Mayor
Donald Williams
Vice Mayor
Irais Lopez-Ortega
Councilmembers
Lisa M. Gift
Scott Cooper
Kevin Eisenberg
AGENDA
City Council
Tuesday, August 15, 2023 - 6:00 PM
HYBRID
AMENDED
8/10/23
Below is information on how the public may observe and participate in the meeting. The City recognizes that not all residents have the same ways to stay engaged, so several alternatives are offered.
Please participate in the meeting by observing or listening to the meeting in one of the following ways:
1. Watch on your TV – Napa Valley TV Channel 28 (call your cable provider to ensure you have a City of Calistoga coded cable box)
2. Listen or participate via your phone – dial 1-669-900-6833, enter webinar ID: 822 4544 4666, password: 123201
3. Watch or participate online via Zoom - click this link and enter password: 123201
4. Watch online via YouTube Live at youtube.com/cityofcalistoga COMMENT ON THIS MATTER DURING THE MEETING: Please participate in the meeting by providing public comment on any item on the agenda or any item of municipal concern. To comment during a virtual meeting (Zoom), click the "Raise Your Hand" button to request to speak when Public Comment is being taken on the Agenda item. You will be unmuted when it is your turn to make your comment for up to 3 minutes. After allotted time, you will be re-muted. Instructions for how to "Raise Your Hand" are available at:
https://support.zoom.us/hc/en-us/articles/205566129-Raise-Hand-In-Webinar.
WRITTEN COMMENTS: Alternatively, you may provide public comment on any item on the agenda or any item of municipal concern via email. Please submit your comment, limited to 350 words or less, via email to [email protected]. Written public comments submitted by email should clearly indicate the Agenda Item No. or specify “Oral Communications” in the Subject Line for items not on the agenda and are requested to include the submitter’s full name. Comments received by 2:00 p.m. on the day of the meeting will be posted online with the agenda packet and included in the record but will not be read aloud. Comments received after 2:00 p.m. will be made part of the written record but will not be read verbally at the meeting. Note: The methods of observing or listening to the meeting or providing public comments may be altered or the meeting may be cancelled, if needed, due to certain technical disruptions.
1. CALL TO ORDER/ROLL CALL/PLEDGE OF ALLEGIANCE AND OPTIONAL
PATRIOTIC ACTIVITY
2. REPORT FROM CLOSED SESSIONS
3. ORAL COMMUNICATION ON CONSENT ITEMS OR NON-AGENDA ITEMS This time is set aside to receive comments from the public regarding matters on the Consent Calendar or matters of municipal concern not on the agenda.
Pursuant to Government Code section 54954.3 (the Brown Act), however, the Council cannot consider any issues or take action on any requests during this comment period. Speakers are encouraged to limit their comments to 3 minutes maximum so that all speakers have an opportunity to address the City Council.
3.1. 8.15.23 Public Comment 5
4. CITY MANAGER’S REPORT
5. PROCLAMATIONS/PRESENTATIONS/ AWARDS
6. CONSENT CALENDAR
6.1. Consultant Services Contract for Recruitments
Recommended Action: Consider adopting the Resolution authorizing the City Manager to enter into a consultant services contract with Ralph Andersen & Associates not to exceed $68,500 for the recruitment of Human Resources Manager and the recruitment of Assistant City Manager.
Staff Report - Consultant Services Contract for Recruitments - Pdf 6 - 22
6.2. Consideration of a Resolution adopting a 5-year list of pre-qualified consultants to provide various professional consulting services and authorizing the City Manager and Public Works Director to enter into Master Service Agreements with pre-qualified consultants on behalf of the city.
Recommended Action:
Consider adopting resolution.
Staff Report - Pre-qualified Consultants List for Professional Consulting Services - Pdf
23 - 51
6.3. Consideration of a Resolution Authorizing the City Manager to Execute Amendment No.1 to the Maintenance Agreement with Caltrans for Maintenance of Pathways on the State Highway System.
Recommended Action:
Consider adopting resolution.
Staff Report - Caltrans Maintenance Agreement Amendment No.1 for Pathways within the State Highway Right-of-Way - Pdf
52 - 72
6.4. Consideration of an ordinance amending the Calistoga Municipal Code (CMC) to include new regulations governing Mobile Food Vending (Food Trucks) within the City of Calistoga (City).
Recommended Action: Adopt Ordinance No. 761 as submitted.
Staff Report - Second Reading and Adoption: Ord. No. 761 Mobile Food Vending - Pdf
8.15.23 Mobile Food Vendors Public Comment_Redacted
73 - 89
6.5. Consider adopting a Resolution confirming the Mayor's Appointment of Lorne Glaim to the Active Transportation Advisory Committee (ATAC) and Cynthia Butler to the Green Committee.
Recommended Action: Consider adopting the Resolution.
Staff Report - Appointments to the Green Committee and the Active Transportation Advisory Committee (ATAC) - Pdf
90 - 99
7. PUBLIC HEARING
8. GENERAL GOVERNMENT
8.1. Proclaiming September National Hispanic Heritage Month and Raising the Mexican Flag
Recommended Action: Consider recognizing National Hispanic Heritage Month by adopting the attached proclamation and directing staff to raise the Mexican Flag from September 15 through October 15.
Staff Report - Proclamation Recognizing National Hispanic Heritage Month and Raising the Mexican Flag - Pdf
100 - 103
8.2. Consider Authorizing the City Manager to Execute and Make Minor Modifications to Amendment No. 2 to Funding Agreement No. 842 with the Napa Valley Transportation Authority (NVTA) for additional construction contingency funding for the St Helena to Calistoga Vine Trail Project in an Amount Not to Exceed $133,000.
Recommended Action:
Consider an Amendment to the Funding Agreement and Approving a Budget Adjustment.
Staff Report - Napa Valley Vine Trail – Calistoga to St Helena Segment – Amendment No. 2 to Funding Agreement No. 842 - Pdf
104 - 111
8.3. Consider adopting a Resolution confirming the appointment of Vice Mayor Lopez-Ortega as voting delegate and Councilmember Eisenberg as alternate voting delegate to vote at the League of California Cities Annual Business Meeting to be held on Friday, September 20, 2023.
Recommended Action: Consider adopting Resolution.
Staff Report - Designation of Voting Delegates for the League of California Cities Annual Business Meeting - Pdf
112 - 119
8.4. Seeking City Council Direction for Loan Extension Request from La Pradera Apartments.
Recommended Action: Provide direction regarding issuing a Letter of Commitment (Attachment 1) to BRIDGE Housing Corporation (and/or its Limited Partner affiliate) with the intent to extend by future resolution the maturity date of a promissory note (Attachment 2) between the City of Calistoga and Calistoga Brannan Housing Associates (and/or the newly formed Limited Partnership, Hunt Pradera II LP) for up to 57 years from the current maturity date of December 10, 2023, extending the maturity date to December 10, 2093.
Staff Report - Loan Extension Request for La Pradera Apartments - Pdf 120 - 135
9. COUNCIL REPORTS
10. ADJOURNMENT
NOTICE: If you challenge a city’s zoning, planning, or other decision in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City Council at, or prior to, the public hearing. Judicial review of any City administrative decision may be had only if a petition is filed with the court not later than the 90th day following the date upon which the decision becomes final. Judicial review of environmental determinations may be subject to a shorter time period for Litigation, in certain cases 30 days following the date of final decision.
Pursuant to GC §54957.5 any writings/documents provided to a majority of the City Council regarding any item on this agenda will be made available for public inspection on the City website at www.ci.calistoga.ca.us.
SUPPLEMENTAL MATERIAL RECEIVED AFTER THE POSTING OF THE AGENDA:
Any supplemental writings or documents distributed to a majority of the City Council regarding any item on this Agenda, after the posting of the Agenda, such writings or documents will be made available on the City’s website and will be available for public review in the City Clerk’s Office located at 1232 Washington Street, Calistoga, California, during normal business hours and by appointment.
AMERICANS WITH DISABILITIES ACT: The City can provide special assistance for persons with disabilities to participate in public meetings. To make a request for disability-related modification or accommodation please contact the City Clerk at [email protected] or (707) 942-2807. If you need assistance or accommodation, please provide notice at least 48 hours prior to the meeting. For TTY/ Speech-to-Speech users, dial 7-1-1 for the California Relay Service, offering free text-to-speech, speech-to-speech, and Spanish language services 24 hours a day, 7 days a week.
Se les pide por favor que avise con 48 horas de anticipación cuando haga un pedido para asistencia. Esto les da suficiente tiempo antes de la junta para permitir que la ciudad tome medidas razonables.
POSTING: I declare a copy of this agenda was posted at City Hall, 1232 Washington Street, Calistoga, among other locations in the city limits of Calistoga, on 8/10/23, 2023, by 4:30 p.m.
Yudiana Galvan, Interim City Clerk
Addit;'.cna.l
Nn. ‘ ,«.
“£741/)4‘)
Meeting
_ Item
Distributedon Marni Rittburg
From: Christopher Sullivan
Sent: Friday,August 4, 2023 2:04 PM
To: PublicComment
Subject: WiFifor the farmers market
CAUTION:This email originated from outside of the organization. Do not clicklinksor open attachments unless you recognize the sender and know the content is safe.
Hello,
I would like to suggest for your consideration, a publicWi-Fi period at the farmers market on Saturdays between 9 AMand 1 PM. Many of the vendors ?nd that it can be dif?cult to complete a transaction on their mobiledevices unless they connect via cellular data. We were wondering if it's possible to share a Wi-Ficonnection with a public entity likeCity Hallor the PoliceDepartment perhaps . It would be nice to have this luxury if even only for ?ve hours. Thank you for your consideration .Others have voiced an interest in this being a possibility.
Chris Sullivan
Item #3.1.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Laura Snideman, City Manager
Meeting: City Council - Aug 15 2023
Subject: Consultant Services Contract for Recruitments
DESCRIPTION:
Consultant Services Contract for Recruitments
RECOMMENDATION:
Consider adopting the Resolution authorizing the City Manager to enter into a consultant services contract with Ralph Andersen & Associates not to exceed $102,000 for the recruitment of Human Resources Manager, the recruitment of Assistant City Manager and potentially recruitment of Administrative Services Director.
BACKGROUND/SUMMARY:
The positions of Human Resources Manager and of Assistant City Manager are vacant. The interim employee performing the finance director responsibilities is leaving City employment effective August 15, 2023 and recruitment is necessary to fill the position on an ongoing (i.e., permanent) basis. The City recognizes that the services of a professional recruiter, with significant public sector experience, is necessary for the City to successfully fill each position with a highly qualified individual.
ANALYSIS:
The City Manager finds it desirable to contract with Ralph Andersen & Associates to conduct these management-level recruitments. Ralph Andersen & Associates is an executive search firm with a nationwide reach, specializing in serving the public sector. Each recruitment will be led by Heather Renschler. Ms. Renschler has been with Ralph Andersen & Associates for nearly four decades and is the firm’s President/Chief Executive Officer. Ms. Renschler has overseen the recruitment practices of Ralph Andersen & Associates for more than two decades and, as a result, is often involved with recruitments of a highly sensitive and critical nature, such as the City’s human resources manager, finance/administrative services director and assistant city manager.
Ms. Renschler has extensive experience in conducting public sector recruitments and, as a result, has developed a network of contacts and potential candidates both within California and on a national basis. Ms. Renschler has had significant involvement in related searches of human resources professionals, finance and administrative services directors, and assistant city managers and, as a result, has an extensive network from with to attract highly qualified individuals.
Ralph Andersen & Associates will provide the recruitment search services for each of the positions of Human Resources Manager, Assistant City Manager and, subject to mutual agreement, Administrative Services Director. (The City and Ralph Andersen & Associates have negotiated a contract for recruitment of two positions; a contract amendment will be needed for the third Item #6.1.
recruitment). Each recruitment has a fee/cost of $27,500 with potential costs related to a community/staff survey for development of the Assistant City Manager recruitment’s candidate profile, potential travel assistance for finalist interviews at city hall, and a small reserve for additional unanticipated services.
CEQA STATUS:
N/A
FINANCIAL IMPACT:
The fiscal impact for three recruitments is not to exceed $102,000 of which sufficient funds are budgeted in 01-4172-4402 (Personnel/Human Resources, contracts).
ATTACHMENT(S):
Contract - Ralph Andersen & Associates Recruitment SIGNED BY RAA Resolution - Ralph Andersen Recruitment Services
APPROVAL(S):
Nitish Sharma Approved - Aug 02 2023
Yudiana Galvan, Interim City Clerk Approved - Aug 07 2023 Item #6.1.
- 1 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment
AGREEMENT FOR CONSULTANT SERVICES
This Agreement for Consultant Services (the "Agreement") is made and entered into this 2nd day of August, 2023, by and between THE CITY OF CALISTOGA, a municipal corporation (hereinafter referred to as "CITY") and Ralph Andersen & Associates, a corporation (hereinafter referred to as "CONSULTANT"). CITY and CONSULTANT may be referred to individually as “Party” and collectively as the “Parties.”
RECITALS
WHEREAS, CITY requires consultant services in connection with the recruitment for the positions of Human Resources Manager and Assistant City Manager; and WHEREAS, CONSULTANT is qualified to perform such services; and WHEREAS, CONSULTANT has agreed to provide CITY with such services on the terms and conditions set forth herein.
NOW, THEREFORE, for the considerations hereinafter set forth, CONSULTANT and CITY agree as follows:
ARTICLE 1 - SCOPE OF SERVICES
1.1. Scope of Work. CONSULTANT agrees to furnish the services set forth in Exhibit A, Scope of Work, which is attached hereto and incorporated herein (the "Services").
1.2. Compliance with Law. The Services shall be performed in accordance with all applicable federal, state and local laws, ordinances, rules, regulations and orders.
1.3. Time is of the Essence. CONSULTANT agrees to diligently prosecute the Services. In the performance of this Agreement, time is of the essence.
1.4. Professional Competence. CONSULTANT represents that it has the professional skills necessary to perform the Services and that it will perform the Services in a skillful and professional manner. CONSULTANT represents that it has all the necessary licenses to perform the Services and shall maintain them throughout the term of this Agreement. CONSULTANT agrees that the Services shall be performed in the manner and according to the standards observed by a competent practitioner of the profession in which CONSULTANT is engaged, in the same or similar geographical area in which CONSULTANT practices its profession, and will prepare all work products required by this Agreement in accordance with such standards. CITY and CONSULTANT agree that CONSULTANT is in responsible charge of the Services and CITY shall have no control over the method or means of performance of the Services. Acceptance by CITY of the Services does not operate as a release of CONSULTANT from professional responsibility for the Services performed.
1.5. Independent Contractor. CONSULTANT is an independent contractor and not an employee of CITY. CONSULTANT expressly warrants that it will not represent that it is an employee of CITY.
Item #6.1.
- 2 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment Persons employed or utilized by CONSULTANT in the performance of the Services will not be employees or agents of CITY. CONSULTANT is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.
1.6. Confidentiality. CONSULTANT agrees to maintain in confidence and not disclose to any person, firm, governmental entity, or corporation, without CITY's prior written consent, any trade secret or confidential information, knowledge or data relating to the products, process, or operation of CITY. CONSULTANT further agrees to maintain in confidence and not to disclose to any person, firm, governmental entity, or corporation any data, information, technology, or material developed or obtained by CONSULTANT during the performance of the Services. The covenants contained in this Section 1.6 shall survive the termination of this Agreement for whatever cause.
1.7. Ownership of Material. Any reports and other material prepared by or on behalf of CONSULTANT under this Agreement (collectively, the "Documents") shall be and remain the property of CONSULTANT. The CITY may request Documents be delivered to CITY at any time up to and including the date of termination of this Agreement for any reason. The Documents may be used by CITY and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes CITY may deem appropriate without further employment of or payment of any compensation to CONSULTANT.
1.8. Documentation. CONSULTANT shall keep and maintain full and complete documentation and accounting records, employee time sheets, and correspondence pertaining to the performance of the Services, and CONSULTANT shall make such documents available for review and/or audit by CITY and CITY's representatives at all reasonable times for at least four years after the termination of this Agreement or completion of the Services.
1.9. Testimony. CONSULTANT agrees to testify at CITY's request if litigation is brought against CITY in connection with the Services. Unless the action is brought by CONSULTANT or is based upon CONSULTANT's negligence, CITY will compensate CONSULTANT for the preparation and the testimony at CONSULTANT's standard hourly rates.
ARTICLE 2 - COMPENSATION
2.1. Compensation. Compensation for the Services shall be in accordance with Exhibit B, Compensation, attached hereto and incorporated herein. It is agreed that the compensation for the Services shall not exceed $68,500 (sixty-eight thousand five hundred dollars) ("Cost Ceiling").
2.2. Invoices. Within 35 days after receipt of each such invoice, CITY shall verify the accuracy of the invoice, correct the charges where appropriate and as discussed and mutually agreed with CONSULTANT, and make payment to CONSULTANT in an amount equal to the amount of such invoice, as verified or corrected by CITY. No payment hereunder shall be construed as evidence of acceptance of any of CONSULTANT's work. CITY reserves the right to withhold payment from CONSULTANT on account of Services not performed satisfactorily, delays in CONSULTANT's performance of Services, or other defaults hereunder. CONSULTANT shall not stop or delay performance of the Services under this Agreement on account of payment disputes with CITY.
Item #6.1.
- 3 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment
2.3. Withholding. In lieu of holding retention, CITY shall withhold CONSULTANT's final payment until the Services are complete and CITY has received all Documents. CONSULTANT shall diligently continue and complete performance of the Services if the Services are not complete at the time CONSULTANT has performed services up to the Cost Ceiling.
ARTICLE 3 - TIME OF PERFORMANCE
3.1. Effective Date. This Agreement shall become effective upon execution of the second signature and shall remain in full force and effect until the Services are completed (the "Term").
CONSULTANT agrees to complete all services by March 31, 2024.
3.2. Termination. This Agreement may be terminated at any time by CITY upon written notice to CONSULTANT.
3.3. Final Payment. CONSULTANT shall be entitled to compensation for Services performed up to the time of such termination, it being understood that any payments are full compensation for the Services rendered under this Agreement.
3.4. Other Remedies. Nothing in this Article 3 shall be deemed to limit the respective rights of the parties to terminate this Agreement for cause or otherwise to exercise any rights or pursue any remedies which may accrue to them.
ARTICLE 4 - DESIGNATED CONTACTS
4.1. CITY Contact. CITY designates Laura Snideman, its City Manager, as its contact who shall be responsible for administering and interpreting the terms and conditions of this Agreement, for matters relating to CONSULTANT's performance under this Agreement, and for liaison and coordination between CITY and CONSULTANT. In the event CITY wishes to make a change in CITY's representative, CITY will notify CONSULTANT of the change in writing.
4.2. CONSULTANT Contact. CONSULTANT designates Heather Renschler as its contact, who shall have immediate responsibility for the performance of the Services and for all matters relating to performance under this Agreement. Any change in CONSULTANT's designated contact shall be subject to written approval by CITY.
ARTICLE 5 - INDEMNIFICATION AND INSURANCE
5.1. Indemnification. CONSULTANT shall, to the fullest extent allowed by law, with respect to claims, liability, loss, damage, costs, or expenses, including reasonable attorney's and expert witness fees, awards, fines, penalties, or judgments, arising out of or relating to the Services (collectively "Claims"), defend, indemnify, and hold harmless CITY, its Officials, officers, employees and agents (the "CITY Parties"), except to the extent the Claims are attributable to CITY Parties' gross negligence or willful misconduct. CONSULTANT shall defend the CITY Parties as required by California Civil Code Section 2778, and with counsel reasonably acceptable to those parties. CONSULTANT shall have no right to seek reimbursement from the CITY Parties for the costs of defense.
If CONSULTANT is a “design professional,” as defined in California Civil Code Section 2782.8(c), Item #6.1.
- 4 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment CONSULTANT shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONSULTANT’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONSULTANT shall not exceed CONSULTANT’s proportionate percentage of fault.
The obligations contained in this Section 5.1 shall survive the termination of this Agreement for whatever cause for the full period of time allowed by law and shall not in any way be limited by the insurance requirements of this Agreement.
5.2. Health and Safety. CONSULTANT may perform part of the Services at sites which contain unknown working conditions and contaminated materials. CONSULTANT shall be solely responsible for the health and safety of CONSULTANT's employees during the performance of the Services.
5.3. Insurance. CONSULTANT and all of CONSULTANTS employees, subcontractors, consultants and other agency shall procure, provide and maintain at all times during the performance of this Agreement, and for such additional periods as described herein, the insurance listed below with insurers licensed to do business in the State of California and with a Best's rating of no less than A:VII.
A. Commercial Automobile Liability Insurance. Commercial Automobile Liability Insurance providing bodily injury liability and property damage, to protect against all liability arising out of the use of any owned, leased, passenger or commercial automobile at a minimum amount of $1,000,000 combined single limit and $2,000,000 aggregate.
Coverage shall apply to hired and non-owned autos.
B. Commercial General Liability Insurance. Commercial General Liability Insurance, with limits providing a minimum amount of $1,000,000 combined single limit coverage for each occurrence, $2,000,000 general aggregate and $2,000,000 products/completed operations aggregate. The insurance shall cover all operations including but not limited to the following: (1) premises, operations and mobile equipment liability; (2) completed operations and products liability; (3) contractual liability insuring the obligations assumed by CONSULTANT in this Agreement; (4) broad form property damage liability; (5) personal injury liability endorsement, including death; and (6) automobile bodily injury and property damage insurance, including all owned, hired and non-owned equipment.
C. Professional Liability Insurance. Professional Liability Insurance protecting against liabilities arising out of or in connection with negligent acts, errors, or omissions of CONSULTANT and all of CONSULTANTS employees, subcontractors, consultants and other agency in connection with this Agreement, at a minimum amount of $1,000,000 combined single limit coverage and $1,000,000 aggregate, on a "claims made basis" with a continuation of coverage extension for liabilities for two years from the date the Services are substantially complete. Such professional liability policies shall include coverage for liability assumed by the CONSULTANT under this Agreement.
Item #6.1.
- 5 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment D. Workers Compensation Insurance. Workers Compensation insurance, occupational disease insurance and employer’s liability insurance shall be required with minimum limits as required by law, covering all workplaces involved in this Agreement.
E. Sexual Abuse or Molestation (“SAM”) Liability: If the work will include contact with minors, and the Commercial General Liability policy under Section 5.3(B) is not endorsed to include affirmative coverage for sexual abuse or molestation, CONSULTANT shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim.
F. Policy Terms. Concurrently with execution of this Agreement, CONSULTANT shall provide CITY with Certificates of Insurance evidencing that CONSULTANT has obtained or maintains the insurance required by this Section 5.3. The Certificates shall be on forms acceptable to CITY. CONSULTANT shall also furnish CITY with original endorsements with the following documentation:
• Precluding cancellation or reduction in coverage before the expiration of thirty (30) days after CITY shall have received written notification thereof from CONSULTANT by United States mail;
• Providing that CONSULTANT's insurance shall apply separately to each insured against whom claim is made or suit is brought, and include a “separation of insureds” or “severability” clause which treats each insured separately, except with respect to the limits of the insurer's liability (cross-liability endorsement); • Excepting CONSULTANT’S professional liability insurance, naming CITY, its City Council, boards, commissions, committees, officers, employees and agents as additional insureds (“Additional Insureds”); and
• Providing that for any claims relating to CONSULTANT's services hereunder, CONSULTANT's insurance coverage shall be primary insurance with respect to CITY, its City Council, boards, commissions, committees, officers, employees and agents, and that any insurance or self-insurance maintained by CITY for itself, its City Council, boards, commissions, committees, officers, employees and agents shall be in excess of CONSULTANT's insurance and shall not be contributory with it. • It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverages requirements and/or limits shall be available to the Additional Insured, including but not limited to any umbrella or excess insurance. Furthermore, the requirements for coverage and limits shall be the greater of: (a) the minimum coverage and limits specified in this Agreement; or (b) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured.
G. Waiver of Subrogation: CONSULTANT hereby grants to CITY a waiver of any right to subrogation which any insurer of said CONSULTANT may acquire against the CITY by virtue of the payment of any loss under such insurance. CONSULTANT hereby agrees to Item #6.1.
- 6 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer. However, the Worker’s Compensation policy required by Section 5.3(D) of this Agreement shall be endorsed with a waiver of subrogation in favor of CITY for all work performed by CONSULTANT, its employees and/or agents.
H. Material Breach. If CONSULTANT fails to maintain insurance coverage or provided insurance documentation which is required pursuant to this Agreement, it shall be deemed a material breach of this Agreement. CITY, at its sole option, may terminate this Agreement and obtain damages from CONSULTANT resulting from said breach.
Alternatively, CITY may purchase the required insurance coverage, and without further notice to CONSULTANT, may deduct from sums due to CONSULTANT any premium costs advanced by CITY for such insurance. These remedies shall be in addition to any other remedies available to CITY.
ARTICLE 6 - NOTICES
All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by facsimile or reputable overnight courier and shall be deemed received upon the earlier of: (1) if personally delivered, the date of delivery to the address of the person to receive such notice; (2) if delivered by Federal Express or other overnight courier for next business day delivery, the next business day; (3) if sent by facsimile, with the original sent on the same day by overnight courier, the date on which the facsimile is received, provided it is before 5:00 P.M. Pacific Time; or (4) if sent electronically, the date of delivery on the confirmed read receipt. Notice of change of address shall be given by written notice in the manner described in this Article 6. Rejection or other refusal to accept or the inability to deliver because of a change in address of which no notice was given shall be deemed to constitute receipt of the notice or communication sent. Unless changed in accordance herewith, the addresses for notices given pursuant to this Agreement shall be as follows:
If to CITY: Laura Snideman, City Manager
1232 Washington Street
Calistoga, CA 94515
Email: [email protected]
Phone: (707) 942-2806
If to CONSULTANT: Heather Renschler, President/Chief Executive Officer 5800 Stanford Ranch Road, Suite 410
Rocklin, CA 95765
Email: [email protected]
Phone: (916) 630-4900
ARTICLE 7 - MISCELLANEOUS
7.1. Conflict of Interest Prohibition. CITY and CONSULTANT will comply with the requirements of the CITY’s Conflict of Interest Code adopted pursuant to California Government Code §87300 et seq., the Political Reform Act (California Government Code §81000 et seq.), the regulations promulgated by the Fair Political Practices Commission (Title 2, §18110 et seq. of the California Item #6.1.
- 7 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment Code of Regulations), California Government Code §1090 et seq., and any other ethics laws applicable to the performance of the Services and/or this Agreement. CONSULTANT may be required to file with the CITY Clerk a completed Form 700 before commencing performance of the Services unless the CITY Clerk determines that completion of a Form 700 is not required, pursuant to CITY’s Conflict of Interest Code. Form 700 forms are available from the CITY Clerk.
CONSULTANT may not perform Services for any other person or entity that, pursuant to any applicable law or regulation, would result in a conflict of interest or would otherwise be prohibited with respect to CONSULTANT’s obligations pursuant to this Agreement.
CONSULTANT agrees to cooperate fully with CITY and to provide any necessary and appropriate information requested by CITY or any authorized representative concerning potential conflicts of interest or prohibitions concerning CONSULTANT’s obligations pursuant to this Agreement.
CONSULTANT may not employ any CITY official, officer or employee in the performance of the Services, nor may any official, officer or employee of CITY have any financial interest in this Agreement that would violate California Government Code §1090 et seq. CONSULTANT hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of CITY. If CONSULTANT was an employee, agent, appointee, or official of CITY in the previous twelve months, CONSULTANT warrants that it did not participate in any manner in the forming of this Agreement. CONSULTANT understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for CONSULTANT’s performance of the Services, including reimbursement of expenses, and CONSULTANT will be required to reimburse CITY for any sums paid to CONSULTANT under this Agreement. CONSULTANT understands that, in addition to the foregoing, penalties for violating Government Code §1090 may include criminal prosecution and disqualification from holding public office in the State of California.
Any violation by CONSULTANT of the requirements of this provision will constitute a material breach of this Agreement, and the CITY reserves all its rights and remedies at law and equity concerning any such violations.
7.2. Subcontracting. CONSULTANT may subcontract portions of the Services upon the prior written approval of CITY. CONSULTANT will be solely responsible for payment of such subcontract Services. No contractual relationship will exist between any such subcontractors of CONSULTANT and CITY. CONSULTANT’s subcontractors agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under the Agreement. CONSULTANT’s subcontractors further agree to include the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, with any sub-subcontractor to the extent they apply to the scope of the sub-subcontractor’s work. A copy of the CITY indemnity and insurance provisions will be furnished to CONSULTANT’s subcontractors upon request.
7.3. Entire Agreement. This Agreement represents the entire understanding of CITY and CONSULTANT as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be modified by an amendment in writing signed by each party.
Item #6.1.
- 8 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment
7.4. No Assignment. The Services are deemed unique and neither party shall assign, transfer, subcontract or otherwise substitute its interest in this Agreement or any of its obligations hereunder without the prior written consent of the other party. As limited by this Section 7.2, this Agreement is to be binding on the successors and assigns of the parties hereto.
7.5. Severability. If any part of this Agreement is determined to be unconstitutional, invalid or beyond the authority of either party, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect, provided that the remainder of this Agreement can be interpreted to give effect to the intentions of the parties.
7.6. Counterparts. This Agreement may be signed in counterparts and, when fully signed, such counterparts shall have the same effect as if signed in one document.
7.7. Choice of Law. This Agreement and all matters relating to it shall be governed by the laws of the State of California without reference to its choice of laws principles and venue shall be in the appropriate court in Napa County, California.
7.8. Waiver. No failure on the part of either Party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder. A waiver by either CITY or CONSULTANT of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other further breach.
7.9. Mediation. In the event the parties are unable to resolve a dispute arising under this Agreement through good faith negotiations, the parties agree to submit the matter to mediation with a mutually agreeable mediator. Prior to the mediation, the parties shall exchange any documents reasonably necessary to resolve the matter to be mediated.
7.10. Interpretation. In the event this Agreement is ever construed in any dispute between the parties, it and each of its provisions shall be construed without regard to the party or parties responsible for its preparation and shall be deemed to have been prepared jointly by the parties. The rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement.
7.11. Authority. Each individual executing this Agreement on behalf of one of the parties represents that he or she is duly authorized to sign and deliver the Agreement on behalf of such party and that this Agreement is binding on such party in accordance with its terms.
7.12. Third Parties. Nothing contained in this Agreement shall create a contractual relationship with, or cause of action in favor of, a third party against either the CITY or CONSULTANT.
CONSULTANT’s Services hereunder are being performed solely for the benefit of CITY. CITY shall be an express third-party beneficiary of all contracts between CONSULTANT and any subcontractors or subconsultants in connection with any services performed in connection with, or in furtherance of, this Agreement.
//
//
//
Item #6.1.
- 9 -
(Rev. 9/2021) Contract – Ralph Andersen & Associates Recruitment IN WITNESS WHEREOF, the parties have executed this Agreement as of the date set forth above.
CITY OF CALISTOGA
By: Date:
Laura Snideman, City Manager
CONSULTANT
By: Date: August 3, 2023
Heather Renschler, President/Chief Executive Officer
Attest
By:
Yudiana Galvan, interim City Clerk
Approved As To Form
By:
Michelle Marchetta Kenyon, City Attorney
Item #6.1.
EXHIBIT A
SCOPE OF WORK
Task Estimated Week of Completion
Stage 1 – Develop and Design
A – Develop the Candidate Profile Week 1
B – Design/Distribute Brochure and Advertisements Week 1 – 2 Stage 2 - Recruit
C – Recruit, Screen and Conduct Preliminary Interviews Weeks 2 – 7 D – Make Recommendations Weeks 8 – 9
Stage 3 - Interview
E – Facilitate Final Interviews Weeks 9 – 10
F – Conduct Background and Reference Checks Weeks 10 – 11 G – Assist in Negotiations Week 12
The estimated recruitment start date for Human Resources Manager is August 21, 2023. The estimated recruitment start date for Assistant City Manager is October 16, 2023.
A – Develop the Candidate Profile
Consultant will review and help define the City’s ideal candidate’s personality, management style, knowledge, skills and abilities and will work with the City to identify expectations regarding education and experience. The parties will discuss compensation, benefits and other key information necessary to ensure that outstanding candidates are attached to this recruitment opportunity.
Development of the Candidate Profile will also include input from others such as staff as determined by the City Manager.
B – Design/Distribute Brochure and Advertisements
Consultant will use the candidate profile to create a professional recruitment brochure. The full-color brochure will describe the community, organization, position, ideal candidate, and compensation and will include pictures provided by the City.
Upon City approval, Consultant will send the brochure by postal mail and email to a targeted audience, personally inviting potential candidates to apply for the City’s position. Consultant shall also place the recruitment brochure on Consultant’s website.
Consultant will design an effective advertising campaign appropriate for the recruitment, including jobappropriate postings such as LinkedIn, Western City Magazine, PublicCEO, Careers in Government, Society for Human Resources Management (SHRM), International Public Management Association for Human Resources (IPMA-HR), International City/County Management Association (ICMA), MidManagement Association of Northern California (MMANC), Mid-Management Association of Southern California (MMASC), and other sources likely to attack well-qualified candidates. //
//
//
Item #6.1.
C – Recruit, Screen and Conduct Preliminary Interviews
Using Consultant’s extensive network of contacts, Consultant will make aggressive outreach efforts by phone calls to personally invite potential applicants, answer questions, and allay any reservations of potential applicants.
Consultant will screen all received resumes, using the criteria established in the candidate profile as a basis upon which to narrow the field of candidates. Any internal candidates will be reviewed with the City Manager.
Consultant’s Heather Renschler will personally interview the top ten to fifteen candidates from the resume screening with the goal of determining which candidates have the greatest potential to succeed if hired. Interviews are typically via a videoconferencing application (e.g., Skype, Face Time, Zoom).
Consultant’s interview will explore each candidate’s background and experience, such as significant accomplishments, size and scope of responsibility, and organizational culture. Consultant will discuss with each candidate their motivation in applying for the position and assess candidate’s knowledge, skills and abilities. Consultant will devote specific attention to establishing the likelihood of the candidate’s acceptance of the position if an offer of employment is made.
Consultant will conduct a review of published print and online articles for each recommended candidate. Sources include, but not limited to, Lexis-NexisTM, Google, social media, and Consultant’s network of contacts.
D – Make Recommendations
Consultant will recommend to City candidates for further consideration using the following report template:
• Candidate list with Recommended Finalists identified in Group 1 and Group 2 (primary and secondary recommendations) as well as Internal candidates • Summary of experience and education for each Recommended Finalist candidate • Complete cover letter (if any) and resume for each Recommended Finalist candidate • List of Other Applicants (those who did not meet minimum qualifications or were otherwise not recommended by Consultant)
E – Facilitate Final Interviews
Consultant shall develop and present to the City the proposed/recommended Final Interviews process (e.g., panel interviews, multiple panels interview, oral presentation, practical exercise). Consultant and City shall finalize (agree) on the Final Interview process by the closing date of the recruitment, and Consultant is responsible for developing, subject to City approval, all elements of that Final Interview.
City shall confirm any individuals who will participate as interviewers/raters in the Final Interviews process.
Consultant will be present during the Final Interview to facilitate as necessary during the process and to guide discussion to consensus regarding final candidates. Consultant to provide materials to each interviewer/rater containing a) recruitment brochure with candidate profile; b) interview schedule; c) suggested interview questions; d) experience summary, cover letter, resume and rating form for each candidate; e) rating forms for use during the Final Interviews.
Item #6.1.
F – Conduct Background and Reference Checks
Consultant will conduct detailed reference checks for up to three (3) final candidates. Consultant, to gain an accurate and honest appraisal of the candidates’ strengths and weaknesses, will talk candidly with people who have direct knowledge of candidate’s work and management style, gain a 360-degree view of candidate from the prospective of their supervisors, subordinates and peers for the past several years. Consultant will make a point of speaking confidentially to individuals who may have further insight into a candidate’s abilities but who may not be on the candidate’s preferred list of contacts.
Consultant will work with candidates to conduct credit (if appropriate), civil litigation, motor vehicle record checks, and verify candidate’s educational degree(s).
G – Assist in Negotiations
Consultant shall serve as a conduit between the City and a candidate with a conditional job offer with the purpose of representing the City’s interests and having the candidate begin employment. Such activities may include advising the City regarding current approaches to difficult issues such as salary, benefits, housing and relocation, employment agreements and related terms and conditions of employment.
Guarantee
If a placement is not made in the first outreach effort, the Consultant will conduct a second outreach effort with no charge for professional services. The City will pay for the reimbursement of all incurred expenses.
If within a one-year period after appointment of the selected candidate, the individual (i.e., Human Resources Manager or Assistant City Manager) resigns or is dismissed for cause, the Consultant will conduct another recruitment free of all charges for professional services. The City will pay for the reimbursement of all incurred expenses.
Item #6.1.
EXHIBIT B
Compensation
CITY shall pay CONSULTANT for the Services on a cost reimbursement basis, up to the Cost Ceiling (as defined in Section 2.1 of the Agreement). CONSULTANT agrees to use appropriate methods to contain its fees and costs under this Agreement. Compensation shall include only the following costs, which shall all count toward the Cost Ceiling:
1. Direct Labor
Direct labor costs shall be either at a fixed rate or based on the total number of hours worked on the job by each employee times the agreed hourly rate for such employee's labor as set forth on the attached Exhibit B-1. CITY will pay all personnel at their regular straight-time rate, including any work performed on overtime or on holidays or weekends.
2. Subconsultant Costs
Subconsultant services shall be billed at cost plus a 10 percent markup. CONSULTANT shall provide a copy of each subconsultant's invoice for which it seeks payment from CITY with any invoice in which such payment is requested.
3. Other Direct Costs
The following categories of costs are eligible for reimbursement, which shall be made at the actual cost to CONSULTANT without any additional mark-up:
a. Reasonable living and traveling expenses of employees when away from home office on business in its prosecution of the Services. CONSULTANT must have prior approval of CITY to be reimbursed for these expenses.
b. Automobile expenses for personal vehicle use, if necessary, at the IRS approved mileage rate.
c. Reproduction of drawings and specifications by CONSULTANT as required under this Agreement, at rates prevailing in this community for bulk reproduction or at other reasonable rates approved by CITY.
d. Special overnight delivery or messenger services.
Payments to CONSULTANT for reimbursable costs/expenses will be made only after the specific costs/expenses have been incurred and CONSULTANT has submitted substantiating documentation, such as copies of paid invoices or other documentation confirming that such costs/expenses have been incurred.
Item #6.1.
EXHIBIT B-1
Fixed Flat Rate
Professional Services fee of $27,500 (twenty-seven thousand five hundred dollars) for the recruitment of Human Resources Manager and $29,500 (twenty-nine thousand five hundred) for the recruitment of Assistant City Manager, payable as follows:
HR Manager Asst. City Manager Upon Consultant’s completion of:
$8,200 $8,850 Stage 1 – Develop
$8,200 $8,850 Stage 2 – Recruit
$8,200 $8,850 Stage 3 – Interview
$2,900 $2,950 Upon placement (hire date)
Optional Services
• $3,500/day (three thousand five hundred dollars) for conducting a community/staff survey for input in development of Assistant City Manager recruitment’s candidate profile • $1,500 (one thousand five dollars) per recruitment [contract total of three thousand dollars] for applicants’ travel, not to exceed five hundred dollars per applicant and as authorized by the City • $5,000 (five thousand dollars) total for additional services provided as mutually agreed by Consultant and City at the following hourly billing rates:
o Project Director $250/hour
o Senior Consultant $175/hour
o Consultant $125/hour
o Graphics Designer $75/hour
o Researcher $60/hour
o Support Services $50/hour
Item #6.1.
RESOLUTION NO. 2023-____
RESOLUTION OF THE CITY COUNCIL, OF THE CITY OF CALISTOGA,
COUNTY OF NAPA, STATE OF CALIFORNIA
AUTHORIZING THE CITY MANAGER TO ENTER INTO A
CONSULTANT SERVICES CONTRACT WITH RALPH ANDERSEN & ASSOCIATES WHEREAS, the positions of Human Resources Manager and of a Assistant City Manager are vacant and the interim employee performing the finance director responsibilities is leaving City service with August 15, 2023 as the last day of employment; and
WHEREAS, the City Manager recognizes that the services of a professional recruiter with significant public sector experience is necessary for the City of Calistoga to successfully fill each position with a highly qualified individual; and WHEREAS, Ralph Andersen & Associates is a well-qualified firm to conduct the recruitment for senior and executive management technical/professional leaders and Ralph Andersen & Associates is available to conduct these recruitments.
BE IT FURTHER RESOLVED that, subject to concurrence from the City Attorney, the City Manager is authorized to amend the Consultant Services Contract with Ralph Andersen & Associates by increasing the value from $68,500 to $102,000 in order to conduct the recruitment of the Administrative Services Director.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Calistoga hereby authorizes the City Manager to enter into a Consultant Services Contract with Ralph Andersen & Associates not to exceed $68,500 for the recruitment of Human Resources Manager and the recruitment of Assistant City Manager.
PASSED, APPROVED AND ADOPTED this 15th day of August 2023. I,
YUDIANA GALVAN, INTERIM CITY CLERK OF THE CITY OF CALISTOGA, HEREBY CERTIFY the foregoing resolution was introduced and passed at a regular meeting of the Calistoga City Council by the following roll call vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST: APPROVED:
______________________________ ______________________________ Yudiana Galvan, Interim, City Clerk Donald Williams, Mayor Item #6.1.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Hamid Heidary, Senior Civil Engineer
Meeting: City Council - Aug 15 2023
Subject: Pre-qualified Consultants List for Professional Consulting Services DESCRIPTION:
Consideration of a Resolution adopting a 5-year list of pre-qualified consultants to provide various professional consulting services and authorizing the City Manager and Public Works Director to enter into Master Services Agreements with pre-qualified consultants on behalf of the city.
RECOMMENDATION:
Consider adopting resolution.
BACKGROUND/SUMMARY:
The Public Works Department and the Building and Planning Department have the need to hire consultants to perform various professional services such as Capital Improvement Program (CIP) design and inspection, traffic engineering, environmental compliance, private development plan review, land surveying, geotechnical testing, and on-call professional services.
The Master Services Agreement (MSA) process streamlines the consultant selection process by allowing the City Staff to hire consultants from a pre-qualified list. City staff can request proposals from pre-qualified consultants in the adopted list to perform tasks and procure them more quickly. A Master Services Agreement can then be awarded to the consultant by the Public Works Director (DPW), or the City Manager (CM), in an amount not to exceed their purchasing limits. If the amount of MSA exceeds CM or DPW purchasing limits, a staff report and resolution will be prepared requesting the Council adopt the MSA.
The City Attorney has prepared a Master Services Agreement template to be used for this process.
The template was included in the RSQ, and it was provided to all consultants for review. The RSQ is included in Attachment 2.
Being on the list of pre-qualified consultants does not authorize nor guarantee work for consultants and it is possible that, depending on City needs, some consultants will not be issued Project Task Orders and will therefore not work for the City through the MSA process.
On December 9, 2022, a Request for Statements of Qualifications (SOQ’s) to Provide Professional Services was emailed to the Public Works consultants list, posted on the City’s website, and published in the local newspaper.
Item #6.2.
A total of 38 SOQ's were received from consultants on January 7, 2019, for various professional design, construction management, traffic engineering, surveying, environmental permitting, plan checking private developments, geotechnical testing, and on-call services. A review board consisting of Public Works and Planning and Building Department staff reviewed and ranked the SOQs based on qualifications and the city shortlisted 32 consultants as pre-qualified in 11 categories.
CEQA STATUS:
The recommended action is not a project under the definitions contained in the Guidelines of the California Environmental Quality Act (CEQA) and is therefore exempt from CEQA.
FINANCIAL IMPACT:
The Master Service Agreement funds are included in the FY 2023-24 in the following accounts:
• $100,000 Water Enterprise Fund, Account No. 12-5661-4915 • $100,000 Wastewater Enterprise Fund, Account No. 13-5661-4915 • $50,000 General Fund, Account No. 01-5645-4915
MSA’s cannot exceed the budgets authorized above without the Council approving a budget adjustment. If the amount of MSA exceeds CM or DPW purchase limits, a staff report and resolution will be prepared requesting the Council adopt the MSA.
ATTACHMENT(S):
1. Draft Resolution
2. Request for Statement of Qualifications
3. List of Pre-qualified Consultants
Item #6.2.
RESOLUTION NO. 2023-XXX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALISTOGA, COUNTY OF NAPA, STATE OF CALIFORNIA, ADOPTING A 5-YEAR LIST OF PRE-QUALIFIED
CONSULTANTS TO PROVIDE VARIOUS PROFESSIONAL CONSULTING
SERVICES AND AUTHORIZING THE CITY MANAGER AND PUBLIC WORKS DIRECTOR TO ENTER INTO MASTER SERVICES AGREEMENTS WITH PREQUALIFIED CONSULTANTS WHEREAS, the scope and ongoing nature of Engineering Services' work requires that staff continue to use consultant services; and WHEREAS, establishing a Master Services Agreement (MSA) process streamlines the consultant selection process by allowing Staff to hire consultants more efficiently; and
WHEREAS, consultants Statements of Qualifications were reviewed and qualified consultants were selected by Evaluation Panels based on City needs; and WHEREAS, being on the list of pre-qualified consultants does not authorize nor guarantee work for consultants and it is possible that, depending on City needs, some consultants will not be issued Project Task Orders and will therefore not work for the City through the MSA process; and
WHEREAS, staff recommends the Council to adopt the 5-year list of pre-qualified consultants and authorize the City Manager and Public Works Director to enter into Master Service Agreements with the pre-qualified consultants on behalf of the City in accordance with the City’s established award policies.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CALISTOGA DOES HEREBY find the following:
1. Adopts the 5-year list of pre-qualified Consultants in Exhibit A to provide various professional consulting services.
2. Allows the Public Works Director, or the City Manager, to award and sign MSA’s in an amount not to exceed their purchasing limits.
3. If the total dollar amount of work exceeds the Public Works Director or City Manager’s purchase limits, a staff report and resolution will be prepared requesting the Council adopt the MSA.
ATTACHMENT 1
Item #6.2.
Resolution No. 2023-XXX
PASSED, APPROVED AND ADOPTED this 15th day of August 2023. I,
YUDIANA GALVAN, INTERIM CITY CLERK OF THE CITY OF CALISTOGA, HEREBY CERTIFY the foregoing resolution was introduced and passed at a regular meeting of the Calistoga City Council by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
______________________________ ______________________________ Yudiana Galvan, Interim City Clerk Donald Williams, Mayor Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 1
CITY OF CALISTOGA
PUBLIC WORKS DEPARTMENT
REQUEST FOR STATEMENT OF QUALIFICATIONS
TO PROVIDE VARIOUS PROFESSIONAL SERVICES TO THE CITY OF CALISTOGA
MASTER PROFESSIONAL SERVICES AGREEMENT
DATE ISSUED: Friday, December 9, 2022
ALL RESPONSES MUST BE MAILED OR HAND-DELIVERED TO:
City of Calistoga Public Works Department
Attention: Hamid Heidary, P.E., Senior Civil Engineer
414 Washington Street
Calistoga, California 94515
PROPOSALS DUE BY: 2:00 P.M., January 27, 2023
ATTACHMENT 2 Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 2
I. SOLICITATION
The City of Calistoga’s Public Works Department is soliciting Statements of Qualifications from consulting firms interested in being placed on to the City’s shortlist of approved consultants. The primary purpose of this Request for Statements of Qualifications (RSQ) is to establish a list of consultants of various disciplines who can assist the City with the completion of various Public Works projects and feasibility studies.
RSQ Notices will be posted on the City website, posted in the newspaper, and sent to organizations (in our database) qualified to do the specified work, as well as professional societies, and recognized DBE organizations.
The firm’s qualifications will be screened by a Review Board. Firms may be invited to an oral interview or may be selected based on the written information only. A shortlist of consultants for each category of services listed in “Scope of Services” will be submitted to City Council for approval. The short list of consultants will be maintained in our database for five years.
Selected firms may be asked to enter into a Master Services Agreement. When the need arises for specific engineering tasks or projects, the City will request proposals as needed to ensure a competitive evaluation and will issue Project Work Orders under the umbrella of the Master Services Agreement. The Master Services Agreement does not obligate the City to issue Project Work Orders but establishes the contractual framework for them. The City reserves the right to solicit services from other consultants not on the shortlist for future projects.
Depending on a specific project’s funding source, the Consultant will be required to comply with applicable Federal Provisions and grant requirements.
It is the City’s intention to match project tasks to specific consultants based on their demonstrated experience and expressed interest. It is critical that your statements of qualifications identify all the anticipated areas under the following Scope of Services that you believe your firm is fully qualified to provide.
II. SCOPE OF SERVICES
When and if the need arises, each project or task will be approved through a Project Work Order, complete with a project scope, fee estimate, schedule and work plan. In the coming years it is expected that the City will require various planning, concept, design, specification writing, and construction administration services in association with new or expanded/upgraded systems such as the following. Note that the following tasks are grouped only for organizational purposes and are not listed in any particular order.
Perspective consultants may submit on any of the areas outlined below. Having expertise in all areas listed is not required.
A. Design Services for Capital Improvement Projects and City Utility and Facility Operations Engineering; including but not limited to:
- Seeking and obtaining grants (writing, design, applications) - Preparation of “Request for Proposals” and procurement assistance Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 3
- Preparation of Plans and Specifications for the Construction of Streets, Bridges, Retaining Walls, Traffic Signals, Storm Drain, Sewer, Water, Water and Wastewater Treatment facilities, Creek Restoration, Parks, Pedestrian Paths, Buildings and Related Projects
- Surveying, Mapping and GIS Services
- Structural Engineering Services
- Geotechnical Engineering and Testing Services
- Architectural Design Services
- Pavement Design and Management
- Dam Safety and Engineering Services
- Water and Wastewater Treatment Engineering Services
- Utility and Facility Master and Strategic Planning Services - Mechanical Engineering Services
- Electrical Engineering Services
- SCADA programming and integration services
- Hydrology/Hydraulics and Floodplain mapping, No Rise Certification,
CLOMR/LOMR
- Pedestrian and Bicycle Facilities Design and Engineering - Landscape and drought tolerant designs
- Graphic Artist Project Visualization Rendering Services - Building and Utility System Performance and Energy Use Modeling - Facility and building condition assessments
- On-call services
B. California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) Compliance Services:
- Preparation of required technical studies
- Initial Studies
- Negative Declarations
- Mitigated Negative Declarations
- Environmental Impact Reports
- Archeological Services and tribal coordination
- Ancillary Services Related to Environmental Studies and Regulatory Assistance - On-call Services
C. Environmental Permitting Services:
- Permits assistance 401, 404, 1601, 1602/ITP
- Assist with SB 1383 requirements
- Conduct Phase I and Phase II Investigations
- Coordinate with Landfills
- Arborist services
- GHG Inventory and Reductions modeling
- Climate Action Plan Services
- Electric vehicle Charging Stations
- On-call Services
D. Traffic Engineering and Transportation Planning Consulting Services:
- Bicycle and Pedestrian Routes Studies
- Traffic Counts (24 hour and turning movement counts)
- Geometric Design Review
Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 4
- Neighborhood Traffic Calming Studies
- Traffic Surveys and Studies
- On-call Services
E. Construction Management and Inspection Services:
- Special Inspections (concrete, soils, structural)
- Geotechnical testing
- Concrete testing (cylinder breaks, slump, etc.)
- Construction administration (submittals review and tracking, RFIs, etc.) - Construction management (change order negotiations, claims, payments, etc.) - Labor compliance per Department of Industrial Relations - Resident Engineering Services
- NPDES compliance inspection of private construction projects F. Private Development Plan Review:
- Planning Design Review
- Construction Permits Plan Check Review of Civil Design and Fire Codes Compliance
- Traffic Study Peer Review
- Survey Maps and Pre-recorded Documents Review
- On-call Services
III. SCHEDULE
Responses to the RSQ must be submitted to the City of Calistoga as outlined in this section.
Responses are due no later than
Friday, January 27, 2023 AT 2:00 PM
Responses received after this date and time will not be considered.
PROPOSED SCHEDULE FOR THE REVIEW AND SELECTION PROCESS
AND DESIRED TIMELINES FOR DELIVERABLES
MILESTONE DATE TIME
Release RSQ December 9, 2022 8:00AM
Question submittal deadline January 6, 2023 4:00PM
Questions and responses posted on City website January 13, 2023 8:00AM Proposal due date January 27, 2023 2:00PM
Review and scoring of submittals February 13, 2023 9:00AM Interviews w/finalists TBD TBD
City Council approval of Shortlist (Tentative Date) February 21, 2023 6:00PM The schedule may be modified and/or extended if necessary.
Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 5
IV. STATEMENT OF QUALIFICATIONS REQUIREMENTS AND FORMAT If interested in this RSQ, please notify Hamid Heidary by email at [email protected] so you may be added to the notification list for addendums.
Failure to provide notification could result in missing important and required information and could result in disqualification.
All submittals must follow the format described in this section. Respondents are encouraged to submit clear and concise responses to the RSQ. The City of Calistoga reserves the right to include or exclude any part of the submittals in the final agreement with the selected consultant.
Four (4) bound copies of the submittal, one (1) unbound, reproducible copy, and one CD (or other digital medium) containing a PDF copy must be submitted. Each submittal shall contain no more than 20 double-sided 8½” x 11” pages (not counting dividers, exhibits, and any relevant appendices). Font shall be no less than 10pt. All pages shall be numbered. Drawings provided with the submittal shall not exceed 11” x 17.” To be considered for selection, submittals must arrive at the location shown below by the date and time specified in Section IV. Proposers who mail packages should allow ample delivery time to ensure timely arrival.
Submittals shall be placed in a clearly marked envelope, titled Statement of Qualifications for Master Professional Services Agreement and hand-delivered or mailed to:
City of Calistoga Public Works Department
Attention: Hamid Heidary P.E., Senior Civil Engineer
414 Washington Street
Calistoga, California 94515
It is the sole responsibility of the Proposer to ensure timely delivery. Late submittals will not be considered. Submittals will not be accepted at any other location other than the address specified above. Faxed or emailed submittals will not be accepted.
Submittals must include the following components in the order listed below:
Part 1: Cover Letter/Executive Summary (10 points)
Part 2: Scope of Services (25 points)
Part 3: Familiarity with City’s Standards (15 points)
Part 4: Personnel Staff and Availability (30 points)
Part 5: References (10 points)
Part 6: Current Fee Schedule (5 points)
Part 7: Clear and Concise (5 points)
Total Possible: 100 points
PART 1 | COVER LETTER/EXECUTIVE SUMMARY (10 POINTS)
In no more than one (1) page, the Cover Letter and Executive Summary shall include:
1. The names of the key members of the consultant team.
Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 6
2. The mailing address, telephone number, and the name of the main point of contact for the consultant team.
3. A summary of the consultant’s experience and qualifications and the significant advantages to selecting the consultant.
4. An acknowledgement of receiving any addendum(s) to the RSQ document sent out by the City.
PART 2 | SCOPE OF SERVICES (25 POINTS)
The statements of qualifications package shall define your approach to provide one or more of the outlined services. The proposed services shall be consistent with and incorporate elements discussed in the Scope of Work. Since no specific projects are assumed for your firm at this time, your response should describe your general approach to these project areas. At the same time, statements of qualifications shall be clear and concise, avoiding excessive content and unrelated work samples.
PART 3 | Familiarity with City’s Standards (15 POINTS)
The Department utilizes the following codes and standards:
• Calistoga Municipal Codes (CMC)
• Calistoga General Plan
• City of Santa Rosa Design and Construction Standards for public improvements, sewer, water, and recycled water
• Caltrans Standard Plans and Specifications, Highway Design Manual and CAMUTCD • BASMAA Post Construction Manual
Additionally, the Department utilizes various national standards such as Subdivision Map Act, IBC, CBC, IRC, NEC, Title 24 of the California Code of Regulations, AWWA and APWA.
The Statement of Qualification shall demonstrate the consultant’s level of familiarity with the City’s codes and standards.
PART 4 | PERSONNEL STAFF AND AVAILABLILITY (30 POINTS)
The statements of qualifications shall identify your firm’s capability and experience on similar types of projects. A description of the consultant’s firm, overview, location of the office which would manage these types of projects and other pertinent information. If the consultant plans to use the services of other consultants or individuals outside of their firm, descriptions and qualifications should be listed including any previous joint-experience and availability to respond quickly. The statements of qualifications shall identify the specific personnel who will work on these types of projects including the extent of their participation and the individuals’ related experience. If your firm proposes to provide services on a variety of projects, identify specific personnel who would work on each type of project.
PART 5 | REFERENCES (10 POINTS)
List five municipal (City or County) clients for whom similar or comparable services have been performed. Include the name, mailing address, and telephone number of their principal representative, a detailed description of the specific projects supported, and the dates services were provided on these projects.
Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 7
PART 6 | CURRENT FEE SCHEDULE (5 POINTS)
Please provide a current fully burdened fee schedule for each position classification required to provide the services described in the scope of work and all reimbursable fees and expenses. After contract award, specific Project Work Orders shall be issued under the Master Agreement based upon updated current fee schedules submitted by the selected consultant and negotiated with City staff.
PART 7 | CLEAR AND CONCISE (5 POINTS)
Short and concise statement of qualifications showing motivation to being responsive.
Kept statement of qualifications to less than 10 pages in length.
V. STATEMENT OF QUALIFICATIONS TERMS AND CONDITIONS
GENERAL REQUIREMENTS
The consulting engineering firms or consulting teams must be registered in the State of California to submit a proposal to provide the required services.
All Proposers must identify in their proposal any terms and conditions of the sample Master Agreement (Exhibit A) that they wish to negotiate. Insurance will be required as outlined in the sample agreement.
This request for qualifications is intended to be explanatory, but should any discrepancy appear or any misunderstanding arise as to the intent of anything contained herewith, the interpretation and the decision of the City shall be final and binding. Any corrections of errors or omissions in the Request for Statement of Qualifications may be made by the City when such correction is necessary for the proper fulfillment of their intention as construed by the City.
Please note some of the projects will have Federal funds (FHWA, FEMA, HUD, etc.). Projects financed in whole or in part by Federal funds are subject to Title 49 of the Code of Federal Regulations, Part 26, “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs.” Certified Disadvantaged Business Enterprises, Minority Owned Business Enterprises, and Women Owned Business Enterprises are strongly encouraged to apply. The consultant shall make good faith efforts when procuring services.
The consultant will be required to adhere to any new Federal requirements at the time of Task Order issuance. If subcontracts are to be let, the consultant shall take those affirmative steps listed in 2 CFR 200.321(b) (1-5).
Consultant shall comply with those requirements set in the Sample City of Calistoga Master Agreement for Consultant Services, FHWA/CALTRANS requirements and forms 10, Federal Emergency Management Agency (FEMA) Requirements (FEMA), and any other applicable federal, state, or local requirements subsequently deemed applicable to the work completed in connection with this Agreement.
For project funded by FEMA, the following will be required:
MBE/WBE/SBE Requirements for Subconsultants if proposed– completing DBE Forms (Exhibit E) and the following affirmative steps: (required) Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 8
2 CFR 200.321
(a) The non–Federal entity must take all necessary affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible.
(b) Affirmative steps must include:
1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists;
2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources;
3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises;
4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises;
5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce; and
6) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in paragraphs (1) through (5) of this section.
CALIFORNIA STATE PREVAILING WAGES AND FEDERAL “PAYMENT OF
PREDETERMINED MINIMUM WAGE
Depending upon the scope of work, the required agreement provisions may need to include the California State Prevailing Wages (Federal “Payment of Predetermined Minimum Wage” applies only to federal-aid construction contracts). Prevailing wages will apply if the services to be performed will involve land surveying (such as flag persons, survey party chief, rodman or chainman), materials sampling and testing (such as drilling rig operators, pile driving, crane operators), inspection work, soils or foundation investigations, environmental hazardous materials and so forth. California State Prevailing Wage information is available through the California Department of Industrial Relations web site at: http://www.dir.ca.gov/dlsr/statistics_research.html Wage guidelines entitled, Consultant Guidelines for Prevailing Wage and Labor Compliance on Architectural and Engineering (A&E) Contracts are used to administer Caltrans Consultant contracts and are available at:
http://www.dot.ca.gov/hq/construc/A&E_Guidelines/A&EGuidelines.pdf
FINANCIAL MANAGEMENT AND ACCOUNTING SYSTEM REQUIREMENTS The consultant shall have an adequate financial management and accounting system.
Federally funded projects will not be awarded to a consultant without an adequate financial management and accounting system as required by 48 CFR Part 16.301-3, 23 CFR Part 172, and 48 CFR Part 31.
SUBCONTRACTED SERVICES
The consultant is responsible for performing the work required under the agreement in a manner acceptable to the local agency. The consultant’s organization and all associated consultants and subconsultants must be identified at the time of issuing a task order. If the consultant wishes to use a subconsultant not specified in the proposal, prior written Item #6.2.
CITY OF CALISTOGA | REQUEST FOR STATEMENT OF QUALIFICATIONS | MASTER PROFESSIONAL SERVICES AGREEMENT PAGE 9
approval must be obtained from the local agency. If a subcontract for work or services is performed, the subcontract must contain all required provisions of the prime contract.
ADDENDA INTERPRETATIONS
If it becomes necessary to revise any part of this RSQ, a written addendum will be provided to each firm that requested to be added to the notification list, and said addenda will be uploaded to the City website. The City of Calistoga is not bound by any oral representations, clarifications, or changes made in the RSQ by the City or its agents, unless such clarifications or change is provided in written addendum from the City of Calistoga.
DESIGNATED CONTACT
For the purposes of this RSQ, the City’s designated Project Manager is Hamid Heidary, Senior Civil Engineer. Any questions concerning the scope of work and the selection process shall be directed to Mr. Heidary, at [email protected]. Any and all questions and responses concerning this RSQ will only be accepted in writing, via email.
All questions must be received by January 06, 2023 by 4:00PM.
Responses to questions will be posted on the City’s website, and will become part of the RSQ. It is the consultant’s responsibility to check the website for updates.
PUBLIC RECORDS
This RSQ document and all submittals in response thereto are public records. Prospective consultants are cautioned not to include any material into the proposal that is strictly proprietary in nature.
RESERVATION OF RIGHTS
The City reserves the right, for any reason, to accept or reject any one or more proposals; to negotiate the terms and specifications of the proposal; to modify any part of the RSQ; or issue a new RSQ.
PRODUCT OWNERSHIP
Any documents resulting from the contract will be the property of the City.
Sincerely yours,
Hamid Heidary P.E.
Senior Civil Engineer
Attachment:
Exhibit A – Sample City of Calistoga Master Agreement for Consultant Services Exhibit B – FHWA Requirements
Exhibit C – Caltrans Requirements
Exhibit D – Caltrans Exhibit 10 Forms
Exhibit E – FEMA Requirements
Item #6.2.
EXHIBIT “A”
- 1 -
MSA-Template (Rev. 9/2021)
MASTER AGREEMENT FOR CONSULTANT SERVICES
This Master Agreement for Consultant Services (the "Agreement") is made and entered into this _____________ day of _______________, ___, by and between THE CITY OF CALISTOGA, a municipal corporation (hereinafter referred to as "CITY") and ____________________ ________________________________________ [a sole proprietorship, partnership, limited liability partnership, corporation, limited liability corporation] (hereinafter referred to as "CONSULTANT"). CITY and CONSULTANT may be referred to individually as “Party” and collectively as the “Parties.”
RECITALS
WHEREAS, CITY requires __________________ services in connection with the ______________________________________;
WHEREAS, CONSULTANT is qualified to perform such services; and WHEREAS, CONSULTANT has agreed to provide CITY with such services on the terms and conditions set forth herein.
NOW, THEREFORE, for the considerations hereinafter set forth, CONSULTANT and CITY agree as follows:
ARTICLE 1 - SCOPE OF SERVICES
1.1. Scope of Services. CONSULTANT agrees to furnish services pursuant to a Task Order in the form set forth in Exhibit A, Task Order, which is attached hereto and incorporated herein (the "Services").
1.2. Compliance with Law. The Services shall be performed in accordance with all applicable federal, state and local laws, ordinances, rules, regulations and orders.
1.3. Time is of the Essence. CONSULTANT agrees to diligently prosecute the Services. In the performance of this Agreement, time is of the essence.
1.4. Professional Competence. CONSULTANT represents that it has the professional skills necessary to perform the Services and that it will perform the Services in a skillful and professional manner. CONSULTANT represents that it has all the necessary licenses to perform the Services and shall maintain them throughout the term of this Agreement.
CONSULTANT agrees that the Services shall be performed in the manner and according to the standards observed by a competent practitioner of the profession in which CONSULTANT is engaged, in the same or similar geographical area in which CONSULTANT practices its profession, and will prepare all work products required by this Agreement in accordance with such standards. CITY and CONSULTANT agree that CONSULTANT is in responsible charge of the Services and CITY shall have no control over the method or means of performance of the Services. Acceptance by CITY of the Item #6.2.
- 2 -
MSA-Template (Rev. 9/2021)
Services does not operate as a release of CONSULTANT from professional responsibility for the Services performed.
1.5. Independent Contractor. CONSULTANT is an independent contractor and not an employee of CITY. CONSULTANT expressly warrants that it will not represent that it is an employee of CITY. Persons employed or utilized by CONSULTANT in the performance of the Services will not be employees or agents of CITY. CONSULTANT is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.
1.6. Confidentiality. CONSULTANT agrees to maintain in confidence and not disclose to any person, firm, governmental entity, or corporation, without CITY's prior written consent, any trade secret or confidential information, knowledge or data relating to the products, process, or operation of CITY. CONSULTANT further agrees to maintain in confidence and not to disclose to any person, firm, governmental entity, or corporation any data, information, technology, or material developed or obtained by CONSULTANT during the performance of the Services. The covenants contained in this Section 1.6 shall survive the termination of this Agreement for whatever cause.
1.7. Ownership of Material. Any reports and other material prepared by or on behalf of CONSULTANT under this Agreement (collectively, the "Documents") shall be and remain the property of CITY. All Documents not already provided to CITY shall be delivered to CITY on the date of termination of this Agreement for any reason. The Documents may be used by CITY and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes CITY may deem appropriate without further employment of or payment of any compensation to CONSULTANT.
1.8. Documentation. CONSULTANT shall keep and maintain full and complete documentation and accounting records, employee time sheets, and correspondence pertaining to the performance of the Services, and CONSULTANT shall make such documents available for review and/or audit by CITY and CITY's representatives at all reasonable times for at least four years after the termination of this Agreement or completion of the Services.
1.9. Testimony. CONSULTANT agrees to testify at CITY's request if litigation is brought against CITY in connection with the Services. Unless the action is brought by CONSULTANT or is based upon CONSULTANT's negligence, CITY will compensate CONSULTANT for the preparation and the testimony at CONSULTANT's standard hourly rates.
ARTICLE 2 - COMPENSATION
2.1. Compensation. Compensation for the Services shall be in accordance with the rate and schedules specified in a Task Order. However, in no event shall the amount the CITY pays to CONSULTANT for work done under a Task Order exceed the total compensation specified in the Task Order (“Cost Ceiling”).
Item #6.2.
- 3 -
MSA-Template (Rev. 9/2021)
2.2. Invoices. CONSULTANT shall submit monthly invoices in a form satisfactory to CITY on or before the tenth day of each month for Services provided during the preceding month. CONSULTANT shall submit time and cost records as necessary to substantiate performance of the Services. Within 35 days after receipt of each such invoice, CITY shall verify the accuracy of the invoice, correct the charges where appropriate and as discussed and mutually agreed with CONSULTANT, and make payment to CONSULTANT in an amount equal to the amount of such invoice, as verified or corrected by CITY. No payment hereunder shall be construed as evidence of acceptance of any of CONSULTANT's work. CITY reserves the right to withhold payment from CONSULTANT on account of Services not performed satisfactorily, delays in CONSULTANT's performance of Services, or other defaults hereunder. CONSULTANT shall not stop or delay performance of the Services under this Agreement on account of payment disputes with CITY.
2.3. Status Reports. Together with each monthly invoice, CONSULTANT shall submit a status report detailing the amount expended on the Services to that date and the remaining amount to be expended before the Cost Ceiling is reached. CONSULTANT shall notify CITY in writing when payments have reached 90 percent of the Cost Ceiling.
2.4. Withholding. In lieu of holding retention, CITY shall withhold CONSULTANT's final payment under a Task Order until the Services provided under that Task Order are complete and CITY has received all Documents. CONSULTANT shall diligently continue and complete performance of the Services if the Services are not complete at the time CONSULTANT has performed services up to the Cost Ceiling.
ARTICLE 3 - TIME OF PERFORMANCE
3.1. Effective Date. This Agreement shall become effective upon execution of the second signature and shall remain in full force and effect until ______________ (the "Term").
Notwithstanding the foregoing, this Agreement may be extended for successive one-year term(s) upon mutual, written approval by the City Manager or his/her designee and CONSULTANT. Work authorized by a Task Order shall be performed in accordance with the schedule set forth in the Task Order.
3.2. Termination. This Agreement may be terminated at any time by CITY upon written notice to CONSULTANT.
3.3. Final Payment. CONSULTANT shall be entitled to compensation for Services performed up to the time of such termination, it being understood that any payments are full compensation for the Services rendered under this Agreement.
3.4. Other Remedies. Nothing in this Article 3 shall be deemed to limit the respective rights of the parties to terminate this Agreement for cause or otherwise to exercise any rights or pursue any remedies which may accrue to them.
Item #6.2.
- 4 -
MSA-Template (Rev. 9/2021)
ARTICLE 4 - DESIGNATED CONTACTS
4.1. CITY Contact. CITY designates ________________, its ________________, as its contact who shall be responsible for administering and interpreting the terms and conditions of this Agreement, for matters relating to CONSULTANT's performance under this Agreement, and for liaison and coordination between CITY and CONSULTANT. In the event CITY wishes to make a change in CITY 's representative, CITY will notify CONSULTANT of the change in writing.
4.2. CONSULTANT Contact. CONSULTANT designates _____________ as its contact, who shall have immediate responsibility for the performance of the Services and for all matters relating to performance under this Agreement. Any change in CONSULTANT's designated contact shall be subject to written approval by CITY.
ARTICLE 5 - INDEMNIFICATION AND INSURANCE
5.1. Indemnification. CONSULTANT shall, to the fullest extent allowed by law, with respect to claims, liability, loss, damage, costs, or expenses, including reasonable attorney's and expert witness fees, awards, fines, penalties, or judgments, arising out of or relating to the Services (collectively "Claims") that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT, defend, indemnify, and hold harmless CITY, its Officials, officers, employees and agents (the "CITY Parties"), except to the extent the Claims are attributable to CITY Parties' gross negligence or willful misconduct. CONSULTANT shall defend the CITY Parties as required by California Civil Code Section 2778, and with counsel reasonably acceptable to those parties. CONSULTANT shall have no right to seek reimbursement from the CITY Parties for the costs of defense.
If CONSULTANT is a “design professional,” as defined in California Civil Code Section 2782.8(c), CONSULTANT shall indemnify, defend, and hold the Indemnitees harmless against Liability only to the extent such Liability arises out of, pertains to, or relates to CONSULTANT’s negligence, recklessness, or willful misconduct. In such an event, the cost to defend charged to CONSULTANT shall not exceed CONSULTANT’s proportionate percentage of fault.
The obligations contained in this Section 5.1 shall survive the termination of this Agreement for whatever cause for the full period of time allowed by law and shall not in any way be limited by the insurance requirements of this Agreement.
5.2. Health and Safety. CONSULTANT may perform part of the Services at sites which contain unknown working conditions and contaminated materials. CONSULTANT shall be solely responsible for the health and safety of CONSULTANT's employees during the performance of the Services.
5.3. Insurance. CONSULTANT and all of CONSULTANTS employees, subcontractors, consultants and other agency shall procure, provide and maintain at all times during the performance of this Agreement, and for such additional periods as described herein, the Item #6.2.
- 5 -
MSA-Template (Rev. 9/2021)
insurance listed below with insurers licensed to do business in the State of California and with a Best's rating of no less than A:VII.
A. Commercial Automobile Liability Insurance. Commercial Automobile Liability Insurance providing bodily injury liability and property damage, to protect against all liability arising out of the use of any owned, leased, passenger or commercial automobile at a minimum amount of $1,000,000 combined single limit and $2,000,000 aggregate. Coverage shall apply to hired and non-owned autos.
B. Commercial General Liability Insurance. Commercial General Liability Insurance, with limits providing a minimum amount of $1,000,000 combined single limit coverage for each occurrence, $2,000,000 general aggregate and $2,000,000 products/completed operations aggregate. The insurance shall cover all operations including but not limited to the following: (1) premises, operations and mobile equipment liability; (2) completed operations and products liability; (3) contractual liability insuring the obligations assumed by CONSULTANT in this Agreement; (4) broad form property damage liability; (5) personal injury liability endorsement, including death; and (6) automobile bodily injury and property damage insurance, including all owned, hired and non-owned equipment.
C. Professional Liability Insurance. Professional Liability Insurance protecting against liabilities arising out of or in connection with negligent acts, errors, or omissions of CONSULTANT and all of CONSULTANTS employees, subcontractors, consultants and other agency in connection with this Agreement, at a minimum amount of $1,000,000 combined single limit coverage and $1,000,000 aggregate, on a "claims made basis" with a continuation of coverage extension for liabilities for two years from the date the Services are substantially complete. Such professional liability policies shall include coverage for liability assumed by the CONSULTANT under this Agreement.
D. Workers Compensation Insurance. Workers Compensation insurance, occupational disease insurance and employer’s liability insurance shall be required with minimum limits as required by law, covering all workplaces involved in this Agreement.
E. Policy Terms. Concurrently with execution of this Agreement, CONSULTANT shall provide CITY with Certificates of Insurance evidencing that CONSULTANT has obtained or maintains the insurance required by this Section
5.3. The Certificates shall be on forms acceptable to CITY. CONSULTANT shall also furnish CITY with original endorsements with the following documentation:
Precluding cancellation or reduction in coverage before the expiration of thirty (30) days after CITY shall have received written notification thereof from CONSULTANT by United States mail;
Providing that CONSULTANT's insurance shall apply separately to each insured against whom claim is made or suit is brought, and include a “separation of insureds” or “severability” clause which treats each insured separately, Item #6.2.
- 6 -
MSA-Template (Rev. 9/2021)
except with respect to the limits of the insurer's liability (cross-liability endorsement);
Excepting CONSULTANT’S professional liability insurance, naming CITY, its City Council, boards, commissions, committees, officers, employees and agents as additional insureds (“Additional Insureds”); and Providing that for any claims relating to CONSULTANT's services hereunder, CONSULTANT's insurance coverage shall be primary insurance with respect to CITY, its City Council, boards, commissions, committees, officers, employees and agents, and that any insurance or self-insurance maintained by CITY for itself, its City Council, boards, commissions, committees, officers, employees and agents shall be in excess of CONSULTANT's insurance and shall not be contributory with it.
It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverages requirements and/or limits shall be available to the Additional Insured, including but not limited to any umbrella or excess insurance.
Furthermore, the requirements for coverage and limits shall be the greater of:
(a) the minimum coverage and limits specified in this Agreement; or (b) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured.
F. Waiver of Subrogation: CONSULTANT hereby grants to CITY a waiver of any right to subrogation which any insurer of said CONSULTANT may acquire against the CITY by virtue of the payment of any loss under such insurance.
CONSULTANT hereby agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer. However, the Worker’s Compensation policy required by Section 5.3(D) of this Agreement shall be endorsed with a waiver of subrogation in favor of CITY for all work performed by CONSULTANT, its employees and/or agents.
G. Material Breach. If CONSULTANT fails to maintain insurance coverage or provided insurance documentation which is required pursuant to this Agreement, it shall be deemed a material breach of this Agreement. CITY, at its sole option, may terminate this Agreement and obtain damages from CONSULTANT resulting from said breach. Alternatively, CITY may purchase the required insurance coverage, and without further notice to CONSULTANT, may deduct from sums due to CONSULTANT any premium costs advanced by CITY for such insurance. These remedies shall be in addition to any other remedies available to CITY.
ARTICLE 6 - NOTICES
All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by facsimile or reputable overnight courier and shall be deemed received upon the earlier of: (1) if personally delivered, the date of delivery to the address of the person to receive such notice; (2) if delivered by Federal Express or other Item #6.2.
- 7 -
MSA-Template (Rev. 9/2021)
overnight courier for next business day delivery, the next business day; (3) if sent by facsimile, with the original sent on the same day by overnight courier, the date on which the facsimile is received, provided it is before 5:00 P.M. Pacific Time; or (4) if sent electronically, the date of delivery on the confirmed read receipt. Notice of change of address shall be given by written notice in the manner described in this Article 6. Rejection or other refusal to accept or the inability to deliver because of a change in address of which no notice was given shall be deemed to constitute receipt of the notice or communication sent. Unless changed in accordance herewith, the addresses for notices given pursuant to this Agreement shall be as follows:
If to CITY: Laura Snideman, City Manager
1232 Washington Street
Calistoga, CA 94515
Email: [email protected]
Phone: 707-942-2806
If to CONSULTANT:___________
______________
________________
____________________
Phone: _____________
Facsimile: _____________
ARTICLE 7 - MISCELLANEOUS
7.1. Conflict of Interest Prohibition. CITY and CONSULTANT will comply with the requirements of the CITY’s Conflict of Interest Code adopted pursuant to California Government Code §87300 et seq., the Political Reform Act (California Government Code §81000 et seq.), the regulations promulgated by the Fair Political Practices Commission (Title 2, §18110 et seq. of the California Code of Regulations), California Government Code §1090 et seq., and any other ethics laws applicable to the performance of the Services and/or this Agreement. CONSULTANT may be required to file with the CITY Clerk a completed Form 700 before commencing performance of the Services unless the CITY Clerk determines that completion of a Form 700 is not required, pursuant to CITY’s Conflict of Interest Code. Form 700 forms are available from the CITY Clerk.
CONSULTANT may not perform Services for any other person or entity that, pursuant to any applicable law or regulation, would result in a conflict of interest or would otherwise be prohibited with respect to CONSULTANT’s obligations pursuant to this Agreement.
CONSULTANT agrees to cooperate fully with CITY and to provide any necessary and appropriate information requested by CITY or any authorized representative concerning potential conflicts of interest or prohibitions concerning CONSULTANT’s obligations pursuant to this Agreement.
CONSULTANT may not employ any CITY official, officer or employee in the Item #6.2.
- 8 -
MSA-Template (Rev. 9/2021)
performance of the Services, nor may any official, officer or employee of CITY have any financial interest in this Agreement that would violate California Government Code §1090 et seq. CONSULTANT hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of CITY. If CONSULTANT was an employee, agent, appointee, or official of CITY in the previous twelve months, CONSULTANT warrants that it did not participate in any manner in the forming of this Agreement. CONSULTANT understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for CONSULTANT’s performance of the Services, including reimbursement of expenses, and CONSULTANT will be required to reimburse CITY for any sums paid to CONSULTANT under this Agreement. CONSULTANT understands that, in addition to the foregoing, penalties for violating Government Code §1090 may include criminal prosecution and disqualification from holding public office in the State of California.
Any violation by CONSULTANT of the requirements of this provision will constitute a material breach of this Agreement, and the CITY reserves all its rights and remedies at law and equity concerning any such violations.
7.2. Subcontracting. CONSULTANT may subcontract portions of the Services upon the prior written approval of CITY. CONSULTANT will be solely responsible for payment of such subcontract Services. No contractual relationship will exist between any such subcontractors of CONSULTANT and CITY. CONSULTANT’s subcontractors agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under the Agreement. CONSULTANT’s subcontractors further agree to include the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, with any subsubcontractor to the extent they apply to the scope of the sub-subcontractor’s work. A copy of the CITY indemnity and insurance provisions will be furnished to CONSULTANT’s subcontractors upon request.
7.3. Entire Agreement. This Agreement represents the entire understanding of CITY and CONSULTANT as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be modified by an amendment in writing signed by each party.
7.4. No Assignment. The Services are deemed unique and neither party shall assign, transfer, subcontract or otherwise substitute its interest in this Agreement or any of its obligations hereunder without the prior written consent of the other party. As limited by this Section
7.2, this Agreement is to be binding on the successors and assigns of the parties hereto.
7.5. Severability. If any part of this Agreement is determined to be unconstitutional, invalid or beyond the authority of either party, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect, provided that the remainder of this Agreement can be interpreted to give effect to the intentions of the parties.
Item #6.2.
- 9 -
MSA-Template (Rev. 9/2021)
7.6. Counterparts. This Agreement may be signed in counterparts and, when fully signed, such counterparts shall have the same effect as if signed in one document.
7.7. Choice of Law. This Agreement and all matters relating to it shall be governed by the laws of the State of California without reference to its choice of laws principles and venue shall be in the appropriate court in Napa County, California.
7.8. Waiver. No failure on the part of either Party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder. A waiver by either CITY or CONSULTANT of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other further breach.
7.9. Mediation. In the event the parties are unable to resolve a dispute arising under this Agreement through good faith negotiations, the parties agree to submit the matter to mediation with a mutually agreeable mediator. Prior to the mediation, the parties shall exchange any documents reasonably necessary to resolve the matter to be mediated.
7.10. Interpretation. In the event this Agreement is ever construed in any dispute between the parties, it and each of its provisions shall be construed without regard to the party or parties responsible for its preparation and shall be deemed to have been prepared jointly by the parties. The rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement.
7.11. Authority. Each individual executing this Agreement on behalf of one of the parties represents that he or she is duly authorized to sign and deliver the Agreement on behalf of such party and that this Agreement is binding on such party in accordance with its terms.
7.12. Third Parties. Nothing contained in this Agreement shall create a contractual relationship with, or cause of action in favor of, a third party against either the CITY or CONSULTANT. CONSULTANT’s Services hereunder are being performed solely for the benefit of CITY. CITY shall be an express third-party beneficiary of all contracts between CONSULTANT and any subcontractors or subconsultants in connection with any services performed in connection with, or in furtherance of, this Agreement. ***
[Signatures on Next Page]
Item #6.2.
- 10 -
MSA-Template (Rev. 9/2021)
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date set forth above.
CITY OF CALISTOGA
By: Date
Laura Snideman, City Manager
CONSULTANT
By: Date
By: Date
Attest:
By: ___________________________
Marni Rittburg, City Clerk
Approved As To Form
By:
Michelle Marchetta Kenyon, City Attorney
Item #6.2.
EXHIBIT “A”
OAK #4818-2196-0582 v1
EXHIBIT A
TASK ORDER
Item #6.2.
- 2 -
MSA-Template (Rev. 9/2021)
TASK ORDER NO. ________
CITY OF CALISTOGA
AND
__________________________
SECTION 1 – PURPOSE
The purpose of this Task Order is to authorize and direct _______________ to proceed with the work specified in SECTION 2 below, in accordance with the provisions of the Master Agreement for Consultant Services between the City of Calistoga (“CITY”) and _______________ (“CONSULTANT”) hereto dated ________________ (“MASTER AGREEMENT”)
SECTION 2 – SCOPE OF WORK
The items authorized by this Task Order are presented in Attachment “A” – Scope of Services, which is attached hereto and incorporated by this reference.
SECTION 3 – COMPENSATION AND PAYMENT
Compensation shall be as provided in the MASTER AGREEMENT. Compensation for services as set forth in SECTION 2 shall be as set forth in Attachment “B” – Compensation, which is attached hereto and incorporated by this reference. Total compensation for all services provided under this Task Order shall not exceed ____________________ ($____________) (“Cost Ceiling”).
SECTION 4 – TIME OF PERFORMANCE
The services described in SECTION 2 of this Task Order shall be completed by _________________ or as extended in writing by the City Manager.
SECTION 5 – ITEMS AND CONDITIONS
All terms and conditions contained in the MASTER AGREEMENT are incorporated by reference and remain in full force and effect.
Approved this _______ day of _____, _______.
[Signatures on Next Page]
Item #6.2.
- 3 -
MSA-Template (Rev. 9/2021)
CITY OF CALISTOGA
By: Date
Laura Snideman, City Manager
Approved As To Form
By:
Michelle Marchetta Kenyon, City Attorney
CONSULTANT
_______________________________
By: Date
By: Date
Item #6.2.
- 4 -
MSA-Template (Rev. 9/2021)
ATTACHMENT “A”
SCOPE OF SERVICES
Item #6.2.
- 5 -
MSA-Template (Rev. 9/2021)
ATTACHMENT “B”
COMPENSATION
Item #6.2.
ATTACHMENT 3
5-YEAR LIST OF PRE-QUALIFIED CONSULTANTS
08/2023-08/2028
ns
ss i E i onsultants (AEC)
Bellecci Intelligent Infrastructure
Bennett Engineering Services (BEN EN)
BKF
Brelje & Race
Bureau Veritas North America
Cinquini & Passarino, Inc. Land Surveying
Coastland DCCM
Consor
CSG Consultants
EKI Environment & Water
Environmental Science Associates (ESA)
Fehr & Peers
Geocon Consultants
Green Valley Consulting Engineers
GSM Landscape Architects
Interactive Resources Architects
John Draper, P.E.
Larry Walker Associates
Mark Thomas
Miller Pacific Engineering Group
MNS Engineers
Napa Design Partners
Panorama Environmental
RSA+
Tall Tree Engineering
Telstar Instruments
The KPA Group
TJKM Transportation Consultant
Trussell
W-Trans
ZFA Structural Engineers
·s;
0 I wVI
a.
' "'
a. I.I.
.,;...
C ra...
�
...
QI' ...
llD ra
.!: $ ...
QI QI ... QI "'
C ra
'iio
c-$
w ...
QI E ...
ra ra
C $
X
X
X
X
X
X
>
:!:::
·.;::;
::::::,
...,
C
QI
E >
... QI ra >
QI ...
... ::s VI
.
X
X
X
X
X
X
Ii <:t' ...
C u gf � 1
QI ·;:: tl.O E ... C
QI u o ·- l QI ... I- : "' "'C ·;::
> � QI C iii QI ra w ... ( u ra QI ... ·s; a. ... C lia .!!! t C C < C 0 ocl ra QI t: ... QI "iio QI QI a. iii u ci:c.< < E C ·.;::; E 'i: ... � VI w u
c� -� : z w ::s QI
...
::s u C tl.O QI C ra ra < 0 u ...
tl.O � 5� -a, :E u ... u ... ... "' ra
::s 0 "iii u VIC ra:: I a ·s; C C
... QI QI QI C w ra ra ... C 0 � ocl ra �
... VI � C 0 u w u �
. ' '
X
X
X X
X X X
X
X X
X X X
X
X
X
X
X
X
X
X X
X X
X
X X
X
X
X
X
X X
X
X
X
X
X
X
X
"'
�
QI
·s;
QI
ci::
C ra
ii:
X
X
X
X
EXHIBIT A
Item #6.2.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Hamid Heidary, Senior Civil Engineer
Meeting: City Council - Aug 15 2023
Subject: Caltrans Maintenance Agreement Amendment No.1 for Pathways within the State Highway Right-of-Way
DESCRIPTION:
Consideration of a Resolution Authorizing the City Manager to Execute Amendment No.1 to the Maintenance Agreement with Caltrans for Maintenance of Pathways on the State Highway System.
RECOMMENDATION:
Consider adopting resolution.
BACKGROUND/SUMMARY:
The Vine Trail Pathway is a planned 47-mile walking & biking trail from Calistoga to Vallejo. As the council is aware, the vine trail has been built in Calistoga from Dunaweal Lane to Lincoln Ave/Fairway intersection, along with portions along Hwy 29/Lincoln Ave by Motor Lodge and Indian Springs developments. The new Lincoln Apartments has been conditioned to build a new section of the vine trail pathway along their Hwy 29/Lincoln Ave frontage and extend it down to the intersection of Brannon/Lincoln.
As a condition of the new pathway being built by Lincoln Apartments it is within Caltrans Right-of-Way (ROW) and as a condition of approval Caltrans is requiring the City to enter into a Maintenance Agreement to ensure that pathway is adequately maintained. This maintenance agreement was also required previously by Caltrans when Motor Lodge built their section along their frontage, as part of their redevelopment project in 2019/20. The City Council passed Resolution No. 2019-03 Authorizing the City Manager to sign the Maintenance Agreement with Caltrans along the Motor Lodge frontage.
Caltrans has requested the existing Maintenance Agreement be amended to include the additional section prior to issuing encroachment permits to Lincoln Apartments for construction.
The recommended Resolution Authorizes the City Manager to Execute Amendment No.1 to the Maintenance Agreement, in substantial conformance with the attached draft amendment, for pathways within the States Right-of-Way.
CEQA STATUS:
The recommended Resolution is specific to maintenance activities which are categorically exempt per the California Environmental Quality Act pursuant to Title 14, California Code of Regulations, Section15302(c).
Item #6.3.
FINANCIAL IMPACT:
There will be a nominal cost to maintain pathways. Maintenance to be completed using existing and future street maintenance appropriations.
ATTACHMENT(S):
1. Draft Resolution
2. 2019 Maintenance Agreement with Caltrans
3. Amendment No. 1 to Maintenance Agreement with Caltrans Item #6.3.
RESOLUTION NO. 2023-XXX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALISTOGA, COUNTY OF
NAPA, STATE OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO THE CALTRANS MAINTENANCE AGREEMENT
FOR PATHWAYS IN THE STATE HIGHWAY RIGHT-OF-WAY
WHEREAS, the City Council of the City of Calistoga supports the construction of the planned 47-mile Vine Trail Pathway from Calistoga to Vallejo; and WHEREAS, the City Council of the City of Calistoga anticipates certain developments on Lincoln Avenue will be conditioned to construct portions of the Vine Trail Pathway, or other pathways, along their Lincoln Avenue frontages; and WHEREAS, the proposed pathways and there on-going maintenance advances the City Council’s goals to improve all forms of transportation, including active transportation such as walking and cycling; and
WHEREAS, the California Department of Transportation requires as a condition of approval to construct the desired pathways in State Highway Right-of-Way, that a Maintenance Agreement be entered into to ensure that the pathways are adequately maintained; and
WHEREAS, City Council passed Resolution No. 2019-03 Authorizing the City Manager to sign the Maintenance Agreement with Caltrans for the section of Vine Trail along Motor Lodge; and
WHEREAS, the city entered into a Maintenance Agreement with Caltrans for the construction of the pathway along the Motor Lodge that was completed in 2020; and WHEREAS, the Lincoln Apartments were also conditioned to complete the remainder of the pathway along their frontage and connect the existing pathway at Lincoln Avenue and Brannan Street Intersection; and
WHEREAS, Caltrans has requested the Maintenance Agreement to be amended to include the new section prior to issuing an encroachment permit for construction; and WHEREAS, staff recommends the City Council authorize the City Manager to execute the Amendment No.1 to the Agreement on behalf of City of Calistoga; and WHEREAS, maintenance activities are categorically exempt per the California Environmental Quality Act pursuant to Title 14, the California Code of Regulations, Section 15302(c); and
ATTACHMENT 1
Item #6.3.
Resolution No. 2023-XXX
WHEREAS, there will be a nominal cost to maintain pathways. Maintenance to be completed using existing and future street maintenance appropriations.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CALISTOGA DOES HEREBY find the following:
1. Authorizes the City Manager to execute Amendment No.1 to the Caltrans Maintenance Agreement for pathways in the State Highway Right-of-Way on behalf of the City of Calistoga.
PASSED, APPROVED AND ADOPTED this 15th day of August 2023. I,
YUDIANA GALVAN, INTERIM CITY CLERK OF THE CITY OF CALISTOGA, HEREBY CERTIFY the foregoing resolution was introduced and passed at a regular meeting of the Calistoga City Council by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
______________________________ ______________________________ Yudiana Galvan, Interim City Clerk Donald Williams, Mayor Item #6.3.
ATTACHMENT 2 Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Item #6.3.
Amendment No. 1
04-NAP-29 PM 37.52/37.85
1 AMENDMENT NUMBER 1 TO
PROJECT SPECIFIC MAINTENANCE AGREEMENT
BETWEEN THE STATE OF CALIFORNIA
AND THE CITY OF CALISTOGA
This Amendment Number 1 to the Project Specific Maintenance Agreement identified below (AMENDMENT), entered into and effective on _________________, is between the State of California, acting by and through the Department of Transportation, hereinafter referred to as (“STATE”), and City of Calistoga, a municipal corporation, hereinafter referred to as (“CITY”), acting by and through its Mayor. CITY and STATE together are hereafter referred to as “PARTIES”.
RECITALS:
1. PARTIES, entered into an agreement on June 27, 2019, entitled “Project Specific Maintenance Agreement” hereafter referred to as (“AGREEMENT”), AGREEMENT defined the terms and conditions applicable to CITY’s maintenance duties of a separated path, signs, and headwall/site retaining wall within STATE right of way along State Route (SR) 29, as shown in Exhibit “A” of AGREEMENT.
2. AGREEMENT by its terms provides that it may be modified and amended at any time upon mutual consent of the PARTIES.
3. The purpose of this AMENDMENT is to assign and expand the maintenance responsibilities of extending a segment of multi-use path from Calistoga Motor Lodge to the existing sidewalk at the Brannan Street intersection as part of Vine Trail Pathway.
4. PARTIES to amend AGREEMENT as provided herein.
IT IS THEREFORE MUTUALLY AGREED:
5. EXHIBIT “A” is hereby deleted and replaced by EXHIBIT “A” (REVISION 1).
6. All other terms and conditions of AGREEMENT shall remain in full force and effect.
7. AMENDMENT is hereby deemed to be included and made a part of AGREEMENT.
ATTACHMENT 3Item #6.3.
Amendment No. 1
04-NAP-29 PM 37.52/37.85
2 IN WITNESS WHEREOF, PARTIES hereto have set their hands and seals the day and year first above written.
THE CITY OF CALISTOGA STATE OF CALIFORNIA
DEPARTMENT OF TRANSPORTATON
By: ______________________________
Initiated and Approved:
By: ______________________________ By: ______________________________ Laura Snideman, City Manager
ATTEST:
Leah Budu Date
Deputy District Director
Maintenance
By: _______________________________
By: ___________________________________
Michelle Marchetta Kenyon, City Attorney
Donald Williams, Mayor
Yudiana Galvan, Interim City Clerk
Item #6.3.
COPYRIGHT © BKF ENGINEERS
RIG
H
T-O
F-W
A
Y
LIN
E
C
E
N
T
E
R
LIN
E
F
E
N
C
E
H
E
A
D
W
A
L
L / R
E
T
AININ
G
W
A
L
L
SIG
N
LIG
H
T
P
O
L
E
T
R
E
E
P
E
D
EST
RIA
N
P
A
T
H
A
R
E
A
WIT
HIN ST
A
T
E
RIG
H
T
O
F
W
A
Y
T
O
B
E
M
AIN
T
AIN
E
D
B
Y
CIT
Y
SY
M
B
O
LS & L
E
G
E
N
D:
Item #6.3.
MATCH LINE - SEE BELOW
COPYRIGHT © 2016 BKF ENGINEERS
MATCH LINE - SEE ABOVE
P
E
D
EST
RIA
N
P
A
T
H
A
R
E
A
WIT
HIN ST
A
T
E
RIG
H
T
O
F
W
A
Y
T
O
B
E
M
AIN
T
AIN
E
D
B
Y
CIT
Y
MATCH LINE - SEE SHEET 3
Item #6.3.
MATCH LINE - SEE BELOW
COPYRIGHT © 2016 BKF ENGINEERS
P
E
D
EST
RIA
N
P
A
T
H
A
R
E
A
WIT
HIN ST
A
T
E
RIG
H
T
O
F
W
A
Y
T
O
B
E
M
AIN
T
AIN
E
D
B
Y
CIT
Y
MATCH LINE - SEE SHEET 2
MATCH LINE - SEE ABOVE
Item #6.3.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Jeff Mitchem, Planning & Building Director
Meeting: City Council - Aug 15 2023
Subject: Second Reading and Adoption: Ord. No. 761 Mobile Food Vending DESCRIPTION:
Consideration of an ordinance amending the Calistoga Municipal Code (CMC) to include new regulations governing Mobile Food Vending (Food Trucks) within the City of Calistoga (City).
RECOMMENDATION:
Adopt Ordinance No. 761 as submitted.
BACKGROUND/SUMMARY:
Following City Council direction from their May 16, 2023 City Council meeting, Staff began work on regulations for mobile food vending, commonly referred to as food trucks. On July 26, 2023, the Planning Commission conducted a public hearing regarding proposed amendments to the Calistoga Municipal Code Chapters 17.22 and 17.26 permitting food vending land uses and recommended them to the City Council.
On August 1, 2023, City Council waived the first reading and introduced the attached Ordinance No. 761 (Attachment 1), amending Calistoga Municipal Code by repealing Chapter 5.12, Peddlers and Solicitors, enacting Chapter 5.12 Mobile Food Vendors, modify Section 10.36.050, Standing or parking of vehicles by peddlers or vendors, and modifying Chapters 17.22 Community Commercial and 17.26 Light Industrial of the City’s Zoning Code to permit Mobile Food Vending land uses. The attached version includes the modifications directed by the City Council on October 1 including reducing the number of allowable permits to three and allowing for up to eight hours of operation per day.
CEQA STATUS:
This action does not meet the definition of a “project” under the California Environmental Quality Act (CEQA).
FINANCIAL IMPACT:
The financial impact to implement the Ordinance would be relatively minimal staff time associated with code amendments and enforcing any future regulations.
ATTACHMENT(S):
ATTCH 1 - Food Truck Ordinance
Item #6.4.
APPROVAL(S):
Nitish Sharma Approved - Aug 04 2023
Laura Snideman, City Manager Approved - Aug 07 2023
Yudiana Galvan, Interim City Clerk Approved - Aug 07 2023 Item #6.4.
ATTACHMENT 1
ORDINANCE NO. 761
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
CALISTOGA REPEALING AND REPLACING CHAPTER 5.12,
“PEDDLERS AND SOLICITORS,” OF THE CALISTOGA MUNICIPAL
CODE WITH CHAPTER 5.12, “MOBILE FOOD VENDORS,”
AMENDING SECTION 10.36.050, AND AMENDING SECTIONS
17.22.020, 17.26.020, TO REGULATE MOBILE FOOD VENDING
WHEREAS, on August 1, 2023, the City Council conducted a public hearing to introduce and waive first reading for this ordinance amending the Calistoga Municipal Code to permit mobile food vending in the Community Commercial and Light Industrial zoning districts; and
WHEREAS, permitting mobile food vending land uses in the City of Calistoga is desirable, and consistent with the goals, policies, and implementation measures of the General Plan; and
WHEREAS, the Land Use Element and the Economic Development Element of the City’s General Plan illustrate the City’s commitment to embracing opportunities for land use and economic diversification strategies; and
WHEREAS, in accordance with Section 17.02.040 of the Calistoga Municipal Code, amendments to Title 17, Zoning, of the City’s Municipal Code may be initiated by the City Council, a property owner or interested party; and WHEREAS, the amendments repeal Chapter 5.12, Peddlers and Solicitors, enact Chapter 5.12 Mobile Food Vendors, modify Section 10.36.050, Standing or parking of vehicles by peddlers or vendors, and modify Chapters 17.22 Community Commercial and 17.26 Light Industrial of the City’s Zoning Code to permit Mobile Food Vending uses; and
WHEREAS, the draft amendments were released to the public for review on the City’s website and published in the Calistoga Tribune on July 21, 2023; and WHEREAS, the Planning Commission considered amendment to the City’s Zoning Code (Chapters 17.22 Community Commercial and 17.26 Light Industrial) at its regular meeting of July 26, 2023. Prior to approving the amendment, the Planning Commission received written and oral reports by the staff, and received public testimony; and
WHEREAS, on July 26, 2023, and after all interested parties had the opportunity to be heard, the Planning Commission voted unanimously to support the proposed text amendments to the City Council for consideration, and adopted Resolution PC 2023- 08; and
WHEREAS, during its review, the City Council considered the public record, including the staff report, findings, and any written materials and testimony presented by the public during the hearing.
Item #6.4.
Ordinance No. 761
Mobile Food Vending Ordinance
WHEREAS, to ensure public health and safety, the City Council does desire to enact the following regulations related to mobile food vending.
NOW, THEREFORE, THE CALISTOGA CITY COUNCIL DOES HEREBY
ORDAIN AS FOLLOWS:
SECTION ONE
Findings: The above recitals are incorporated herein as if set forth herein in full and each is relied upon independently by the City Council for its adoption of this Ordinance.
SECTION TWO
Chapter 5.12, “Peddlers and Solicitors,” of the Calistoga Municipal Code is hereby repealed, and Chapter 5.12, “Mobile Food Vendors,” is enacted, to read as set forth in its entirety in Exhibit A.
SECTION THREE
Section 10.36.050, “Standing or parking of vehicles by peddlers or vendors,” of the Calistoga Municipal Code is hereby amended to read in its entirety as follows:
10.36.050 Standing or parking of vehicles by peddlers or vendors A. The stopping or parking of vehicles for purposes of vending on city streets is prohibited, except in the public right-of-way in the Community Commercial (CC) and Light Industrial (I) zoning districts only, with the operation of all mobile food vending subject to requirements as set forth in Chapter 5.12 Mobile Food Vendors.
B. The stopping or parking of vehicles for purposes of vending on State Highway 128 or State Highway 29 is prohibited.
SECTION FOUR
Section 17.22.020, “Permitted primary uses,” of the Calistoga Municipal Code is hereby amended to read in its entirety as follows:
17.22.020 Permitted primary uses.
A. The following primary uses are permitted in the CC district:
1. Retail uses including, but not limited to: grocery stores, fruit and vegetable markets, pharmacies, bicycle sales, furniture sales, audio-video stores, florists, frame shops, bookstores, clothing and apparel shops, gift shops, sales of household goods and appliances, and hobby and craft shops.
2. Art galleries.
3. Service uses, including, but not limited to: dry cleaning, not including processing plants; laundromats; tailors; shoe repair; bicycle repair; repair of household goods and appliances.
Item #6.4.
Ordinance No. 761
Mobile Food Vending Ordinance
4. Personal service establishments, such as spas, beauty salons, and barbershops.
5. Dance studios and schools.
6. Business and professional offices, such as for accountants, lawyers, architects, engineers, realtors, and financial advisors.
7. Medical and dental clinics.
8. Banks and financial institutions without drive-up facilities.
9. Veterinary clinics without boarding facilities.
10. Emergency shelters as defined in Chapter 17.04 CMC, subject to the following development standards:
a. A maximum of 20 beds shall be permitted.
b. Temporary shelter may be made available to residents for no more than 180 days in any 12-month period.
c. A client intake/waiting area shall be provided at a minimum of 10 square feet per bed provided at the facility, with a minimum of 100 square feet.
Said intake/waiting area shall be in a location not adjacent to the public right-of-way. If located at the exterior of a building, the intake/waiting area shall be visually separated from public view by a minimum six-foot-tall landscape screen or a minimum six-foot-tall decorative wall, and shall provide consideration for shade/rain provisions.
d. Adequate external lighting shall be provided for security purposes. e. Security personnel shall be provided during the hours that the emergency shelter is in operation.
f. At least one facility manager shall be on site at all hours that the facility is open. Additional support staff shall be provided, as necessary, to ensure that at least one staff member is provided in all segregated sleeping areas, as appropriate.
11. Mobile food vendors, subject to the requirements of CMC Chapter 5.12 Mobile Food Vendors.
12. Uses determined by the Planning Commission to be similar in nature, as provided for according to the procedures in Chapter 17.03 CMC.
SECTION FIVE
Section 17.26.020, “Uses Allowed,” of the Calistoga Municipal Code is hereby amended to read in its entirety as follows:
17.26.020 Uses allowed.
A. The following use is permitted in the I district:
Item #6.4.
Ordinance No. 761
Mobile Food Vending Ordinance
1. Mobile food vendors, subject to the requirements of CMC Chapter 5.12 Mobile Food Vendors.
B. Uses allowed in the I district are as follows and each shall require a use permit:
1. Bookbinding;
2. Production, printing, or assembly of finished paper products including publishing facilities, mail services;
3. Production or assembly of food and kindred products;
4. Mini storage or warehouse;
5. Production or assembly of leather products or textile products;
6. Pharmaceutical products or research laboratories;
7. Public utility substations and public buildings;
8. Wineries; including public tours and tastings, winery events and private wine marketing events;
9. Commercial laundries;
10.Geothermal activity (exploration, development, and use);
11.Similar uses determined by the Planning Commission to be similar in nature, as provided by the procedures in Chapter 17.03 CMC.
SECTION SIX
The City Council hereby determines that this Ordinance is exempt from review under the California Environmental Quality Act (CEQA). Pursuant to Section 15061(b)(3) of the CEQA Guidelines, CEQA applies only to projects which have the potential for causing a significant effect on the environment. This Ordinance will not result in a significant foreseeable environmental impact.
SECTION SEVEN
Severability. If any section, subsection, subdivision, paragraph, sentence, clause, or phrase in this Ordinance or any part thereof is for any reason held to be unconstitutional or invalid, or ineffective by any court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase thereof irrespective of the fact that any one or more subsections, subdivisions, paragraphs, sentences, clauses, or phrases be declared unconstitutional, or invalid, or ineffective.
SECTION FIVE
Item #6.4.
Ordinance No. 761
Mobile Food Vending Ordinance
Effective Date. This Ordinance shall take effect 30 days from its passage, and shall be published in accordance with the law, in a newspaper of general circulation published and circulated in the City of Calistoga.
SECTION SIX
Publication. The City Clerk is directed to cause this Ordinance to be published in the manner required by law.
THIS ORDINANCE was introduced with the first reading waived at the City of Calistoga City Council meeting on the 1
st day of August 2023, and was passed and
adopted at a regular meeting of the Calistoga City Council on the 15th day of August 2023, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
Yudiana Galvan, CMC, Interim City Clerk Donald Williams, Mayor Dated:
Item #6.4.
Ordinance No. 761
Mobile Food Vending Ordinance
Exhibit A
Chapter 5.12 Mobile Food Vendors
5.12.005 Definitions
For the purpose of this chapter, certain words and phrases shall be construed as herein set forth below:
A. “Mobile Food Vendor” means any person who is an owner or operator of a mobile vending vehicle.
B. “Mobile Vending Permit” means a permit for vending from a vehicle issued by the City Planning & Building Director, or designee.
C. “Mobile Vending Vehicle” means any vehicle, including food trucks, trailers, and lunch wagons, from which fruits, vegetables or foodstuffs are sold, displayed, solicited or offered for sale or bartered or exchanged.
D. “Owner” means any person, firm, association or corporation having proprietary control of or right to proprietary control of any mobile vending vehicle as defined herein.
E. “Operator” means any person who is operating, preparing food for sale, or engaging in the sale of food from a Mobile Vending Vehicle.
F. “Vehicle” has the same meaning as in California Vehicle Code section 670.
5.12.010 Requirements for mobile food vendors.
Mobile food vendors must be located and operated in accordance with the following provisions.
A. Permitted Vehicles. No person shall vend from a vehicle, except for in a mobile vending vehicle licensed by DMV, and designed and equipped for preparing, cooking and selling food.
B. Permitted Products. No vending shall occur from any vehicle in the City except for the sales of food and non-alcoholic beverages for immediate consumption, from a mobile food vendor in possession of a business license and mobile vending permit for such vending activity from the City. Sale of all other products is prohibited.
C. Licenses and Permits Required. Operators of mobile food vehicles operating in the City shall obtain a business license and mobile vending permit from the City. The owners of any mobile food truck shall be deemed responsible for ensuring that any operator obtains all necessary licenses and permits required for the service of food and beverages, including all required permits from the County Environmental Health Division. The mobile vending Item #6.4.
Ordinance No. 761
Mobile Food Vending Ordinance
vehicle must be in compliance with applicable motor vehicle laws, and the operator must have the appropriate license classification for operating such vehicle.
D. Mobile Vending Permit Issuance and Revocation. As a condition of issuance of a mobile vending permit, an applicant shall be required to demonstrate that they carry automotive and general liability insurance with minimum limits of $1 million per occurrence, in a policy form deemed acceptable by the City Planning & Building Director. Permittees are required to maintain such insurance policies while conducting operations under such permit. As a condition of permit issuance, an applicant shall also sign an indemnity and hold harmless agreement, in a form satisfactory to the City Attorney, agreeing to indemnify, defend, and hold harmless the City, its officers, and employees from any liability, loss, or damage arising out of mobile vending operations. Fees for issuance of a mobile vending permit may be established by resolution of the City Council, and shall be paid prior to permit issuance. A mobile vending permit may be revoked by the Planning & Building Director, after notice to the permittee and an opportunity for hearing, for repeated non-compliance with the provisions of this chapter.
E. Operational Requirements. Mobile food vendors shall operate as follows:
1. Private Property. Mobile vending vehicles may conduct vending on private property in the Community Commercial (CC) and Light Industrial (I) zoning districts only.
2. Public Property. Mobile vending vehicles may conduct vending within the public rightof-way in Community Commercial (CC) and Light Industrial (I) zoning districts only.
Mobile food vendors are prohibited from vending in the public right-of-way abutting a parcel with residential occupancy. Mobile food vendors are prohibited from vending on State Highway 128 and State Highway 29 within the City of Calistoga.
3. Special Events. Mobile Vending may be permitted in connection with temporary special events regulated by Calistoga Municipal Code Chapter 5.18 Special Events.
4. Duration. Vending for each mobile vending vehicle shall be limited to a maximum period of eight (8) hours per day per location, including set-up and clean-up.
5. Number. Permit issuance shall be limited to three (3) in any calendar year.
6. Lighting. Mobile vending vehicles must comply with the lighting standards of Calistoga Municipal Code Section 17.36.090 D, requiring that lighting is shielded so as not to shine or create glare on any adjacent property.
7. Obstructions. Mobile vending vehicles and their operations, including their customers, seating, and equipment, must not obstruct the right-of-way, including blocking vehicular or bicycle traffic, or otherwise create hazards for vehicle or pedestrian traffic.
Operations of mobile vending vehicles, including any tables, trash cans, and other seating or equipment, shall not block accessible paths of travel.
Item #6.4.
Ordinance No. 761
Mobile Food
Vending
Ordinance
8. Trash, Recycling & Compost. Mobile food vendors shall keep the area near their vehicles free from any litter or debris and shall provide trash, recycling and compost receptacles for customer use on site. All litter generated within a minimum of a 100-foot radius of the site must be collected prior to closure of the mobile food truck operations. Any oil/grease/food debris deposited on streets, sidewalks, or private property shall be cleaned up immediately by the mobile food vendor.
Any city costs incurred to remedy nuisance conditions or violations of this provision shall be chargeable to the mobile food vendor, and shall be paid within 30 days. Failure to pay shall be grounds for permit revocation or non-renewal.
9. Safety. Mobile Food Vendors shall maintain compliance with all applicable provisions of the California Health & Safety Code, California Retail Food Code, and the Calistoga Municipal Code. Mobile vendors shall not refuel generators or other gas-powered equipment near combustible brush or vegetation, and shall ensure that they operate in locations where there is a minimum of 25 feet of clearance from combustible brush or vegetation in order to maintain adequate fire safety. Cooking or use of any appliance with an open flame outside of a vehicle is prohibited. All electrical appliances, cords and fixtures used by a mobile food vender shall be in good repair and listed for exterior use.
5.12.020 Other vehicle vending prohibited.
All other vending from a vehicle, whether in the public right-of-way or on private property, other than mobile food vending meeting the requirements of section 5.12.010, shall be prohibited.
Item #6.4.
Meetingof
Item o_ on Marni Rittburg
From: reyna estrada
Sent: Tuesday, August 1, 2023 3:59 PM
To: [email protected]|istoga.ca.us; Public Comment
Subject: Food truck ordinance
To Calistoga City Council,
I am writing to express my strong support for the proposed ordinance to allow mobile food vendors in Calistoga. As a resident, I believe that embracing mobile food vendors will benefit our city in numerous ways.
Mobile food vendors allow our very own community members to provide a diverse and affordable dining options to our residents and visitors. By allowing mobile food vendors to operate in Calistoga, we are able to extend entrepreneurial opportunities to our very own residents, as well providing our locals with a quick and affordable meal.
In order to ensure the success of mobile food vendors I urge you to modify their operational hours from 4 hours per day, to a minimum of8 hours a day in public property. Allowing only 4 hours of operations on public property, including set up and clean up, does not allow a business to be sustainable. Mobile food vendors put in a lot of work to provide this service and they deserve a fair amount of time to do so.
Thank you for your consideration.
Best,
A Calistoga Resident.
This email originated from outside of the organization. Do not click links or open attachments unless you recognize the the content is safe.
CAUTION:
Item #6.4.
Marni Rittburg
From: Gloria Cuenca _ Sent: Tuesday, August 1, 2023 4:38 PM To: Jeff Mitchem
Cc: Public Comment
Subject: Support of Mobile Food Vendors in Calistoga
August 1st, 2023
To Calistoga City Council,
I am writing to express my strong support for the proposed ordinance to allow mobile food Vendors in Calistoga. As a resident, I believe that embracing mobile food vendors will bene?t our city in numerous ways.
Mobile food vendors allow our very own community members to provide a diverse and affordable dining options to our residents and visitors. By allowing mobile food vendors to operate in Calistoga, we are able to extend entrepreneurial opportunities to our very own residents, as well providing our locals with a quick and affordable meal.
In order to ensure the success of mobile food vendors I urge you to modify their operationalhours from 4 hours per day, to a minimum of 8 hours a day in public property. Allowing only 4 hours of operations on public property, including set up and clean up, does not allow a business to be sustainable. Mobile food vendors put i n a lot of work to provide this service and they deserve a fair amount of time to do so.
Thank you for your consideration
Best,
A Calistoga Resident
CAUTION: This email originated from outside of the organization. Do not clicklinks or open attachments unless you recognize the Item #6.4.
Additional wmsngs/ Meeting A , of
Item
nlsfn‘
Marni Rittburg
From: EfigeniaCarrillo
Sent: Tuesday, August 1, 2023 4:43 PM
To: Jeff Mitchem
Cc: Public Comment
Subject: Support of Mobile Food Vendors in Calistoga
August 1st, 2023
To Calistoga City Council,
I am writing to express my strong support for the proposed ordinance to allow mobile food vendors in Calistoga. As a resident, I believe that embracing mobile food vendors will bene?t our city in numerous ways.
Mobile food vendors allow our very own community members to provide a diverse and affordable dining options to our residents and visitors. By allowing mobile food vendors to operate in Calistoga, we are able to extend entrepreneurialopportunitiesto our Very own residents, as well providing our locals with a quick and affordable meal.
In order to ensure the success of mobile food vendors I urge you to modify their operationalhours from 4 hours per day, to a minimum of 8 hours a day in public property. Allowing only 4 hours of operations on public property, including set up and clean up, does not allow a business to be sustainable. Mobile food vendors put in a lot of work to provide this service and they deserve a fair amount of time to do so.
Thank you for your consideration.
Best,
A Calistoga Resident
This email originated from outside of the organization. Do not clicklinks or open attachments unless you recognize the is safe.
CAUTION:
Item #6.4.
Meetingof
Item
Distributedon Marni Rittburg
From: reyna estrada A
1 _ _ Sent: Tuesday, August 1, 2023 4:40 PM
To: Jeff Mitchem; PublicComment
Subject: Food Truck Ordinance
To Calistoga City Council,
I am writing to express my strong support for the proposed ordinance to allow mobile food vendors in Calistoga. As a resident, I believe that embracing mobile food vendors will benefit our city in numerous ways.
Mobile food vendors allow our very own community members to provide a diverse and affordable dining options to our residents and visitors. By allowing mobile food vendors to operate in Calistoga, we are able to extend entrepreneurial opportunities to our very own residents, as well providing our locals with a quick and affordable meal.
In order to ensure the success of mobile food vendors I urge you to modify their operational hours from 4 hours per day, to a minimum of8 hours a day in public property. Allowing only 4 hours of operations on public property, including set up and clean up, does not allow a business to be sustainable. Mobile food vendors put in a lot of work to provide this service and they deserve a fair amount of time to do so.
Thank you for your consideration
Best,
A Calistoga Resident
This email originated from outside of the organization. Do not click links or open attachments unless you recognize the the content is safe.
CAUTION:
Mail on Android
Item #6.4.
Meetingof
, . Ite No.
Marm Rlttbu Distribuitned
on
From: Itzayana Hernandez
Sent: Tuesday, August 1, 2023 5:15 PM
To: Jeff Mitchem; Public Comment
Subject: Food truck ordinance
To Calistoga City Council,
I am writing to express my strong support for the proposed ordinance to allow mobile food vendors in Calistoga. As a resident, I believe that embracing mobile food vendors will benefit our city in numerous ways.
Mobile food vendors allow our very own community members to provide a diverse and affordable dining options to our residents and visitors. By allowing mobile food vendors to operate in Calistoga, we are able to extend entrepreneurial opportunities to our very own residents, as well providing our locals with a quick and affordable meal.
In order to ensure the success of mobile food vendors I urge you to modify their operational hours from 4 hours per day, to a minimum of 8 hours a day in public property. Allowing only 4 hours of operations on public property, including set up and clean up, does not allow a business to be sustainable. Mobile food vendors put in a lot of work to provide this service and they deserve a fair amount of time to do so.
Thank you for your consideration
Best,
A Calistoga Resident
This email originated from outside of the organization. Do not clicklinks or open attachments unless you recognize the know the content is safe.
CAUTION:
Item #6.4.
IIemN .
’ nim1mcea:nF"’ms 4
/ Marni Rittburg
From: Julie Lenden
Sent: Thursday, August 3, 2023 7:56 AM
To: Jeff Mitchem; Public Comment
Subject: Mobile Food Vendors
To Calistoga CityCouncil,
I am writing to express my strong support for the proposed ordinance to allow mobile food vendors in Calistoga. As a resident, I believe that embracing mobile food vendors willbene?t our city in numerous ways.
Mobilefood vendors allow our very own community members to provide a diverse and affordable dining option to our residents and visitors. By allowing mobile food vendors to operate in Calistoga, we are able to extend s entrepreneurial opportunities to our very own residents, as well providing our locals with a quick and affordable meal. In order to ensure the success of mobile food vendors I urge you to modify their operational hours from 4 hours per day, to a minimum of 8 hours a day in public property. Allowingonly 4 hours of operations on public property, including set up and clean up, does not allow a business to be sustainable. Mobilefood vendors put i a lot of work to provide this service and they deserve a fair amount of time to do so. Thank you for your n consideration.
Best,
Julie Lenden
A Calistoga Homeowner
CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the Item #6.4.
Mee?ngof
um~’r§°“’ . . Is td Marni Rlttburg He
From: Mary Jo Geitner i
sent: Monday, August 7, 2023 5:02 PM
To: Public Comment
Subject: Calistoga Food trucks
CAUTION:This email originated from outside of the organization. Do not clicklinks or open attachments unless you recognize the sender and know the content is safe.
As a concerned community member of over 45 years, we need the food trucks to serve the working class in Calistoga! Eating at our localrestaurants is a luxury that is not always ?nancially feasible or time pro?cient for workers and students!
Support for the existing restaurants willstill be there. Let's make this community affordable for everyone!
Thank you!
Mary Jo Geitner
Sent from my iPhone
Item #6.4.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Yudiana Galvan, Interim City Clerk
Meeting: City Council - Aug 15 2023
Subject: Appointments to the Green Committee and the Active Transportation Advisory Committee (ATAC)
DESCRIPTION:
Consider adopting a Resolution confirming the Mayor's Appointment of Lorne Glaim to the Active Transportation Advisory Committee (ATAC) and Cynthia Butler to the Green Committee.
RECOMMENDATION:
Consider adopting the Resolution.
BACKGROUND/SUMMARY:
Pursuant to Government Code § 40605 the Mayor, with the approval of the City Council, shall make all appointments to boards, commissions, and committees.
The vacancies were created due to the resignation of Spiro Makras from ATAC and Kate Stanley from the Green Committee. The unscheduled vacancies were advertised on the City’s website, the local newspaper, and posted in the display cases. Three applications were received, one from Lorne Glaim, one from Lucretia Marcus and a third from Cynthia Butler. The Mayor recommends appointing Cynthia Butler to the Green Committee and Lorne Glaim to the Active Transportation Advisory Committee (ATAC). This appointment would fill the vacancy for the remainder of the term, expiring December 31, 2023.
CEQA STATUS:
This item is exempt.
FINANCIAL IMPACT:
None
ATTACHMENT(S):
Resolution Mayors Appointment ATAC & Green
Glaim, Lorne 8.7.23_Redacted
Marcus, Lucretia_Redacted
Butler, Cynthia_Redacted
Boards & Commissions_Green &Active Transp. 72123_FINAL
Item #6.5.
APPROVAL(S):
Laura Snideman, City Manager Approved - Aug 08 2023
Yudiana Galvan, Interim City Clerk Approved - Aug 08 2023 Item #6.5.
RESOLUTION NO. 2023–0XX
ADOPTED AUGUST 15, 2023
RESOLUTION OF THE CITY OF CALISTOGA, COUNTY OF NAPA, STATE OF CALIFORNIA CONFIRMING THE MAYOR’S APPOINTMENT TO THE GREEN COMMITTEE
AND THE ACTIVE TRANSPORTATION ADVISORY COMMITTEE (ATAC) WHEREAS, California Government Code Section 65300 states that the Mayor, with the approval of the City Council, shall make all appointments to boards, commissions, and committees; and
WHEREAS, the State of California has adopted the “Maddy Appointive List Act”, which requires the preparation of a list of all regular and ongoing commissions and committees appointed by the local legislative body. The Act also requires public notice to be given anytime a vacancy occurs on any of these ongoing bodies; and
WHEREAS, the City Council wishes to utilize the largely untapped reservoir of talent which exists among the citizenry; and
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Calistoga hereby confirms the Mayor’s appointment of Cynthia Butler to the Green Committee and Lorne Glaim to the Active Transportation Advisory Committee (ATAC) for the remainder of the term, expiring December 31, 2023.
PASSED, APPROVED AND ADOPTED this 15TH day of AUGUST 2023. I, YUDIANA GALVAN, INTERIM CITY CLERK OF THE CITY OF CALISTOGA, HEREBY CERTIFY the foregoing resolution was introduced and passed at a regular meeting of the Calistoga City Council by the following roll call vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST: APPROVED:
____________________________ __________________________ Yudiana Galvan, Interim City Clerk Donald Williams, Mayor Item #6.5.
RECEIVED
"'' !) ~ "'07~ .i' :! _ tl .:._ Li _ _j
CITY of CALISTOGA
City of Calistoga
BOARDS AND COMMISSIONS APPLICATION
Citizens are encouraged to serve on the various City comm1ss1ons. Applications will be reviewed and interviews may be scheduled with the City Council. Commission appointments are made at a regular meeting of the City Council. Please print or type clearly.
Application for:
I I/) City Active Transportation Advisory
Committee D City Building Standards Advisory and
Appeals Board D Calistoga Green Committee D City Planning Commission D City Housing Advisory Committee Napa County Active Transportation Committee
Napa County Local Food Advisory Council
Napa County Measure A Financial Oversight Committee
Napa County Mosquito Abatement Board
Napa County Library Commission
Other Committees. __________ _
Name: __ '.~Ji\ ..,__, l-1'\ __ l'J v___:... v !\ _ __________________________ LOR-AlG ~ _ Last First M.I.
Telephone:
Home Business Facsimile
E-mail Address: j
Physical Address of Residence .. · _ __ e_·a.'-(-, {._/-o, ~~--=::::;__ _______ _ v Mailing Address: ,<1 ~ tL$ 11kvf ✓
Business Address: _______________ __________ ___ _
,,,r' A ,I
Occupation: _;;_L..>.<:~--'---'-'--------------------------- Are you a resident of the City of Calistoga? Yes!Zr'No D Years of residency: _ ___..f'----- lf not, do you reside within the Calistoga Joint Unified School District? YesO No D Edu cation and/orrelated background: 'f' b D ),{, G 1P7-f f!.t< dJ,,e, ~ PD- C. ;/,; C ~~,
Licenses or special certificates held:
Item #6.5.
City of Calistoga Boards & Commissions Application
Organizations to which you belong (professional, technical, community, services): 0.' 0-D& (1 .)) v11 !Ut'/fcc {'fG-j)t) M-, ~ --J-o f rwj{-1 C UJ Y/1 Vvt. -.+tee c::
l . _, State specifically why you wish to serve, why you believe you are qualified for the position, and what you might contribute to the group:
W&ln 0-rrr;~1Q- r.D-,rtLJt c}-U ~~ tfl- ~ ~
(Use additional paper, if necessary)
' .
References (include name and daytime phone number: (1) J) fJ v:i: L() 1 { f 1 Ck U,(S:> (2) _ _ _ ___ _ __ _
List any other committees/commissions on which you have or currently serve, and the year(s) of service:
I am willing to share my personal email address an~ne number with the public during my appointment on a Commission, Committee or Board? YesO No ~
DISCLOSURE AND REGULATORY REQUIREMENTS
Upon appointment, designated members will be required to file an Assuming Office Statement of Economic Interests (Form 700) within 30 days of being sworn in. Covered officials will be required to take two hours of AB 1234 Ethics Training every two years. This application will become a public record and will be available for public inspection or duplication upon request in accordance with the Public Records Act.
I have read, understand, and will abide by this statement (please initial) _ _ _ I have sufficient time to devote to this responsibility and plan to attend the required meetings if I am appointed to fill a vacancy and I acknowledge that I have read and understand the disclosure and regulatory requirements.
~ ~I , ){?J_3
D te 7
Completed application should be returned to:
City of Calistoga
City Clerk
1232 Washington Street
Calistoga, CA 94515
For questions, please call the City Clerk at (707) 942-2807 Item #6.5.
CITY of CALISTOGA
BOARDS AND COMMISSIONS APPLICATION
Citizens are encouraged to serve· on the various City commissions. Applications will be reviewed and interviews may be scheduled with the City Council. Commission appointments are made at a regular meeting of the City Council. Please print or type clearly.
Application for:
Q City Active Transportation Advisory
Committee D City Building Standards Advisory and
Appeals Board
Q"calistoga Green Committee
~City Planning Commission D City Housing Advisory Committee Napa County Active Transportation Committee
Napa County Local Food Advisory Council
Napa County Measure A Financial Oversight Committee
Napa County Mosquito Abatement Board
Napa County Library Commission
Other Committees, __________ _
Name: __ .,_M ...... lic...:.. 1 "-' K'-'-t_u_..1 _______ i_ o _c...;_12.e- ;:;;..::::,_;h:.....:. 1-"-' X} _______ ____,_f!.,__ __ _ Last First M.l.
Telephone:
Home Business
E-mail Address: :
Facsimile
Physical Address of Residence: {?-41/2,~/2.1:j fl
Mailing Address:.LJAJ...,5._.<.J.&C,. ~... :-.n~Vt :..,,~"-------------------------- Business Address:_ JL) ___,_,__,__ _________________________ _ Occupation:
'Reh~e/
Are you a resident of the City of Calistoga? Yes~No D Years of residency: 13/eS:
If not, do you reside within the Calistoga Joint Unified School District? Yes~No D Education and/or related background: (5;/j,fk G,e:a~/~Au 1/a> 2),1?4JJ(;t=' Licenses or speci~I certificates held: ,d._.,
a.--eL- ~ (l ; ✓ /4 I./ 7
Item #6.5.
City of Calistoga Boards & Commissions Application
Organizations to which you belong (professional, technical, community, services): _ ______ _ State specifically why you wish to serve, why you believe you are qualified for the position, and what you might contribute to the group:
- I,~ ""· «- ' /1.,.)-~..,,, e,,;.,._,, , ?0so/ / -u: ; ~zl c,e., k~1.~ '7°y£4-4., a-«k-
(Use additional paper, if necessary)
References (include name and daytime phone number: (1 hfb2 A I ;4 ....e- 6o.aa£ (2) b e&o/ &A~er,n)
List any other committees/commissions on which you have or currently serve, and the year(s) of service: :~~~t:!:~17~ ~/ I am willing to share my personal email address an~one number with the public during my appointment on a · Commission, Committee or Board? Yes~ No LJ
DISCLOSURE AND REGULATORY REQUIREMENTS
Upon appointment, designated members will be required to file an Assuming Office Statement of Economic Interests (Form 700) within 30 days of being sworn in. Covered officials will be required to take two hours of AB 1234 Ethics Training every two years. This application will become a public record and will be available for public inspection or duplication upon request in accordance with the Public Records Act.
I have read, understand, and will abide by this statement (please initial)~ I have sufficient time to devote to this responsibility and plan to attend the required meetings if I am appointed to fill and I acknowledge that I have read and understand the disclosure and regulatory Date
Completed application should tie returned to:
City of Calistoga
City Clerk
1232 Washington Street
Calistoga, CA 94515
Item #6.5.
CI CALISTOG
BOARD DCO MIS ION APPLICATION
/‘W393 _.
*3
Fi
' H
l~o
Address: ‘\ OH
dress:
3 |\) M L», P‘ Pa
es
7 u/sid -‘K
ucation and/or related : '\ K) ‘\
‘
/’\_V'36 £{U\’44’/7;“’:”“\A94§+“‘l ‘
‘Eclvxnix 1 M M»r JUML1
-o
{J
c’ (:pe£ar}(‘e:u';21’a“t;’;’h‘e. "1 ‘ M” /I '5? r #4,?I RM La 0 Lu jr/1;u\s4n4*wI~</ av
(in? M6 +\{«4P
- we :0 7
TYof A
SAN M S S
Citizens are encouraged to serve on the various City commissions. Applications will be reviewed and interviews may be scheduled with the City Council. Commission appointments are made at a regular meeting of the City Council. Please print or type clearly.
Application for:
City Active Transportation Advisory Napa County Active Transportation Committee Committee Napa County Local Food Advisory Council
City Building Standards Advisory and Napa County Measure A Financial Oversight Committee is Board Napa County Mosquito Abatement Board
V Calistoga Green Committee Napa County Library Commission City Planning Commission Other Committees
City Housing Advisory Committee
Name
B'uvHa/' C v\-l/tux,
Last rst M.l.
Telephone , ome
A ‘ ' Business Facsimile
I \ I /\ I /'3 I i E-mail Address
Physical Address of Residence: CLtlS no CA
Matting . -. C‘/Lttr3‘t'°L {to/'-
Business Ad , OCCupati0n:?Q l$t’(’('€-J LS5/L. (/ tt\C{k.l§t" I {H/tln ’t"5t ’
Are you a resident of the City of Calistoga? Y No Years of ency: 3 («/3 If not, do you reside within the Calistoga Joint Uni?ed School District? Yest:| No Ed background 5 0 ¢UvL‘——gt 5“ "~*’-“D-(4 H U («L /S i n ELC t/~ —e
(
O
f
mg .z,s 2" ‘C 1/\ o o o .4
gen or
6 d: Lg?kbb .£/L O V‘ ’” ‘ 3t’1‘C/
is (tot LL V84, CL!/\$(__, (‘Ctr/r/lot Yitctut a_,t»e_, 91/ £/to {a.;iL\‘\/L i,LfSe/
Item #6.5.
|'~\.in #§>JL._—
(~.>m
, C 3\ I In/1 IV\.)4n/3(5) . ., r
I22‘./jg?/awgo? ADI?f\}<;-\m.c’:). L...f~\;v\ .z1£( é ,.3\a.m. _ An'\’( A . /‘ + la/-«Q»
tech Ical, commu nty, 5
, hf‘
\ I 1 /\’/Q”:/'4, W /.$Jj4;,/I)1:
you
..r?I
rnig9 _ ~—(~</'/9 bwf }\z:4? ‘
’\ P
I
3 J4 K
"“\ "4 ‘L 2 g‘Q4?“ . "V ‘L‘‘’”“'\
[W
K]
« 4
I
~l-lws '
' 4 /4 1%
J I
A «V C/\.L{ (<41, b»c‘nJVf‘xv!{NH {V b/
p per _
P
Ye;//Nr“
I ‘II
II
I ecords
a he
ref
9 3 55:13:,
‘-/ IV 5oc..,—,L,,,, 375
:4
(’\
_ CNNm ,(/\,k:1’l7:cNm1- Am Pkjfto n
T
' ‘V “I L GrR::£:\/ k
(A—€.(\z./U ‘Mn 2 Q J 3?
ej
‘ "C 5/W ‘ "V/‘I/QXL WV
V w M 44» gm Q!“ wk““'5 V“ ’°J4/ /“Hus J-/\":L—
Z
6J(’ J’ CK/V1 CO ‘("/\L ‘
sJaJM.g M4, (our 0
ZL/D/Lt/l.L$
\‘|lMv1
\f£/
-(£44.!
L3l'1~L¢f"(
Si N49 l9.eLa,LL5,c/
€,t/H/1/Omen (’
\\
u)»/e A,” é./em
(£0;
C(r\rL/‘IN-‘re
is
59:
V0 l,Jr,
City of Cal rds & C mmiss'ons Application , Page 2 of V” 4/ ”1&~' 2’) Organizations to which you belong (professional, services):
State specifically why you wish to serve, why you believe you are qualified for the position, and what contribute to the group:
(Use additional , if necessary)
References (include name and daytime phone number: (1)
(2)
List any other committees/commissions on which you have or currently serve, and the year(s) of service U31‘acvihdba:,+ 4/lui —Hmz/
I am willing to share my personal email address and hone number with the public during my appointment on a Commission, Committee or Board? A/O4SW ,0
DISCLOSURE AND REGULATORY REQUIREMENTS
Upon appointment, designated members will be required to file an Assuming Office Statement of Economic nterests (Form 700) within 30 days of being sworn in. Covered officials wi be required to take two hours of AB 1234 Ethics Training every two years This application wi become a public record and will be available for public nspection or duplication upon request in accordance with the Act. l have read, understand, and willabide by this statement (please initial) I have sufficient time to devote to this responsibility and plan to attend the required meetings if I am appointed to fill a vacancy I acknowledge that l have read and understand disclosure and regulatory requ
Signatu Applicant Date
Completed application should be returned to:
City of Calistoga
City Clerk
1232 Washington Street
Calistoga, CA 94515
For questions, please call the City Clerk at (707) 942-2807 Item #6.5.
THE CITY OF CALISTOGA
NEEDS YOU TO SERVE ON A
PUBLIC BODY
APPLICATIONS DUE
THURSDAY, AUGUST 3, 2023 BY 2 PM
Citizen participation in local
government plays an important and active role in the City of Calistoga. The City Council
is seeking participation from
its diverse and widely experienced citizens and encourages all citizens to apply. We have 2 unscheduled openings to fill, one for the Green Committee and another for
the Active Transportation
Advisory Committee.
The GREEN COMMITTEE
advises and makes recommendations to the Calistoga
City Council on how best to
implement the Calistoga
Climate Action Plan and
other initiatives as directed
by the City Council. The
Committee is made up of
five members. Applicants
must reside within the
Calistoga School District
boundaries and preference
will be given to individuals
with expertise in sustainability. The Council will appoint one (1) member to fill one
unscheduled vacancy with
a term ending December
31, 2023.
The ACTIVE TRANSPORTATION ADVISORY COMMITTEE directs its activities to improving bicycling, walking and other active modes of transportation within the
City of Calistoga. The Committee is made up of five
members. Applicants must
reside within the Calistoga
Joint Unified School District
boundaries and have an
interest in improving bicycle
and pedestrian travel within
the City. The Council will
appoint one (1) member to
fill one unscheduled vacancy with a term ending December 31, 2023.
APPLICATIONS
Applications may be downloaded from the City’s
website at https://www.ci.
calistoga.ca.us/city-hall/
departments-services/cityclerk/boards-commissionscommittees or obtained from the City Clerk’s Office, 1232
Washington Street, Calistoga.
The deadline to submit applications to the City Clerk’s Office is Thursday, August
3, 2023 by 2pm. For additional information, contact
the City Clerk’s Office at
(707) 942-2807.
Yudiana Galvan
Interim City Clerk
Publication: July 21, 2023
Notice of Unscheduled Vacancy
Item #6.5.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Yudiana Galvan, Interim City Clerk
Meeting: City Council - Aug 15 2023
Subject: Proclamation Recognizing National Hispanic Heritage Month and Raising the Mexican Flag
DESCRIPTION:
Proclaiming September National Hispanic Heritage Month and Raising the Mexican Flag RECOMMENDATION:
Consider recognizing National Hispanic Heritage Month by adopting the attached proclamation and directing staff to raise the Mexican Flag from September 15 through October 15.
BACKGROUND/SUMMARY:
In 1968, President Lyndon B. Johnson first recognized Hispanic Heritage week, later expanded by President Reagan to one month. Each successive United States President has continued this tradition of declaring September 15 through October 15 to be National Hispanic Heritage Month and calling upon the people of our country to observe this month with appropriate respect and activities. In Napa County the Latino population grew by 50 percent in the past 10 years. In Calistoga, this now represents 49 percent of our citizens or approximately 2,500 people and more than two-thirds of all public-school students are Latino. Adopting a proclamation and raising the flag would acknowledge that Napa County and Calistoga thrive on the diversity and ingenuity of all our people, and depends on the continued support and success of our diverse Latino population.
CEQA STATUS:
None.
FINANCIAL IMPACT:
Minimal staff time will be required to raise and lower the flag.
ATTACHMENT(S):
Proclamation - Latino Heritage Month
Policy on the Display of Non-Governmental Flags - Attachment 1 (2) APPROVAL(S):
Laura Snideman, City Manager Approved - Aug 08 2023
Yudiana Galvan, Interim City Clerk Approved - Aug 08 2023 Item #8.1.
Item #8.1.
CITY OF CALISTOGA
Proclamation in Honor of Hispanic
Heritage Month
Whereas, in 1968, President Lyndon B. Johnson first recognized Hispanic Heritage week, later expanded by President Reagan to one month, and each successive United States President has continued this tradition of declaring September 15 through October 15 to be National Hispanic Heritage Month and who has called upon the people of our country to observe this month with appropriate respect, ceremonies, and activities; and
Whereas, Napa County and Calistoga has a long history of welcoming immigrants and is home to a growing multi-ethnic and multicultural Latino population, including citizens originating from Mexico, the Caribbean, Central and South America, all of whom are welcome and very much appreciated; and Whereas, in 2014 the Latino population became the largest ethnic group in California. In Napa County and Calistoga, the Latino population grew by 50 percent in the past 10 years. In Calistoga, this now represents 49 percent of our citizens or approximately 2,500 people and more than two-thirds of all public-school students are Latino; and
Whereas, the diverse Latino population of Calistoga and Napa County make a significant economic contribution and has other profound positive influences on our community through their strong commitment to family, faith, education, hard work, culture and service; and Whereas, Calistoga and Napa County, which thrives on the diversity and ingenuity of all our people, also depends on the continued support and success of our diverse Latino population. We will continue to be enriched by the transcultural contributions of our Latino friends and neighbors for many decades to come, and we will continue to make efforts to create an inclusive environment where we can all thrive.
Now, therefore, be it resolved, that the Calistoga City Council does hereby proclaim September 15- October 15, 2023 as Napa County Latino Heritage Month in the City of Calistoga.
Signed and sealed, this 15th day of August, in the year Two Thousand Twenty- Three.
____________________________________
Donald Williams, Mayor
Item #8.1.
Item #8.1.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Derek Rayner, Public Works Director/City Engineer Meeting: City Council - Aug 15 2023
Subject: Napa Valley Vine Trail – Calistoga to St Helena Segment – Amendment No. 2 to Funding Agreement No. 842
DESCRIPTION:
Consider Authorizing the City Manager to Execute and Make Minor Modifications to Amendment No. 2 to Funding Agreement No. 842 with the Napa Valley Transportation Authority (NVTA) for additional construction contingency funding for the St Helena to Calistoga Vine Trail Project in an Amount Not to Exceed $133,000.
RECOMMENDATION:
Staff recommends an Amendment to the Funding Agreement and Approving a Budget Adjustment.
BACKGROUND/SUMMARY:
Executive Summary
The Vine Trail – St Helena to Calistoga construction project is currently in construction and has experienced significant time and cost impacts due to unforeseen utility conflicts and an unusually wet winter season. The Napa Valley Transportation Authority is the contract administrator for this project and has managed the design, preconstruction, and construction phases of the project. As a financial partner participating in the project, NVTA is requesting additional funding in the amount of $133,000 from Calistoga to cover additional costs incurred to ensure construction can be completed.
Background
The Vine Trail is a Class 1 bike and pedestrian trail that will parallel Hwy 29 and ultimately connect the Cities of Calistoga and Vallejo. The project is being built in segments as funding becomes available with a section of trail between Calistoga and St Helena currently under construction. Original agreements for the St Helena to Calistoga segment identified administrative and funding responsibilities between NVTA, and the Cities of St Helena and Calistoga, the County of Napa, and the Napa Valley Vine Trail Coalition (referred to herein as “The Jurisdictions”) for the Vine Trail – St Helena to Calistoga project, “the project”, were initiated in 2019.
The project has encountered significant construction issues due to a variety of circumstances. The most significant were the unforeseen utility conflicts with Pacific Gas & Electric’s (PG&E) existing gas line in the northern reaches of the project, a work delay in the southern reaches of the project due to PG&E’s Napa Bundle gas replacement and weather delays associated with an unusually wet winter season. As a result, NVTA and the Construction Management Consultant, Park Engineering, are forecasting a construction budget shortfall of approximately $700,000.
Item #8.2.
Other considerations:
1. NVTA procured several grants totaling approximately $14,400,000 (95%) for the construction project and is now requesting the remaining $700,000 (5%) be funded by the participating agencies as follows:
Organization Funding Share Cost Share
St Helena 19% $133,000
Calistoga 19% $133,000
County of Napa 37% $273,000
Vine Trail Coalition 25% $161,000
Total = $700,000
2. At the time of contract award, a 5% ($616,000) construction contingency was authorized based on available construction funding. A 5% construction contingency is low for a project of this size and nature. However, the low bid received for the project was approximately $2,000,000 above the engineers’ estimate and the available funding only allowed for the relatively small contingency. At the time, NVTA was able to resolve that funding shortfall by delaying other capital projects and identifying funding that would meet the necessary mix of funds that would allow the project to move forward. There was general acknowledgement from the funding partners that additional funding was likely to be needed beyond the 5% established contingency.
3. NVTA has submitted a claim to PG&E that has not yet been finalized. If PG&E finds merit in the claim, any reimbursement received will be refunded to The Jurisdictions according to the above funding share percentages.
4. The $700,000 shortfall forecast is a conservative estimate. Should any funding go unused at the end of the project, it will be refunded to The Jurisdictions accordingly.
CEQA STATUS:
Mitigated Negative Declaration (State Clearinghouse Number 2020060572) adopted by the NVTA Board on August 19, 2020.
FINANCIAL IMPACT:
Staff is requesting a budget adjustment be made with unappropriated general fund monies in the amount of $133,000 to cover the additional anticipated construction costs to the Fairway Path (Vine Trail) Capital Improvement Project, Account No. 01-5521-4915.
Calistoga’s total out of pocket cost for this project including the additional funding request of $133,000 is $454,250. The city section of the new Class 1 bike and pedestrian trail is approximately a half-mile long. Currently, these pathways are costing $2,000,000/mile to build, which does not include design and permitting costs. Calistoga is still well below the $1,000,000 it could have cost had the city not partnered with NVTA on the Vine Trail Project.
ATTACHMENT(S):
Item #8.2.
RESOLUTION 2023-XXX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALISTOGA, COUNTY OF NAPA,
STATE OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE AND MAKE MINOR MODIFICATIONS TO AMENDMENT NO. 2 TO FUNDING AGREEMENT NO. 842
WITH THE NAPA VALLEY TRANSPORTATION AUTHORITY (NVTA) AND APPROVING A BUDGET ADJUSTMENT IN THE AMOUNT OF $133,000
WHEREAS, in August of 2013, the Napa Valley Transportation Authority (NVTA) and the city adopted the County-Wide Bicycle Plan which included a 47-mile continuous connected bike path known as the Vine Trail (the Trail) from Calistoga to American Canyon with a connection to the Vallejo Ferry Terminal providing an important link to the greater Bay Area; and
WHEREAS, the Calistoga to St Helena Segment is an 8.4-mile Class I Pathway from Fair Way and Lincoln Avenue in Calistoga to Pratt Ave in St. Helena; and WHEREAS, on September 17, 2019, Calistoga City Council Approved Resolution No. 2019-083 that authorized the City of Calistoga to enter into City of Calistoga Agreement No. 842 whereby the City of Calistoga contributed a total of $242,000 over two fiscal years for design/environmental/permitting costs; and
WHEREAS, as part of this Funding Agreement, there is a clause that stated any funding shortfalls the project incurred may require additional funding; and WHEREAS, since 2019, the segment of the Vine Trail between Calistoga and St.
Helena has presented several challenges including but not limited to its alignment, endangered species, overlapping PG&E and California Department of Transportation (Caltrans) projects and associated right-of-way acquisition that have driven up costs; and WHEREAS, the additional cost to the City of Calistoga was $54,050; and WHEREAS, the second major costs were Amendments to RSA’s Professional Engineering Design, Environmental and Construction Documents Services Agreement for the Vine Trail. These Amendments addressed various design changes required for CalFire, PG&E gas line replacement and additional hazardous material testing needed for the project to go out to bid; and
WHEREAS, the additional cost to the City of Calistoga was $25,200; and WHEREAS, on January 17, 2023, Council Approved Amendment No. 1 to Funding Agreement No. 842 and approved a budget adjustment in the amount of $79,250; and WHEREAS, the project has since encountered significant construction issues due to a variety of circumstances. The most significant were the unforeseen utility conflicts with Pacific Gas & Electric’s (PG&E) existing gas line in the northern reaches of the project, a work delay in the southern reaches of the project due to PG&E’s Napa Bundle gas replacement and weather delays associated with an unusually wet winter season; and WHEREAS, as a financial partner participating in the project, NVTA is requesting additional funding in the amount of $133,000 from Calistoga to cover additional costs incurred to ensure construction can be completed; and
ATTACHMENT 1 Item #8.2.
Resolution No. 2023-XXX
WHEREAS, NVTA has submitted a claim to PG&E that has not yet been finalized. If PG&E finds merit in the claim, any reimbursement received will be refunded to Calistoga according to the funding share of 19%; and
WHEREAS, staff recommends Authorizing Amendment No. 2 to Funding Agreement No. 842 with the Napa Valley Transportation Authority; and WHEREAS, staff is requesting a budget adjustment be made with unappropriated general fund monies in the amount of $133,000 to cover the additional anticipated construction costs to the Fairway Path (Vine Trail) Capital Improvement Project, Account No. 01-5521-4915; and
WHEREAS, Calistoga’s total out of pocket cost for this project including the additional funding request of $133,000 is $454,250.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CALISTOGA DOES HEREBY find the following:
1. Authorizes the City Manager to execute and make minor modifications to Amendment No. 2 to Funding Agreement No. 842 with the Napa Valley Transportation Authority.
2. Approves a Budget Adjustment in the amount of $133,000 from unappropriated general fund monies into CIP Account No. 01-5521-4915.
PASSED, APPROVED AND ADOPTED this 15th day of August, 2023. I, YUDIANA GALVAN, INTERIM CITY CLERK OF THE CITY OF CALISTOGA, HEREBY CERTIFY the foregoing resolution was introduced and passed at a regular meeting of the Calistoga City Council by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
_____________________________ __________________________ Yudiana Galvan, Interim City Clerk Donald Williams, Mayor Item #8.2.
NAPA VALLEY TRANSPORTATION AUTHORITY AGREEMENT NO. 19-10 CITY OF CALISTOGA AGREEMENT NO.842
AMENDMENT NO. 2 FUNDING AGREEMENT
THIS AMENDMENT NO. 2 TO NAPA VALLEY TRANSPORTATION AUTHORITY AGREEMENT NO. 19-10 AND CITY OF CALISTOGA AGREEMENT NO. 842 ("Agreement") is made and entered into as of this ____ day of ______________, 2023, by and between the NAPA VALLEY TRANSPORTATION AUTHORITY (hereinafter referred to as "NVTA"), and the City of Calistoga, whose mailing address is 1232 Washington Street, CA 94515 (hereinafter referred to as “CITY”, and collectively referred to herein as the “Parties”);
RECITALS
WHEREAS, on September 17, 2019 the Parties entered into an Agreement whereby the CITY agreed to provide financial support of the construction of the Vine trail Segment from Calistoga to St. Helena (“Project”) upon the meeting of certain conditions precedent; and
WHEREAS, on January 17, 2023, the City of Calistoga Council authorized approving Amendment No. 1 to provide for the transfer of $79,250 and authorize those funds to be used for the completion of the project design and engineering phase to allow the project to go out to bid; and
WHEREAS, the parties desire to amend the Agreement to increase the previous commitment by $133,000 to a total of $454,250 and those funds to be used for unforeseen construction costs associated with utility and winter weather delays to support the completion of the project construction.
NOW, THEREFORE, the NVTA and the CITY agree to amend the Agreement as follows:
ATTACHMENT Item #8.2. 2
TERMS
1. Section 3 of the Agreement is amended to read in full as follows:
3. Payment of Funds. Funding for the Project shall be paid to NVTA as follows:
a. By June 30, 2020, the CITY shall make one (1) a total payment to NVTA for ONE HUNDRED FOUR THOUSAND DOLLARS ($104,000) no later than the execution of the design, engineering and environmental contract agreement. (65%design).
b. By June 30, 2021, the CITY shall make one (1) lump sum payment to NVTA for ONE HUNDRED THIRTY EIGHT THOUSAND DOLLARS ($138,000) after the full execution of the final design, engineering and environmental contract agreement.
c. By June 30, 2023 the CITY shall make (1) lump sum payment to NVTA for FIFTY FOUR THOUSAND AND FIFTY DOLLARS ($54,050) upon the full execution of the Caltrans Cooperative Agreement.
d. By June 30, 2023 the CITY shall make (1) lump sum payment to NVTA for TWENTY FIVE THOUSAND TWO HUNDRED DOLLARS ($25,200) upon completion of the Plans, Specifications and Estimates (PS&E) phase. e. By September 21, 2023 the CITY shall make (1) lump sum payment to NVTA for ONE HUNDRED THIRTY THREE THOUSAND DOLLARS
($133,000) upon NVTA Board action authorizing addition construction contract contingency funding for the project.
e. NVTA will use allocated funding as well as local support to fund the Project. f. Future Funding Shortfall Commitment. CITY understands that the costs to complete the Project are preliminary estimates and recognize that completion of the Project by NVTA may require additional funding. In the event that there are funding shortfalls, CITY agrees to work cooperatively with NVTA and other partners and identify and provide additional funding to reimburse NVTA for any reasonable Project funding shortfalls.
2. Except as set forth above, the terms and condition of the Agreement and prior amendments shall remain in full force and effect as previously approved.
Item #8.2.
IN WITNESS WHEREOF, the duly authorized representatives of the parties to this Agreement have executed it as of the date first above written.
CITY NVTA
By:____________________________ By: ___________________________ LAURA SNIDEMAN, City Manager KATE MILLER, Executive Director ATTEST: ATTEST:
By:____________________________ By:_____________________________ YUDIANA GALVAN, Interim City Clerk LAURA SANDERLIN
Secretary of the Board
APPROVED AS TO FORM: APPROVED AS TO FORM:
By: ____________________________ By: ___________________________ MICHELLE KENYON, City Attorney OSMAN MUFTI, NVTA Counsel Item #8.2.
EXHIBIT A
ST. HELENA
Item #8.2.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Yudiana Galvan, Interim City Clerk
Meeting: City Council - Aug 15 2023
Subject: Designation of Voting Delegates for the League of California Cities Annual Business Meeting
DESCRIPTION:
Consider adopting a Resolution confirming the appointment of Vice Mayor Lopez-Ortega as voting delegate and Councilmember Eisenberg as alternate voting delegate to vote at the League of California Cities Annual Business Meeting to be held on Friday, September 20, 2023.
RECOMMENDATION:
Consider adopting Resolution.
BACKGROUND/SUMMARY:
Each September/October, the League of California Cities hosts its Annual Conference & Expo. An important part of the Annual Conference is the Annual Business Meeting, held during General Assembly, on the last day of the conference. At this meeting, the League membership considers and takes action on resolutions that establish League policy.
In order to vote at the Annual Business Meeting, the City Council must designate, by Resolution, a voting delegate. The Council may designate up to two alternate voting delegates, one of whom may vote in the event that the primary voting delegate is unable to serve in that capacity. Designated Voting Delegates and Alternates must be registered to attend the Annual Conference.
CEQA STATUS:
This item is exempt.
FINANCIAL IMPACT:
Typically, the cost for each delegate to attend the League of California Cities Annual Conference is approximately $1,385 per person ($650 for registration and $735 for travel expenses). Funds for professional development and training are included in the FY 202-23 Budget.
ATTACHMENT(S):
RESOLUTION LEAGUE VOTING DELEGATES
VOTING DELEGATE PACKET
APPROVAL(S):
Item #8.3.
Nitish Sharma Approved - Aug 09 2023
Laura Snideman, City Manager Approved - Aug 09 2023
Yudiana Galvan, Interim City Clerk Approved - Aug 10 2023 Item #8.3.
RESOLUTION NO. 2023-XX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALISTOGA, COUNTY OF NAPA,
STATE OF CALIFORNIA, APPOINTING VICE MAYOR IRAIS LOPEZ-ORTEGA AS VOTING
DELEGATE AND COUNCILMEMBER KEVIN EISENBERG AS ALTERNATE VOTING DELEGATE TO VOTE AT THE 2023 LEAGUE OF CALIFORNIA CITIES ANNUAL
BUSINESS MEETING
WHEREAS, the League of California Cities will hold its Annual Conference and Expo Wednesday, September 20, 2023, through Friday, September 22, 2023; and WHEREAS, an important part of the Annual Conference is the Annual Business Meeting, held during General Assembly on the last day of the conference; and WHEREAS, League membership considers and takes action on resolutions that establish League policy during the Annual Business Meeting; and WHEREAS, the League’s procedures dictate that to vote at the Annual Business Meeting, participating cities must designate a voting delegate through City Council action; and WHEREAS, funds for professional development and training are included in the adopted FY 2023-24 Budget under account 01-4110-4402.
NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF CALISTOGA DOES HEREBY appoint Vice Mayor Lopez-Ortega as the voting delegate and Councilmember Kevin Eisenberg as the alternate delegate for the 2023 Annual Business Meeting.
PASSED, APPROVED AND ADOPTED this 15th day of August 2023. I, YUDIANA GALVAN, INTERIM CITY CLERK OF THE CITY OF CALISTOGA, HEREBY CERTIFY the foregoing resolution was introduced and passed at a regular meeting of the Calistoga City Council by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
____________________________ __________________________ Yudiana Galvan, Interim City Clerk Donald Williams, Mayor Item #8.3.
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org DATE: Wednesday, June 21, 2023
TO: Mayors, Council Members, City Clerks, and City Managers RE: DESIGNATION OF VOTING DELEGATES AND ALTERNATES
League of California Cities Annual Conference and Expo, Sept. 20-22, 2023, Sacramento SAFE Credit Union Convention Center
Every year, the League of California Cities convenes a member-driven General Assembly at the Cal Cities Annual Conference and Expo. The General Assembly is an important opportunity where city officials can directly participate in the development of Cal Cities policy.
Taking place on Sept. 22, the General Assembly is comprised of voting delegates appointed by each member city; every city has one voting delegate. Your appointed voting delegate plays an important role during the General Assembly by representing your city and voting on resolutions.
To cast a vote during the General Assembly, your city must designate a voting delegate and up to two alternate voting delegates, one of whom may vote if the designated voting delegate is unable to serve in that capacity. Voting delegates may either be an elected or appointed official.
Please complete the attached voting delegate form and email it to Cal Cities office no later than Monday, August 28.
New this year, we will host a pre-conference information session for voting delegates to explain their role. Submitting your voting delegate form by the deadline will allow us time to establish voting delegate/alternate records prior to the conference and provide preconference communications with voting delegates.
Please view Cal Cities’ event and meeting policy in advance of the conference.
Action by Council Required. Consistent with Cal Cities bylaws, a city’s voting delegate and up to two alternates must be designated by the city council. When completing the attached Voting Delegate form, please attach either a copy of the council resolution that reflects the council action taken or have your city clerk or mayor sign the form affirming that the names provided are those selected by the city council.
Please note that designating the voting delegate and alternates must be done by city council action and cannot be accomplished by individual action of the mayor or city manager alone.
Council Action Advised by August 28, 2023
Item #8.3.
Conference Registration Required. The voting delegate and alternates must be registered to attend the conference. They need not register for the entire conference; they may register for Friday only. Conference registration is open on the Cal Cities website.
For a city to cast a vote, one voter must be present at the General Assembly and in possession of the voting delegate card and voting tool. Voting delegates and alternates need to pick up their conference badges before signing in and picking up the voting delegate card at the voting delegate desk. This will enable them to receive the special sticker on their name badges that will admit the voting delegate into the voting area during the General Assembly.
Transferring Voting Card to Non-Designated Individuals Not Allowed. The voting delegate card may be transferred freely between the voting delegate and alternates, but only between the voting delegate and alternates. If the voting delegate and alternates find themselves unable to attend the General Assembly, they may not transfer the voting card to another city official.
Seating Protocol during General Assembly. At the General Assembly, individuals with a voting card will sit in a designated area. Admission to the voting area will be limited to the individual in possession of the voting card and with a special sticker on their name badge identifying them as a voting delegate.
The voting delegate desk, located in the conference registration area of the SAFE Credit Union Convention Center in Sacramento, will be open at the following times:
Wednesday, Sept. 20, 8:00 a.m.- 6:00 p.m. and Thursday, Sept. 21, 7:30 a.m.- 4:00 p.m. On Friday, Sept. 22, the voting delegate desk will be open at the General Assembly, starting at 7:30 a.m., but will be closed during roll calls and voting.
The voting procedures that will be used at the conference are attached to this memo.
Please share these procedures and this memo with your council and especially with the individuals that your council designates as your city’s voting delegate and alternates.
Once again, thank you for completing the voting delegate and alternate form and returning it to Cal Cities office by Monday, Aug. 28. If you have questions, please contact Zach Seals at [email protected].
Attachments:
• General Assembly Voting Guidelines
• Voting Delegate/Alternate Form
• Information Sheet: Cal Cities Resolutions and the General Assembly Item #8.3.
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org General Assembly Voting Guidelines
1. One City One Vote. Each member city has a right to cast one vote on matters pertaining to Cal Cities policy.
2. Designating a City Voting Representative. Prior to the Cal Cities Annual Conference and Expo, each city council may designate a voting delegate and up to two alternates; these individuals are identified on the voting delegate form provided to the Cal Cities Credentials Committee.
3. Registering with the Credentials Committee. The voting delegate, or alternates, may pick up the city's voting card at the voting delegate desk in the conference registration area. Voting delegates and alternates must sign in at the voting delegate desk. Here they will receive a special sticker on their name badge and thus be admitted to the voting area at the General Assembly.
4. Signing Initiated Resolution Petitions. Only those individuals who are voting delegates (or alternates), and who have picked up their city’s voting card by providing a signature to the credentials committee at the voting delegate desk, may sign petitions to initiate a resolution.
5. Voting. To cast the city's vote, a city official must have in their possession the city's voting card and voting tool; and be registered with the credentials committee. The voting card may be transferred freely between the voting delegate and alternates but may not be transferred to another city official who is neither a voting delegate nor alternate.
6. Voting Area at General Assembly. At the General Assembly, individuals with a voting card will sit in a designated area. Admission to the voting area will be limited to the individual in possession of the voting card and with a special sticker on their name badge identifying them as a voting delegate.
7. Resolving Disputes. In case of dispute, the credentials committee will determine the validity of signatures on petitioned resolutions and the right of a city official to vote at the General Assembly.
Item #8.3.
CITY: ________________________________________
2023 ANNUAL CONFERENCE
VOTING DELEGATE/ALTERNATE FORM
Please complete this form and return it to Cal Cities office by Monday, August 28, 2023.
Forms not sent by this deadline may be submitted to the Voting Delegate Desk located in the Annual Conference Registration Area. Your city council may designate one voting delegate and up to two alternates.
To vote at the General Assembly, voting delegates and alternates must be designated by your city council. Please attach the council resolution as proof of designation. As an alternative, the Mayor or City Clerk may sign this form, affirming that the designation reflects the action taken by the council.
Please note: Voting delegates and alternates will be seated in a separate area at the General Assembly. Admission to this designated area will be limited to individuals (voting delegates and alternates) who are identified with a special sticker on their conference badge. This sticker can be obtained only at the voting delegate desk.
1. VOTING DELEGATE
Name:
Title:
2. VOTING DELEGATE - ALTERNATE
Name:
Title:
Email: _______________________________
Email: ______________________________
3. VOTING DELEGATE - ALTERNATE
Name:
Title:
Email: _____________________________
ATTACH COUNCIL RESOLUTION DESIGNATING VOTING DELEGATE AND ALTERNATES OR ATTEST: I affirm that the information provided reflects action by the city council to designate the voting delegate and alternate(s).
Name: ____________________________________ Email: _________________________________ Mayor or City Clerk: ________________________ Date: __________ Phone: ________________ (circle one) (signature) Please complete and email this form to [email protected] by Monday, August 28, 2023.
Item #8.3.
Sixty days before the
Annual Conference and
Expo, Cal Cities members
may submit policy
proposals on issues of
importance to cities. The
resolution must have the concurrence
of at least five additional member cities
or individual members.
How it works: Cal Cities
Resolutions and the General Assembly
General Assembly
General Resolutions
Policy Committees
Developing League of California Cities policy is a dynamic process that engages a wide range of members to ensure that we are representing California cities with one voice. These policies directly guide Cal Cities advocacy to promote local decision-making, and lobby against statewide policy that erodes local control.
The resolutions process and General Assembly is one way that city officials can directly participate in the development of Cal Cities policy. If a resolution is approved at the General Assembly, it becomes official Cal Cities policy. Here’s how Resolutions and the General Assembly works.
The petitioned resolution
is an alternate method
to introduce policy
proposals during the
annual conference. The
petition must be signed by
voting delegates from 10% of member
cities, and submitted to the Cal Cities
President at least 24 hours before the
beginning of the General Assembly.
Petitioned Resolutions
The Cal Cities President
assigns general resolutions
to policy committees where
members review, debate,
and recommend positions for
each policy proposal. Recommendations are
forwarded to the Resolutions Committee.
Who’s who
The Resolutions
Committee includes
representatives from
each Cal Cities diversity
caucus, regional
division, municipal
department, policy
committee, as well as
individuals appointed by
the Cal Cities president.
Voting delegates
are appointed by each
member city; every city
has one voting delegate.
The General Assembly
is a meeting of the
collective body of
all voting delegates —
one from every
member city.
Seven Policy
Committees meet
throughout the year to
review and recommend
positions to take on
bills and regulatory
proposals. Policy
committees include
members from each Cal
Cities diversity caucus,
regional division,
municipal department,
as well as individuals
appointed by the Cal
Cities president.
During the General Assembly, voting delegates
debate and consider general and petitioned
resolutions forwarded by the Resolutions Committee.
Potential Cal Cities bylaws amendments are also
considered at this meeting.
Cal Cities policy
development is a
member-informed
process, grounded
in the voices and
experiences of city
officials throughout
the state.
For more information visit www.calcities.org/general-assembly Prior to the Annual Conference and Expo
Resolutions Committee
The Resolutions Committee
considers all resolutions.
General Resolutions approved1
by either a policy committee
or the Resolutions Committee
are next considered by the General
Assembly. General resolutions not approved,
or referred for further study by both a policy
committee and the Resolutions Committee
do not go the General Assembly. All
Petitioned Resolutions are considered by the
General Assembly, unless disqualified.2
• Voting delegates will receive increased communications to prepare them for their role during the General Assembly.
• The General Assembly will take place earlier to allow more time for debate and discussion.
• Improvements to the General Assembly process will make it easier for voting delegates to discuss and debate resolutions.
What’s new in 2023?
During the Annual Conference and Expo
1 The Resolution Committee can amend a general resolution prior to sending it to the General Assembly. 2 Petitioned Resolutions may be disqualified by the Resolutions Committee according to Cal Cities Bylaws Article VI. Sec. 5(f).
Item #8.3.
City of Calistoga
STAFF REPORT
To: Honorable Mayor and City Council
From: Jeff Mitchem, Planning & Building Director
Meeting: City Council - Aug 15 2023
Subject: Loan Extension Request for La Pradera Apartments DESCRIPTION:
Seeking City Council Direction for Loan Extension Request from La Pradera Apartments.
RECOMMENDATION:
Provide direction regarding issuing a Letter of Commitment (Attachment 1) to BRIDGE Housing Corporation (and/or its Limited Partner affiliate) with the intent to extend by future resolution the maturity date of a promissory note (Attachment 2) between the City of Calistoga and Calistoga Brannan Housing Associates (and/or the newly formed Limited Partnership, Hunt Pradera II LP) for up to 57 years from the current maturity date of December 10, 2023, extending the maturity date to December 10, 2093.
BACKGROUND/SUMMARY:
Calistoga Brannan Housing Associates, a California Limited Partnership was formed on November 4, 1992 to develop and operate a 48-unit affordable housing development located in Calistoga, California, which is currently operating under the name of La Pradera Apartments which are located at 38 Brannan St. Calistoga Brannan Housing Associates is currently controlled by its general partner, Calistoga Brannan Housing, Inc., which is a non-profit organization, under the control of the Board of Directors of BRIDGE Housing Corporation and Napa Valley Community Housing.
Also in 1992 the City of Calistoga provided a $250,000 loan due in December of this year. New loan terms are being requested including a new term of 57 years accruing interest at the rate of 3% per annum simple interest on the outstanding principal balance throughout the extension period.
ANALYSIS:
Loan Details & Request
On October 6, 1992 the City of Calistoga, Napa Valley Family Homes and Bridge Housing Corporation (the “Developer”) entered into a Loan Agreement (Attachment 3) for the purpose of constructing an affordable housing development within the City with the following terms: Note the following loan details:
• Principal – $250,000
• Interest – 6.50% adjusting annually to be 50 basis points below the Borrower’s first mortgage interest rate (per the promissory note.)
• Term – 31 years, maturing on December 10, 2023.
• Outstanding Balance – $253,878. Principal through 12/1/2022 - $237,621. Accrued interest as of 12/31/2022 - $8,221. Projected accrued interest as of 1/1/2023-May 1, 2024 - $8,036.
Item #8.4.
• Funding Source – Community Development Block Grant (“CDBG”) loan from the City of Calistoga.
• Rent Restriction – 23 of the 48 units are reserved for Low Income renters who qualify if they earn 80% or less of Area Median Income. Example: a family of 4 earning no more than $106,700 annually would pay maximum monthly rent of $2,668. • Paid to Date – As of 6/30/2023, City has received payments of $301,224.18 in interest and $12,378.82 in principal.
BRIDGE Housing Corporation requests the loan to enable a more comprehensive resyndication and rehabilitation of the property. There exists a unique opportunity for resyndication deals this year due to California Debt Allocation Committee (“CDLAC”) setting aside additional funding for 4% Low Income Housing Tax Credit (“LIHTC”) projects that qualify for “Preservation Projects”. BRIDGE has determined that La Pradera, along with the sister property Hunt’s Grove in St. Helena, would both qualify for this unique set aside. This rehabilitation/resyndication is one of the only avenues that allows BRIDGE Housing Corporation to adequately fund and address the physical needs on the site that cannot be otherwise addressed with existing property reserves or proceeds from a refinancing.
The requested extension is for a new term of 57 years, accruing interest at the rate of 3% per annum simple interest on the outstanding principal balance throughout the extension period. Payments will continue to be made annually to the extent of excess/ distributable cash. With the loan extension, Bridge Housing will also accept an extension of the Regulatory Agreement to run with the land for a term of 57 years, maturing December 10, 2093. Extending the loan terms and regulatory agreement will provide continued affordable housing for current and future residents.
Other Similar Loans
City records show two similar City-financed rental projects in Calistoga. • Palisades Apartments – November 16, 2006. 24 units (8 VLI, 8 LI, 8 MI) workforce housing units at 40 & 42 Brannan Street. City has a loan funded with HOME Funds - $3,197,184 at 3% Interest. Term of 55 Years, set to mature December 31, 2064 • Lakewood Apartments – January 16, 2006. 8 units (VLI) at 1809 Lake Street. City has a loan agreement for up to $80,000 at 3% Interest. Term of 20 years, set to mature January 16, 2027.
Options
Responses to the loan modification request include the following:
1. Seek repayment: This action will ensure that the loan will be paid off upon maturity. A repayment would ensure that the CDBG funds totaling approximately $245,842 (plus projected accrued interest) are available to be re-invested back into the community. The City would be required to submit and receive approval of a CDBG Program Income Reuse Plan with the State of California Department of Housing and Community Development before the funds could be reutilized. If the City were to allow the loan to mature without extension, the Regulatory Agreement would end in November 2024 and the affordability of the units would no longer be regulated by the City. However, other funding sources would likely continue to govern affordability.
2. Negotiate a loan extension of less than 57 years: This action will direct staff to negotiate a loan extension for a term shorter than requested by the Developer. A loan extension shorter than 57 years will provide the opportunity for the CDBG funds are re-invested back in the community sooner than 2093. Under the option of negotiating a term of less than 57 years, the regulatory agreement term should also be considered to preserve the affordability of the Project.
3. Accept the requested loan extension: This action will direct staff to extend the loan term and regulatory agreement for a term of 57 years. This action will preserve the affordability of the Project for an additional 57 years.
Item #8.4.
4. Negotiate deeper affordability. Negotiate for more affordability either by providing more units and/or lower rents while accepting the changes in the terms of loans.
Please know Option 4 is not favored by BRIDGE. The applicant requests to keep the affordability in the current regulatory agreement as-is: “City has required the owner to maintain no less than 49% of the project units as affordable to persons and families of low-income (23 project units restricted pursuant to this regulatory agreement). Low-income household defined as household whose annual income does not exceed eighty percent (80%) of the Area Median Income.” Staff will negotiate with the Applicant based on Council direction and return to Council for final approval.
CEQA STATUS:
This action does not meet the definition of a “project” under the California Environmental Quality Act (CEQA).
FINANCIAL IMPACT:
As of December 31, 2022, the principal balance is $237,62 with $8,221 in accrued interest. The City will need to calculate the projected accrued interest between January 1, 2023 to May 1, 2024 and add that to the existing principal plus accrued interest balance to get the new principal balance. • Under Option 1 the City will receive revenue that will be available to be re-invested back into the community for housing.
• Options 2, 3 and 4 will delay the repayment of the loan; however, extending the loan will result in increased revenue over time from accrued interest and guarantee certain affordability levels.
Note: Staff confirmed that the City has been regularly receiving the annual independent audits and financial statements per the Regulatory Agreement.
ATTACHMENT(S):
ATTCH 1 - Debt Extension Commitment Letter_ Calistoga (2) ATTCH 2 - Promissory Note $250K (City of Calistoga)1992 La Pradera (2) ATTCH 3 - Agreement for Loan of Funds (City of Calistoga to NVFH) 1992 La Pradera APPROVAL(S):
Nitish Sharma Approved - Aug 02 2023
Laura Snideman, City Manager Approved - Aug 07 2023
Yudiana Galvan, Interim City Clerk Approved - Aug 07 2023 Item #8.4.
ATTACHMENT 1
DATE
California Tax Credit Allocation Committee
915 Capitol Mall, Suite 485
Sacramento, CA 95814
Dear TCAC:
This letter is to acknowledge that the City of Calistoga (“Lender”) supports the rehabilitation of La Pradera Apartments in Calistoga. In supporting the rehabilitation, the Lender will modify the project’s loans with City of Calistoga for the single new tax credit partnership, to be controlled by BRIDGE Housing Corporation and Napa Valley Community Housing and its affiliates.
Below, please find a summary of the Lender’s loans and modifications:
Source Current
Principal
Accrued Interest
through
May 1, 2024*
Total Principal
and Interest
Current
Interest
Rate
Proposed Interest Rate Extended
Loan
Maturity
City of
Calistoga
$237,621 $16,257 $253,878 2.50% at
12/31/22
AFR at time of construction
closing (estimated – May 1,
2024)
57 years
*Note: The accrued interest amount is subject to change.
New Committed Loan Amounts and Terms
Type Source Principal
Amount
Accrued
Interest through
Projected
Closing Date
Total
Loan
Amount
Interest
Rate
New
Loan
Term
Loan City of Calistoga $237,621 $16,257 $253,878 AFR at the time of construction closing 57 Years
BRIDGE Housing Corporation and Napa Valley Community Housing intend to sponsor a new Federal Low Income Housing Tax Credit project for the purposes of substantially rehabilitating La Pradera Apartments. Calistoga Brannan Housing Associates, LP has site control for this project. BRIDGE Housing Corporation and Napa Valley Community Housing support the LIHTC application and will participate in the future ownership structure through Hunt Pradera II, LLC which will serve as the General Partner. A new tax credit partnership will also be created and Hunt Pradera II, LLC will serve as General Partner.
The City of Calistoga supports this project and will modify existing regulatory agreement and loans for the new tax credit financing. Modification includes extending the term of its loans and affordability restrictions for a 57-year term and restating the principal and accrued interest rate at the Applicable Federal Rate (AFR) at the date of the closing, of the new financing.
The Lender will also resubordinate its loans to the senior mortgage and senior residual receipts financing. The Lender may also allow additional financing subject to County program requirements.
Finally, the Lender’s regulatory agreements and loans will be assumed by the new ownership entity and the assumption will take place upon the acquisition and prior to the commencement of the rehabilitation of this project. If you have any questions or require additional information, please contact NAME at CONTACT.
Sincerely,
NAME
TITLE
Item #8.4.
P OMISSORY NOTE
•:rnCA941O5
$250,000 Calistoga, California
December
/ , 1992
FOR VALUE RECEIVED, the undersigned, NAPA VALLEY ECUMENICAL
HOUSING FOUNDATION,
a California nonprofit public benefit
corporation, dba Napa Valley Family Homes whose address is 1110 Adams Street, St. Helena, CA 94574, and BRIDGE HOUSING
CORPORATION,
a California nonprofit public benefit corporation,
whose address is 82 Second Street, San Francisco, CA 94105 (collectively the “Makers”) hereby promise to pay to the CITY OF CALISTOGA, whose address is City Hall, 1232 Washington Street,Calistoga, CA 94515, (“Holder”), the principal sum of Two Hundred Fifty Thousand Dollars ($250,000), plus interest, (the “Loan”), pursuant to the Loan Agreement dated as of October 6, 1992, (the “Loan Agreement”) and as set forth below:
1. MAKERS’ OBLIGATION. This Note evidences the obligation of Makers to Holder for the repayment of funds loaned to Makers by Holder to finance the expenses related to the development of the housing project in the City of Calistoga described in the Agreement.
2. AMOUNT AND TIME OF PAYMENT. The principal of the Loan and all accrued interest thereon shall be due and payable pursuant to Section Four (4) of the Agreement.
3. PLACE AND MANNER OF PAYMENT. All amounts due and payable under this Note and the Loan Agreement are payable at the office of Holder as set forth above, or at such other place as Holder may designate to Makers in writing from time to time, in any coin or currency of the United States which on the respective dates of payment thereof shall be legal tender for the payment of public and private debts.
4. APPLICATION OF PAYMENTS. All payments received on
account of this Note shall be first applied to accrued interest and the remainder shall be applied to the reduction of principal.
5. PREPAYMENT OF LOAN. No prepayment penalty will be
charged to Makers for payment of all or any portion of this Note prior to the end of the Loan term described herein.1441 BW.P5012/03/92 a 2:24pm
ATTACHMENT
2 Item #8.4.
6. WAIVERS. The obligations of Maker under this Note
shall be absolute and Maker waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever.
7. DEFAULT AND ACCELERATION. This Note is secured by
a
Deed of Trust. All covenants, conditions and agreementscontained in the Deed of Trust and the Loan Agreement are hereby made
a part of this Note. Makers agrees that the unpaid balance of the then principal amount of this Note, together with all accrued interest thereon and charges owing, shall, at the optionof Holder, become immediately due and payable upon any Event of Default as defined in the Loan Agreement which has not been cured pursuant to that Agreement, including without limitation the failure of Makers to make any payment when due. Upon any Event of Default, Holder may exercise any other right or remedy permitted under the Loan Documents.
8. NONRECOURSE. This Loan is
a nonrecourse obligation of
Makers. The sole recourse of Holder for repayment of the principal and interest shall be the exercise of Holder’s rights against the Property.
9. CONSENTS AND APPROVALS. Any consent or approval of
Holder required under this Note shall not be unreasonably withheld.
10. NOTICES. Except as may be otherwise specifically
provided herein, any approval, notice, direction, consent request or other action by Holder shall be in writing and may be communicated to Makers at the principal offices of Makers set forth above, or at such other place or places as Makers shall designate in writing, from time to time, for the receipt of communications from Holder. All notices to Holder or Maker shall be made in writing and shall be deemed to have been given or made if placed in the United States certified mail, postage prepaid.
11. BINDING UPON SUCCESSORS. All provisions of this Note shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors—in--interest, transferees, and assigns of Makers and Holder; provided, however, that this section does not waive the prohibition in the Loan Agreement on assignment of the Loan by Makers without Holder’s consent.
12. ASSIGNMENT AND ASSUMPTION. Makers shall not assign any of its interests under this Note to any other party, except as specifically permitted under the terms of the Loan Documents, without the prior written consent of Holder. Any unauthorized 144 IBW.P50
12103/92 at 2:24pm
Item #8.4.
assignment shall be void. This Note may not be transferred by Holder.
13. GOVERNING LAW. This Note shall be interpreted under and governed by the laws of the State of California, except for those provisions relating to choice of law and those provisionspreempted by federal law.
14. LOAN AGREEMENT CONTROLS. In the event that any
provisions of this Note and the Loan Agreement conflict, the terms of the Loan Agreement shall control.
15. SEVERABILITY. Every provision of this Note is intended to be severable. If any provision of this Note shall be held invalid, illegal, or unenforceable by
a court of competent
jurisdiction, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired.
16. TIME. Time is of the essence in this Note.17. ATTORNEYS’ FEES AND COSTS. In the event of any Event of Default, or any legal action is commenced to interpret or to enforce the terms of this Note, the prevailing party in any such action shall he entitled to recover all reasonable attorneys’ fees and costs incurred in such action.
18. WAIVER. Any waiver by Holder of any obligation in this Note must be in writing. No waiver shall be implied from any failure of Makers to take, or any delay or failure by Holder to take action on any breach or default by Makers or to pursue any remedy allowed under this Note or applicable law. Any extensionof time granted to Makers to perform any obligation under thisNote shall not operate as a waiver or release from any of its obligations under the Note. Makers hereby waive all defenses and pleas on the grounds of any extensions of the time for repayment of any amounts due under this Note, unless Holder has granted such extensions in writing. Consent by Holder to any act or omission by Makers shall not be construed to be
a consent to any other act or omission or to waive the requirement for Holder’s written consent to future waivers.
19. AMENDMENTS AND MODIFICATIONS. Any amendments or
modifications to this Note must be in writing, and shall be madeonly if executed by both Makers and Holder. 1441 BW.P5012/03/92 at 2:24pm
Item #8.4.
Executed at Calistoga, California on
1992.
/0.
State of CaliforniaCounty of Napa
On Dec. 10,
-992 beforeme,
DATE
personally appeared_
NAPA VALLEY ECUMENICAL HOUSING
FOUNDATION,
a California
nonprofit public benefit
corporation, dba Napa Valley
Family HomesBy: ..-/
j
Its:
4/
V
benef.
‘RATION,
a
ALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
By:
the undersigned
No.51
NAME. TITLE OF OFFICER - E.G., JANE DOE, NOTARY PUBLIC” Rev. John J. Brenkle
NAM(S) OF SIGNER(S)
OPTIONAL SECTION
CAPACITY CLAIMED BY SIGNER
Though statute does Rot require the Notary to
tIl in the data below, doing so may prove
InJuabIe to persons relying on the document.
Q’NDIvIDuAL
LI COt3PORATE OFFICER(S)
OFFICIAL SEAL
Linda McDoniels
OTARY PUELIC . CALIFORNIA
NAPA COUNIY
My Comm. Expires July 31, 1995
j personally known to me - OR - El proved to me on the basis of satisfactory evidence to he the person(s) whose name(s) is/aresubscribed to the within instrument and ac knowledged to me that he/she/they executed
the same in his/her/their authorized
capacity(ies), and that by his/her/theirsignature(s) on the instrument the person(s),or the entity upon behalf of which the .person(s) acted—executI the instrument.
\. TITLE(S)
LI PARTNEf(S) El LIMITED
\ El GENERAL
El ATroRNEY-IN-FACT
El TRUSTEE(S)LI GUARDIAN/CONRVATOR
El OTHER:
\
SIGNER IS REPRESENTI’4G:
NAME OF PERSON(S) OR ENTITY(IES)
\TURE OF
OPTIONAL SECTION
THIS CERTIFICATE lED TO TITLE OR TYPE OF DOCUMENTTHE DOCUMENT DESCRIBED AT RIGHf—
NUUFPAGS DATE OF DOCUMENT
Though the data requested here is not required by law,
it could prevent fraudulent reattachment of this form. SIGNER(S) OTHER THAN NAMED ABOVE-... ----.
- .
©1992 NATIONAL NOTARY ASSOCIATION • 8236 Remmet Ave., P.O. Bo7184.• canoga Park, CA 91309-7 ------------
511992 NATIONAL NOTARY ASSOCIATION • 8236 Remmet Ave., P.O. Rox 7I84 Canoga Park, CA 91309-718 Item #8.4.
Perft)ocUmOflt
I
GR!EKEN? FOR LOAN OP FUNDS BY 1 T CTY OF CALSOGA
O NPA VMLEY FAMLY UO
c
This Agreement for Loan of Funds by the City of Calistoga to Napa Valley Family nones and Bridge Keusing Corporation is made arid entered into as of October 6, 1992, at Calistoga, California, between the City of Calistoga,
a municipal corporation (City), and
Napa Valley Family Homes,
a nonprofit public benefit corporation
(NVFH) and Bridge Housing Corporation,
a California nonprofit
public benefit corporation (Bridge), hereafter referred jointly and separately to as “Borrower.”
1. Recitals
City desires that Borrower construct an affordable
development within the City. City desires to maXe it financially possible for Borrower to construct such
a project. City presently
has on hand sufficient funds arising from the Community Development Block Grant Program to fund this commitment. The parties in this Agreement intend to specify the terms upon which City will make a
secured loan to Borrower of the sum of Two Hundred Fifty Thousand Dollars ($250,000).
2. toan of 7in
City agrees to loan to Borrower the sum of Two Hundred
Fifty Thousand Dollars ($250,000). This lean is Contingent upon the matters set forth in this Agreement. The loan shall be evidenced, in addition to this Agreement, by
a Promissory Note and
Deed of Trust. The provisions of the Note and Deed of Trust shall contain and incorporate all of the provisions of this Agreement, I
ATTACHMENT
3 Item #8.4.
.s A. *. _.,. .,.
together with such additional provisions as are customarily incorporated in Notes and Deeds of Trust for commercial projects and which are required by City.
3. Con ucie for itt_Performance
The City’s obligation to perform upon the terms of this Agreement shall be contingent upon:
a, The City having given all discretionary planning
approvals for the construction of the housing project by Borrower. b. Borrower having provided to City, in
a timely
manner, such documents relating to the project as City shall request, including, but not limited to, analyses prepared by or for the State of California and the Bank of America relating to the financial feasibility of the projects
c. Borrower having provided to City an annual operating statement for
a like—size, low—income housing project which has
operated for at least five (5) years.
4 • Date of Payment and Repayment
Providing that the contingencies set forth in this
Agreement have been satisfied, the City shall release the loan funds to Borrower on or after September 15, 1992, but rio later than 15 working days from receipt of
a written request by Borrower.
Borrower shall thereafter repay the loan as follows: The first payment shall be an amount equal to the interest accrued and will be due at the closing of the permanent loan. Subsequent payments will be due annually at the time that an audit is due to the City, as defined in Section 7(e) of this Agreement until the 2 Item #8.4.
balance of the loan is paid off or 31 years of project operations elapses, whichever shall first occur. If there is no deferred interest, payments shall then be applied toward reduction of the outstanding principal balance. Payments shall be made from the project’s surplus operating cash flow, which is defined as actual gross rents less the costs of operating the project, less replacement and operating reserves required by other financial sources, less debt service on Borrower’s first mortgage. Payment amount shall be paid from and shall not exceed Borrower’s distribution as defined by the State of California’s Rental Housing Construction Program (R!CP) as: the lesser of (a) 8.00% of Borrower’s actual investment to the project or (b) 8.00% of 15.00% of the project’s total development cost as determined by a cost
certification audit. The maximum payment to the City will be the total of allowable distributions, which Borrower anticipates not to exceed $70,000 per annum. If, at the end of the 31st year of project operations, there is deferred interest and/or loan balances still outstanding, these amounts will be due and payable in the form of
a single payment.
The initial loan interest will be 6.50%. Beginning in
the eleventh year of project operations, the interest rate will beadjusted annually to be 50 basis points below the Borrower’s first mortgage interest rate. Project operations begin the day a
certificate of Occupancy is issued by the City of Calistoga. TheBorrower anticipates that the first mortgage interest rate will at no time exceed 12.50% per annum.
3 - Item #8.4.
jij—
d • r I . I I I...,r ‘_.IL.. I_r, II_ • — ‘ d’ _O_I I- • Interest shall be computed annually on the outstanding
loan balance and will begin to accrue beginning on the clay of disbursement of loan funds to the Borrower. Any unpaid interest due shall be deferred until such time that it can be repaid from surplus cash flow as defined above, but will not be added to the loan balances for the purposes of calculating interest due in subsequent years.
5. Misceflaeoiis Mditionai erws_of_P omissory Kote
a. Al). payments shall be paid in currency of the United States of America, which at the time of payment, is lawful for the payment of public and private debts.
b. All payments shall be made payable to the City of
Calistoga and mailed or delivered in person to City Hall, 1232 Washington Street, Calistoga, CA., 94515, or to such other place as the City may from time to time designate.
6. Default
The occurrence of any of the following events shall, at the option of City, make the entire principal balance and accrued interest immediately due and payable without demand, presentment, or notice, in which case all unpaid principal and accrued interest shall bear interest until it is paid at Two Percent (2%) per annum in excess of the rate otherwise applicable to the unpaid principal balance hereunder.
a. Default in the payment of any principal or interest
when due.
b. Failure by the undersigred to comply with any term
-. 4
Item #8.4.
J1. • ;rii r’.wi . tL_ -,_s-_ r •
of the agreement(s).
c. The appointment of any receiver or trustee of all
or
a substantial portion of the assets of the undersigned or any guarantor of the indebtedness evidenced by this Note.
d. The undersigned or any guarantor of the indebtedness evidence by this Note shall suffer
a materially adverse change of
financial condition, become insolvent, or unable to pay debts as they mature, make
a general assignment for the benefit of
creditors, die, voluntarily file for relief for any bankruptcy or similar law, or terminate its business.
e. Any involuntary petition for bankruptcy shall be
filed against the undersigned or any guarantor of the indebtedness evidenced by this note.
f. Any involuntary lien of any kind or character shall
attach to, or any levies of attachment, executions, tax assessments or similar processes, shall be issued against any assets or property of the undersigned or any guarantor of the indebtedness evidenced by this note.
g. Any financial statements, profit and loss statements or other information or showings furnished by the undersigned or any guarantor of the indebtedness evidenced by this Note to City prove false or incorrect in any material respect.
h. Any guarantor of the indebtedness evidenced by this
Note revokes its guaranty.
Should the City determine that Borrower is in
default in accordance with any of the above criteria, it shall so 5 Item #8.4.
• 1-i3—1992 Ø2:21M FROM CITY OF CLLTUA ORLIF. 1L44
notify, within 30 days of such
a determination, Borrower, other
lenders and investors which have recorded, or notified the City of, an interest in the property. Borrower, other lenders, or investors may have the opportunity to cure the default within 30 days.
Should the default still exist at the end of the 30 days cure— period and Borrower or other entitled entity has made no significant progress in curing the default, the City may take remediary action as described in this agreement. If significant progress has been made toward curing the default, the City will not unreasonably withhold approval of extension of the cure-period as necessary.
7. MiscQ1pnqQis pryjsions
a. In the event of litigation arising from the
enforcement of or
a default of the promisor, the non—prevailing
party promises to pay all reasonable costs and expenses, including reasonably attorney’s fees, incurred by the prevailing party in such litigation.
b. The Promissory Note and this Agreement may be
amended only by an agreement in writing, signed by both parties. c. This Agreement shall be governed and construed in
accordance with the laws of the State of California.
d. The times for the performance of any obligation
under this Agreement shall be strictly construed, time being of the essence.
e. Until the loan is retired, an audit report will be
prepared by an independent auditor and delivered to the City within 6 Item #8.4.
ie—13—1992 221PM FROM CITY OF CLISTCG CALIF. TO 1-14954996 P.e One Hundred Twenty (120) days after each fiscal year.
f.
A report ‘will be provided to the City annually on
the project’s occupancy level.
g. The attorney’s fees required to protect the City’s
seci.irity interest will be deducted from the loan.
h. The required Promissory Note and Deed of Trust will
be prepared and recorded within ninety (90) days of the date ofthis Agreement. i. Prior to disbursement of the loan proceeds, the City shall receive an annual operating statement for
a like—size, low—
income housing project which has operated for at least five (5) years.
j. Assignment of Agreement. The City acknowledges that
Borrower will enter into
a partnership for the purposes of
developing and obtaining necessary additional financing for the project. The City will not unreasonably withhold approval of Borrower’s request to assign this Agreement and any related Promissory Note and/or Deed of Trust to the Partnership. k. The City will subordinate this Agreement and related Promissory Note and Deed of Trust to any financing necessary todevelop the project, including, but not limited to: i) construction 7 Item #8.4.
1osn(s, LI) prod.v.1.piient 2rO1fl, iii) gap loan iv) p.Zafl.flt m oiiao2sa zi 3UID TO Ii
ATTEST TO: CITY OF 9L5?O(Th In
By:
By:
PATT OSBORNE, City Clerk NAPA VALLEY ECUMENICAL, INC.
D.B.A.
NIPA VALLEY FAMILY HOMES (NV7R)
By:TitlQ:
BRXDG ast Co oaxow
By: \L)
Title: _./
\
APPROVED AS TO FORM:
alcolm A. Mac’ken
City AttQrney
S
Item #8.4.