1 MEMORANDUM OF UNDERSTANDING REGARDING FUNDING
FOR PATWINO WORRTLA KODOI DIHI OPEN SPACE PARK
This Memorandum of Understanding (“MOU”), dated a s of _______, 2025, is made by and between the County of Solano (“County”), a political subdivision of the State of California, the City of Fairfield (“City”), a municipal corporation, and the Solano Land Trust (formerly known as the Solano County Farmlands and Open Space Foundation) (“ SLT”), a California nonprofit public benefit corporation. City, County and SLT are sometimes hereafter referred to individually as “Party” and collectively as “Parties”.
RECITALS
In 1989, the City established the City of Fairfield Community Facilities District No. 2 (North Cordelia Open Space) (“CFD #2”) for the purpose of fi nancing the acquisition of land within the Green Valley area for public open space or recreation, the maintenance of public open space, and the administrative fees of the City related to CFD #2.
In 1990, the County established the Green Valley Open Space Maintenance District (the “GVOS Maintenance District”), pursuant to the Landscaping and Lighting Act of 1972 (California Streets and Highways Code Section 22500 et seq.), in order to levy annual assessments to finance the acquisition and maintenance of open space lands in the Green Valley area.
Both CFD #2 and the GVOS Maintenance District funds are limited to be used in the Green Valley Area, which is defined in the 1990 Agreement (defined below) to mean “… generally, that area bounded by Suisun Valley Road on the east, Interstate 80 and State Highway 12 on the south, and a line in the ridgetops to the north and west.” This ridgetop line was later defined to be the border between Solano County and Napa County.
Pursuant to an Open Space Agreement, dated October 16, 1990 (the “1990 Agreement”), between the City, the County, and SLT, the County agreed to transfer assessment proceeds from the GVOS Maintenance District to the City for the acquisition and maintenance of open space and administrative expenses related thereto. In addition, the City a greed to transfer special tax proceeds from CFD #2 to SLT to ac quire, own and maintain open space land in the Gre en Valley area. SLT agreed to acquire and own and manage the open space land.
In 2011 and 2012, SLT acquired real property situated in the County of Solano, known as the Patwino Worrtla Kodoi Dihi Open Space Park (formerly Rockville Trails Preserve) (“ Patwino Park”) (Solano County Assessor Parcel Numbers 0153-080-120, 110, 130, 100 and 0153-060-060 and 070). Patwino Park is located across Rockville Road from the City’s Rockville Hills Park.
Patwino Park was purchased in part with grant funds from the California State Coastal Conservancy, with the condition that SLT preserve Patwino Park as open space and provide nondiscriminatory public access, pursuant to an “ Agreement to Provide Public Access, Preserve OpenSpace and to Qualify Nonprofit Organization for Limited Public Entity Tort Immunity.” 2 SLT has requested the County’s assistance in providing operations and management services related to public access to Patwino Park. Pursuant to an agreement, dated as of July 25, 2023, between SLT and the County (the “Patwino Management Agreement”), the County agreed to provide park operations and management in support of public access to Patwino Park. The term of the Patwino Management Agreement is 10 years (from July 25, 2023 through July 25 2033), unless extended or terminated pursuant to the terms thereof. The County may charge parking and/or day use fees to help offset County costs related to Patwino Park. However, the main source of funds for operations and manage ment by the County will be from CFD #2 and GVOS Maintenance District funds.
The City, County and SLT wish to document a process for budgeting, invoicing, and reporting the use of CFD #2 and GVOS Maintenance District Funds.
NOW, THEREFORE, based on the recitals set forth above, the Parties hereby agree as follows:
SCOPE OF AGREEMENT
Section 1. Annual budget and invoicing process
A. Annually, by April 30 th, the City, SLT and the County will cooperatively prepare, and provide to the City, the annual budget for the upcoming fiscal year , beginning with Fiscal Year 2024-25.
County Inv oice to SLT. Annually, by October 15 th or soon thereafter , the County will invoice SLT for amounts needed to operate and maintain Patwino Park public access for the full 12-month period. SLT shall pay such amount to County by the following January 15th (the amount of 50% of the balance) and on May 15th (the remaining 50% of the balance).
SLT invoice to City. Annually, by November 15th, SLT will provide notice (and an invoice) to the City, with payment by the City to SLT by the following December 15th (the amount of 50% of the balance) and on April 15th (the remaining 50% balance).
Section 2. Reporting process
SLT Reports to City . SLT will hold the CFD #2 and GVOS Maintenance District funds in separate accounts and keep detailed accounting records of expenditures. SLT expects to use a portion of these funds to cover County costs for Patwino Park public access operations , and a portion will cover SLT’s volunteer and nature-based program management, administrative costs, and equipment replacement. SLT agrees to allow periodic inspection/audit by the City ’s auditor and the County Auditor-Controller. SLT will provide annual reports to the City by September 30th of each year in a format mutually agreed to by SLT and the City.
County Reports to SLT. The County will hold the funds in a separate account and keep detailed accounting records of expenditures. County will provide an annual report to SLT by 3 September 1st of each year of all expenditures, including but not limited to, revenue, expenses, administrative charges and remaining balance, if applicable, as well as visitor usage data.
Section 3. Term
The term of this MOU shall commence upon execution of this MOU by all Parties and shall continue through July 25, 2033, unless extended or earlier terminated by all P arties in writing .
This MOU is intended to have a term that coincides with the term of the Patwino Management Agreement. If the County and SLT extends or terminates the Patwino Management Agreement pursuant to its terms, SLT shall notify the City of such extension or termination, and the Par ties hereto shall use their best efforts to extend or terminate this MOU to coincide with the term of the Patwino Management Agreement term.
Section 4. Notices
Any notice required or permitted to be sent to each Party shall be sent by e-mail or regular mail, addressed as follows:
Solano Land Trust
198 Dobbins Street, Suite A
Vacaville, CA 95688
Attention: Executive Director
Phone: 707-432-0150
E-mail: [email protected]
City of Fairfield
1000 Webster Street
Fairfield, CA 94533
Attention: City Manager
Phone: 707-428-7400
E-mail: [email protected]
County of Solano
675 Texas St., Suite 6500
Fairfield, CA 94533
Phone: (707) 784-6100
E-mail: [email protected]
Section 5. Miscellaneous
A. Governing Law. The law governing this MOU shall be that of the State of California.
B. No Third Party Beneficiaries . This MOU is not intended nor shall it be construed to create any third-party beneficiary rights in any person or entity other than the Parties. 4 C. No Assignment. The MOU is intended to be between the City, SLT and the County.
Neither Party may assign the MOU, or any portion of the MOU to another party.
D. C ounterparts . This MOU may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same non-binding instrument.
WITNESS THE EXECUTION HEREOF the day and year first hereinabove set forth.
CITY OF FAIRFIELD
By: _________________________________
Name: David Gassaway
Title: City Manager
COUNTY OF SOLANO
By: _________________________________
Name: William Emlen
Title: County Administrative Officer
SOLANO LAND TRUST,
a California nonprofit public benefit corporation
By: _________________________________
Name: Nicole Braddock
Title: Executive Director