Task Order No. 1 and attached as “Exhibit T-1”. Subsequent Task Orders shall be identified and appended accordingly. 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 Effective Date noted above and shall end on July 11, 2026. 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.

Consultant service fees:

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On-Call Master Professional Services Agreement between {08/29/23} City of Atwater and BPR Consulting Group Page 2 of 16
Section 2. COMPENSATION. City hereby agrees to pay Professional for the full performance of its Services on a time and materials basis at the compensation rates specified on Exhibit B; provided, however, that total compensation for the full performance by Professional of Services under a particular Task Order shall not exceed the amount stated therein, and in no case, shall the total compensation under any particular Task Order exceed $200,000, without prior authorization from the City Manager or her designee. In the event of a conflict 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.

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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.

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 are included in the total amount of compensation provided under this Agreement.

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

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facilities shall be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, 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 TWO MILLION DOLLARS ($2,000,000) 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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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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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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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 subrogation 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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▪ 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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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, for up to two, one-year renewals. Any such extension shall require a written approval by the City Manager, or her designee. Any extension beyond two years 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 Agreement. Similarly, unless authorized by the

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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 authorization to make any such disclosure, Professional shall do so only within the limits and to the extent of that authorization.

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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.

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

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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.

11.10 Notices. Any written notice to Professional shall be sent to:

Ron Beehler
2130 Professional Dr. Suite 150
Roseville, CA 95661

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Any written notice to City shall be sent to:

City of Atwater Clerk’s Office
1160 Fifth Street
Atwater, CA 95301

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, and the exhibits listed below, represents the entire and integrated agreement between City and Professional and supersedes all prior negotiations, representations, or agreements, either written or oral.

Exhibit A Scope of Work
Exhibit B Fee Schedule

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.

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.

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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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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

CITY PROFESSIONAL
____________________________ ______________________________ Lori Waterman, City Manager Ron Beehler, Principle / Director of Client Services
Attest:
____________________________
Kory J. Billings, City Clerk
Approved as to Form:
_________________________________
Frank Splendorio, City Attorney

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EXHIBIT A

SCOPE OF WORK
Building and Safety Services Related:
• Building and Safety Services in-house staffing for office coverage, residential and commercial plan checks, related to California Building, Residential, Electrical, Plumbing, Mechanical, Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Third party commercial and residential Plan Check for California Building, Residential, Electrical, Plumbing, Mechanical Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Contract Building Inspection Services (combination) short or long-term assignments. • Certified Access Specialist (CASp) availability.

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Exhibit B to Professional Services Agreement between {08/29/23} City of Atwater and BPR Consulting Group

EXHIBIT B

FEE SCHEDULE

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ON-CALL PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF ATWATER AND CSG CONSULTANTS (PROFESSIONAL)
THIS AGREEMENT for on-call professional services is made by and between the City of Atwater, a California municipal corporation (“City”) and CSG Consultants, a On Call Building Services provider , (“Professional”) as of August 29,2023 (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, and more specifically described in individual Task Orders shall which be appended to this Agreement as an exhibit (collectively, the “Services”). The first such Task Order shall be identified as Task Order No. 1 and attached as “Exhibit T-1”. Subsequent Task Orders shall be identified and appended accordingly. 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 Effective Date noted above and shall end on July 11, 2026. 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.

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Section 2. COMPENSATION. City hereby agrees to pay Professional for the full performance of its Services on a time and materials basis at the compensation rates specified on Exhibit B; provided, however, that total compensation for the full performance by Professional of Services under a particular Task Order shall not exceed the amount stated therein, and in no case, shall the total compensation under any particular Task Order exceed $200,000, without prior authorization from the City Manager or her designee. In the event of a conflict 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.

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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.

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 are included in the total amount of compensation provided under this Agreement.

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

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records and the information in possession of the City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, 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 TWO MILLION DOLLARS ($2,000,000) 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.

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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 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.

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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.
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.

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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 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 subrogation 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:

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▪ Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
▪ 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

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Sections 5.1 and 5.2 shall only be to the maximum extent permitted by California Civil Code Section 2782.8.

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,

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shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.

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, for up to two, one-year renewals. Any such extension shall require a written approval by the City Manager, or her designee. Any

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extension beyond two years 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 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

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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 authorization to make any such disclosure, Professional shall do so only within the limits and to the extent of that authorization.

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

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courts of California in the County of Merced or in the United States District Court, Eastern District of California.

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.

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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.

11.10 Notices. Any written notice to Professional shall be sent to:

Crickett Brinkman
930 Fresno Street
Newman, CA 95360
Any written notice to City shall be sent to:

City of Atwater Clerk’s Office
1160 Fifth Street
Atwater, CA 95301

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, and the exhibits listed below, represents the entire and integrated agreement between City and Professional and supersedes all prior negotiations, representations, or agreements, either written or oral.

Exhibit A Scope of Work
Exhibit B Fee Schedule

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

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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.

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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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

CITY PROFESSIONAL
____________________________ ______________________________ Lori Waterman, City Manager Cyrus Kianpour, President
Attest:
____________________________
Kory J. Billings, City Clerk
Approved as to Form:
_________________________________
Frank Splendorio, City Attorney

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Exhibit A to Professional Services Agreement between {8/29/23} City of Atwater and CSG Consultants Page 1 of 1

EXHIBIT A

SCOPE OF WORK
Building and Safety Services Related:
• Building and Safety Services in-house staffing for office coverage, residential and commercial plan checks, related to California Building, Residential, Electrical, Plumbing, Mechanical, Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Third party commercial and residential Plan Check for California Building, Residential, Electrical, Plumbing, Mechanical Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Contract Building Inspection Services (combination) short or long-term assignments. • Certified Access Specialist (CASp) availability.

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Exhibit B to Professional Services Agreement between {08/29/23} City of Atwater and CSG Consultants Page 1 of 1

EXHIBIT B

FEE SCHEDULE

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ON-CALL PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF ATWATER AND INTERWEST (PROFESSIONAL)
THIS AGREEMENT for on-call professional services is made by and between the City of Atwater, a California municipal corporation (“City”) and Interwest, an On Call Building Services provider, (“Professional”) as of August 29,2023 (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, and more specifically described in individual Task Orders shall which be appended to this Agreement as an exhibit (collectively, the “Services”). The first such Task Order shall be identified as Task Order No. 1 and attached as “Exhibit T-1”. Subsequent Task Orders shall be identified and appended accordingly. 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 Effective Date noted above and shall end on July 11, 2026. 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.

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Section 2. COMPENSATION. City hereby agrees to pay Professional for the full performance of its Services on a time and materials basis at the compensation rates specified on Exhibit B; provided, however, that total compensation for the full performance by Professional of Services under a particular Task Order shall not exceed the amount stated therein, and in no case, shall the total compensation under any particular Task Order exceed $200,000, without prior authorization from the City Manager or her designee. In the event of a conflict 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.

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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.

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 are included in the total amount of compensation provided under this Agreement.

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

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records and the information in possession of the City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, 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 TWO MILLION DOLLARS ($2,000,000) 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

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not less than TWO MILLION DOLLARS ($2,000,000.00) and automobile liability 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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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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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 subrogation 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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▪ 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.

Section 6. STATUS OF PROFESSIONAL.

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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, for up to two, one-year renewals. Any such extension shall require a written approval by the City Manager, or her designee. Any extension beyond two years 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

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the maximum amount provided for in this 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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authorization to make any such disclosure, Professional shall do so only within the limits and to the extent of that authorization.

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:

Paul Meschino
1171 West Shaw Ave Suite 102
Fresno, CA 93711
Any written notice to City shall be sent to:

City of Atwater Clerk’s Office
750 Bellevue Road
Atwater, CA 95301

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, and the exhibits listed below, represents the entire and integrated agreement between City and Professional and supersedes all prior negotiations, representations, or agreements, either written or oral.

Exhibit A Scope of Work
Exhibit B Fee Schedule

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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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

CITY PROFESSIONAL
____________________________ ______________________________ Lori Waterman, City Manager Paul Meschino, President
Attest:
____________________________
Kory J. Billings, City Clerk
Approved as to Form:
_________________________________
Frank Splendorio, City Attorney

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Exhibit A to Professional Services Agreement between {8/29/23} City of Atwater and Interwest Page 1 of 1

EXHIBIT A

SCOPE OF WORK
Scope of work:

Building and Safety Services Related: • Building and Safety Services in-house staffing for office coverage, residential and commercial plan checks, related to California Building, Residential, Electrical, Plumbing, Mechanical, Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Third party commercial and residential Plan Check for California Building, Residential, Electrical, Plumbing, Mechanical Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Contract Building Inspection Services (combination) short or long-term assignments. • Certified Access Specialist (CASp) availability

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Exhibit B to Professional Services Agreement between {08/29/23} City of Atwater and Interwest Page 1 of 1

EXHIBIT B

FEE SCHEDULE

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ON-CALL PROFESSIONAL SERVICES AGREEMENT BETWEEN

THE CITY OF ATWATER AND TRUE NORTH COMPLIACE SERVICES (PROFESSIONAL) THIS AGREEMENT for on-call professional services is made by and between the City of Atwater, a California municipal corporation (“City”) and True North Compliance Services, a On Call Building Services provider, (“Professional”) as of August 29,2023 (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, and more specifically described in individual Task Orders shall which be appended to this Agreement as an exhibit (collectively, the “Services”). The first such Task Order shall be identified as Task Order No. 1 and attached as “Exhibit T-1”. Subsequent Task Orders shall be identified and appended accordingly. 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 Effective Date noted above and shall end on July 11, 2026. 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.

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Section 2. COMPENSATION. City hereby agrees to pay Professional for the full performance of its Services on a time and materials basis at the compensation rates specified on Exhibit B; provided, however, that total compensation for the full performance by Professional of Services under a particular Task Order shall not exceed the amount stated therein, and in no case, shall the total compensation under any particular Task Order exceed $200,000, without prior authorization from the City Manager or her designee. In the event of a conflict 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.

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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.

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 are included in the total amount of compensation provided under this Agreement.

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.

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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 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 TWO MILLION DOLLARS ($2,000,000) 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.

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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 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.

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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.
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.

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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 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 subrogation 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

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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;
▪ 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.

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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.

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)

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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.

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

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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, for up to two, one-year renewals. Any such extension shall require written approval by the City Manager, or her designee. Any extension beyond two years 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 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

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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 authorization to make any such disclosure, Professional shall do so only within the limits and to the extent of that authorization.

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.

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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.

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

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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.

11.10 Notices. Any written notice to Professional shall be sent to:

Isam Hasenin, MSCE, PE, CBO
3939 Atlantic Ave, # 224
Long Beach, CA 90807
Any written notice to City shall be sent to:

City of Atwater Clerk’s Office
1160 Fifth Street
Atwater, CA 95301

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, and the exhibits listed below, represents the entire and integrated agreement between City and Professional and supersedes all prior negotiations, representations, or agreements, either written or oral.

Exhibit A Scope of Work
Exhibit B Fee Schedule

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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.

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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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

CITY PROFESSIONAL
____________________________ ______________________________ Lori Waterman, City Manager Isam Hasenin, President
Attest:
____________________________
Kory J. Billings, City Clerk
Approved as to Form:
_________________________________
Frank Splendorio, City Attorney

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Exhibit A to Professional Services Agreement between {8/29/23} City of Atwater and True North Compliance Services

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EXHIBIT A

SCOPE OF WORK
Building and Safety Services Related:
• Building and Safety Services in-house staffing for office coverage, residential and commercial plan checks, related to California Building, Residential, Electrical, Plumbing, Mechanical, Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Third party commercial and residential Plan Check for California Building, Residential, Electrical, Plumbing, Mechanical Green Building Standards and Energy Codes (including Residential Fire Sprinklers and Disabled Access requirements). • Contract Building Inspection Services (combination) short or long-term assignments. • Certified Access Specialist (CASp) availability

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Exhibit B to Professional Services Agreement between {08/29/23} City of Atwater and True North Compliance Services

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EXHIBIT B

FEE SCHEDULE

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CITY COUNCIL

AGENDA REPORT

MEETING
DATE:

August 28, 2023
TO: Mayor and City Council
FROM: Lori Waterman, City Manager

PREPARED
BY:

Kristina Gardner, Recreation Coordinator , Eugene Drummond, Recreation Supervisor
SUBJECT: Approving a General Services Agreement with Merced Area Sports Officials (MASO) (City Manager Waterman)

RECOMMENDED COUNCIL ACTION
Awarding a General Services Agreement, in a form approved by the City Attorney, with Merced Area Sports Officials of Merced, California, in the amount not to exceed $4,410.00, for managing the scheduling of the sports officials, plus a separate cost per sports official per athletic activity, as outlined in the fee structure; and authorizes and directs the City Manager, or her designee, to execute the agreement on behalf of the City.

I. BACKGROUND/ANALYSIS:

Merced Area Sports Officials (MASO) has had five (5) one-year agreements with the City of Atwater that began in 2015, and the current agreement expired June 30, 2023.

The City of Atwater's sports programs require specialized officials that are knowledgeable and trained in the various sports activities. This allows for the highest quality of programming. Sports officials are an integral part of athletic activities. Their presence helps facilitate safe, wholesome, and fun activities which add to the quality of life in our community.

The City has successfully restarted all of its pre-covid sports programs and the programs are continuing to grow. Our youth basketball league boasted 28 teams, youth flag football 15 teams, youth volleyball 12 teams, adult softball 33 teams, and adult volleyball 6 teams. These numbers confirm the need for additional resources to provide and manage the programs. MASO provides training, supervision, and scheduling services to the City's sports leagues without the additional costs associated with staffing. The agreement presented includes a not to exceed amount of $4410.00 for managing the scheduling of the sports officials, plus a separate cost per sports official per athletic activity.

II. FISCAL IMPACTS:

Sufficient funding is available in Fiscal Year 2023-24 Budget, General Fund, Recreation.

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

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