Agenda packet — Concord City Council, April 23, 2024 (part 4 of 5)

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amendments providing for additional compensation to CONSULTANT not to exceed Fifty Thousand Dollars ($50,000) during the fiscal year, including the base contract amount, throughout the term of this Agreement. Any additional compensation to CONSULTANT that is Fifty Thousand Dollars ($50,000) or more for the fiscal year, including the base contract amount, must be approved by City Council.

Consultant’s failure to secure CITY’s written authorization for additional compensation or changes to the Scope of Work shall constitute a waiver of any and all right to adjustment in the price or time due, whether by way of compensation, restitution, quantum meruit, or similar relief.

6. INDEPENDENT CONTRACTOR. Both parties understand and acknowledge that CONSULTANT, its agents, employers and subcontractors are and shall at all times remain as to the CITY wholly independent contractors. Neither the CITY nor any of its officers or employees shall have any control over the manner by which the CONSULTANT performs this Agreement and shall only dictate the results of the performance. CONSULTANT shall not represent that CONSULTANT or its agents, employees or subcontractors are agents or employees of the CITY, and CONSULTANT shall have no authority, express or implied, to act on behalf of the CITY in any capacity whatsoever as an agent, and shall have no authority, express or implied, to bind the CITY to any obligation whatsoever, unless otherwise provided in this Agreement.

As an independent contractor, CONSULTANT shall not be eligible for any benefits, which the City may provide to its employees and all persons, if any, hired by CONSULTANT shall be employees or subcontractors of CONSULTANT and shall not be construed as employees or agents of the CITY in any respect. CONSULTANT shall receive no premium or enhanced pay for work normally understood as overtime, i.e., hours that exceed forty (40) hours per work week, or work performed during non- standard business hours, such as in the evenings or on weekends. CONSULTANT shall not receive a premium or enhanced pay for work performed on a recognized holiday. CONSULTANT shall not receive paid time off for days not worked, whether it be in the form of sick leave, administrative leave, or for any other form of absence. CONSULTANT shall pay all taxes, assessments and premiums under the federal Social Security Act, any applicable unemployment insurance contributions, Workers Compensation insurance premiums, sales taxes, use taxes, personal property taxes, or other taxes or

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assessments now or hereafter in effect and payable by reason of or in connection with the services to be performed by CONSULTANT.

7. STANDARD OF PERFORMANCE. CONSULTANT represents and warrants to CITY that CONSULTANT is skilled and able to provide such services described in the Scope of Work and that such services shall be performed in an expeditious manner, and with the degree of skill and care that is required by current, good, and sound procedures and practices. CONSULTANT further agrees that the services shall be in conformance with generally accepted professional standards prevailing at the time work is performed.

8. PERFORMANCE BY CONSULTANT. CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

Notwithstanding the foregoing, CITY shall not be obligated or liable for payment hereunder to any party other than the CONSULTANT. CONSULTANT hereby designates the CONSULTANT’S representative as the person primarily responsible for the day-to-day performance of CONSULTANT'S work under this Agreement. CONSULTANT shall not change the CONSULTANT’S representative without the prior written consent of the CITY. Unless otherwise expressly agreed by the CITY, CONSULTANT'S representative shall remain responsible for the quality and timeliness of performance of the services, notwithstanding any permitted or approved delegation hereunder.

9. OWNERSHIP AND MAINTENANCE OF DOCUMENTS. All documents furnished by CONSULTANT pursuant to this Agreement are instruments of CONSULTANT’s services in respect to this project. They are not intended nor are represented to be suitable for reuse by others except CITY on extensions of this project or on any other project. Any reuse without specific written verification and adoption by CONSULTANT for the specific purposes intended will be at user’s sole risk and without liability or legal exposure and expenses to CONSULTANT, including attorney’s fees arising out of such unauthorized reuse.

CONSULTANT’s records, documents, calculations, and all other instruments of service pertaining to actual project shall be given to CITY at the completion of the project. The CITY reserves the right to specify the file format that electronic document deliverables are presented to the CITY.

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Title to all plans, specifications, maps, estimates, reports, manuscripts, drawings, descriptions and other final work products compiled by the CONSULTANT under the Agreement shall be vested in the CITY, none of which shall be used in any manner whatsoever, by any person, firm, corporation, or agency without the expressed written consent of the CITY. Basic survey notes and sketches, charts, computations, and other data prepared or obtained under the Agreement shall be made available, upon request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above-described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

10. INDEMNIFICATION.
a. For Design Professional Services Only. Pursuant to California Civil Code Section 2782.8, CONSULTANT agrees to indemnify the CITY (including its officers, agents, employees and volunteers) against liability for claims against the CITY that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT in the performance of this Agreement. The CONSULTANT will reimburse the CITY for any expenditures, including reasonable attorney fees, incurred by the CITY in defending against claims ultimately determined to arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT.
b. For All Other Services. CONSULTANT agrees to defend, indemnify and hold harmless the CITY (including its officers, officials, employees, agents and volunteers) from and against any and all claims, demands, actions, losses, damages, injuries, and liability (including all attorney's fees and other litigation expenses) arising out of the CONSULTANT’s performance under the terms of this Agreement. This indemnification obligation on CONSULTANT’S part shall not apply to demands, actions, losses, damages, injuries, and liability arising out of sole negligence or willful misconduct on the part of CITY.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

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A. Commercial General Liability Coverage. CONSULTANT shall maintain commercial general liability insurance with limits of no less than One Million Dollars ($1,000,000) combined single limit per occurrence or Two Million Dollars ($2,000,000) aggregate limit for bodily injury, personal injury, and property damage.

B. Automobile Liability Coverage. CONSULTANT shall maintain automobile liability insurance covering all vehicles used in the performance of this Agreement providing a One Million Dollar ($1,000,000) combined single limit per occurrence for bodily injury, personal injury, and property damage.

C. Professional Liability Coverage (Errors and Omissions). CONSULTANT shall maintain professional liability insurance with coverage for all negligent errors, acts or omissions committed by CONSULTANT, its agents and employees in the performance of this Agreement. The amount of this insurance shall be not less than One Million Dollars ($1,000,000) on a claims made annual aggregate basis or a combined single limit per occurrence basis.

D. Compliance with State Workers' Compensation Requirements.

CONSULTANT covenants that it will insure itself against liability for Workers' Compensation pursuant to the provisions of California Labor Code §3700, et seq. CONSULTANT shall, at all times, upon demand of the City, furnish proof that Workers' Compensation Insurance is being maintained by it in force and effect in accordance with the California Labor Code. The insurer shall also agree to waive all rights of subrogation against the CITY, its officers, officials, employees and volunteers for losses arising from work performed by CONSULTANT for CITY. This provision shall not apply upon written verification by CONSULTANT that CONSULTANT has no employees.

E. Other Insurance Provisions. The policies are to contain, or be endorsed to contain the following provisions:
(1) Additional Insured. CITY, its officers, agents, employees, and volunteers are to be covered as an additional insured as respects: Liability arising out of activities performed by or on behalf of CONSULTANT and operations of CONSULTANT, premises owned, occupied, or used by CONSULTANT. The coverage shall contain no special limitations on the scope

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or protection afforded to CITY, its officers, officials, employees, or volunteers.

Except for worker's compensation and professional liability insurance, the policies mentioned in this subsection shall name CITY as an additional insured and provide for notice of cancellation to CITY. CONSULTANT shall also provide timely and prompt notice to CITY if CONSULTANT receives any notice of cancellation or nonrenewal from its insurer. (2) Primary Coverage. CONSULTANT'S insurance coverage shall be primary insurance with respect to CITY, its officers, officials, employees, and volunteers. Any insurance, risk pooling arrangement, or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be in excess of CONSULTANT'S insurance and shall not contribute with it.
(3) Reporting Provisions. Any failure to comply with the reporting provisions of the policy shall not affect the coverage provided to the CITY, its officers, officials, employees, or volunteers.
(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The aforementioned policies shall be issued by an insurance carrier having a rating of Best A-7 or better which is satisfactory to the City Attorney and shall be delivered to CITY at the time of the execution of this Agreement or before work commences. Such policies and certificates shall be in a form approved by the City Attorney. CITY reserves the right to require complete certified copies of all required insurance policies at any time.

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performed and reimbursable expenses incurred prior to the suspension date. During the period of suspension, CONSULTANT shall not receive any payment for services, or expenses, except for reasonable administration expenses, incurred by CONSULTANT by reason of such suspension.

14. TERMINATION. CITY may terminate this Agreement for any reason upon ten (10) days written notice to the other party. CITY may terminate the Agreement upon five (5) days written notice if CONSULTANT breaches this Agreement. In the event of any termination, CONSULTANT shall promptly deliver to the CITY any and all finished and unfinished reports or other written, recorded, photographic, or visual materials, documents, data, and other deliverables (“Work Materials”) prepared for the CITY prior to the effective date of such termination, all of which shall become CITY’s sole property. After receipt of the Work Materials, CITY will pay CONSULTANT for the services performed as of the effective date of the termination.

15. COMPLIANCE WITH CIVIL RIGHTS. During the performance of this contract, CONSULTANT agrees as follows:

A. Equal Employment Opportunity. In connection with the execution of this Agreement, CONSULTANT shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. Such actions shall include, but not be limited to, the following: employment, promotion, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and selection for training including apprenticeship.

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

C. Solicitations for Subcontractors including Procurement of Materials and Equipment. In all solicitation, either by competitive bidding or negotiations, made by CONSULTANT for work to be performed under a subcontract including procurement of materials or leases of equipment, each potential subcontractor, supplier or lessor shall be notified by CONSULTANT of CONSULTANT’S obligation under this Agreement and the regulations relative to nondiscrimination on the grounds of race, religion, color, sex, or national origin.

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16. CONFLICT OF INTEREST.

A. CONSULTANT covenants and represents that neither it, nor any officer or principal of its firm, has, or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of CITY or which would in any way hinder CONSULTANT’s performance of services under this Agreement. CONSULTANT further covenants that in the performance of the Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the CITY. CONSULTANT agrees to at all times avoid conflicts of interest, or the appearance of any conflicts of interest, with the interests of the CITY in the performance of this Agreement.

B. CONSULTANT is not a designated employee within the meaning of the Political Reform Act because CONSULTANT:
(1) Will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation or counsel independent of the control and direction of the CITY or of any CITY official, other than normal contract monitoring; and (2) Possesses no authority with respect to any CITY decision beyond the rendition of information, advice, recommendation or counsel. (2 Cal. Code Regs. § 18700(a)(2).)

17. COMPLIANCE WITH LAWS. CONSULTANT shall comply with all applicable Federal, State of California, and local laws, rules, and regulations and shall obtain all applicable licenses, including a business license with the City of Concord, and permits for the conduct of its business and the performance of the services.

18. CHOICE OF LAW. This Agreement shall be construed and interpreted in accordance with the laws of the State of California, excluding any choice of law rules which may direct the application of the laws of another jurisdiction. In the event that suit shall be brought by either party hereunder, the parties agree that trial of such action shall be held exclusively in a state court in the County of Contra Costa, California.

19. NON-WAIVER. The waiver by either party of any breach of any term, covenant, or condition contained in the Agreement, or any default in their performance of any obligations under the

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Agreement shall not be deemed to be a waiver of any other breach or default of the same or any other term, covenant, condition, or obligation, nor shall any waiver of any incident of breach of default constitute a continuing waiver of same.

20. ENFORCEABILITY; INTERPRETATION. In the event that any of the provisions or portions of application of any of the provisions of the Agreement are held to be illegal or invalid by a court of competent jurisdiction, CITY and CONSULTANT shall negotiate an equitable adjustment in the provisions of the Agreement with a view toward affecting the purpose of the Agreement. The illegality or invalidity of any of the provisions or portions of application of any of the provisions of the Agreement shall not affect the legality or enforceability of the remaining provisions or portions of application of any of the provisions of the Agreement. This Agreement shall be interpreted as though it was a product of a joint drafting effort and no provisions shall be interpreted against a party on the ground that said party was solely or primarily responsible for drafting the language to be interpreted.

21. INTEGRATION. All exhibits identified in this Agreement are attached hereto and incorporated herein by reference. The Agreement contains the entire agreement and understanding between the parties as to the subject matter of this Agreement. It merges and supersedes all prior or contemporaneous agreements, commitments, representation, writings, and discussions between CONSULTANT and CITY, whether oral or written.

22. SUCCESSORS AND ASSIGNS: NO THIRD PARTY BENEFICIARIES; NO JOINT VENTURE. CITY and CONSULTANT respectively, bind themselves, their successors, assigns, and legal representatives to the terms and obligations of this Agreement. CONSULTANT shall not assign or transfer any interest in the Agreement without the CITY's prior written consent, which consent shall be in the CITY’s sole discretion. Any attempted assignment or transfer in breach of this provision shall be void. This Agreement is not intended and shall not be construed to create any third party benefit. This Agreement is not intended and shall not be construed to create a joint venture or partnership between the parties. CONSULTANT, its officers, employees and agents shall not have any power to bind or commit the CITY to any decision.

23. FINANCIAL RECORDS. Records of CONSULTANT’s direct labor costs, payroll

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costs, and reimbursable expenses pertaining to this project covered by this Agreement will be kept on a generally recognized accounting basis and made available to CITY if and when required.

24. NOTICES. All notices required hereunder shall be in writing and mailed postage prepaid by certified or registered mail, return receipt requested, or by personal delivery to the CITY's address as shown below, or such other places as CITY or CONSULTANT may, from time to time, respectively, designate in a written notice given to the other. Notice shall be deemed received three (3) days after the date of the mailing thereof or upon personal delivery.

To CITY: Guy Bjerke, Director
Economic Development & Base Reuse
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
Phone: (925) 671-3076
To CONSULTANT: Christie Beeman, P.E.

Director
Environmental Science Associates
550 Kearney Street, Suite 800
San Francisco, CA 94108
Phone: (415) 896-5900

25. NON-LIABILITY. No member of the CITY and no other officer, employee or agent of the CITY shall be personally liable to CONSULTANT or otherwise in the event of any default or breach of the CITY, or for any amount which may become due to CONSULTANT or any successor in interest, or for any obligations directly or indirectly incurred under the terms of this Agreement.

26. EXECUTION . Each individual or entity executing this Agreement on behalf of Applicant represents and warrants that he or she or it is duly authorized to execute and deliver this Agreement on behalf of Applicant and that such execution is binding upon Applicant.

This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy hereof shall have been signed by both parties hereto. In approving this Agreement, it shall not be necessary to produce or account for more than one such counterpart.

IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

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CONSULTANT CITY OF CONCORD, a Municipal
Corporation
By:_________________________________ By:______________________________ Name: Christie Beeman, PE Name: Guy S. Bjerke
Title: Director Title: Director, Local Reuse Authority
Company: Environmental Science Associates Company: City of Concord Address: 550 Kearny Street, Suite 800 Address: 1950 Parkside Drive San Francisco, CA 94108 Concord, CA 94519
Telephone: (415) 896-5900 Telephone: (925) 671-3150
APPROVED AS TO FORM: ATTEST:

City Attorney City Clerk
FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2024

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023/2024 AND 2024/2025 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $103,819. Account Code 4029500C999-63800/4022721211-63800 Finance Director's Signature

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AGREEMENT FOR LEGAL PROFESSIONAL SERVICES
THIS AGREEMENT is entered into on April 1, 2024 (“EFFECTIVE DATE”) by and between the City of Concord ("CITY"), and Garrity and Knisely, PLLC, a Massachusetts domestic professional limited liability company, 30 Howard Street, Unit 30-3, Somerville, Massachusetts 02144 ("CONSULTANT").

WHEREAS, CITY requires the assistance of outside legal counsel to perform legal advisory and litigation services for CITY.

WHEREAS, CITY desires to contract with CONSULTANT and CONSULTANT desires to contract with the CITY for provision of such specialized legal expertise and services as further described herein, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements subject to the terms and conditions set forth herein, the parties agree as follows:

1. Scope of Work.

A. CONSULTANT shall assist and represent the CITY in all matters, including but not limited to, the following:

1. Review of easement and/or access rights related to natural resource permitting requirements, including the Reciprocal Access Agreement.

2. Advice regarding remediation issue impacts on Project EDC and Resource Permitting.

3. Support City in negotiations with the Navy on the EDC MOA and provide advice on any related matters as directed by LRA from time to time.

B. CONSULTANT shall obtain prior CITY approval for the retention of any subconsultants and/or expert witnesses.

2. Term. The term of this Agreement shall be from the EFFECTIVE DATE, set forth above until March 31, 2025 or unless otherwise terminated by either party in accordance with the terms of this Agreement, subject to available funds.

3. Consideration. As full consideration for the work to be performed by CONSULTANT, CITY shall pay CONSULTANT based upon the hourly rates for its attorney(s) assigned to assist CITY Attachment 5

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28 to be paid upon submission and approval of invoices. The hourly rates are as follows:

David Knisely, Partner - $300 per hour
CONSULTANT shall bill time monthly on a straight hourly basis. CONSULTANT charges clients for actual costs for travel and other extraordinary expenses such as courier services and express mail, but does not separately charge for long-distance telephone calls, copying, postage, etc., adding instead for these itemized charges a four percent (4%) administrative charge to the monthly billing.

For each matter or case for which CONSULTANT provides services during the period covered in each monthly billing, invoices shall include a separate cover letter identifying the total amount billed for each matter or case. As these cover letters will be subject to disclosure through the California Public Records Act (California Government Code §§ 6250, et seq.), CONSULTANT shall ensure that the case or matter descriptions used therein do not reflect CONSULTANT impressions, conclusions, opinions, or legal research or strategy.

The total amount paid to CONSULTANT pursuant to this Agreement shall not exceed One Hundred Seventy Two Thousand Five Hundred Dollars ($172,500) through March 31, 2025, without CITY’s express written authorization. If requested by CITY, the “not to exceed” amount described in this Paragraph 3 may be increased upon execution of an amendment setting forth the new “not to exceed” amount, all in accordance with Paragraph 14 of this Agreement.

4. Records. CONSULTANT shall maintain accounting records and other evidence pertaining to the cost incurred and shall make the records available to authorized representatives of CITY or other governmental agency or district authorized by CITY to inspect such records. These records shall be available at all reasonable times during the Agreement period and for four (4) years from the date of final payment for work performed hereunder.

5. Key Personnel. All of the services required hereunder shall be performed by CONSULTANT or under his/her/its supervision, and all personnel engaged in the work shall be fully qualified to perform such services. Any change in the key personnel shall be subject to the written approval of CITY. The following are the key personnel for the subject of this Agreement:

David Knisely, Esq.

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28 6. CITY-Authorized Representative. An authorized representative shall represent CITY in all matters pertaining to the services rendered by CONSULTANT under this Agreement. All documents and requests for information shall be submitted through this representative and CITY will cooperate with CONSULTANT in all matters relating to this Agreement in such manner as will result in the performance of such work without delay. The CITY-authorized representative is the City Attorney.

7. Termination.

A. Either party may terminate this Agreement at any time, without cause, upon seven (7) days notice of discontinuance and termination of said Agreement given in writing. Such notice shall be sufficient and complete when same is deposited in the United States mail, first class postage prepaid, to the address shown in the paragraph herein concerning notice.

B. CITY may at any time, at its discretion, abandon or suspend any portion of work to be done under the terms of this Agreement.

C. In the event of CITY's abandonment or suspension of CONSULTANT's work under this Agreement, or in the event of the termination of this Agreement, CONSULTANT shall stop work at the stage directed by CITY and shall deliver to CITY all reports, pleadings, discovery, and file materials relating to the work described in Paragraph 1 above. At the discretion of CITY, CONSULTANT shall also cancel all orders for goods or services connected with this Agreement which have not been delivered or received,

8. Equal Opportunity Assurance. During the performance of this Agreement, CONSULTANT agrees as follows:

A. CONSULTANT will not discriminate against any employee or applicant for employment because of race, sex, creed, physical handicap, color, sexual orientation, or national origin.

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28 compensation; and selection for training, including apprenticeship. CONSULTANT agrees to post, in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

B. In the event of CONSULTANT's noncompliance with the nondiscrimination clause of this Agreement, this Agreement may be canceled, terminated, or suspended in whole or in part.

9. Insurance. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

A. Commercial General Liability Coverage. CONSULTANT shall maintain commercial general liability insurance with limits of no less than One Million Dollars ($1,000,000) combined single limit per occurrence or Two Million Dollars ($2,000,000) aggregate limit for bodily injury, personal injury, and property damage.

D. Compliance with State Workers' Compensation Requirements.

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28 written verification by CONSULTANT that CONSULTANT has no employees.

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28 10. Indemnification. CONSULTANT shall indemnify, defend, and hold harmless CITY against and from any and all claims or suits for damages or injury arising from CONSULTANT's negligence, errors or omissions in the performance of this Agreement, and shall further indemnify, defend, and hold harmless CITY against and from any and all claims or suits arising from any breach or default of any performance of any obligation of CONSULTANT hereunder, and against and from all costs, attorney's fees, expenses, and liabilities related to any claim or any action or proceeding brought within the scope of this indemnification.

11. Independent Contractor. CONSULTANT is an independent contractor retained by CITY to perform the work described herein. All personnel employed by CONSULTANT, including subcontractors and personnel of said subcontractors approved by CITY, are not and shall not be deemed to be employees of CITY. CONSULTANT and approved subcontractors shall comply with all State and Federal laws pertaining to employment and compensation of their employees or agents, including the provision of Workers' Compensation. CITY shall not, under any circumstances, be liable to CONSULTANT or any person or persons acting for him/her/it for any death, injury, or property destruction or damage received or claimed relating to or stemming from the activities undertaken pursuant to this Agreement.

12. Notice. All notices required herein shall be sent via First Class U.S. Mail with postage prepaid thereon to the parties as follows:

To CITY: Susanne Meyer Brown, Esq.

City Attorney
City of Concord
1950 Parkside Drive MS/08
Concord, CA 94519
To CONSULTANT: David Knisely, Esq.

Garrity and Knisely, PLLC
30 Howard Street, Unit 30-3
Somerville, MA 02144
Notices shall be deemed effectively served upon deposit in the United States Mail.

13. Assignment. CITY is entering into this Agreement in consideration of the rendition of the services required herein by CONSULTANT. CONSULTANT shall not assign any of the duties,

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28 responsibilities, or obligations of this Agreement to any other firm, company, entity, or individual, except with the express written consent of CITY. Nothing set forth in this paragraph shall preclude CONSULTANT from assigning any of the monies due and owing to him/her/it from CITY.

14. Amendment. This Agreement may be amended, modified, or changed by the parties provided that said amendment, modification, or change is in writing and approved by both parties.

15. Entire Agreement. This Agreement contains the entire agreement between the parties hereto. No promise, representation, warranty, or covenant not included in the Agreement has been or is relied upon by any party hereto.

IN WITNESS WHEREOF, the parties have executed this Agreement the day and year written above.

CONSULTANT:

By: ____________________________________________
David Knisely, Esq.

CITY OF CONCORD:

By:___________________________________________
Susanne Meyer Brown, City Attorney

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AGREEMENT FOR PROFESSIONAL SERVICES
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THIS AGREEMENT ("Agreement") is entered into on April 1, 2024 between the City of Concord ("CITY") and HR&A Advisors, Inc., 700 S. Flower Street, Suite 2995, Los Angeles, CA 90017, (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings and intentions:

The CITY desires to contract with CONSULTANT to provide the professional services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TERM. This Agreement shall commence on April 1, 2024 and expire on March 31, 2025.

2. SCOPE OF SERVICES. Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall provide specialized expertise in the following:

1. Economic Development Conveyance Negotiations, between the City, BCUS, LLC and the U. S.

Navy to draft the Economic Development Conveyance Memorandum of Understanding.

2. Advice on any related financial matters as directed by LRA from time to time.

CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement.

3. PAYMENT. CONSULTANT shall be compensated, not to exceed Fifty-five Thousand Dollars, Two Hundred Dollars ($55,200) for basic services rendered, as described in Section 2, in accordance with the terms and conditions included therein. Any Amendment to this Agreement that includes an increase to this compensation amount shall be made in accordance with Section 5 below. Hourly rates are as follows:
 Paul Silvern, Vice President $460
CONSULTANT shall submit monthly statements for services rendered; all statements shall include adequate documentation demonstrating work performed during the billing period. It is intended Attachment 6

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that CITY review such statement and pay CONSULTANT for services rendered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

4. AUTHORIZED REPRESENTATIVES. Authorized representatives shall represent CITY and CONSULTANT in all matters pertaining to the services to be ordered by CITY or rendered by CONSULTANT under this Agreement except where approval for the CITY is specifically required by the City Council. The CITY’s authorized representative is Guy Bjerke, Director of Economic Development & Base Reuse. The CONSULTANT’s authorized representative is Paul J. Silvern.

5. AMENDMENT TO AGREEMENT. This Agreement may be amended in writing, subject to approval by both parties. If additional services are requested by CITY other than as described in the above Scope of Services, this Agreement may be amended, modified, or changed by the parties subject to mutual consent and in accordance with the CITY’s Municipal Code by execution of an Amendment by authorized representatives of both parties setting forth the additional scope of services to be performed, the performance time schedule, and the compensation for such services.

A. Amendment for Additional Compensation. CITY’s Authorized Representative is authorized to execute amendments to the Agreement on behalf of CITY, including amendments providing for additional compensation to CONSULTANT not to exceed Fifty Thousand Dollars ($50,000) during the fiscal year, including the base contract amount, throughout the term of this Agreement. Any additional compensation to CONSULTANT that is Fifty Thousand Dollars ($50,000) or more for the fiscal year, including the base contract amount, must be approved by City Council.

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any control over the manner by which the CONSULTANT performs this Agreement and shall only dictate the results of the performance. CONSULTANT shall not represent that CONSULTANT or its agents, employees or subcontractors are agents or employees of the CITY, and CONSULTANT shall have no authority, express or implied, to act on behalf of the CITY in any capacity whatsoever as an agent, and shall have no authority, express or implied, to bind the CITY to any obligation whatsoever, unless otherwise provided in this Agreement.

8. PERFORMANCE BY CONSULTANT. CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

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Notwithstanding the foregoing, CITY shall not be obligated or liable for payment hereunder to any party other than the CONSULTANT. CONSULTANT hereby designates the CONSULTANT’S representative as the person primarily responsible for the day-to-day performance of CONSULTANT'S work under this Agreement. CONSULTANT shall not change the CONSULTANT’S representative without the prior written consent of the CITY. Unless otherwise expressly agreed by the CITY, CONSULTANT'S representative shall remain responsible for the quality and timeliness of performance of the services, notwithstanding any permitted or approved delegation hereunder.

Title to all plans, specifications, maps, estimates, reports, manuscripts, drawings, descriptions and other final work products compiled by the CONSULTANT under the Agreement shall be vested in the CITY, none of which shall be used in any manner whatsoever, by any person, firm, corporation, or agency without the expressed written consent of the CITY. Basic survey notes and sketches, charts, computations, and other data prepared or obtained under the Agreement shall be made available, upon request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above-described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

10. INDEMNIFICATION. CONSULTANT agrees to defend, indemnify and hold

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harmless the CITY, its officers, officials, employees, agents and volunteers from and against any and all claims, demands, actions, losses, damages, injuries, and liability (including all attorney's fees and other litigation expenses) arising out of the CONSULTANT’s performance under the terms of this Agreement. This indemnification obligation on CONSULTANT’S part shall not apply to demands, actions, losses, damages, injuries, and liability arising out of sole negligence or willful misconduct on the part of CITY.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

B. Automobile Liability Coverage. CONSULTANT shall maintain automobile liability insurance covering all vehicles used in the performance of this Agreement providing a One Million Dollars ($1,000,000) combined single limit per occurrence for bodily injury, personal injury, and property damage.

D. Compliance with State Workers' Compensation Requirements.

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losses arising from work performed by CONSULTANT for CITY. This provision shall not apply upon written verification by CONSULTANT that CONSULTANT has no employees.

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policies and certificates shall be in a form approved by the City Attorney. CITY reserves the right to require complete certified copies of all required insurance policies at any time.

13. SUSPENSION OF WORK. CITY may, at any time, by ten (10) days’ written notice, suspend further performance by CONSULTANT. All suspensions shall extend the time schedule for performance in a mutually satisfactory manner, and CONSULTANT shall be paid for services performed and reimbursable expenses incurred prior to the suspension date. During the period of suspension, CONSULTANT shall not receive any payment for services, or expenses, except for reasonable administration expenses, incurred by CONSULTANT by reason of such suspension.

15. COMPLIANCE WITH CIVIL RIGHTS. During the performance of this contract, CONSULTANT agrees as follows:

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B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

16. CONFLICT OF INTEREST.

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business and the performance of the services.

19. NON-WAIVER. The waiver by either party of any breach of any term, covenant, or condition contained in the Agreement, or any default in their performance of any obligations under the Agreement shall not be deemed to be a waiver of any other breach or default of the same or any other term, covenant, condition, or obligation, nor shall any waiver of any incident of breach of default constitute a continuing waiver of same.

22. SUCCESSORS AND ASSIGNS: NO THIRD PARTY BENEFICIARIES; NO JOINT VENTURE. CITY and CONSULTANT respectively, bind themselves, their successors,

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assigns, and legal representatives to the terms and obligations of this Agreement. CONSULTANT shall not assign or transfer any interest in the Agreement without the CITY's prior written consent, which consent shall be in the CITY’s sole discretion. Any attempted assignment or transfer in breach of this provision shall be void. This Agreement is not intended and shall not be construed to create any third party benefit. This Agreement is not intended and shall not be construed to create a joint venture or partnership between the parties. CONSULTANT, its officers, employees and agents shall not have any power to bind or commit the CITY to any decision.

23. FINANCIAL RECORDS. Records of CONSULTANT’s direct labor costs, payroll costs, and reimbursable expenses pertaining to this project covered by this Agreement will be kept on a generally recognized accounting basis and made available to CITY if and when required.

To CITY: Guy Bjerke, Director
Economic Development & Base Reuse
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
To CONSULTANT: Paul J. Silvern, Vice President
HR&A Advisors, Inc.
700 S. Flower Street, Suite 2995
Los Angeles, CA 90017

26. EXECUTION . Each individual or entity executing this Agreement on behalf of Applicant represents and warrants that he or she or it is duly authorized to execute and deliver this

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Agreement on behalf of Applicant and that such execution is binding upon Applicant.

IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation
By:_________________________________ By:______________________________ Name: Paul J. Silvern Name: Guy S. Bjerke
Vice President Title: Director, Local Reuse Authority
Company: HR&A Advisors, Inc. Company: City of Concord
Address: 700 S. Flower Street, Suite 2995 Address: 1950 Parkside Drive Los Angeles, CA 90017 Concord, CA 94519
Telephone: (310) 581-0900 Telephone: (925) 671-3150
APPROVED AS TO FORM: ATTEST:

City Attorney City Clerk
FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2024

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023/2024 AND 2024/2025 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $55,200. Account Code 4029500C999-63800/4022721211-63800 Finance Director's Signature

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AGREEMENT FOR PROFESSIONAL SERVICES
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THIS AGREEMENT ("Agreement") is entered into on April 1, 2024 between the City of Concord ("CITY") and H. T. Harvey & Associates, 983 University Avenue, Building D, Los Gatos, California 95032 (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings and intentions:

The CITY desires to contract with CONSULTANT to provide the professional services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TERM. This Agreement shall commence on April 1, 2024 and expire on March 31, 2025.

2. SCOPE OF SERVICES. Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall provide specialized expertise in the following:

1. Assist City and Brookfield with development of the Infrastructure Master Plan by participating in meetings, providing written guidance and feedback, and reviewing materials related to biological resources and mitigation needs.

2. Assist City with natural resources permitting issues, including coordination with California Department of Fish and Wildlife permitting activities (ITP) and input on mitigation for wetland, stream and riparian mitigation plans and assist City in planning for off-site mitigation for listed species.

CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement.

3. PAYMENT. CONSULTANT shall be compensated, not to exceed One Hundred Twenty-Five Thousand, Eight Hundred Sixty-Two Dollars ($125,862) for basic services rendered, as described in Section 2, in accordance with the terms and conditions included therein. Any Amendment to this Agreement that includes an increase to this compensation amount shall be made in Attachment 7

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accordance with Section 5 below. Hourly rates are as follows:

Principal, Wildlife Ecology $340
Principal, Restoration Ecology $315
Associate Restoration Ecologist $265
Senior Associate Permitting Specialist $290
Senior Wildlife Ecologist $215
GIS Analyst $150
Technical Support $115
CONSULTANT shall submit monthly statements for services rendered; all statements shall include adequate documentation demonstrating work performed during the billing period. It is intended that CITY review such statement and pay CONSULTANT for services rendered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

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Agreement. Any additional compensation to CONSULTANT that is Fifty Thousand Dollars ($50,000) or more for the fiscal year, including the base contract amount, must be approved by City Council.

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8. PERFORMANCE BY CONSULTANT. CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

Title to all plans, specifications, maps, estimates, reports, manuscripts, drawings, descriptions and other final work products compiled by the CONSULTANT under the Agreement shall be vested in

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the CITY, none of which shall be used in any manner whatsoever, by any person, firm, corporation, or agency without the expressed written consent of the CITY. Basic survey notes and sketches, charts, computations, and other data prepared or obtained under the Agreement shall be made available, upon request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above-described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

10. INDEMNIFICATION. CONSULTANT agrees to defend, indemnify and hold harmless the CITY, its officers, officials, employees, agents and volunteers from and against any and all claims, demands, actions, losses, damages, injuries, and liability (including all attorney's fees and other litigation expenses) arising out of the CONSULTANT’s performance under the terms of this Agreement. This indemnification obligation on CONSULTANT’S part shall not apply to demands, actions, losses, damages, injuries, and liability arising out of sole negligence or willful misconduct on the part of CITY.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

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amount of this insurance shall be not less than One Million Dollars ($1,000,000) on a claims made annual aggregate basis or a combined single limit per occurrence basis.

D. Compliance with State Workers' Compensation Requirements.

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provisions of the policy shall not affect the coverage provided to the CITY, its officers, officials, employees, or volunteers.
(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

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15. COMPLIANCE WITH CIVIL RIGHTS. During the performance of this contract, CONSULTANT agrees as follows:

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

16. CONFLICT OF INTEREST.

B. CONSULTANT is not a designated employee within the meaning of the Political Reform Act because CONSULTANT:

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(1) Will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation or counsel independent of the control and direction of the CITY or of any CITY official, other than normal contract monitoring; and (2) Possesses no authority with respect to any CITY decision beyond the rendition of information, advice, recommendation or counsel. (2 Cal. Code Regs. § 18700(a)(2).)

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ground that said party was solely or primarily responsible for drafting the language to be interpreted.

To CITY: Guy Bjerke, Director
Economic Development & Base Reuse
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578

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To CONSULTANT: Stephen C. Rottenborn, Ph.D.

Principal
H.T. Harvey & Associates
983 University Avenue, Building D
Los Gatos, CA 95032

IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation
By:_________________________________ By:______________________________ Name: Stephen C. Rottenborn, Ph.D. Name: Guy S. Bjerke
Title: Principal Title: Director, Local Reuse Authority Company: H.T. Harvey & Associates Company: City of Concord Address: 983 University Avenue, Building D Address: 1950 Parkside Drive Los Gatos, CA 95032 Concord, CA 94519
Telephone: (408) 458-3205 Telephone: (925) 671-3150
APPROVED AS TO FORM: ATTEST:

City Attorney City Clerk

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FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2024

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023/2024 AND 2024/2025 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $125,862. Account Code 4029500C999-63800/4022721211-63800 Finance Director's Signature

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THIS AGREEMENT ("Agreement") is entered into on April 1, 2024 between the City of Concord ("CITY") and Integral Consulting, Inc. (formerly Johnson Marigot Consulting LLC.) (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings and intentions:

The CITY desires to contract with CONSULTANT to provide the professional services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TERM. This Agreement shall commence on April 1, 2024 and expire on March 31, 2025.

2. SCOPE OF SERVICES. Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall provide:
a. Strategy and support for resource permitting efforts, review of Developer plans and provision of inputs to engineers and designers regarding regulatory pathways. Meetings with regulatory agencies including U.S. Army Corps of Engineers, Regional Water Quality Control Board, and the California Fish and Wildlife.
b. Jurisdictional determination efforts with the map being re-verified, discussions with USACE to confirm methodologies required to meet agency standards. c. Mitigation planning assistance and preparation, assuming preparation of a Mitigation and Monitoring Plan and a Long Term Management Plan for the airfield mitigation site.

CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement.

3. PAYMENT. CONSULTANT shall be compensated, not to exceed Three Hundred and Fifty-Nine Thousand and Forty Dollars ($359,040) for basic services rendered, as described in Section 2, in accordance with the terms and conditions included therein. Any Amendment to this Agreement that includes an increase to this compensation amount shall be made in accordance with Attachment 8

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Section 5 below. Hourly rates are as follows:

FY 2024/2025
Regulatory Specialist (Principal) $330
Regulatory Specialist (Senior) $220
Regulatory Specialist (Associate) $165
Botanist $150
Note: Assumes a 5% escalation for each fiscal year
CONSULTANT shall submit monthly statements for services rendered; all statements shall include adequate documentation demonstrating work performed during the billing period. It is intended that CITY review such statement and pay CONSULTANT for services rendered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

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Consultant’s failure to secure CITY’s written authorization for additional compensation or changes to the Scope of Work shall constitute a waiver of any and all right to adjustment in the price or time due, whether by way of compensation, restitution, quantum meruit, or similar relief.

7. STANDARD OF PERFORMANCE. CONSULTANT represents and warrants to CITY that CONSULTANT is skilled and able to provide such services described in the Scope of Work

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and that such services shall be performed in an expeditious manner, and with the degree of skill and care that is required by current, good, and sound procedures and practices. CONSULTANT further agrees that the services shall be in conformance with generally accepted professional standards prevailing at the time work is performed.

8. PERFORMANCE BY CONSULTANT. CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

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computations, and other data prepared or obtained under the Agreement shall be made available, upon request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above-described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

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D. Compliance with State Workers' Compensation Requirements.

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(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

15. COMPLIANCE WITH CIVIL RIGHTS. During the performance of this contract, CONSULTANT agrees as follows:

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A. Equal Employment Opportunity. In connection with the execution of this Agreement, CONSULTANT shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. Such actions shall include, but not be limited to, the following: employment, promotion, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and selection for training including apprenticeship.

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

16. CONFLICT OF INTEREST.

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or of any CITY official, other than normal contract monitoring; and (2) Possesses no authority with respect to any CITY decision beyond the rendition of information, advice, recommendation or counsel. (2 Cal. Code Regs. § 18700(a)(2).)

21. INTEGRATION. All exhibits identified in this Agreement are attached hereto and

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incorporated herein by reference. The Agreement contains the entire agreement and understanding between the parties as to the subject matter of this Agreement. It merges and supersedes all prior or contemporaneous agreements, commitments, representation, writings, and discussions between CONSULTANT and CITY, whether oral or written.

To CITY: Guy Bjerke, Director
Economic Development & Base Reuse
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
To CONSULTANT: Cameron Johnson, Principal
Integral Consulting, Inc.
(formerly Johnson Marigot Consulting LLC.)
601 Montgomery Street
San Francisco, CA 94111

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IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation
By:_________________________________ By:______________________________ Name: Cameron Johnson Name: Guy S. Bjerke
Title: Principal Title: Director, Local Reuse Authority Company: Integral Consulting, Inc. (formerly Company: City of Concord Johnson Marigot Consulting LLC.) Address: 1950 Parkside Drive Address: 601 Montgomery Street Concord, CA 94519 San Francisco, CA 94111 Telephone:(925) 671-3150
Telephone: (415) 602-2970
APPROVED AS TO FORM: ATTEST:

City Attorney City Clerk

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FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2024

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023/2024 AND 2024/2025 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $359,040. Account Code 4029500C999-63800/4022721211-63800 Finance Director's Signature

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AGREEMENT FOR LEGAL PROFESSIONAL SERVICES
THIS AGREEMENT is entered into on April 1, 2024 (“EFFECTIVE DATE”) by and between the City of Concord ("CITY"), and Jarvis Fay LLP, 555 12 th Street, Suite 1630, Oakland, CA 94607 (“CONSULTANT”).

WHEREAS, CITY requires the assistance of outside legal counsel to perform legal advisory and litigation services for CITY.

NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements subject to the terms and conditions set forth herein, the parties agree as follows:

1. Scope of Work.

A. CONSULTANT shall assist and represent the CITY in all matters, including but not limited to, the following:

1. Provide land use advice in support of preparation of the Infrastructure Master Plan and phasing related to Concord Naval Weapon Station matters to ensure delivery of key infrastructure and related community benefits; and review of traffic studies, which will help form the basis for eventual mitigation programs.

2. Advice on any related matters as directed by LRA from time to time.

B. CONSULTANT shall obtain prior CITY approval for the retention of any subconsultants and/or expert witnesses.

3. Consideration. As full consideration for the work to be performed by CONSULTANT, CITY shall pay CONSULTANT based upon the hourly rates for its attorney(s) assigned to assist CITY to be paid upon submission and approval of invoices. The hourly rates are as follows:

Attachment 9

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28 Hourly Rates for FY 2024-25
Rate
Group
Senior
Partner
Partner/Of
Counsel
Senior Associate Associate Legal
Assistant
Reimbursable 545 490 435 380 190
CONSULTANT shall bill time monthly on a straight hourly basis. CONSULTANT charges clients for actual costs for travel and other extraordinary expenses such as courier services and express mail, but does not separately charge for long-distance telephone calls, copying, postage, etc.

The total amount paid to CONSULTANT pursuant to this Agreement shall not exceed Ninety Eight Thousand, One Hundred Dollars ($98,100) through March 31, 2025, without CITY’s express written authorization. If requested by CITY, the “not to exceed” amount described in this Paragraph 3 may be increased upon execution of an amendment setting forth the new “not to exceed” amount, all in accordance with Paragraph 14 of this Agreement.

Rick Jarvis, Esq. (Senior Partner) $545

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28 Alexandra Barnhill, Esq. (Senior Partner) $545
Kathleen (Kit) Faubion, Esq. (Of Counsel) $545
Christie Crowl, Esq. (Partner) $490

6. CITY-Authorized Representative. An authorized representative shall represent CITY in all matters pertaining to the services rendered by CONSULTANT under this Agreement. All documents and requests for information shall be submitted through this representative and CITY will cooperate with CONSULTANT in all matters relating to this Agreement in such manner as will result in the performance of such work without delay. The CITY-authorized representative is the City Attorney.

7. Termination.

A. Either party may terminate this Agreement at any time, without cause, upon seven (7) days’ notice of discontinuance and termination of said Agreement given in writing. Such notice shall be sufficient and complete when same is deposited in the United States mail, first class postage prepaid, to the address shown in the paragraph herein concerning notice.

B. CITY may at any time, at its discretion, abandon or suspend any portion of work to be done under the terms of this Agreement.

8. Equal Opportunity Assurance. During the performance of this Agreement, CONSULTANT agrees as follows:

A. CONSULTANT will not discriminate against any employee or applicant for employment because of race, sex, creed, physical handicap, color, sexual orientation, or national origin.

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28 shall include but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoffs and terminations, rates of pay or other forms of compensation; and selection for training, including apprenticeship. CONSULTANT agrees to post, in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

B. In the event of CONSULTANT's noncompliance with the nondiscrimination clause of this Agreement, this Agreement may be canceled, terminated, or suspended in whole or in part.

9. Insurance. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

D. Compliance with State Workers' Compensation Requirements.

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28 waive all rights of subrogation against the CITY, its officers, officials, employees and volunteers for losses arising from work performed by CONSULTANT for CITY. This provision shall not apply upon written verification by CONSULTANT that CONSULTANT has no employees.

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28 policies and certificates shall be in a form approved by the City Attorney. CITY reserves the right to require complete certified copies of all required insurance policies at any time.

10. Indemnification. CONSULTANT shall indemnify, defend, and hold harmless CITY against and from any and all claims or suits for damages or injury arising from CONSULTANT's negligence, errors or omissions in the performance of this Agreement, and shall further indemnify, defend, and hold harmless CITY against and from any and all claims or suits arising from any breach or default of any performance of any obligation of CONSULTANT hereunder, and against and from all costs, attorney's fees, expenses, and liabilities related to any claim or any action or proceeding brought within the scope of this indemnification.

12. Notice. All notices required herein shall be sent via First Class U.S. Mail with postage prepaid thereon to the parties as follows:

To CITY: Susanne Meyer Brown, Esq.

City Attorney
City of Concord
1950 Parkside Drive MS/08
Concord, CA 94519
To CONSULTANT: Alexandra Barnhill, Esq.

Jarvis Fay LLP
555 12th St, Suite 1630
Oakland, CA 94607
Notices shall be deemed effectively served upon deposit in the United States Mail.

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28 13. Assignment. CITY is entering into this Agreement in consideration of the rendition of the services required herein by CONSULTANT. CONSULTANT shall not assign any of the duties, responsibilities, or obligations of this Agreement to any other firm, company, entity, or individual, except with the express written consent of CITY. Nothing set forth in this paragraph shall preclude CONSULTANT from assigning any of the monies due and owing to him/her/it from CITY.

14. Amendment. This Agreement may be amended, modified, or changed by the parties provided that said amendment, modification, or change is in writing and approved by both parties.

IN WITNESS WHEREOF, the parties have executed this Agreement the day and year written above.

CONSULTANT:

By: ____________________________________________
Alexandra Barnhill
Senior Partner

CITY OF CONCORD
By:________________________________________
Susanne Meyer Brown, City Attorney

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AGREEMENT FOR PROFESSIONAL SERVICES
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THIS AGREEMENT ("Agreement") is entered into on April 1, 2024 between the City of Concord ("CITY") and Placeworks, Inc., 2040 Bancroft Way, Suite 400, Berkeley, CA 94704 (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings and intentions:

The CITY desires to contract with CONSULTANT to provide the professional services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TERM. This Agreement shall commence on April 1, 2024 and expire on March 31, 2025.

2. SCOPE OF SERVICES. Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall provide specialized expertise in the following:

1. Review of land use plan, infrastructure and phasing for consistency with Area Plan.

2. Participate in weekly meetings, assist in agency and stakeholder coordination, and assist with preparation for City Council study sessions and public hearings, including preparation of progress reports and presentation materials, and additional items as requested.

3. Assist LRA team with tracking and negotiating EDC related items to ensure they are carried through to the future Specific Plan and other related documents.

CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement. This section is not intended to, and does not, heighten the applicable standard of care for consultant above that set forth in Section 7.

3. PAYMENT. CONSULTANT shall be compensated, not to exceed amount of Thirty- Four Thousand, Nine Hundred Seventy Dollars ($34,970) for basic services rendered, as described in Section 2, in accordance with the terms and conditions included therein. Any Amendment to this Agreement that includes an increase to this compensation amount shall be made in accordance with Section 5 below. Hourly rates are as follows:

Attachment 10

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Principal $210-$365
Associate Principal, (Suzanne Schwab) $195-$295
Senior Associate II $170-$280
Senior Associate I $160-$235
Graphics Specialist $90-$165
Clerical Word Processing/Technical Editor $45-$160
CONSULTANT shall submit monthly statements for services rendered; all statements shall include adequate documentation demonstrating work performed during the billing period. It is intended that CITY review such statement and pay CONSULTANT for services rendered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

4. AUTHORIZED REPRESENTATIVES. Authorized representatives shall represent CITY and CONSULTANT in all matters pertaining to the services to be ordered by CITY or rendered by CONSULTANT under this Agreement except where approval for the CITY is specifically required by the City Council. The CITY’s authorized representative is Guy Bjerke, Director of Community Reuse Planning. The CONSULTANT’s authorized representative is Suzanne Schwab.

Consultant’s failure to secure CITY’s written authorization for additional compensation or

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changes to the Scope of Work shall constitute a waiver of any and all right to adjustment in the price or time due, whether by way of compensation, restitution, quantum meruit, or similar relief.

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care that is required by current, good, and sound procedures and practices. CONSULTANT further agrees that the services shall be in conformance with generally accepted professional standards prevailing at the time work is performed.

8. PERFORMANCE BY CONSULTANT. CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

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request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above-described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

10. INDEMNIFICATION.

A. For Professional Services Only. CONSULTANT agrees to indemnify the CITY (including its officers, agents, employees and volunteers) against liability for claims against the CITY that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT in the performance of this Agreement. While the CONSULTANT is responsible for indemnifying and holding the CITY harmless, it is understood that the CONSULTANT will not be required to defend the CITY against claims arising out of design professional services rendered, but will be liable for reimbursement of reasonable defense costs, including attorneys’ fees and expenses, if and to the extent that the CONSULTANT has been found to be negligent.

B. For All Other Services. CONSULTANT agrees to defend, indemnify and hold harmless the CITY, its officers, officials, employees, agents and volunteers from and against any and all claims, demands, actions, losses, damages, injuries, and liability (including all attorney's fees and other litigation expenses) arising out of the CONSULTANT’s performance under the terms of this Agreement. This indemnification obligation on CONSULTANT’S part shall not apply to demands, actions, losses, damages, injuries, and liability arising out of sole negligence or willful misconduct on the part of CITY.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

B. Automobile Liability Coverage. CONSULTANT shall maintain automobile

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liability insurance covering all vehicles used in the performance of this Agreement providing a One Million Dollars ($1,000,000) combined single limit per occurrence for bodily injury, personal injury, and property damage.

D. Compliance with State Workers' Compensation Requirements.

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(2) Primary Coverage. CONSULTANT'S insurance coverage shall be primary insurance with respect to CITY, its officers, officials, employees, and volunteers. Any insurance, risk pooling arrangement, or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be in excess of CONSULTANT'S insurance and shall not contribute with it.
(3) Reporting Provisions. Any failure to comply with the reporting provisions of the policy shall not affect the coverage provided to the CITY, its officers, officials, employees, or volunteers.
(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

12. TIME OF PERFORMANCE. The time of performance of the services under this Agreement is of the essence, and all time deadlines identified in this Agreement or Scope of Services shall be strictly construed. Notwithstanding the foregoing, CONSULTANT shall not be responsible for delays caused for reasons outside of its reasonable control.

14. TERMINATION. Either party may terminate this Agreement for any reason upon ten (10) days written notice to the other party. CITY may terminate the Agreement upon five (5) days

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written notice if CONSULTANT breaches this Agreement. In the event of any termination, CONSULTANT shall promptly deliver to the CITY any and all finished and unfinished reports or other written, recorded, photographic, or visual materials, documents, data, and other deliverables (“Work Materials”) prepared for the CITY prior to the effective date of such termination, all of which shall become CITY’s sole property. After receipt of the Work Materials, CITY will pay CONSULTANT for the services performed as of the effective date of the termination.

15. COMPLIANCE WITH CIVIL RIGHTS. During the performance of this contract, CONSULTANT agrees as follows:

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

16. CONFLICT OF INTEREST.

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Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the CITY. CONSULTANT agrees to at all times avoid conflicts of interest, or the appearance of any conflicts of interest, with the interests of the CITY in the performance of this Agreement.

20. ENFORCEABILITY; INTERPRETATION. In the event that any of the provisions or portions of application of any of the provisions of the Agreement are held to be illegal or invalid by

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a court of competent jurisdiction, CITY and CONSULTANT shall negotiate an equitable adjustment in the provisions of the Agreement with a view toward affecting the purpose of the Agreement. The illegality or invalidity of any of the provisions or portions of application of any of the provisions of the Agreement shall not affect the legality or enforceability of the remaining provisions or portions of application of any of the provisions of the Agreement. This Agreement shall be interpreted as though it was a product of a joint drafting effort and no provisions shall be interpreted against a party on the ground that said party was solely or primarily responsible for drafting the language to be interpreted.

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respectively, designate in a written notice given to the other. Notice shall be deemed received three (3) days after the date of the mailing thereof or upon personal delivery.

To CITY: Guy Bjerke, Director
Community Reuse Planning
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
Phone: (925) 671-3076
To CONSULTANT: Karen Gulley, Managing Principal, Design Placeworks
3 MacArthur Place, Suite 1100
Santa Ana, CA 92707

To the fullest extent permitted by law, CITY and CONSULTANT each agree to waive any rights to consequential, indirect or special damages and agree that the total liability of CONSULTANT under or in connection with this Agreement for economic loss whether in contract, tort, negligence, breach or otherwise shall not exceed five hundred thousand dollars.

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IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation
By:_________________________________ By:______________________________ Name: Karen Gulley Name: Guy S. Bjerke
Title: Managing Principal, Design Title: Director, Local Reuse Authority Company: Placeworks Company: City of Concord
Address: 3 MacArthur Place, Suite 1100 Address: 1950 Parkside Drive Santa Ana, CA 92707 Concord, CA 94519
Telephone: Telephone: Telephone: (925) 671-3076
APPROVED AS TO FORM: ATTEST:

City Attorney City Clerk
FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2024

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023/2024 AND 2024/2025 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $34,970. Account Code 4029500C999-63800/4022721211-63800 Finance Director's Signature

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AGREEMENT FOR LEGAL PROFESSIONAL SERVICES
THIS AGREEMENT is entered into on April 1, 2024 (“EFFECTIVE DATE”) by and between the City of Concord ("CITY"), and Troutman Pepper Hamilton Sanders LLP, Three Embarcadero Center, Suite 800, San Francisco, CA 94111 (“CONSULTANT”).

WHEREAS, CITY requires the assistance of outside legal counsel to perform legal advisory and litigation services for CITY.

NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements subject to the terms and conditions set forth herein, the parties agree as follows:

1. Scope of Work.

A. CONSULTANT shall assist and represent the CITY in all matters, including but not limited to, the following, as detailed more fully in Exhibit A:

1. Provide advice and direction in the preparation of natural resource permitting, including implementation of the Biological Opinion and continued coordination for the 404/401 permitting, CESA take permit and a framework for a 1600 Agreement.

2. Review of resource permitting issue impacts on Master Developer land use plans, as well as review of land use plan and potential impacts on ongoing permitting, and continued coordination and negotiation with the permitting authorities.

3. Assist in EDC negotiations and terms that reflect and implement the parties’ role in the statewide permitting process, and responsibilities under sitewide natural resources permits and conditions.

4. Advice on any related matters as directed by LRA from time to time.

B. CONSULTANT shall obtain prior CITY approval for the retention of any subconsultants and/or expert witnesses.

2. Term. The term of this Agreement shall be from the EFFECTIVE DATE, set forth Attachment 11

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28 above until March 31, 2025 or unless otherwise terminated by either party in accordance with the terms of this Agreement, subject to available funds.

A. For cost recovery matters, where a developer or other private party is obligated to pay the CITY’s legal bills, we will charge our Private Rates:

Shawn Zovod, Partner - $1,080 per hour
Anna Wildeman, Counsel - $1,000 per hour
Viktoriia De Las Casas, Associate - $920 per hour
Elizabeth Glusman, Associate - $780 per hour
Chelsey Noble, Associate - $640 per hour
CONSULTANT shall bill time monthly on a straight hourly basis. CONSULTANT charges clients for actual costs for travel and other extraordinary expenses such as courier services and express mail, but does not separately charge for long-distance telephone calls, copying, postage, etc., adding instead for these itemized charges a four percent (4%) administrative charge to the monthly billing.

The total amount paid to CONSULTANT pursuant to this Agreement shall not exceed Two Hundred and Eighty-Eight Thousand Dollars ($288,000) through March 31, 2025, without CITY’s express written authorization. If requested by CITY, the “not to exceed” amount described in this Paragraph 3 may be increased upon execution of an amendment setting forth the new “not to exceed” amount, all in accordance with Paragraph 14 of this Agreement.

4. Records. CONSULTANT shall maintain accounting records and other evidence pertaining to the cost incurred and shall make the records available to authorized representatives of

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28 CITY or other governmental agency or district authorized by CITY to inspect such records. These records shall be available at all reasonable times during the Agreement period and for four (4) years from the date of final payment for work performed hereunder.

Shawn Zovod, Esq.

7. Termination.

B. CITY may at any time, at its discretion, abandon or suspend any portion of work to be done under the terms of this Agreement.

8. Equal Opportunity Assurance. During the performance of this Agreement,

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28 CONSULTANT agrees as follows:

A. CONSULTANT will not discriminate against any employee or applicant for employment because of race, sex, creed, physical handicap, color, sexual orientation, or national origin.

CONSULTANT will take affirmative action to ensure that employees are treated equally without regard to race, gender, creed, physical handicap(s), color, sexual orientation, or national origin. Such action shall include but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoffs and terminations, rates of pay or other forms of compensation; and selection for training, including apprenticeship. CONSULTANT agrees to post, in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

B. In the event of CONSULTANT's noncompliance with the nondiscrimination clause of this Agreement, this Agreement may be canceled, terminated, or suspended in whole or in part.

9. Insurance. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

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28 D. Compliance with State Workers' Compensation Requirements.

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28 certificates of insurance and the original endorsements effecting coverage required by this Agreement.

12. Notice. All notices required herein shall be sent via First Class U.S. Mail with postage prepaid thereon to the parties as follows:

To CITY: Susanne Meyer Brown, Esq.

City Attorney
City of Concord
1950 Parkside Drive MS/08

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28 Concord, CA 94519
To CONSULTANT: Shawn Zovod, Esq.

Troutman Pepper Hamilton Sanders LLP
Three Embarcadero Center, Suite 800,
San Francisco, CA 94111
Notices shall be deemed effectively served upon deposit in the United States Mail.

13. Assignment. CITY is entering into this Agreement in consideration of the rendition of the services required herein by CONSULTANT. CONSULTANT shall not assign any of the duties, responsibilities, or obligations of this Agreement to any other firm, company, entity, or individual, except with the express written consent of CITY. Nothing set forth in this paragraph shall preclude CONSULTANT from assigning any of the monies due and owing to him/her/it from CITY.

14. Amendment. This Agreement may be amended, modified, or changed by the parties provided that said amendment, modification, or change is in writing and approved by both parties.

IN WITNESS WHEREOF, the parties have executed this Agreement the day and year written above.

CONSULTANT:

Troutman Pepper Hamilton Sanders LLP
By: ____________________________________________
Shawn Zovod, Esq.

CITY OF CONCORD
By:________________________________________
Susanne Meyer Brown, City Attorney

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THIS AGREEMENT ("Agreement") is entered into on April 1, 2024 between the City of Concord ("CITY") and Kittelson & Associates, Inc., 155 Grand Avenue, Suite 505, Oakland, California 94612 (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings and intentions:

The CITY desires to contract with CONSULTANT to provide the professional services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TERM. This Agreement shall commence on April 1, 2024 and expire on March 31, 2025.

2. SCOPE OF SERVICES. Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall provide specialized expertise, in the following:
a. Review of scope of work of Brookfield and their transportation consultant and preparation of technical memorandum and peer review of transportation network alternatives to ensure consistency with 2010 Reuse Plan EIR and mitigation monitoring plan for all modes of transportation.
b. Peer review of traffic analyses and anticipated mitigations as developed by the Master Developer’s traffic engineer to evaluate consistency with earlier assumptions. c. Review of parking alternatives and strategies to determine how it may affect vehicle trip generation. Attendance at community meetings, as needed.

CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement.

3. PAYMENT. CONSULTANT shall be compensated, not to exceed Thirty-two Thousand, Six Hundred Three Dollars ($32,603) for basic services rendered, as described in Section 2, in accordance with the terms and conditions included therein. Any Amendment to this Agreement Attachment 12

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that includes an increase to this compensation amount shall be made in accordance with Section 5 below.

Hourly rates are as follows:

Senior Principal Engineer/Planner (Laurence Lewis) $287.67 Associate Engineer/Planner (Aaron Elias) $227.80
Engineer/Planner (Mingman Liu) $152.97
Transportation Analyst (Doreen Gui) $142.27
CONSULTANT shall submit monthly statements for services rendered; all statements shall include adequate documentation demonstrating work performed during the billing period. It is intended that CITY review such statement and pay CONSULTANT for services rendered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

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or more for the fiscal year, including the base contract amount, must be approved by City Council.

7. STANDARD OF PERFORMANCE. CONSULTANT represents and warrants to

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CITY that CONSULTANT is skilled and able to provide such services described in the Scope of Work and that such services shall be performed in an expeditious manner, and with the degree of skill and care that is required by current, good, and sound procedures and practices. CONSULTANT further agrees that the services shall be in conformance with generally accepted professional standards prevailing at the time work is performed.

8. PERFORMANCE BY CONSULTANT. CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

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agency without the expressed written consent of the CITY. Basic survey notes and sketches, charts, computations, and other data prepared or obtained under the Agreement shall be made available, upon request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above-described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

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annual aggregate basis or a combined single limit per occurrence basis.

D. Compliance with State Workers' Compensation Requirements.

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employees, or volunteers.
(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

15. COMPLIANCE WITH CIVIL RIGHTS. During the performance of this contract,

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CONSULTANT agrees as follows:

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

16. CONFLICT OF INTEREST.

B. CONSULTANT is not a designated employee within the meaning of the Political Reform Act because CONSULTANT:
(1) Will conduct research and arrive at conclusions with respect to its rendition

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of information, advice, recommendation or counsel independent of the control and direction of the CITY or of any CITY official, other than normal contract monitoring; and (2) Possesses no authority with respect to any CITY decision beyond the rendition of information, advice, recommendation or counsel. (2 Cal. Code Regs. § 18700(a)(2).)

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To CITY: Guy Bjerke, Director
Economic Development & Base Reuse
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
To CONSULTANT: Laurence Lewis
Senior Principal
Kittelson & Associates, Inc.

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155 Grand Avenue, Suite 505
Oakland, CA 94612

IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation
By:_________________________________ By:______________________________ Name: Laurence Lewis Name: Guy S. Bjerke
Title: Senior Principal Title: Director, Local Reuse Authority Company: Kittelson & Associates, Inc. Company: City of Concord Address: 155 Grand Avenue, Suite 505 Address: 1950 Parkside Drive Oakland, CA 94612 Concord, CA 94519
Telephone: (510) 839-1742 Telephone: (925) 671-3150
APPROVED AS TO FORM: ATTEST:

City Attorney City Clerk

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FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2024

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023/2024 AND 2024/2025 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $32,603. Account Code 4029500C999-63800/4022721211-63800 Finance Director's Signature

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CITY OF CONCORD MEMORANDUM
Office of the City Manager
Date: April 23, 2024
TO: City Council
FROM: Justin Ezell, Assistant City Manager
SUBJECT: Agenda Item 5.a
Following publication of the April 23, 2024, agenda package staff learned that the City of Concord did not receive award of an Encampment Resolution Funding grant from the State of California.

Staff will be seeking direction and additional authorization from Council because of this news, including strategy implementation and proceeding with a revised Encampment Resolution Funding grant application.

5.a5.a5.a

Page 1 of 25 ends

Staff Report
Date: April 23, 2024
To: City Council
From: Valerie J. Barone, City Manager
Prepared by: Justin Ezell, Assistant City Manager
[email protected]
(925) 671-3155
Subject: Considering an update on the implementation of an Interim Motel Housing Program and authorizing staff to initiate negotiations with the Contra Costa County on a cost sharing and services agreement which would subsequently be brought before Council for consideration and approval.

CEQA: Not a project/exempt pursuant to Public Resources Code Section 21065, CEQA Guidelines Section 15060(c)(2), 15061(b)(3), 15262, 15273, and/or 15378.

Report in Brief
The City Council accepted a completed Homeless Strategic Plan on February 6, 2024, which was developed by an 11-member working group with the participation of dozens of community members and stakeholders. In line with Council’s direction to have robust community input, the development of the plan involved 32 public meetings, numerous focus group sessions and interviews, and three surveys. The Plan identified six strategies for addressing homelessness within our community.

As an initial implementation step for the Homeless Strategic Plan, staff, with Council authorization, applied for $4.7 million of Encampment Resolution Funds to implement the Mobile Resources Center and Interim Motel Housing strategies identified in the Plan. Staff is still awaiting news from the state on whether funds have been awarded.

This report provides an update on implementation of the Interim Motel Housing Strategy, and requests Council’s authorization for staff to initiate negotiations with Contra Costa County on a cost sharing and services agreement for the program. The authorization will allow staff to move forward with implementing an Interim Motel

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City Council Agenda Report
Agenda Item No. 5.a
April 23, 2024
Housing program regardless of whether the State awards the City of Concord (City) grant funding. Whether or not funds are awarded, a cost sharing and services agreement between the City and Contra Costa County is needed to implement the program.

Recommended Action
Authorize staff to initiate negotiations with the Contra Costa County on a cost sharing and services agreement which would subsequently be brought before Council for consideration and approval.

Background
The accepted Homeless Strategic Plan contains six goals which provide a clear roadmap and direction for the implementation of the Plan. They are the desired outcomes that, when accomplished, contribute to fulfilling the Plan’s broader vision:
“The City of Concord envisions a community where every person has a safe, affirming, and stable place to live. This vision endeavors to reduce homelessness through community involvement, collaboration with partner agencies (government and non-government), and enhanced services that are carried out in a dignified, compassionate, and equitable manner.”
The following are the Council-endorsed goals within the Plan:
 Increase coordination of emergency response efforts
 Strengthen system support with government and non-government agencies  Create immediately accessible temporary housing
 Explore avenues of equitable support for target populations  Increase homeless prevention services
 Create a safe place for the unhoused to dwell
The following six strategies that are also contained within the Plan are actions the City may undertake to achieve the Plan’s stated goals. These strategies were developed by the Working Group through feedback from stakeholders and utilization of an evidence based, best practice framework, and were endorsed by Council through acceptance of the Plan:
 Mobile Resource Center
 Rapid Re-Housing
 Interim Housing Models
o Scattered Site
o Scattered Site Tiny Homes

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City Council Agenda Report
Agenda Item No. 5.a
April 23, 2024
o Centralized Tiny Homes
o Interim Motel Housing
When Council accepted the Draft Final Homeless Strategic Plan on February 6, 2024, Council directed staff to incorporate the following additional language into the Plan:

As the Council and City staff work with the community to implement the Homeless Strategic Plan, the City shall adhere to these directions from Council:

1. The City will rely on the existing ARPA and one-time Measure V dollar set- aside, which totaled $5.4 million, as the City’s share of funding towards implementing the program and any grant funds the City receives.

2. The City will not add regular full-time staff to implement the Plan or add General Fund dollars to pay for implementation costs.

3. The City will work through 3rd party organizations to provide the programs and services as the first approach to implementing the Plan.

The above language was added to the final Homeless Strategic Plan which is posted online at: www.cityofconcord.org/HomelessStrategicPlan
Analysis
Based on Council direction, staff has initiated work on both the Interim Motel Housing program and the Mobile Resource Center. This report centers on the Interim Motel Housing program. Staff will return in the coming weeks to present information on the Mobile Resource Center.

In order to continue to make progress on the Interim Motel Housing program, staff is seeking Council authorization to initiate negotiations with Contra Costa County’s Health, Housing and Homeless Department to achieve the following goals:
 Negotiate access to up to 40 hotel rooms, 40 if the State grant is awarded and 20 if the program is being operated using only the City’s existing set aside dollars (Project 2594).
 Provide third party wrap-around services for the tenants within the City’s Interim Motel Housing program (described more below).
 The agreement with the County would extend for two-years, with an ability to extend longer should the City identify additional funding for the program.

The City and Contra Costa County staff have been informally exploring a partnership to introduce an Interim Motel Housing program at a nearby motel. The program is labeled as "interim" because its goal is to swiftly move individuals out of unsheltered or sheltered homelessness and into secure temporary accommodations, as a support towards transitioning them into permanent housing. Implementation of the Interim Motel

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City Council Agenda Report
Agenda Item No. 5.a
April 23, 2024
Strategy fulfills goals of the Homeless Strategic Plan while adhering to direction from Council to work through third party organizations to provide programs and services as the first approach to implementing the plan.

The program is envisioned to operate out of a local hotel, using 24/7 onsite supportive services to assist participants as they prepare to move into permanent housing. Staff expects that Contra Costa County will take lead on negotiating rates and terms with the motel owner(s) because they have experience doing so and have real estate experts on their team. Through a negotiated agreement, the County would operate both a County interim housing program and the City’s interim housing program.

The County expressed interest in leasing 20 rooms within a hotel in Concord and would make those rooms available to any appropriate unsheltered individuals in the County, including those from Concord. The County has operated similar programs in Concord during Covid at the Premier Inn and currently at Delta Landing, a motel converted into a 172-unit interim housing facility located in Pittsburg. Services at Delta Landing include basic healthcare, housing navigation, and case management provided on-site to help residents recover from homelessness and find permanent housing. The County has an 80% success rate of transitioning individuals from Delta Landing into permanent housing.

Under the proposed partnership, the City would piggy-back on the Contra Costa County program and separately lease 20-40 rooms at the same rate and under the same terms as negotiated by the County. The purpose of Concord leasing rooms separately is so that the City can limit these rooms to just unsheltered residents from Concord. The number of leased rooms depends on whether the City receives state funding.

Concord-specific participants will be identified through the City’s preexisting Coordinated Outreach and Referral Engagement (CORE) Team. Eligibility criteria will follow Concord’s existing Rapid Rehousing Program and include such things as losing housing in Concord, working in Concord, and having children that attend school in Concord. The 24/7 onsite supportive services will be provided by Contra Costa County’s Health, Housing, and Homeless Programs (H3), including intakes, referrals, meal service, etc.

Priority will be given to “housing ready” individuals and/or families, which means they have an identified housing plan. Examples of housing plans may include, but are not limited to, those who have a housing voucher (ex. Section 8), those who are open to a Rapid Rehousing (RRH) program, and/or those who have family/friends to reunify with and need time before travel arrangements can be made. Prioritizing individuals and families with housing plans will allow them to transition to a hotel room while waiting for their housing to come through.

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City Council Agenda Report
Agenda Item No. 5.a
April 23, 2024
The efforts to aid individuals with permanent housing plans will be led by Contra Costa County and may be in the form of CORE, a Rapid-Rehousing Provider, Permanent Supportive Housing (PSH) Case Manager, CalAIM Enhanced Care Management (ECM) provider, or Mental Health Case Manager, etc. Case Managers will be responsible for supporting the resident from program entry to their exit into permanent housing.

Based on recent work and knowledge of the unsheltered population, the County estimates that each hotel room will turnover 3-4 times per year, which translates to 60- 80 unsheltered Concord residents permanently housed each year if 20 rooms are leased by the City. If 40-rooms are leased, the numbers would be twice this amount— from 120 to 160 unsheltered Concord residents. Participants that are living in the motel will receive onsite supportive services that will help foster independence and program participants will be required to maintain/clean their rooms, take care of their activities of daily living (ex. Shower, laundry, etc) and live safely in a hotel setting. This will assist residents with successful transition into permanent housing.

The proposed cost-sharing arrangement involves the City and County partnering on a 40-60 room project (20 rooms leased by the County, and 20-40 rooms leased by the City, depending on whether State funding is received). Contra Costa County provided a preliminary estimate for the cost of 20-rooms to be $1,184,206 per year based on the following:
 Hotel room rate estimated at $75 per night
 Total cost for onsite services/meals, etc estimated at $87.22 per night  Total daily rate for room and services estimated at $162.22 per night  Annual cost to Concord for 20 rooms estimated at $1,184,206 per year If future Council action supports authorizing a contract with Contra Costa County, funding will come from the $5,200,000 of one-time funding (Project 2594: ARPA and Measure V) previously set aside to support addressing the needs of and the impacts from Concord’s unsheltered population.

Council has not yet considered how to invest the totality of these funds, and as previously communicated to Council, staff only has the capacity to focus on the Interim Motel and Mobile Resource Center strategies for the remainder of this calendar year.

Though staff will be focused only on the Mobile Resource Center and Interim Motel Housing strategies until approximately January 2025, we will continue seeking ongoing funding sources for implementation of the other strategies and the long-term sustainability of effective programs and interventions. Staff predicts that existing funding will only allow for two years of implementation of the Interim Housing Program. Staff will continue to seek additional funding opportunities; however, if funding is not identified, the Interim Motel Housing program is anticipated to end after two years.

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City Council Agenda Report
Agenda Item No. 5.a
April 23, 2024
Beyond the Mobile Resource Center and Interim Motel Housing strategies, staff recommends delaying until January 2025 a Council discussion on investment of remaining one-time funds, for two reasons: 1) staff is at capacity for the remainder of this calendar year; and 2) staff will seek ways to leverage the remaining funds through grant opportunities and cost sharing agreements. If council wishes to accelerate the implementation of other strategies within the plan, additional staffing resources will be necessary.

Financial Impact
The City allocated $5.4 million of one-time funding (Project 2594: ARPA and Measure V) to support addressing the needs of and the impacts from Concord’s unsheltered population, of which about $5.2 million remains as unallocated funds. Council previously authorized the submission of a grant application requesting $4,784,667, with a City match of $2,392,333. The overall two-year cost of the full grant program is estimated at $7,177,000. The City does not yet know whether grant funding will be received.

Staff has not identified funding to continue an Interim Housing Program past the two years of implementation. Staff will continue to seek additional funding opportunities; however, if funding is not identified, the Interim Motel Housing program is anticipated to end after two years.

Environmental Determination
This activity does not constitute a “project” and/or is exempt from environmental review pursuant to Public Resources Code Section 21065, California Environmental Quality Act (CEQA )Guidelines Sections 15060(c)(2), and/or 15378 because there is no potential that it will result in a direct or reasonably foreseeable indirect physical change in the environment, 15273 because it involves government funding/fiscal activities, and/or 15262 since the activity involves only feasibility and planning for possible future actions.

Even if the activity does comprise a project for CEQA analysis, it falls within the “common sense” CEQA exemption set forth in CEQA Guidelines Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” No unusual circumstances exist and none of the exceptions under CEQA Guidelines Section 15300.2 apply. Individual projects will undergo CEQA analysis as necessary.

Public Contact
The City Council Agenda was posted.

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Services to Unsheltered

JUSTIN EZELL, ASSISTANT CITY MANAGER
APRIL 23, 2024
1

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2 2023 Point-in-Time Count
241 people experiencing
homelessness in Concord on
a given night.

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Demographics – 1,702 Contacts
3 Race and Ethnicity Number
White 794
Multi-Racial 411
Black, African American, or African 408
Asian or Asian American 37
Native Hawaiian or Pacific Islander 28
American Indian, Alaska Native, or Indigenous 24
Age Number
0-17 135
18 to 24 98
25 to 34 248
35 to 44 353
45 to 54 333
55 to 64 378
65 or Above 157

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Demographics (cont.)
4 Gender Number
Man (boy if child) 1,009
Woman (girl if child) 688
Woman (girl if child), Man (boy if child) 2
Man (boy if child) transgender 1
Transgender 1
Woman (girl if child) transgender 1
Household Number
Single 1,416
Family 313
Single Child 1
Veteran Number
No 1,505
Yes 63
Not answered 134Disabling Condition Number
Yes 1,382
No 350

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Addressing Homelessness
• Council accepted the Homeless Strategic Plan on February 6, 2024, which contained six strategies:
• Mobile Resource Center
• Rapid Re-H ousing
• Scattered Site Interim Housing
• Scattered Site Tiny Homes
• Centralized T iny Homes
• Interim Motel Housing
5

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6 Implementation
Plan

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Addressing Homelessness (cont.)
• Council authorized staff to apply for $4.7 million of Encampment Resolution Funding:
• Mobile Resource Center
• Interim Motel Housing
• Earmarked $2.3 million to support implementation of
s
trategies
• Programs would last for two-y ears unless additional funding is identified
7

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Interim Motel Housing Program
• Up to 40 motel rooms – h ouse 120-160 people per year • Modeled after Delta Landing that has an 80% success rate of moving pe
ople into permanent housing
• 24/7 onsite supportive services including healthcare, housing na
vigation, meals, and case management
• Rooms would be for Concord-s pecific participants
• “Housing ready” individuals will be prioritized
• City would partner with Contra Costa County on program 8

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Encampment Resolution Funding
• An encampment typically includes the following
• A group of people sleeping outside in the same location for a sustained period.
• The presence of some type of physical structures (e.g., tents, tarps, l
ean-tos).
• The presence of personal belongings (e.g., coolers, bicycles, m
attresses, clothes).
• The existence of social support or a sense of community for r
esidents.
9

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10 FY 2022-23
1,702 unduplicated
CORE contacts
occurred within
City limits

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11 Highway 4 Corridor
Waterways Corridor
242 Corridor
Arterial Transit Corridor
Highway 680 Corridor

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Grant Application Feedback
“…appears to be a proposal to serve essentially all the encampments in the City of Concord.”
“…proposal is not sufficiently aligned with ERF-3-R objective of providing residents with a clear path to permanent housing…” “…relies heavily on the small number of RRH vouchers included in the ERF-3 application.”
12

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Actions Needed for Grant

1. Narrow focus area to specific portion of the City

2. Strengthen our application around pathways into
pe
rmanent housing
13

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Narrowing the Focus Area
• An encampment typically includes the following
• A group of people sleeping outside in the same location for a sustained period.
14

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15 FY 2022-23
1,702 unduplicated
CORE contacts
occurred within
City limits

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16 Downtown
Lighting and
Landscape
Maintenance
District Overlay

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Pathway Into Permanent Housing
• Re ntal assistance
• Ho using navigation
• Ca se management
• Jo b training
• S UD/Mental Health services
• Se curity deposits
• Uti lity payments
• Mov ing costs
• Leg al services
• Cr edit repair
17 • Strengthen our focus on supportive services

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Questions and
Action Items

1. Authorize staff to negotiate a cost
s
haring and services agreement with
Contra Costa County
- Contract is needed regardless of
w
hether grant funding is obtained

2. Authorize staff to reapply for
E
ncampment Resolution Funding
- Application will be revised with a
na
rrowed focus area and greater detail
on permanent housing pathways
18

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Staff Report
Date: April 23, 2024
To: City Council
From: Valerie J. Barone, City Manager
Prepared by: Joelle Fockler, MMC, City Clerk
[email protected]
(925) 671-3390
Subject: Considering options regarding a defined mayoral rotation process and providing direction to staff.

Report in Brief
On February 6, 2024, Council referred to the Council Committee on Policy Development and Internal Operations a discussion on codifying a defined process for the annual selection of Mayor. The Committee (Birsan/Obringer) are recommending Council choose to define a rotation process in an Ordinance and are providing two approaches for Council consideration.

Recommended Action
Provide direction to staff on defining the mayoral rotation process, specifically what language to use to define the process and confirm the Committee’s recommendation to incorporate the change into an Ordinance rather than a Council Policy.

Background
The Council Committee on Policy Development and Internal Operations met on March 6, 2024, and reviewed Policy and Procedure No. 2 (Attachment 1) which outlines the organization of the City Council and currently reads:

8. ORGANIZATION OF CITY COUNCIL
The City Council shall annually reorganize, choosing from amongst its members who should serve as Mayor and Vice Mayor for the coming year.

8.1 Term of Mayor. The appointment of the Mayor is for a one-year term.

8.2 Term of Vice Mayor. The appointment of Vice Mayor is for a one-year term.

5.b5.b5.b

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City Council Agenda Report
Agenda Item No. 5.b
April 23, 2024
Following discussion of the Policy and various options of Mayoral selection, the Committee directed staff to return to the City Council with a staff report bringing forth the Committee’s recommendation that Council codify its approach for selecting the Mayor in an Ordinance and outlining the Town of Danville’s current process along with a process Mayor Birsan suggested at the March 6 meeting. Both options are outlined in the Analysis section of this report.

Analysis
The Committee was split on preferred language to recommend to Council to define the Mayoral rotation process in Concord. Vice Mayor Obringer supported using the Town of Danville’s mayoral rotation language. This language is shown below with changes shown in italics that reflect the current year and necessary changes to work well in Concord:
a. The position of Mayor is rotated annually. Each councilmember has the right to serve (barring Council changes) every five years.
b. The Vice Mayor is the Councilmember next in the line of succession. c. The City Council agrees upon a five (5) year cycle. The example that follows applies starting in 2025 and with current Councilmembers:
2025 – Councilmember A (Obringer)
2026 – Councilmember B (Nakamura)
2027 – Councilmember C (Aliano)
2028 – Councilmember D (Hoffmeister)
2029 – Councilmember E (Birsan)
d. If one new councilmember is elected or appointed, they are placed at the end of the rotation and incumbent members move up one year if their order is impacted. e. If more than one new councilmember is elected, they are placed at the end of the rotation in an order determined by the percentage of votes they received of total votes cast within their election district, with the new Council member that received the highest % of votes being listed first. Incumbent councilmembers move up by the number of years equivalent to the number of new councilmembers elected (i.e. two (2) new members means that the others move up two (2) years) if their order is impacted.

If a Councilmember defers from serving as Mayor in their assigned year, they drop to the bottom of the rotation, and everyone moves up a year.

Mayor Birsan’s proposed process is as follows:

If there is only one nomination for the position of Mayor, they will be appointed. In the event of two or more nominations, the candidate

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City Council Agenda Report
Agenda Item No. 5.b
April 23, 2024
who has not been the Mayor the longest going back from the current term shall be appointed. If tied, the candidate with the highest percentage of votes in their last election shall be appointed.

The mayoral rotation is currently outlined in Policy and Procedure No. 2. The Committee is recommending that the Council choose to codify one of the above approaches in an Ordinance rather than placing it into a policy document.

If the Council wishes to proceed with a defined mayoral rotation, staff requests that the Council confirm (a) the desired language (as outlined above), and (b) whether the rotation process will be documented in an Ordinance or in an amendment to Policy and Procedure No. 2. The Committee is recommending documentation in an Ordinance.

Subsequent to Council direction, staff will return to a future meeting with the appropriate documents for Council consideration and action.

Financial Impact
A defined mayoral rotation does not have a financial impact.

Public Contact
The City Council Agenda was posted.

Attachment

1. Policy and Procedure No. 2

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CIT

Y COUNCIL MEETING PROCEDURES

1. PURPOSE
To provide a procedural guide for the conduct of City Council meetings, including the preparation of agendas and minutes.

2. BACK
GROUND
The City Council convenes regular and special meetings to conduct its business in accordance with California's open meeting law (the Brown Act, Government Code Section 54950 et seq.). A range of business matters come regularly before the City Council, including items requiring public discussion or a public hearing, routine items requiring formal action, and information items. To further the public interest, the City Council determines that it must focus its time and attention on the consideration of policy items, delegating to City staff those matters of an administrative nature. The City Council therefore sets forth herein a methodology for the expeditious and proper handling of City Council meetings, and for preparation of agendas and minutes. In the event of any conflict between these local procedures and State law, the provisions of State law shall govern. Except when prohibited by law or by a specific provision of this policy requiring a supermajority vote, the City Council by majority vote may waive or modify any of the procedural rules contained herein.

3. CIT

Y COUNCIL MEETINGS
All meetings of the City Council shall be open to the public, except as provided by law.

3.1 R
egular Meetings. Pursuant to Concord Municipal Code Section 2.05.010, regular meetings of the City Council shall be held in the Farrel A. Stewart Civic Center, 1950 Parkside Drive, Concord, California unless the meeting agenda identifies another location. Regular meetings shall be held on the first, second and fourth Tuesday of each month, or as otherwise reflected on a City Council-approved meeting calendar. The Council agenda may reserve around 5:00 p.m. to 6:00 p.m. for non-hearing items, including closed sessions and study sessions. No public hearing shall commence before 6:00 p.m. No public hearing shall commence after 10:00 p.m. without a majority vote of the City Council. No new items may be heard after 11:00 p.m. without a majority vote of the City Council. The City Clerk shall post an agenda, as required by Government Code Section 54954.2, specifying the time and the location of the meeting.

3.2 S
pecial Meetings. The presiding officer or a majority of the City Council may call a special meeting at any time in accordance with Government Code Section 54956.

3.3 St
udy Sessions. Study sessions may be conducted as part of a regular or special meeting. Study sessions may be scheduled as deemed necessary or desirable for exchanging information and providing direction to City staff prior to final action by the City Council.

3.4 C
losed Sessions. The City Council may, from time to time, meet in closed session, not open to the public or the news media, to discuss litigation, real estate negotiations, personnel matters, labor relations, and other matters authorized by the Brown Act. The City Attorney shall prepare the agenda description for each closed session item.

3.5 E
mergency Meetings. Emergency meetings may be called without complying with the 24- hour notice requirement in accordance with Government Code Section 54956.5.

CITY OF CONCORD
Number:

Authority:

Effective:

Revised:

Reviewed:

Initia ting Dept.:
2 Council Motion
12-07-70
1-9-2024
CM

POLICY & PROCEDURE

Attachment 1

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POLICY & PROCEDURE NO. 2

4. MEETING CONDUCT
At the time scheduled for each regular or special meeting, the members of the City Council, the City Manager, the City Clerk, the City Attorney, and such Department Heads or others as have been requested to be present, shall meet in the Council Chamber or other meeting location as designated in the posted agenda. The business of the City Council shall be conducted in substantially the manner herein provided. In situations not expressly governed either by State law or these procedural rules, the City Council may proceed in accordance with the parliamentary rules set forth in the revised version of Rosenberg’s Rules attached hereto. Failure to follow these procedural rules or the revised version of Rosenberg’s Rules shall not invalidate a City Council action.

4.1 Quorum and Voting. Three members of the City Council shall constitute a quorum for the transaction of business. When there is no quorum, the Mayor shall adjourn the meeting, or if no member of the City Council is or will be present, the City Clerk shall adjourn the meeting. Notice of adjournment shall be posted as required by Government Code Section 54955. For the purpose of considering any item subject to vote of the City Council, when any member of the City Council is disqualified due to a conflict of interest, his/her presence shall not be considered in determining the existence of a quorum. Consideration of such items shall be deferred until a quorum of disinterested Councilmembers is present to discuss and vote on the items unless otherwise authorized by the Political Ref orm Act (Government Code Section 87100 et seq.) and the Fair Political Practices Commission Regulations. Except as otherwise provided by law, a majority of the Councilmembers present and voting shall be sufficient to approve an action, provided, however, that at least three votes are required for the passage of any ordinance, resolution, or orders for the payment of money pursuant to Government Code Section 36936.

4.2 Rules of Debate. A motion must be seconded before it can be discussed. A second merely implies that the seconder agrees that the motion should come before the City Council and not that the seconder is in favor of the motion. A second may be withdrawn for any reason before the motion is voted on.

4.21 Recognition. Every member of the City Council desiring to speak shall address the Mayor and, upon recognition by the Mayor, shall confine him/herself to the question under debate.

4.22 Rights of Mayor. The Mayor may move, second, and debate any item before the City Council subject only to such limitations of debate as are imposed by these rules on all members of the City Council and shall not be deprived of any of the rights or privileges of a member of the City Council, including the right to vote on all motions and other actions of the City Council.

4.23 Interruptions. No member of the City Council, once recognized, shall be interrupted when speaking unless it is to call him/her to order or as otherwise provided herein. If a member of the City Council is called to order while speaking, s/he shall cease speaking until the question of order is determined and, if in order, shall be permitted to proceed.

4.24 Motion to Reconsider. A motion to reconsider any action taken by the City Council may be made only by a member of the Council who was on the prevailing side of the vote, but may be seconded by any member of the City Council and requires a majority vote of the City Council for approval.

No matter shall be reconsidered more than o nce. Any action of the Council which cannot be reversed cannot be reconsidered.

4.241 Timing of Motion. A motion to reconsider may be made at any time during the meeting at which the action was taken, but not at any adjournment or continuance of that meeting.

4.242 Effect of Approval. Upon approval of a motion to reconsider, the prior action shall be set aside in its entirety; and the underlying matter shall be scheduled for consideration at the earliest feasible City Council meeting and shall be re -noticed pursuant to Concord Municipal Code Sections 2.05.050 or 2.05.050 or other applicable laws.

4.243 Rescission, Repeal or Amendment. The reconsideration rules contained in this Policy

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& Procedure shall not limit the City Council's inherent authority to rescind, repeal, or amend its prior actions in situations where it is not precluded from doing so under applicable laws.

4.3 Addressing the Council. Each person wishing to address the City Council is requested to fill out and return to the City Clerk a speaker card containing the speaker’s name, address and item on which he/she is interested in addressing the Council, and the speaker’s position on the item to be addressed. All information on the speaker card is a public record and may be subject to disclosure under the California Public Records Act. The Mayor shall use the speaker's card to determine whether a time limit is necessary for the item to be discussed, to arrange the order of presentation of testimony before the City Council and to recognize speakers. The Mayor shall recognize anyone desiring to address the City Council even if a speaker card has not been filled out. After having received permission from the Mayor to address the City Council, each person shall come to the microphone and may give his/her name for the record before speaking. The Mayor will also endeavor to call for additional speakers before closing comment on an item. All remarks shall be addressed to the City Council as a body. No person other than a member of the City Council and the person having the floor shall enter into any discussion without permission of the Mayor. Any person following this procedure shall have the right to be heard during the public comment period or at the time the City Council considers any items of business listed on the agenda.

4.31 Spokesperson for a Group of Persons. Whenever any group of persons wishes to address the City Council on the same subject matter, it shall be appropriate for the Mayor to request that a spokesperson be chosen by the group to address the Council, to specify a time limit, and in case additional matters are to be presented at that time by any other member of the group, to limit the number of speakers to avoid repetition.

4.4 Decorum

4.41 Council. Members of the City Council must preserve order and decorum and shall not, by conversation or otherwise, delay or interrupt the proceedings or peace of the City Council in any way, or disturb any other member of the City Council while speaking, or refuse to obey the orders of the City Council or the Mayor, except as otherwise herein provided.

4.42 All Persons. No person speaking may make any unduly repetitive, irrelevant, personal, impertinent, slanderous, profane, loud, threatening, or abusive remark to any member of the City Council, City staff, or the general public, which actually disrupts, disturbs, or otherwise impedes the orderly conduct of the meeting. No person may bring into the Council Chamber any device, sign or object that may cause disruption of the meeting, or obstruct others attending the meeting from participating in, hearing, or seeing the meeting proceedings. Any person who makes such remarks, or who engages in any other disorderly conduct which actually disrupts, disturbs, or otherwise impedes the orderly conduct of any City Council meeting may, at the discretion of the Mayor or the City Council majority, be barred from further comments during that meeting, or subjected to enforcement actions pursuant to Section 4.43.

4.43 Enforcement. The Chief of Police, or his/her authorized representative, shall be the ex -officio Sergeant-at-Arms of the Council. S/he shall carry out all orders and instructions of the Mayor for the purpose of maintaining order and decorum in the City Council meeting room. Upon instructions of the Mayor, it shall be the duty of any police officer present to remove from the City Council meeting room any person in the audience who engages in conduct prohibited pursuant to Section

4.42 at a City Council meetin g, and to place under arrest any person who is violating the law.

4.5 Duties of Mayor. The Mayor shall assume his/her place and duties immediately following his/her election by the City Council.

4.51 Call to Order. At the hour appointed for the meeting, the Mayor shall call the City Council to

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order. The Mayor shall serve as the presiding officer for all City Council meetings. In the Mayor’s absence, the Vice Mayor shall serve as the presiding officer. In the absence of both the Mayor and Vice Mayor, the most senior Councilmember (in consecutive years served on the City Council ) shall serve as the presiding officer ; if there is a seniority tie, the Councilmember who received more votes during their latest elections shall serve as the presiding officer. Upon the arrival of the Mayor, the Vice Mayor shall relinquish the chair at the conclusion of the business item then before the City Council; u pon the arrival of the Mayor or the Vice Mayor, the presiding officer shall relinquish the chair at the conclusion of the business item then before the City Council.

4.52 Changes to the Order of Business. The Mayor may change the order of business as shown on the meeting agenda at any time during the meeting as deemed necessary or convenient.

4.53 Additional Duties.

a. The Mayor shall preserve strict order and decorum at all meetings, have the power to limit the time of any speaker from the floor, state questions coming before the City Council, and announce the City Council's decision on all subjects.

b. The Mayor shall have the authority to rule on procedural matters relating to the conduct of City Council meetings. Any procedural rulings or other actions of the Mayor may be overruled by a majority vote of the City Council.

c. The Mayor shall sign all ordinances, contracts and other documents approved by the City Council, except if a conflict of interest exists or authority to execute documents has been delegated to the City Manager or another representative of the City.

d. The Mayor may, from time to time, announce appointments to ad hoc advisory committees composed solely of less than a majority of the members of the City Council ; the announcement of such appointments shall appear on the posted agenda, but shall not require City Council approval. The Mayor may also propose appointments to standing committees and regional bodies, subject to confirmation by a majority of the City Council.

e. The Mayor may make declarations of special dates and recognition awards on behalf of the City, such declarations to be detailed in the subsequent correspondence and reports to Council.

f. The Mayor may declare a meeting adjourned if the end of the agenda has been reached or there is no further business.

4.6 Roll Call. Before proceeding with the business of the City Council, the City Clerk shall call the roll of the members of the City Council, and the names of those present shall be entered in the minutes.

4.7 Public Comment Period.

4.71 Public Comment on Non-Agenda Items. The agenda for every regular City Council meeting shall include a public comment period. Members of the public may address the City Council during this period on any subject that is within the jurisdiction of the City Council and not listed on the agenda.

Individual public comments shall be limited to three minutes, and the total duration of the public comment period shall not exceed fifteen minutes, before items scheduled on the agenda are considered, unless an increase or decrease of time is ordered by the Mayor. If public comment of longer than fifteen minutes is to be conducted, it will be taken following conclusion of the consideration of scheduled items.

4.72 Public Comment on Agenda Items. The agenda for every regular or special City Council meeting shall include the opportunity for members of the public to address the City Council before or during the Council’s consideration of any item on the agenda, including items on the Consent Calendar.

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Persons addressing the Council shall be limited to three minutes, unless an increase or decrease of time is ordered by the Mayor. The Mayor may allow extra time for the applicant, appellant, or other person or entity directly involved in the decision.

4.8 Adoption of Consent Calendar. Adoption of the Consent Calendar may be made by one motion of the City Council, provided that any Councilmember, individual or organization in attendance may request removal of an item from the Consent Calendar for separate consideration. If a request for removal of an item from the Consent Calendar has been timely received, the Mayor may defer action on the particular item and place the same on the regular agenda for consideration in any order s/he deems appropriate.

4.9 Voting.

4.91 Roll Call Vote. Any Councilmember may request a roll call vote to be taken and recorded on any motion. Whenever a roll call vote of the City Council is in order, the City Clerk shall call the roll as follows:

4.911 Maker of the motion.

4.912 Seconder of the motion.

4.913 The balance of the City Council in alphabetical order except that the Mayor is called last, unless the Mayor is the maker or seconder of the motion.

4.92 Silence Constitutes Affirmative Vote. In all voting, unless a member of the City Council states s/he is not voting, his/her silence shall be recorded as an affirmative vote.

4.93 Ex Parte Communications. Whenever the City Council is sitting in a quasi -judicial capacity to weigh facts and evidence on a permit application, appeal , or other quasi -judicial matter, each Councilmember shall, once the agenda item is called, disclose for the record any ex parte communications or site visits and information received outside of the meeting, so that all Councilmembers, parties and opponents have the same information received by the Councilmember, and an opportunity to consider and/or respond to such information.

5. AGENDA

5.1 Preparation. The City Manager shall prepare an agenda for each City Council meeting, except for Closed Session per Section 3.4, and shall submit the draft agenda to the City Attorney for legal review. If after the regular agenda is prepared the City Manager determines that additional items should be placed thereon, a supplemental or revised agenda shall be posted in accordance with the provisions of Government Code Sections 54954.2 or 54956 as appropriate. The agenda shall contain a brief general description of each item of business to be transacted or discussed at the meeting. While not required by law, in the interest of transparency, City staff shall endeavor to include the monetary amount and source of funds of consultant, construction, employee, and similar contracts in applicable agenda descriptions; however failure to do so shall not invalidate or affect the adequacy of the agenda description or notice to the public.

5.11 Notice/Posting. At least seventy-two (72) hours before a regular meeting of the City Council an agenda shall be posted and mailed as required by law . The agenda shall specify the time and location of the regular meeting and shall be posted in a location that is freely accessible to members of the public, including on the City website, pursuant to Government Code Section 54954.2.

5.12 Non-Agenda Items. No action or discussion shall be undertaken on any item not appearing on the posted agenda, except as expressly permitted pursuant to Government Code Section 54954.2.

Councilmembers or staff may briefly respond to statements made or questions posed by persons speaking during the public comment period. In addition, on his/her own initiative or in response to questions posed by the public, a Councilmember or staff may ask a question for clarification, make a brief announcement, or make a brief report on his or her activities. Furthermore, the City Council or an individual Councilmember with the concurrence of the Council majority may provide a

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reference to staff or to other resources for factual information, request staff to report back to the City Council at a subsequent meeting concerning any matter, or take action to direct staff to place a matter of business on a future agenda. Finally, the City Council may take action on items of business not appearing on the posted agenda under any of the following conditions:

5.121 Upon a determination by a majority vote of the City Council that an emergency situation exists as defined in Government Code Section 54956.5.

5.122 Upon a determination by a two- thirds (2/3) vote of the Councilmembers present at the meeting, or if less than two-thirds (2/3) of the members are present, a unanimous vote of those members present, that there is a need to take immediate action and that the need to take action came to the attention of the City subsequent to the agenda being posted. For a five person City Council, the 2/3 requirement means four of five, or three of four , Councilmembers.

5.123 The item was posted in accordance with this Policy & Procedure for a prior meeting of the City Council occurring not more than five (5) calendar days prior to the date action is taken on the item, and at the prior meeting the item was continued to the meeting at which action is being taken.

5.13 Special Meetings. As required by Government Code Section 54956, a written notice of each special meeting shall be delivered to each member of the City Council, and to each local newspaper, radio, or television station that has a written request for notice on file with the City. The notice shall be delivered and posted in a location freely accessible to the public at least 24 hours before the time of the special meeting, and shall state the time and place of the special meeting and all items of business to be transacted or discussed. Only matters described in the agenda may be considered at the meeting.

5.2 Consent Calendar. Items which are not expected to require public discussion may be grouped together and listed under the Consent Calendar. Typically, these will consist of routine and non-controversial items.

5.3 Ordinances. Upon the item being called, the City Clerk or City Attorney shall read the title of the ordinance in full. Thereafter, any member of the City Council may move to waive further reading of the ordinance and either introduce or adopt the ordinance pursuant to State law.

5.4 Public Hearings and Consideration Items. Legal publication, posting, and mailing will be carried out pursuant to law.

5.5 Continuances.

5.51 The City Council may, in its discretion, continue any item of business to a subsequent meeting.

5.52 Items that are not continued to a date certain or are continued for further hearing or action for a period longer than thirty (30) days from the City Council meeting shall be renoticed at the applicant/appellant's expense.

5.6 Urgency Ordinances. The City Council may adopt an urgency ordinance as provided by State law. Non- planning urgencies are governed by Government Code Section 36937(b). Planning urgencies are governed by Government Code Section 65858. Urgency ordinances not requiring a public hearing may be placed on an agenda for City Council action in accordance with the provisions of Government Code Section 54954.2.

5.7 Written Staff Reports. Staff reports and/or resolutions shall be prepared if directed by the City Manager or otherwise required by law. In advance of the meeting, copies of the final versions of any such staff report or resolution shall be made available to the City Council, the news media, and persons who have requested advance copies thereof.

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5.71 Benched Documents. Any public records provided to the City Council subsequent to the posting of the agenda, and changes to the staff report, resolutions, contracts, and other City materials, shall be made available upon request as provided in Government Code Section 54957.5.

5.72 Plans. Plans provided by an applicant, appellant, and/or his/her/its representative to City staff or to the City Council in connection with an agenda item may be reduced in size and published together with or as part of such agenda item; reduced-sized plans use for such purpose shall become a public record subject to disclosure under the Public Records Act.

6. AGENDA DISTRIBUTION

6.1 Agendas which have been copied and distributed to the City Council will be made available to the public at the same time and at City Council meetings.

6.2 Agendas of regular and special meetings will be provided to all individuals who subscribe to an annual mailing service.

6.3 Individuals or organizations whom the City believes may be affected by an agenda item may, as a courtesy, be mailed an agenda to advise when the item is scheduled to be considered by the City Council.

6.4 The agenda shall be posted in the display case located near the Parkside Drive entrance to the Civic Center and on the City’s website not less than seventy-two (72) hours in advance of each regular meeting and not less than twenty-four (24) hours prior to each special meeting of the City Council. A log shall be maintained of the time and date each agenda is posted.

7. MINUTES

7.1 Official Record. The official minutes of the City Council shall be kept by the City Clerk. The City Clerk shall be required to make a record only of such business as was actually voted upon by the City Council and shall not be required to record any remarks of any member of the City Council or of any other person, except at the special request of a member of the City Council during that meeting. The City Clerk shall enter into the minutes a brief summary of the reasons for dissent from or protest against any action of the Council if any member of the City Council so requests it during that meeting. Names of persons addressing the City Council, the title of the subject matter to which their remarks related, and whether they spoke in support of or in opposition to such matter shall be entered in the minutes.

7.2 Recordings. As an aid to the preparation of minutes, the City Clerk shall arrange to have recordings made of all regular and special City Council meetings, except for workshops and closed sessions. The City Clerk is not required to have recordings made for meetings when no recording is needed to assist in the preparation of minutes. The recordings may be destroyed after the City Council approval of minutes in accordance with the Records Retention Schedule, unless the City Attorney requests retention of a particular recording.

7.3 Approval of Minutes. The City Clerk shall attach a copy of the minutes to the agenda for the meeting at which the minutes are proposed to be approved. T he City Council may request minor clarification and corrections as necessary. The minutes may be approved without reading.

8. ORGANIZATION OF CITY COUNCIL
The City Council shall annually reorganize, choosing from amongst its members who should serve as Mayor and Vice Mayor for the coming year .

8.1 Term of Mayor. The appointment of the Mayor is for a one-year term.

8.2 Term of Vice Mayor. The appointment of Vice Mayor is for a one -year term.

8.3 Seating. Council seating at the dais will be per the attached diagram, or as established by the Mayor.

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POLICY & PROCEDURE NO. 2

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Rosenberg’s Rules of Order
REVISED 2011
Simple Rules of Parliamentary Procedure for the 21st Century By Judge Dave Rosenberg
Attachment 2

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ii
MISSION and CORE BELIEFS
T o expand and protect local control for cities through education and advocacy to enhance the quality of life for all Californians.

VISION
T o be recognized and respected as the leading advocate for the common interests of California’s cities.

About the League of California Cities
Established in 1898, the League of California Cities is a member organization that represents California’s incorporated cities.

The League strives to protect the local authority and automony of city government and help California’s cities effectively serve their residents. In addition to advocating on cities’ behalf at the state capitol, the League provides its members with professional development programs and information resources, conducts education conferences and research, and publishes Western City magazine.
© 2011 League of California Cities. All rights reserved.

About the Author
Dave Rosenberg is a Superior Court Judge in Y olo County. He has served as presiding judge of his court, and as presiding judge of the Superior Court Appellate Division. He also has served as chair of the Trial Court Presiding Judges Advisory Committee (the committee composed of all 58 California presiding judges) and as an advisory member of the California Judicial Council. Prior to his appointment to the bench, Rosenberg was member of the Y olo County Board of Supervisors, where he served two terms as chair. Rosenberg also served on the Davis City Council, including two terms as mayor. He has served on the senior staff of two governors, and worked for 19 years in private law practice. Rosenberg has served as a member and chair of numerous state, regional and local boards. Rosenberg chaired the California State Lottery Commission, the California Victim Compensation and Government Claims Board, the Y olo-Solano Air Quality Management District, the Y olo County Economic Development Commission, and the Y olo County Criminal Justice Cabinet. For many years, he has taught classes on parliamentary procedure and has served as parliamentarian for large and small bodies.

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1 Table of Contents
About the Author ............................................................................................................ii I
ntroduction

....................................................................................................................2 Establishing a Quorum

...................................................................................................2 The Role of the Chair

......................................................................................................2 The Basic Format for an Agenda Item Discussion

........................................................2 Motions in General

.........................................................................................................3 The Three Basic Motions

................................................................................................3 Multiple Motions Before the Body

.................................................................................4 T o Debate or Not to Debate

............................................................................................4 Majority and Super-Majority Votes

...............................................................................5 Counting Votes

................................................................................................................5 The Motion to Reconsider

..............................................................................................6 Courtesy and Decorum

..................................................................................................7 Special Notes About Public Input

..................................................................................7

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2 Establishing a Quorum
The starting point for a meeting is the establishment of a quorum.

A quorum is defined as the minimum number of members of the body who must be present at a meeting for business to be legally transacted. The default rule is that a quorum is one more than half the body. For example, in a five-member body a quorum is three.

When the body has three members present, it can legally transact business. If the body has less than a quorum of members present, it cannot legally transact business. And even if the body has a quorum to begin the meeting, the body can lose the quorum during the meeting when a member departs (or even when a member leaves the dais). When that occurs the body loses its ability to transact business until and unless a quorum is reestablished.

The default rule, identified above, however, gives way to a specific rule of the body that establishes a quorum. For example, the rules of a particular five-member body may indicate that a quorum is four members for that particular body. The body must follow the rules it has established for its quorum. In the absence of such a specific rule, the quorum is one more than half the members of the body.

The Role of the Chair
While all members of the body should know and understand the rules of parliamentary procedure, it is the chair of the body who is charged with applying the rules of conduct of the meeting. The chair should be well versed in those rules. For all intents and purposes, the chair makes the final ruling on the rules every time the chair states an action. In fact, all decisions by the chair are final unless overruled by the body itself.

Since the chair runs the conduct of the meeting, it is usual courtesy for the chair to play a less active role in the debate and discussion than other members of the body. This does not mean that the chair should not participate in the debate or discussion. T o the contrary, as a member of the body, the chair has the full right to participate in the debate, discussion and decision-making of the body. What the chair should do, however, is strive to be the last to speak at the discussion and debate stage. The chair should not make or second a motion unless the chair is convinced that no other member of the body will do so at that point in time.

The Basic Format for an Agenda Item Discussion
Formal meetings normally have a written, often published agenda.

Informal meetings may have only an oral or understood agenda. In either case, the meeting is governed by the agenda and the agenda constitutes the body’s agreed-upon roadmap for the meeting. Each agenda item can be handled by the chair in the following basic format:

Introduction
The rules of procedure at meetings should be simple enough for most people to understand. Unfortunately, that has not always been the case. Virtually all clubs, associations, boards, councils and bodies follow a set of rules — Robert’s Rules of Order — which are embodied in a small, but complex, book. Virtually no one I know has actually read this book cover to cover. Worse yet, the book was written for another time and for another purpose. If one is chairing or running a parliament, then Robert’s Rules of Order is a dandy and quite useful handbook for procedure in that complex setting. On the other hand, if one is running a meeting of say, a five-member body with a few members of the public in attendance, a simplified version of the rules of parliamentary procedure is in order.

Hence, the birth of Rosenberg’s Rules of Order.

What follows is my version of the rules of parliamentary procedure, based on my decades of experience chairing meetings in state and local government. These rules have been simplified for the smaller bodies we chair or in which we participate, slimmed down for the 21st Century, yet retaining the basic tenets of order to which we have grown accustomed. Interestingly enough, Rosenberg’s Rules has found a welcoming audience. Hundreds of cities, counties, special districts, committees, boards, commissions, neighborhood associations and private corporations and companies have adopted Rosenberg’s Rules in lieu of Robert’s Rules because they have found them practical, logical, simple, easy to learn and user friendly.

This treatise on modern parliamentary procedure is built on a foundation supported by the following four pillars:

1. R
ules should establish order. The first purpose of rules of parliamentary procedure is to establish a framework for the orderly conduct of meetings.

2. R
ules should be clear. Simple rules lead to wider understanding and participation. Complex rules create two classes: those who understand and participate; and those who do not fully understand and do not fully participate.

3. R
ules should be user friendly. That is, the rules must be simple enough that the public is invited into the body and feels that it has participated in the process.

4. R
ules should enforce the will of the majority while protecting the rights of the minority. The ultimate purpose of rules of procedure is to encourage discussion and to facilitate decision making by the body. In a democracy, majority rules. The rules must enable the majority to express itself and fashion a result, while permitting the minority to also express itself, but not dominate, while fully participating in the process.

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3 Ninth, the chair takes a vote. Simply asking for the “ayes” and then asking for the “nays” normally does this. If members of the body do not vote, then they “abstain. ” Unless the rules of the body provide otherwise (or unless a super majority is required as delineated later in these rules), then a simple majority (as defined in law or the rules of the body as delineated later in these rules) determines whether the motion passes or is defeated.

T enth, the chair should announce the result of the vote and what action (if any) the body has taken. In announcing the result, the chair should indicate the names of the members of the body, if any, who voted in the minority on the motion. This announcement might take the following form: “The motion passes by a vote of 3-2, with Smith and Jones dissenting. We have passed the motion requiring a 10-day notice for all future meetings of this body. ”
Motions in General
Motions are the vehicles for decision making by a body. It is usually best to have a motion before the body prior to commencing discussion of an agenda item. This helps the body focus.

Motions are made in a simple two-step process. First, the chair should recognize the member of the body. Second, the member of the body makes a motion by preceding the member’s desired approach with the words “I move … ”
A typical motion might be: “I move that we give a 10-day notice in the future for all our meetings. ”
The chair usually initiates the motion in one of three ways:

1. Inviting
the members of the body to make a motion, for
example, “A motion at this time would be in order. ”

2. S
uggesting a motion to the members of the body, “A motion would be in order that we give a 10-day notice in the future for all our meetings. ”

3. M
aking the motion. As noted, the chair has every right as a member of the body to make a motion, but should normally do so only if the chair wishes to make a motion on an item but is convinced that no other member of the body is willing to step forward to do so at a particular time.

The Three Basic Motions
There are three motions that are the most common and recur often at meetings:

The basic motion. The basic motion is the one that puts forward a decision for the body’s consideration. A basic motion might be: “I move that we create a five-member committee to plan and put on our annual fundraiser. ”
First, the chair should clearly announce the agenda item number and should clearly state what the agenda item subject is. The chair should then announce the format (which follows) that will be followed in considering the agenda item.

Second, following that agenda format, the chair should invite the appropriate person or persons to report on the item, including any recommendation that they might have. The appropriate person or persons may be the chair, a member of the body, a staff person, or a committee chair charged with providing input on the agenda item.

Third, the chair should ask members of the body if they have any technical questions of clarification. At this point, members of the body may ask clarifying questions to the person or persons who reported on the item, and that person or persons should be given time to respond.

Fourth, the chair should invite public comments, or if appropriate at a formal meeting, should open the public meeting for public input.

If numerous members of the public indicate a desire to speak to the subject, the chair may limit the time of public speakers. At the conclusion of the public comments, the chair should announce that public input has concluded (or the public hearing, as the case may be, is closed).

Fifth, the chair should invite a motion. The chair should announce the name of the member of the body who makes the motion.

Sixth, the chair should determine if any member of the body wishes to second the motion. The chair should announce the name of the member of the body who seconds the motion. It is normally good practice for a motion to require a second before proceeding to ensure that it is not just one member of the body who is interested in a particular approach. However, a second is not an absolute requirement, and the chair can proceed with consideration and vote on a motion even when there is no second. This is a matter left to the discretion of the chair.

Seventh, if the motion is made and seconded, the chair should make sure everyone understands the motion.

This is done in one of three ways:

1. T
he chair can ask the maker of the motion to repeat it;

2. T
he chair can repeat the motion; or

3. T
he chair can ask the secretary or the clerk of the body to repeat the motion.

Eighth, the chair should now invite discussion of the motion by the body. If there is no desired discussion, or after the discussion has ended, the chair should announce that the body will vote on the motion. If there has been no discussion or very brief discussion, then the vote on the motion should proceed immediately and there is no need to repeat the motion. If there has been substantial discussion, then it is normally best to make sure everyone understands the motion by repeating it.

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4 First, the chair would deal with the third (the last) motion on the floor, the substitute motion. After discussion and debate, a vote would be taken first on the third motion. If the substitute motion passed, it would be a substitute for the basic motion and would eliminate it. The first motion would be moot, as would the second motion (which sought to amend the first motion), and the action on the agenda item would be completed on the passage by the body of the third motion (the substitute motion). No vote would be taken on the first or second motions.

Second, if the substitute motion failed, the chair would then deal with the second (now the last) motion on the floor, the motion to amend. The discussion and debate would focus strictly on the amendment (should the committee be five or 10 members). If the motion to amend passed, the chair would then move to consider the main motion (the first motion) as amended. If the motion to amend failed, the chair would then move to consider the main motion (the first motion) in its original format, not amended.

Third, the chair would now deal with the first motion that was placed on the floor. The original motion would either be in its original format (five-member committee), or if amended, would be in its amended format (10-member committee). The question on the floor for discussion and decision would be whether a committee should plan and put on the annual fundraiser.

T o Debate or Not to Debate
The basic rule of motions is that they are subject to discussion and debate. Accordingly, basic motions, motions to amend, and substitute motions are all eligible, each in their turn, for full discussion before and by the body. The debate can continue as long as members of the body wish to discuss an item, subject to the decision of the chair that it is time to move on and take action.

There are exceptions to the general rule of free and open debate on motions. The exceptions all apply when there is a desire of the body to move on. The following motions are not debatable (that is, when the following motions are made and seconded, the chair must immediately call for a vote of the body without debate on the motion):

Motion to adjourn. This motion, if passed, requires the body to immediately adjourn to its next regularly scheduled meeting. It requires a simple majority vote.

Motion to recess. This motion, if passed, requires the body to immediately take a recess. Normally, the chair determines the length of the recess which may be a few minutes or an hour. It requires a simple majority vote.

Motion to fix the time to adjourn. This motion, if passed, requires the body to adjourn the meeting at the specific time set in the motion. For example, the motion might be: “I move we adjourn this meeting at midnight. ” It requires a simple majority vote.

The motion to amend. If a member wants to change a basic motion that is before the body, they would move to amend it. A motion to amend might be: “I move that we amend the motion to have a 10-member committee. ” A motion to amend takes the basic motion that is before the body and seeks to change it in some way.

The substitute motion. If a member wants to completely do away with the basic motion that is before the body, and put a new motion before the body, they would move a substitute motion. A substitute motion might be: “I move a substitute motion that we cancel the annual fundraiser this year. ”
“Motions to amend” and “substitute motions” are often confused, but they are quite different, and their effect (if passed) is quite different.

A motion to amend seeks to retain the basic motion on the floor, but modify it in some way. A substitute motion seeks to throw out the basic motion on the floor, and substitute a new and different motion for it. The decision as to whether a motion is really a “motion to amend” or a “substitute motion” is left to the chair. So if a member makes what that member calls a “motion to amend, ” but the chair determines that it is really a “substitute motion, ” then the chair’s designation governs.

A “friendly amendment” is a practical parliamentary tool that is simple, informal, saves time and avoids bogging a meeting down with numerous formal motions. It works in the following way: In the discussion on a pending motion, it may appear that a change to the motion is desirable or may win support for the motion from some members. When that happens, a member who has the floor may simply say, “I want to suggest a friendly amendment to the motion. ” The member suggests the friendly amendment, and if the maker and the person who seconded the motion pending on the floor accepts the friendly amendment, that now becomes the pending motion on the floor. If either the maker or the person who seconded rejects the proposed friendly amendment, then the proposer can formally move to amend.

Multiple Motions Before the Body
There can be up to three motions on the floor at the same time.

The chair can reject a fourth motion until the chair has dealt with the three that are on the floor and has resolved them. This rule has practical value. More than three motions on the floor at any given time is confusing and unwieldy for almost everyone, including the chair.

When there are two or three motions on the floor (after motions and seconds) at the same time, the vote should proceed first on the last motion that is made. For example, assume the first motion is a basic “motion to have a five-member committee to plan and put on our annual fundraiser. ” During the discussion of this motion, a member might make a second motion to “amend the main motion to have a 10-member committee, not a five-member committee to plan and put on our annual fundraiser. ” And perhaps, during that discussion, a member makes yet a third motion as a “substitute motion that we not have an annual fundraiser this year. ” The proper procedure would be as follows:

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5 Motion to close nominations. When choosing officers of the body (such as the chair), nominations are in order either from a nominating committee or from the floor of the body. A motion to close nominations effectively cuts off the right of the minority to nominate officers and it requires a two-thirds vote to pass.

Motion to object to the consideration of a question. Normally, such a motion is unnecessary since the objectionable item can be tabled or defeated straight up. However, when members of a body do not even want an item on the agenda to be considered, then such a motion is in order. It is not debatable, and it requires a two-thirds vote to pass.

Motion to suspend the rules. This motion is debatable, but requires a two-thirds vote to pass. If the body has its own rules of order, conduct or procedure, this motion allows the body to suspend the rules for a particular purpose. For example, the body (a private club) might have a rule prohibiting the attendance at meetings by non-club members. A motion to suspend the rules would be in order to allow a non-club member to attend a meeting of the club on a particular date or on a particular agenda item.

Counting Votes
The matter of counting votes starts simple, but can become complicated.

Usually, it’s pretty easy to determine whether a particular motion passed or whether it was defeated. If a simple majority vote is needed to pass a motion, then one vote more than 50 percent of the body is required. For example, in a five-member body, if the vote is three in favor and two opposed, the motion passes. If it is two in favor and three opposed, the motion is defeated.

If a two-thirds majority vote is needed to pass a motion, then how many affirmative votes are required? The simple rule of thumb is to count the “no” votes and double that count to determine how many “yes” votes are needed to pass a particular motion. For example, in a seven-member body, if two members vote “no” then the “yes” vote of at least four members is required to achieve a two-thirds majority vote to pass the motion.

What about tie votes? In the event of a tie, the motion always fails since an affirmative vote is required to pass any motion. For example, in a five-member body, if the vote is two in favor and two opposed, with one member absent, the motion is defeated.

Vote counting starts to become complicated when members vote “abstain” or in the case of a written ballot, cast a blank (or unreadable) ballot. Do these votes count, and if so, how does one count them? The starting point is always to check the statutes.

In California, for example, for an action of a board of supervisors to be valid and binding, the action must be approved by a majority of the board. (California Government Code Section 25005.) Typically, this means three of the five members of the board must vote affirmatively in favor of the action. A vote of 2-1 would not be sufficient. A vote of 3-0 with two abstentions would be sufficient. In general law cities in Motion to table. This motion, if passed, requires discussion of the agenda item to be halted and the agenda item to be placed on “hold. ” The motion can contain a specific time in which the item can come back to the body. “I move we table this item until our regular meeting in October. ” Or the motion can contain no specific time for the return of the item, in which case a motion to take the item off the table and bring it back to the body will have to be taken at a future meeting. A motion to table an item (or to bring it back to the body) requires a simple majority vote.

Motion to limit debate. The most common form of this motion is to say, “I move the previous question” or “I move the question” or “I call the question” or sometimes someone simply shouts out “question. ” As a practical matter, when a member calls out one of these phrases, the chair can expedite matters by treating it as a “request” rather than as a formal motion. The chair can simply inquire of the body, “any further discussion?” If no one wishes to have further discussion, then the chair can go right to the pending motion that is on the floor.

However, if even one person wishes to discuss the pending motion further, then at that point, the chair should treat the call for the “question” as a formal motion, and proceed to it.

When a member of the body makes such a motion (“I move the previous question”), the member is really saying: “I’ve had enough debate. Let’s get on with the vote. ” When such a motion is made, the chair should ask for a second, stop debate, and vote on the motion to limit debate. The motion to limit debate requires a two-thirds vote of the body.

Note: A motion to limit debate could include a time limit. For example: “I move we limit debate on this agenda item to 15 minutes. ” Even in this format, the motion to limit debate requires a two- thirds vote of the body. A similar motion is a motion to object to consideration of an item. This motion is not debatable, and if passed, precludes the body from even considering an item on the agenda. It also requires a two-thirds vote.

Majority and Super Majority Votes
In a democracy, a simple majority vote determines a question. A tie vote means the motion fails. So in a seven-member body, a vote of 4-3 passes the motion. A vote of 3-3 with one abstention means the motion fails. If one member is absent and the vote is 3-3, the motion still fails.

All motions require a simple majority, but there are a few exceptions.

The exceptions come up when the body is taking an action which effectively cuts off the ability of a minority of the body to take an action or discuss an item. These extraordinary motions require a two-thirds majority (a super majority) to pass:

Motion to limit debate. Whether a member says, “I move the previous question, ” or “I move the question, ” or “I call the question, ” or “I move to limit debate, ” it all amounts to an attempt to cut off the ability of the minority to discuss an item, and it requires a two-thirds vote to pass.

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6 Now, exactly how does a member cast an “abstention” vote? Any time a member votes “abstain” or says, “I abstain, ” that is an abstention. However, if a member votes “present” that is also treated as an abstention (the member is essentially saying, “Count me for purposes of a quorum, but my vote on the issue is abstain. ”) In fact, any manifestation of intention not to vote either “yes” or “no” on the pending motion may be treated by the chair as an abstention. If written ballots are cast, a blank or unreadable ballot is counted as an abstention as well.

Can a member vote “absent” or “count me as absent?” Interesting question. The ruling on this is up to the chair. The better approach is for the chair to count this as if the member had left his/her chair and is actually “absent. ” That, of course, affects the quorum. However, the chair may also treat this as a vote to abstain, particularly if the person does not actually leave the dais.

The Motion to Reconsider
There is a special and unique motion that requires a bit of explanation all by itself; the motion to reconsider. A tenet of parliamentary procedure is finality. After vigorous discussion, debate and a vote, there must be some closure to the issue. And so, after a vote is taken, the matter is deemed closed, subject only to reopening if a proper motion to consider is made and passed.

A motion to reconsider requires a majority vote to pass like other garden-variety motions, but there are two special rules that apply only to the motion to reconsider.

First, is the matter of timing. A motion to reconsider must be made at the meeting where the item was first voted upon. A motion to reconsider made at a later time is untimely. (The body, however, can always vote to suspend the rules and, by a two-thirds majority, allow a motion to reconsider to be made at another time.)
Second, a motion to reconsider may be made only by certain members of the body. Accordingly, a motion to reconsider may be made only by a member who voted in the majority on the original motion. If such a member has a change of heart, he or she may make the motion to reconsider (any other member of the body — including a member who voted in the minority on the original motion — may second the motion). If a member who voted in the minority seeks to make the motion to reconsider, it must be ruled out of order. The purpose of this rule is finality. If a member of minority could make a motion to reconsider, then the item could be brought back to the body again and again, which would defeat the purpose of finality.

If the motion to reconsider passes, then the original matter is back before the body, and a new original motion is in order. The matter may be discussed and debated as if it were on the floor for the first time.

California, as another example, resolutions or orders for the payment of money and all ordinances require a recorded vote of the total members of the city council. (California Government Code Section 36936.) Cities with charters may prescribe their own vote requirements. Local elected officials are always well-advised to consult with their local agency counsel on how state law may affect the vote count.

After consulting state statutes, step number two is to check the rules of the body. If the rules of the body say that you count votes of “those present” then you treat abstentions one way. However, if the rules of the body say that you count the votes of those “present and voting, ” then you treat abstentions a different way. And if the rules of the body are silent on the subject, then the general rule of thumb (and default rule) is that you count all votes that are “present and voting. ” Accordingly, under the “present and voting” system, you would NOT count abstention votes on the motion. Members who abstain are counted for purposes of determining quorum (they are “present”), but you treat the abstention votes on the motion as if they did not exist (they are not “voting”). On the other hand, if the rules of the body specifically say that you count votes of those “present” then you DO count abstention votes both in establishing the quorum and on the motion. In this event, the abstention votes act just like “no” votes.

How does this work in practice?
Here are a few examples.

Assume that a five-member city council is voting on a motion that requires a simple majority vote to pass, and assume further that the body has no specific rule on counting votes. Accordingly, the default rule kicks in and we count all votes of members that are “present and voting. ” If the vote on the motion is 3-2, the motion passes. If the motion is 2-2 with one abstention, the motion fails.

Assume a five-member city council voting on a motion that requires a two-thirds majority vote to pass, and further assume that the body has no specific rule on counting votes. Again, the default rule applies.

If the vote is 3-2, the motion fails for lack of a two-thirds majority. If the vote is 4-1, the motion passes with a clear two-thirds majority. A vote of three “yes, ” one “no” and one “abstain” also results in passage of the motion. Once again, the abstention is counted only for the purpose of determining quorum, but on the actual vote on the motion, it is as if the abstention vote never existed — so an effective 3-1 vote is clearly a two-thirds majority vote.

Now, change the scenario slightly. Assume the same five-member city council voting on a motion that requires a two-thirds majority vote to pass, but now assume that the body DOES have a specific rule requiring a two-thirds vote of members “present. ” Under this specific rule, we must count the members present not only for quorum but also for the motion. In this scenario, any abstention has the same force and effect as if it were a “no” vote. Accordingly, if the votes were three “yes, ” one “no” and one “abstain, ” then the motion fails. The abstention in this case is treated like a “no” vote and effective vote of 3-2 is not enough to pass two-thirds majority muster.

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7 Appeal. If the chair makes a ruling that a member of the body disagrees with, that member may appeal the ruling of the chair. If the motion is seconded, and after debate, if it passes by a simple majority vote, then the ruling of the chair is deemed reversed.

Call for orders of the day. This is simply another way of saying, “return to the agenda. ” If a member believes that the body has drifted from the agreed-upon agenda, such a call may be made. It does not require a vote, and when the chair discovers that the agenda has not been followed, the chair simply reminds the body to return to the agenda item properly before them. If the chair fails to do so, the chair’s determination may be appealed.

Withdraw a motion. During debate and discussion of a motion, the maker of the motion on the floor, at any time, may interrupt a speaker to withdraw his or her motion from the floor. The motion is immediately deemed withdrawn, although the chair may ask the person who seconded the motion if he or she wishes to make the motion, and any other member may make the motion if properly recognized.

Special Notes About Public Input
The rules outlined above will help make meetings very public- friendly. But in addition, and particularly for the chair, it is wise to remember three special rules that apply to each agenda item:

Rule One: T ell the public what the body will be doing.

Rule Two: Keep the public informed while the body is doing it.

Rule Three: When the body has acted, tell the public what the body did.

Courtesy and Decorum
The rules of order are meant to create an atmosphere where the members of the body and the members of the public can attend to business efficiently, fairly and with full participation. At the same time, it is up to the chair and the members of the body to maintain common courtesy and decorum. Unless the setting is very informal, it is always best for only one person at a time to have the floor, and it is always best for every speaker to be first recognized by the chair before proceeding to speak.

The chair should always ensure that debate and discussion of an agenda item focuses on the item and the policy in question, not the personalities of the members of the body. Debate on policy is healthy, debate on personalities is not. The chair has the right to cut off discussion that is too personal, is too loud, or is too crude.

Debate and discussion should be focused, but free and open. In the interest of time, the chair may, however, limit the time allotted to speakers, including members of the body.

Can a member of the body interrupt the speaker? The general rule is “no. ” There are, however, exceptions. A speaker may be interrupted for the following reasons:

Privilege. The proper interruption would be, “point of privilege. ” The chair would then ask the interrupter to “state your point. ” Appropriate points of privilege relate to anything that would interfere with the normal comfort of the meeting. For example, the room may be too hot or too cold, or a blowing fan might interfere with a person’s ability to hear.

Order. The proper interruption would be, “point of order. ” Again, the chair would ask the interrupter to “state your point. ” Appropriate points of order relate to anything that would not be considered appropriate conduct of the meeting. For example, if the chair moved on to a vote on a motion that permits debate without allowing that discussion or debate.

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Concord City CouncilApril 23, 2024

Concord City Council
April 23, 2024