Gilroy City Council
June 6, 2022

By signing the filled-out form, you:

1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued),

2. Certify that you are not subject to backup withholding, or

3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income, and

4. Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting, is correct. See What is FATCA reporting, later, for further information.

Note: If you are a U.S. person and a requester gives you a form other than Form W-9 to request your TIN, you must use the requester’s form if it is substantially similar to this Form W-9.

Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are:
• An individual who is a U.S. citizen or U.S. resident alien; • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States; • An estate (other than a foreign estate); or
• A domestic trust (as defined in Regulations section 301.7701-7).

Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax under section 1446 on any foreign partners’ share of effectively connected taxable income from such business. Further, in certain cases where a Form W-9 has not been received, the rules under section 1446 require a partnership to presume that a partner is a foreign person, and pay the section 1446 withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid section 1446 withholding on your share of partnership income.

In the cases below, the following person must give Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States.
• In the case of a disregarded entity with a U.S. owner, the U.S. owner of the disregarded entity and not the entity;
• In the case of a grantor trust with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or other U.S. owner of the grantor trust and not the trust; and
• In the case of a U.S. trust (other than a grantor trust), the U.S. trust (other than a grantor trust) and not the beneficiaries of the trust.

Foreign person. If you are a foreign person or the U.S. branch of a foreign bank that has elected to be treated as a U.S. person, do not use Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see Pub. 515, Withholding of Tax on Nonresident Aliens and Foreign Entities).

Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a “saving clause.” Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes.

If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items.

1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien.

2. The treaty article addressing the income.

3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions.

4. The type and amount of income that qualifies for the exemption from tax.

5. Sufficient facts to justify the exemption from tax under the terms of the treaty article.

Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption.

If you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-8 or Form 8233.

Backup Withholding
What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 24% of such payments. This is called “backup withholding.” Payments that may be subject to backup withholding include interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, payments made in settlement of payment card and third party network transactions, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding.

You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return.

Payments you receive will be subject to backup withholding if:

1. You do not furnish your TIN to the requester,

2. You do not certify your TIN when required (see the instructions for Part II for details),

3. The IRS tells the requester that you furnished an incorrect TIN,

4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or

5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only).

Certain payees and payments are exempt from backup withholding.

See Exempt payee code, later, and the separate Instructions for the Requester of Form W-9 for more information.

Also see Special rules for partnerships, earlier.

What is FATCA Reporting?
The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all United States account holders that are specified United States persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code, later, and the Instructions for the Requester of Form W-9 for more information.

Updating Your Information
You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account; for example, if the grantor of a grantor trust dies.

Penalties
Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.

Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty.

7.1.f
Packet Pg. 153 Attachment: Circlepoint W-9 2022 (3812 : AWS Data Center EIR Award of Contract)

Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment.

Misuse of TINs. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties.

Specific Instructions
Line 1
You must enter one of the following on this line; do not leave this line blank. The name should match the name on your tax return.

If this Form W-9 is for a joint account (other than an account maintained by a foreign financial institution (FFI)), list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. If you are providing Form W-9 to an FFI to document a joint account, each holder of the account that is a U.S. person must provide a Form W-9.
a. Individual. Generally, enter the name shown on your tax return. If you have changed your last name without informing the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name.

Note: ITIN applicant: Enter your individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040/1040A/1040EZ you filed with your application.
b. Sole proprietor or single-member LLC. Enter your individual name as shown on your 1040/1040A/1040EZ on line 1. You may enter your business, trade, or “doing business as” (DBA) name on line 2. c. Partnership, LLC that is not a single-member LLC, C
corporation, or S corporation. Enter the entity's name as shown on the entity's tax return on line 1 and any business, trade, or DBA name on line 2.
d. Other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on line 2.
e. Disregarded entity. For U.S. federal tax purposes, an entity that is disregarded as an entity separate from its owner is treated as a “disregarded entity.” See Regulations section 301.7701-2(c)(2)(iii). Enter the owner's name on line 1. The name of the entity entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2, “Business name/disregarded entity name.” If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W-8 instead of a Form W-9.

This is the case even if the foreign person has a U.S. TIN.

Line 2
If you have a business name, trade name, DBA name, or disregarded entity name, you may enter it on line 2.

Line 3
Check the appropriate box on line 3 for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box on line 3.

IF the entity/person on line 1 is
a(n) . . .

THEN check the box for . . .
• Corporation Corporation
• Individual
• Sole proprietorship, or
• Single-member limited liability
company (LLC) owned by an
individual and disregarded for U.S.
federal tax purposes.

Individual/sole proprietor or single-
member LLC
• LLC treated as a partnership for
U.S. federal tax purposes,
• LLC that has filed Form 8832 or
2553 to be taxed as a corporation,
or
• LLC that is disregarded as an
entity separate from its owner but
the owner is another LLC that is
not disregarded for U.S. federal tax
purposes.

Limited liability company and enter
the appropriate tax classification.
(P= Partnership; C= C corporation;
or S= S corporation)
• Partnership Partnership
• Trust/estate Trust/estate
Line 4, Exemptions
If you are exempt from backup withholding and/or FATCA reporting, enter in the appropriate space on line 4 any code(s) that may apply to you.

Exempt payee code.
• Generally, individuals (including sole proprietors) are not exempt from backup withholding.
• Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends. • Corporations are not exempt from backup withholding for payments made in settlement of payment card or third party network transactions. • Corporations are not exempt from backup withholding with respect to attorneys’ fees or gross proceeds paid to attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC.

The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space in line 4. 1—An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2)
2—The United States or any of its agencies or instrumentalities 3—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities 4—A foreign government or any of its political subdivisions, agencies, or instrumentalities
5—A corporation
6—A dealer in securities or commodities required to register in the United States, the District of Columbia, or a U.S. commonwealth or possession
7—A futures commission merchant registered with the Commodity Futures Trading Commission
8—A real estate investment trust
9—An entity registered at all times during the tax year under the Investment Company Act of 1940
10—A common trust fund operated by a bank under section 584(a) 11— A financial institution
12—A middleman known in the investment community as a nominee or custodian
13—A trust exempt from tax under section 664 or described in section 4947

7.1.f
Packet Pg. 154 Attachment: Circlepoint W-9 2022 (3812 : AWS Data Center EIR Award of Contract)

The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 13.

IF the payment is for . . . THEN the payment is exempt
for . . .

Interest and dividend payments All exempt payees except for 7
Broker transactions Exempt payees 1 through 4 and 6
through 11 and all C corporations.

S corporations must not enter an
exempt payee code because they
are exempt only for sales of
noncovered securities acquired
prior to 2012.

Barter exchange transactions and
patronage dividends
Exempt payees 1 through 4
Payments over $600 required to be
reported and direct sales over
$5,0001
Generally, exempt payees
1 through 52
Payments made in settlement of
payment card or third party network
transactions
Exempt payees 1 through 4
1 See Form 1099-MISC, Miscellaneous Income, and its instructions. 2 However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys’ fees, gross proceeds paid to an attorney reportable under section 6045(f), and payments for services paid by a federal executive agency.

Exemption from FATCA reporting code. The following codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form for accounts maintained outside of the United States by certain foreign financial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this field blank. Consult with the person requesting this form if you are uncertain if the financial institution is subject to these requirements. A requester may indicate that a code is not required by providing you with a Form W-9 with “Not Applicable” (or any similar indication) written or printed on the line for a FATCA exemption code.

A—An organization exempt from tax under section 501(a) or any individual retirement plan as defined in section 7701(a)(37) B—The United States or any of its agencies or instrumentalities C—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities D—A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1.1472-1(c)(1)(i)
E—A corporation that is a member of the same expanded affiliated group as a corporation described in Regulations section 1.1472-1(c)(1)(i) F—A dealer in securities, commodities, or derivative financial instruments (including notional principal contracts, futures, forwards, and options) that is registered as such under the laws of the United States or any state
G—A real estate investment trust
H—A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment Company Act of 1940
I—A common trust fund as defined in section 584(a) J—
A bank as defined in section 581
K—A broker
L—A trust exempt from tax under section 664 or described in section 4947(a)(1)
M—A tax exempt trust under a section 403(b) plan or section 457(g) plan
Note: You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee code should be completed.

Line 5
Enter your address (number, street, and apartment or suite number).

This is where the requester of this Form W-9 will mail your information returns. If this address differs from the one the requester already has on file, write NEW at the top. If a new address is provided, there is still a chance the old address will be used until the payor changes your address in their records.

Line 6
Enter your city, state, and ZIP code.

Part I. Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a TIN below.

If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN.

If you are a single-member LLC that is disregarded as an entity separate from its owner, enter the owner’s SSN (or EIN, if the owner has one). Do not enter the disregarded entity’s EIN. If the LLC is classified as a corporation or partnership, enter the entity’s EIN.

Note: See What Name and Number To Give the Requester, later, for further clarification of name and TIN combinations.

How to get a TIN. If you do not have a TIN, apply for one immediately.

To apply for an SSN, get Form SS-5, Application for a Social Security Card, from your local SSA office or get this form online at www.SSA.gov . You may also get this form by calling 1-800-772-1213.

Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS-4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/Businesses and clicking on Employer Identification Number (EIN) under Starting a Business. Go to www.irs.gov/Forms to view, download, or print Form W-7 and/or Form SS-4. Or, you can go to www.irs.gov/OrderForms to place an order and have Form W-7 and/or SS-4 mailed to you within 10 business days.

If you are asked to complete Form W-9 but do not have a TIN, apply for a TIN and write “Applied For” in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60-day rule does not apply to other types of payments.

You will be subject to backup withholding on all such payments until you provide your TIN to the requester.

Note: Entering “Applied For” means that you have already applied for a TIN or that you intend to apply for one soon.

Caution: A disregarded U.S. entity that has a foreign owner must use the appropriate Form W-8.

Part II. Certification
To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if item 1, 4, or 5 below indicates otherwise.

For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on line 1 must sign. Exempt payees, see Exempt payee code, earlier.

Signature requirements. Complete the certification as indicated in items 1 through 5 below.

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Packet Pg. 155 Attachment: Circlepoint W-9 2022 (3812 : AWS Data Center EIR Award of Contract)

1. Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1983.

You must give your correct TIN, but you do not have to sign the certification.

2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form.

3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification.

4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. “Other payments” include payments made in the course of the requester’s trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments made in settlement of payment card and third party network transactions, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations).

5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), ABLE accounts (under section 529A), IRA, Coverdell ESA, Archer MSA or HSA contributions or
distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification.

What Name and Number To Give the Requester

For this type of account: Give name and EIN of:

14. Account with the Department of
Agriculture in the name of a public
entity (such as a state or local
government, school district, or
prison) that receives agricultural
program payments
The public entity

15. Grantor trust filing under the Form
1041 Filing Method or the Optional
Form 1099 Filing Method 2 (see
Regulations section 1.671-4(b)(2)(i)(B))
The trust
1 List first and circle the name of the person whose number you furnish.

If only one person on a joint account has an SSN, that person’s number must be furnished.
2 Circle the minor’s name and furnish the minor’s SSN.
3 You must show your individual name and you may also enter your business or DBA name on the “Business name/disregarded entity” name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN.
4 List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Special rules for partnerships, earlier.
*Note: The grantor also must provide a Form W-9 to trustee of trust.

Note: If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed.

Secure Your Tax Records From Identity Theft
Identity theft occurs when someone uses your personal information such as your name, SSN, or other identifying information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund.

To reduce your risk:
• Protect your SSN,
• Ensure your employer is protecting your SSN, and
• Be careful when choosing a tax preparer.

If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter.

If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit Form 14039.

For more information, see Pub. 5027, Identity Theft Information for Taxpayers.

Victims of identity theft who are experiencing economic harm or a systemic problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at 1-877-777-4778 or TTY/TDD 1-800-829-4059.

Protect yourself from suspicious emails or phishing schemes.

Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft.

For this type of account: Give name and SSN of:

1. Individual The individual

2. Two or more individuals (joint
account) other than an account
maintained by an FFI
The actual owner of the account or, if
combined funds, the first individual on
the account1

3. Two or more U.S. persons
(joint account maintained by an FFI)
Each holder of the account

4. Custodial account of a minor
(Uniform Gift to Minors Act)
The minor2

5. a. The usual revocable savings trust
(grantor is also trustee)
b. So-called trust account that is not
a legal or valid trust under state law
The grantor-trustee1
The actual owner1

6. Sole proprietorship or disregarded
entity owned by an individual
The owner3

7. Grantor trust filing under Optional
Form 1099 Filing Method 1 (see
Regulations section 1.671-4(b)(2)(i)
(A))
The grantor*
For this type of account: Give name and EIN of:

8. Disregarded entity not owned by an
individual
The owner

9. A valid trust, estate, or pension trust Legal entity4

10. Corporation or LLC electing
corporate status on Form 8832 or
Form 2553
The corporation

11. Association, club, religious,
charitable, educational, or other tax-
exempt organization
The organization

12. Partnership or multi-member LLC The partnership

13. A broker or registered nominee The broker or nominee

7.1.f
Packet Pg. 156 Attachment: Circlepoint W-9 2022 (3812 : AWS Data Center EIR Award of Contract)

The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts.

If you receive an unsolicited email claiming to be from the IRS, forward this message to [email protected]. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration (TIGTA) at 1-800-366-4484. You can forward suspicious emails to the Federal Trade Commission at [email protected] or report them at www.ftc.gov/complaint . You can contact the FTC at www.ftc.gov/idtheft or 877-IDTHEFT (877-438-4338).

If you have been the victim of identity theft, see www.IdentityTheft.gov and Pub. 5027.

Visit www.irs.gov/IdentityTheft to learn more about identity theft and how to reduce your risk.

Privacy Act Notice
Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information.

Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. commonwealths and possessions for use in administering their laws. The information also may be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payers must generally withhold a percentage of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to the payer.

Certain penalties may also apply for providing false or fraudulent information.

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Packet Pg. 157 Attachment: Circlepoint W-9 2022 (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 158 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 159 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 160 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 161 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 162 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 163 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 164 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

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Packet Pg. 165 Attachment: Circlepoint Certificate of Insurance (3812 : AWS Data Center EIR Award of Contract)

City of Gilroy

STAFF REPORT

Agenda Item Title: Award a Contract to Ausonio, Inc. in the amount of $499,052 for the Cherry Blossom Apartment Refurbishment Project
Meeting Date: June 6, 2022
From: Jimmy Forbis, City Administrator
Department: Facilities
Submitted By: LeeAnn McPhillips
Prepared By: Walter Dunckel
Walter Dunckel

Strategic Plan Goals
☐ Develop a Financially
Resilient Organization

☐ Ensure Neighborhood
Equity from City
Services
☐ Promote Economic
Development
Activities

 Promote Safe,
Affordable Housing for All

 Maintain and Improve
City Infrastructure

RECOMMENDATION
It is staff's recommendation for the City Council to:

1. Adopt a resolution of the City Council of the City of Gilroy amending the fiscal year 2022-2023 budget to appropriate $499,052 for this project: $250,000 from the fund balance of the Housing Trust Fund, $150,000 from the General Fund, and $99,052 from the fund balance of Facilities Internal Service Fund.

7.2 Packet Pg. 166

2. Award a construction contract in the amount of $499,052 to Ausonio, Inc. for the refurbishment of the Cherry Blossom Apartment building.

3. Authorize the City Administrator to execute the related contract documents and approve any future change orders and items within the approved project budget .

BACKGROUND

In 2010, the City gained ownership of the Cherry Blossom Apartment building located at 7255 Monterey Street, across from the train station for the purpose of providing low income housing units within the community. Built in 1929, this building has 7 apartments, and 3 store front retail units.

Due the age of the building, the units need significant renovations and, as the owner, the City is responsible for making the improvements. An inspection of the entire property was completed, and list of repairs/refurbishments was developed. The scope of work includes replacing flooring, new paint, plumbing repairs, some door replacements, some light fixture replacements, adding an enclosed garbage bin area, fencing repairs, cabinet repairs, some counter replacements, some appliance replacements, and other general work related to maintaining these rental units. Completing these refurbishments will improve the quality of life for the current tenants and will allow the city to offer additional low-income housing units by renting the vacant units that have not been more recently rentable.

ANALYSIS

Many government agencies share contracting efforts though cooperative purchasing arrangements in an effort to minimize costs and staff resource impacts. This procurement method allows the City to access highly qualified specialty contractors and lowers overall capital costs through volume purchasing. The City took advantage of Sourcewell, formerly the National Joint Powers Authority (NJPA), which competitively bids construction tasks with pre-set unit prices and specifications for general construction services, including materials, equipment and labor costs.

Sourcewell is a public agency with the legal authority to serve as a contracting agency for other public agencies. The City of Gilroy is a member of Sourcewell and has made use of Sourcewell’s procurement process in the past, primarily for purchasing

7.2 Packet Pg. 167

equipment and vehicles. California Government Code Section 6500 authorizes public agencies to participate in cooperative purchasing agreements like those established by Sourcewell. Staff has confirmed with the City Attorney that this process meets the State’s legal requirements for the bidding of public works projects , and meets the City’s purchasing policy.

Sourcewell has several contractors to choose from in the region, all of which have active contracts awarded through a public bidding process. Staff interviewed Ausonio, Inc. (Sourcewell Contract # CA04-NCC-GB05-080719-AUS) and selected them for this project based on their past experience and performance with similar projects. Ausonio, Inc. is based out of Castroville, CA. There were no Gilroy contractors on the Sourcewell list and Ausonio, Inc. was the closest available contractor on the list . Also, three references for Ausonio, Inc. were checked, and all references reported that they were very happy with the work completed by Ausonio, Inc. (City of Monterey, County of Monterey, and Natividad Medical Center).

Staff conducted a job walk, provided the scope of work and obtained a formal proposal from Ausonio, Inc. in the amount of $466,404. Staff has reviewed the proposal and found the price to be fair and reasonable for this scope of work and consistent with the pre-set unit prices established in their contract with Sourcewell.

Currently 4 of the 7 upstairs apartments are rented and 2 of the 3 storefronts are being rented. The annual rent collected for these 5 occupied apartments and 2 occupied store fronts is about $63,000. After completion of the refurbishment, the City will be able to rent all seven apartments and all three storefronts. The City follows HUD’s recommendations regarding setting the low-income rent amounts which varies based on the size of the unit.

Given that some of the units are occupied, the plan is to refurbish the vacant apartment units first and then relocate current tenants to the refurbished units so the remaining units can be refurbished. Staff will work with the commercial tenants to schedule the necessary work with the least impact to their business. The current tenants are excited about the pending improvements and have been very cooperative.

Upon approval and execution of the Agreement, work will begin on this project by early July and all work should be completed by November, 2022.

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Completion of this work and the provision of low-income housing in the community supports the City Council’s goal of providing safe and affordable housing for all. In addition, since the property is city-owned, completion of this work also supports the City Council’s goal to maintain and improve City infrastructure.

ALTERNATIVES

The alternatives to approving this construction contract award are:

1. Advertise the project, requesting sealed bid proposals. Taking this route would delay the project, and given the current market environment, would likely result in increased costs above the cooperative pre-set prices negotiated by Sourcewell.

Staff does not recommend this option.

2. Sell the apartment building. There are very few low rent housing options in Gilroy. The City is obligated to supply low income housing solutions. Without this resource, the City would need to provide alternative low-income housing that would be more expensive for the City to procure. Staff does not recommend this option.

FISCAL IMPACT/FUNDING SOURCE

The scope of work for this refurbishment project is $466,404, plus a contingency of $32,648 (7%) for unforeseen repairs, for a total contract cost of $499,052.

The project is recommended to be funded by the following sources:

Housing Trust Fund - $250,000
General Fund – $150,000
Facilities Fund - $99,052

Since the project is not included in the current biennial budget, staff recommends Council adopt a resolution amending the FY23 budget to appropriate the related expenditure for this project. The recommended appropriations are as follows:

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1. $250,000 in appropriations from the fund balance currently in the Housing Trust fund for this project.

2. $150,000 in appropriations from the fund balance currently in the General Fund as a transfer to and appropriate within the Housing Trust Fund for this project.

3. $99,052 in appropriations from the fund balance currently in the Facilities Fund as a transfer to and appropriate within the Housing Trust Fund for this project.

Attachments:

1. Draft Resolution

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RESOLUTION NO. 2022-XX

A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF GILROY AMENDING THE BUDGET FOR
THE CITY OF GILROY FOR 2022-2023 AND

APPROPRIATING PROPOSED EXPENDITURE

AMENDMENTS

WHEREAS, the City Administrator prepared and submitted to the City Council a budget for the City of Gilroy for Fiscal Years 2021-2022 and 2022-2023, and the City Council carefully examined, considered, and adopted the same on June 7, 2021; and

WHEREAS, City Staff has prepared and submitted to the City Council proposed amendments to said budget for Fiscal Year 2022-2023 for the City of Gilroy in the staff report dated June 6, 2022 for the Cherry Blossom Apartment and Retail Refurbishing Project.

NOW, THEREFORE, BE IT RESOLVED THAT the appropriations for Fiscal Year 2022-2023 in Fund 259 - Housing Trust Fund shall be increased by $499,052; in Fund 100 – General Fund be increased by $150,000 and transferred to Fund 259 – Housing Trust Fund; and in Fund 651 – Facilities Internal Service Fund shall be increased by $99,052 and transferred to Fund 259 – Housing Trust Fund.

PASSED AND ADOPTED this 6th day of June 2022 by the following roll call vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

APPROVED:

Marie Blankley, Mayor

ATTEST:

_______________________
Thai Nam Pham, City Clerk

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Packet Pg. 171 Attachment: Draft Resolution (3798 : Cherry Blossom Apartment Refurbishment Project)

City of Gilroy

STAFF REPORT

Agenda Item Title: Consideration of Entering into an Agreement with Visit Gilroy for Tourism-Related Economic Development Services and Adopting a Resolution of the City Council of the City of Gilroy Amending the Budget for the City of Gilroy for Fiscal Year 2022-23
Meeting Date: June 6, 2022
From: Jimmy Forbis, City Administrator
Department: Administration
Submitted By: Jimmy Forbis
Prepared By: Bryce Atkins

Strategic Plan Goals
☐ Develop a Financially
Resilient Organization

☐ Ensure Neighborhood
Equity from City
Services
 Promote Economic
Development
Activities

☐ Promote Safe,
Affordable Housing for All

☐ Maintain and Improve
City Infrastructure

RECOMMENDATION
Council:

a) Approve the agreement and authorize the City Administrator to execute; and

b) Adopt a resolution amending the Fiscal Year 2022-23 Operating Budget.

BACKGROUND

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The City of Gilroy and Gilroy Visitors Bureau, doing business as Visit Gilroy, formerly the Gilroy Welcome Center (further referred to as “Visit Gilroy”), has a long history of collaboration to promote tourism and tourism-related businesses in the community, and attract development and economic activity from outside the community to come to Gilroy.

Around 1996 the Gilroy Visitor’s Bureau (GVB) began as an advisory council reporting to the Gilroy Chamber of Commerce. In 2001, GVB was officially incorporated as a separate organization from the Chamber of Commerce and GVB started a verbal agreement with the City of Gilroy to operate a Visitors Center for five days a week. The initial amount was $200,000 for marketing and staffing the center at the original location at IOOF and Monterey Road.

In 2008, there was an increase in annual funding to $250,000, with Morgan Hill contributing an additional $50,000 for regional marketing to the total of $300,000. This arrangement remained in place for three years until October 2011 when a relocation to their current offices at the Gilroy Premium Outlets occurred. At this time, Morgan Hill ceased to contribute, and Visit Gilroy oversaw the operation of the new Gilroy Welcome Center. In 2019, Visit California selected Gilroy as a new location for a California Welcome Center and this designation continues and is operated by Visit Gilroy .

With a requirement to be open for seven days per week at the Outlets, the request was made of the City to increase the contribution to $300,000 annually. Since 2011 the annual City contribution amount has remained at $300,000.

The City and Visit Gilroy have participated in a mutually beneficial relationship for a number of years with both the Visit Gilroy and City of Gilroy staff sharing enthusiasm for a continued relationship.

ANALYSIS
To date, all agreements between Visit Gilroy and the City of Gilroy have bee n verbal. To maintain consistency with adopted policies for procurement and expenditures, staff is proposing the attached consultant services agreement.

The agreement is for a term of five years, commencing July 1, 2022 through June 30, 2027. The annual amount for the first year is $350,000. Each year thereafter, an inflator tied to the Bay Area Consumer Price Index for Urban Consumers would adjust the amount to maintain the ability to deliver the services in the scope of work each year.

The scope of work includes, but is not limited to, the following:
• Serve as the non-profit Destination Marketing Organization (“DMO”) dedicated to promoting Gilroy as a visitor destination.
• Reporting annually to the City Council on tourism and DMO -related performance information.

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• Serve as an economic development advisor to the City on tourism and other commercial economic development information.

This is an increase over the adopted budget for Fiscal Year 2022 -23 (“FY23”), which contained $300,000 in appropriations for payment to Visit Gilroy for their services and operations. The increase is prudent due to a decade of inflation without corresponding financial increases in the City’s contributions.

As the increase was not contemplated during the biennial budget cycle, the FY2 3 Operating Budget would need to be amended to sustain this level of funding. A draft resolution amending the budget by an additional $50,000 to a new level of $350,000 is attached for Council to consider.

The proposed agreement was approved unanimously at the May 26, 2022 Visit Gilroy Board of Directors meeting.

ALTERNATIVES
Council may accept, reject, or modify the proposed agreement. Any change would require renegotiation with Visit Gilroy.

FISCAL IMPACT/FUNDING SOURCE
The budget amount for FY23 will require an amendment of $50,000 in the General Fund.

Future years will see inflationary increases based on the performance of the economy, and increases will be tied to Bay Area CPI growth. Those numbers will be reflected in the City’s annual budget and five-year forecast.

NEXT STEPS
With approval, the agreement will then route for final signature s.

PUBLIC OUTREACH
No formal outreach has occurred. The concept of the agreement was approved in the adopted budget, which had several public meetings for adoption. Additionally, this item was noticed in the publicly posted agenda for this City Council meeting.

Attachments:

1. DRAFT Standard Agreement for Services - Visit Gilroy

2. Draft Resolution

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AGREEMENT FOR SERVICES
(For contracts over $5,000 - CONSULTANT)

This AGREEMENT made this 6th day of June, 2022, between:

CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California
and CONSULTANT: Gilroy Visitors Bureau, Inc., doing business as Visit Gilroy, having a principal place of business at 8155 Arroyo Circle #6, Gilroy, CA 95020.

ARTICLE 1. TERM OF AGREEMENT
This Agreement will become effective on July 1, 2022 and will continue in effect through June 30, 2027 unless terminated in accordance with the provisions of Article 7 of this Agreement.

Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall terminate this Agreement regardless of any other provision stated herein. ______ Initial
ARTICLE 2. INDEPENDENT CONTRACTOR STATUS
It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes.

CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY’S employees, including, without limitation, disability or unemployment insurance, workers’ compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement.

ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT
A. Specific Services
CONSULTANT agrees to: Perform the services as outlined in Exhibit “A” (“Specific Provisions”) and Exhibit “B” (“Scope of Services”), within the time periods described in Exhibit “C” (“Milestone Schedule”).

B. Method of Performing Services
CONSULTANT shall determine the method, details and means of performing the above-described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT’S services.

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C. Employment of Assistants
CONSULTANT may, at the CONSULTANT’S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT’S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding.

D. Place of Work
CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT’S services.

ARTICLE 4. COMPENSATION
A. Consideration
In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit “D” (“Payment Schedule”). In no event however shall the total compensation paid to CONSULTANT exceed $350,000 anually. Beginning July 1, 2023, the annual amount shall increase each July 1st by the increase in the annual Consumer Price Index for the calendar year prior, in the Bureau of Labor Statistics Series CUURS49BSA0 .

B. Invoices
CONSULTANT shall submit invoices for all services rendered.

C. Payment
Payment shall be due according to the payment schedule set forth in Exhibit “D”. No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit “A”, Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties.

D. Expenses
CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT’S costs of doing business. CITY shall not be

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responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting “direct expenses” referenced on Exhibit “A.” ARTICLE 5. OBLIGATIONS OF CONSULTANT
A. Tools and Instrumentalities
CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY.

B. Workers’ Compensation
CONSULTANT agrees to provide workers’ compensation insurance for CONSULTANT’S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys’ fees, arising out of any injury, disability, or death of any of CONSULTANT’S employees.

C. Indemnification of Liability, Duty to Defend

1. As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property.

2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property.

D. Insurance
In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum

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coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements set forth below. Professional Liability Insurance written on a claims made basis (including without limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called “extended reporting” or “tail” coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work.

As a condition precedent to CITY’S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms.

E. Assignment
Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion.

F. State and Federal Taxes
As CONSULTANT is not CITY’S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that:
• CITY will not withhold FICA (Social Security) from CONSULTANT’S payments;
• CITY will not make state or federal unemployment insurance contributions on CONSULTANT’S behalf;
• CITY will not withhold state or federal income tax from payment to CONSULTANT;
• CITY will not make disability insurance contributions on behalf of CONSULTANT;
• CITY will not obtain workers’ compensation insurance on behalf of CONSULTANT.

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ARTICLE 6. OBLIGATIONS OF CITY
A. Cooperation of City
CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT’S duties under this Agreement.

B. Assignment
CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT’S duties or obligations under this Agreement.

ARTICLE 7. TERMINATION OF AGREEMENT
A. Sale of Consultant’s Business/ Death of Consultant.

CONSULTANT shall notify CITY of the proposed sale of CONSULTANT’s business no later than thirty (30) days prior to any such sale. CITY shall hav e the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY’ receipt of such notice of sale.

If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT.

B. Termination by City for Default of Consultant
Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY’S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following:

1. CONSULTANT’S failure to professionally and/or timely perform any of the services contemplated by this Agreement.

2. CONSULTANT’S breach of any of its representations, warranties or covenants contained in this Agreement.

CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C” which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT’S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY

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may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement.

C. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT’S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY.

D. Transition after Termination
Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT’s duties by any new consultant hired by the CITY to complete such services.

ARTICLE 8. GENERAL PROVISIONS
A. Amendment & Modification
No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto.

B. Americans with Disabilities Act of 1990
Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 (“the Act”) in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys’ fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either.

C. Attorneys’ Fees
If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable

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attorneys’ fees, which may be set by the court in the same action or in a separat e action brought for that purpose, in addition to any other relief to which that party may be entitled.

D. Captions
The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation.

E. Compliance with Laws
The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor.

F. Conflict of Interest
CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement.

G. Entire Agreement
This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding.

No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY.

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H. Governing Law and Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California.

I. Notices
Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested.

Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit “A”, Section V.H. but each party may change the address by written notice in accordance with this paragraph.

Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing.

J. Partial Invalidity
If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.

K. Time of the Essence
All dates and times referred to in this Agreement are of the essence.

L. Waiver
CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement.

Executed at Gilroy, California, on the date and year first above written.

CONSULTANT: CITY:

GILROY VISITORS BUREAU dba

VISIT GILROY

CITY OF GILROY
By: By:

Name: Jane Howard Name: Jimmy Forbis
Title: Executive Director Title: City Administrator
Social Security or Taxpayer
Identification Number 77-0553294

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Approved as to Form ATTEST:

City Attorney City Clerk

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EXHIBIT “A”

SPECIFIC PROVISIONS
I. PROJECT MANAGER
CONSULTANT shall provide the services indicated on the attached Exhibit “B”, Scope of Services (“Services”). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign the President/CEO, who will act in the capacity of Project Manager, and who will personally direct such Services.

Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement.

II. NOTICE TO PROCEED/COMPLETION OF SERVICE
A. NOTICE TO PROCEED
CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written “Notice to Proceed”, which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, the City Administrator shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. (“Notices”) of this Exhibit “A”.

B. COMPLETION OF SERVICES
When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period.

III. PROGRESS SCHEDULE
The schedule for performance and completion of the Services will be as set forth in the attached Exhibit “C”.

IV. PAYMENT OF FEES AND DIRECT EXPENSES
Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement.

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Direct expenses are charges and fees not included in Exhibit “B”. CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY.

CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses.

Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses.

V. OTHER PROVISIONS
A. STANDARD OF WORKMANSHIP
CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT’S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California.

Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes.

B. RESPONSIBILITY OF CONSULTANT
CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY’S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULTANT’S negligent performance of any of the services furnished under this Agreement.

C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT
CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY’s offices within five (5) business days after CITY’s request.

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D. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT’S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY’S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY.

E. NO PLEDGING OF CITY’S CREDIT.

Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY.

F. OWNERSHIP OF MATERIAL.

All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit “A”.

CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT.

G. NO THIRD PARTY BENEFICIARY.

This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever.

10.1.a
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H. NOTICES.

Notices are to be sent as follows:

CITY: City Administrator
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020
CONSULTANT: President/CEO
Gilroy Visitors Bureau dba Visit Gilroy
8155-6 Arroyo Circle
Gilroy, CA 95020
I. FEDERAL FUNDING REQUIREMENTS.

If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply.

If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply.

1. DBE Program
CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs.

2. Cost Principles
Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items.

3. Covenant against Contingent Fees
The CONSULTANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

10.1.a
Packet Pg. 187 Attachment: DRAFT Standard Agreement for Services - Visit Gilroy (3807 : Visit Gilroy Agreement)

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EXHIBIT “B”

SCOPE OF SERVICES
Gilroy Visitors Bureau dba Visit Gilroy shall operate and maintain a welcome center in and for the City of Gilroy. The activities of the welcome center shall include, but not be limited to, the following:

A. Under the direction of the Gilroy Visitors Bureau dba Visit Gilroy serve as the non-profit Destination Marketing Organization ("DMO") dedicated to promoting Gilroy as a visitor destination, including the following:

1. Operate and Manage the California Welcome Center Gilroy to be a centralized source of local knowledge and information for visitors, residents, travel agents, tour operators and media.

2. Provide tourism marketing in the form of print, digital, social media, and trade show attendance

3. Participate in cooperative advertising, marketing and trade show programs that promote tourism and tourism-related economic development with partners locally and in the region and state, as deemed appropriate and best use of resources.

4. Provide visitor information, including answering all telephone calls requesting general visitor information, local event information, points of interest, accomodations and attractions.

5. Operation and maintenance of a website for the purpose of providing tourism information.

Respond on a timely basis to e-mails requesting visitor information.

6. Print, in such quantity as to meet demand, information about the community, local events, points of interest, accomodations and attractions, and distribute to the City, Gilroy hotels, local partners including Chamber of Commerce and other tourist oriented attractions.

7. Conduct such surveys as may be appropriate to assess tourism data and trends.

8. Provide for welcome center reception, including an on-site greeting staff, paid or volunteer, as available.

9. Serve as first point of contact for travel writer assistance.

10. Enhance visitor services in the community through training programs and volunteers.

B. Report annually to the City Council on tourism and DMO-related performance information, including, but not limited to, the following:

1. Visitor traffic information
a. Number of walk-ins.
b. Number of calls.

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Packet Pg. 188 Attachment: DRAFT Standard Agreement for Services - Visit Gilroy (3807 : Visit Gilroy Agreement)

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c. Top five regions and/or countries
d. Website analytics
e. Summary and performance of any promotions or campaigns. f. Provide each year a copy of Visit Gilroy's strategic marketing plan and goals for the following year.

C. Serve as an economic development advisor to the City.

1. Provide information relating to economic trends as it relates to tourism and other commercial economic development information.

2. Identify and notify the City of business, entertainment, and tourism -related needs that Visit Gilroy becomes aware of, to expand tourism and the greater economic development of the City.

3. Consult and advise on special projects and studies relating to economic development.

4. Work collaboratively on other economic development needs, programs and/or projects that support tourism and commercial retail.

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EXHIBIT “C”

MILESTONE SCHEDULE
Annual report to the City Council on results of operations and performance results shall occur no later than April 30th of the following year.

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EXHIBIT “D”

PAYMENT SCHEDULE
Payments shall be made upon an invoice from the Gilroy Visitors Bureau dba Visit Gilroy.

Invoices shall be issued quarterly to the City of Gilroy for $87,500 per quarter, for the first 1st year of the term.

Beginning 2nd year of the term, July 1, 2023, and annually thereafter, the initial contribution of $350,000 shall be adjusted by the change in the annual Consumer Price Index for the calendar year prior, in the Bureau of Labor Statistics Series CUURS49BSA0, and the amount shall be billed via quarterly invoices.

Payments shall be net 30 days.

10.1.a
Packet Pg. 191 Attachment: DRAFT Standard Agreement for Services - Visit Gilroy (3807 : Visit Gilroy Agreement)

RESOLUTION NO. 2022-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF GILROY AMENDING THE BUDGET FOR THE CITY
OF GILROY FOR FISCAL YEAR 2022-2023 IN THE

GENERAL FUND AND APROPRIATING THE

PROPOSED EXPENDITURE AMENDMENT

WHEREAS, the City Administrator prepared and submitted to the City Council a budget for the City of Gilroy for Fiscal Years 2021-2022 and 2022-2023, and the City Council carefully examined, considered and adopted the same on June 7, 2021; and

WHEREAS, City Staff has prepared and submitted to the City Council a proposed amendment to said budget for Fiscal Year 2022-2023 for the City of Gilroy in the staff report dated June 6, 2022 for the Visit Gilroy contract approval, appropriating an additional $50,000 for the contract; and

WHEREAS, the City Council has carefully examined and considered the same and is satisfied with said budget amendment.

NOW, THEREFORE, BE IT RESOLVED THAT appropriations for Fiscal Year 2022- 2023 are hereby increased in the General Fund, Fund 100, by $50,000.

PASSED AND ADOPTED this 6th day of June, 2022 by the following roll call vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

APPROVED:

Marie Blankley, Mayor

ATTEST:

_______________________
Thai Nam Pham, City Clerk

10.1.b
Packet Pg. 192 Attachment: Draft Resolution (3807 : Visit Gilroy Agreement)

City of Gilroy

STAFF REPORT

Agenda Item Title: Approval of Third Extension of the Exclusivity Agreement with Sharks Sports & Entertainment, LLC to Fully Assess the Potential of Having the Sharks Organization Operate a New Indoor
Recreational Facility
Meeting Date: June 6, 2022
From: Jimmy Forbis, City Administrator
Department: Administration
Submitted By: Jimmy Forbis
Prepared By: Jimmy Forbis

Strategic Plan Goals
☐ Develop a Financially
Resilient Organization

☐ Ensure Neighborhood
Equity from City
Services
 Promote Economic
Development
Activities

☐ Promote Safe,
Affordable Housing for All

☐ Maintain and Improve
City Infrastructure

RECOMMENDATION
Approve the third extension to the exclusivity agreement with the Sharks Sports & Entertainment, LLC, and authorize the City Administrator to execute the agreement.

DISCUSSION
The City of Gilroy has an opportunity to continue its exclusivity agreement for the possibility of a future partnership with a private firm, Sharks Sports & Entertainment, LLC (“Sharks”). At this time, before the City can continue in business discussions, it is necessary to extend the exclusivity period.

10.2 Packet Pg. 193

Exclusivity is the condition in which each party grants the other party sole rights regarding a particular business function or product sale and/or purchase. Put another way, exclusivity is an arrangement between two parties wherein neither will explore entering a similar deal with other parties for a certain period.

The City has previously conducted discussions with the Sharks and the two-year exclusivity agreement expired, and in July 2021 Council authorized a one-year extension to July 2022. Approval of extending the exclusivity agreement (one additional year) would give both parties the opportunity to conduct additional due diligence.

During this time staff would continue to take a close look at the details of the proposal and determine if it is advantageous for the community, or not, and how best to proceed.

Both the City and Sharks have already allocated resources towards a potential facility agreement. Further talks would enable the City and Sharks to finalize a potential project, identify financing and determine the ongoing operational relationship. The final agreement would be presented to Council for consideration of approval.

While project details are still under discussion, the facility would likely include opportunities for a variety of sporting programs and events to include ice hockey and would be located off Monterey Road, as part of the Gilroy Sports Park. The project would provide recreational opportunities for all Gilroy residents and those travelling to Gilroy for tournaments, competitions, and other events.

Having the proposed facility operated by a national brand with a proven t rack record of operating recreational ice facilities would be a great opportunity for economic development and has the potential to heighten our position in the region as a destination location and increase travel and tourism to Gilroy. The development of the Gilroy Sports Center is consistent with the Council goals related to making Gilroy a Recreation Destination.

Discussions during this preliminary period are non -binding and provide the opportunity to fully assess the potential of the proposed facility in Gilroy.

ALTERNATIVES
Do not extend the exclusivity agreement. This is not recommended because it would necessarily stop any further business discussions.

FISCAL IMPACT/FUNDING SOURCE
No fiscal impacts are expected from the extension of the exclusivity period. Any recommendations for future Council actions that necessitate expenditures will be discussed as part of those staff reports.

NEXT STEPS

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If approved, the City will continue to work with the Sharks on the development of a financing plan and term sheet that would be submitted to the City Council for consideration.

PUBLIC OUTREACH
If terms are reached, during project design work the City will conduct public outreach sessions to gain public input.

10.2 Packet Pg. 195

City of Gilroy

STAFF REPORT

Agenda Item Title: Wiley House Lease Amendment
Meeting Date: June 6, 2022
From: Jimmy Forbis, City Administrator
Department: Administration
Submitted By: Jimmy Forbis
Prepared By: Jimmy Forbis
Karine Decker

Strategic Plan Goals
☐ Develop a Financially
Resilient Organization

☐ Ensure Neighborhood
Equity from City
Services
 Promote Economic
Development
Activities

☐ Promote Safe,
Affordable Housing for All

 Maintain and Improve
City Infrastructure

RECOMMENDATION
Approve an amendment to the lease with Advantage Peak, LLC for use of the City - owned property at 140 5th Street, also known as the Wiley House.

BACKGROUND
On March 1, 2020 a single tenant lease was entered into by and between the City of Gilroy (“Landlord”) and Advantage Peak LLC (“Tenant”) for the building commonly known as the “Wiley House” located at 140 5 th Street, Gilroy, CA 95020. The term of the lease was for 60 months (5 years) with three options to extend for an additional two years each. Base rent in the amount of $3,000 per month was set for the first full year

10.3 Packet Pg. 196

with an increase of 3% annually after the first full year, including options. The use of the premises was intended for general office purposes and special events.

In February of 2022, the existing tenant , Advantage Peak, LLC reached out to City staff regarding a possible change in the use of the space. Due to COVID -19 restrictions which began less than three weeks after the execution of the lease, the tenant’s abili ty to use the premises as an events center as permitted within the lease was greatly impacted. After almost two full years with no events booked or held at the premises, the tenant decided to explore the use of the space to allow for a more sustainable bu siness model and presented staff with a request to modify/amend the terms of the lease to allow the use of the premises as a Santa Clara Valley Wine Tasting venue.

ANALYSIS
The proposed amendments to the lease are reflected in Sections 2 -5 of the draft lease amendment and include the following provisions:
1) Use of The Premises: to allow for use, both indoor and outdoor, for general office purposes, the operation of a wine tasting facility identified as the “South County Wine Tasting Room”, and special events (including but not limited to catered weddings and private/corporate functions).
2) Tenant Improvements and Reimbursement Provision : allows the tenant to make certain improvements needed to convert the space into a wine tasting venue.

Some general tenant improvements that would benefit the overall value of the building include electrical and plumbing upgrades, installation of new flooring, construction of a new commercial kitchen, new interior paints, lighting fixtures, landscaping and hardscaping and the like. These improvements once completed, properly documented and inspected within a 24-month period, could be eligible for reimbursement by the Landlord (the City) for an amount up to $100,000 provided that all the conditions outlined within the lease ar e met. 3) Landlord and Tenant’s Responsibility for Maintenance and Repair of the Premises whereby the Landlord is primarily responsibility for major life -safety and structural conditions of the premises and the tenant is responsible for the interior and exterior paint, fixtures, doors, windows hardscapes, and landscaping.

ALTERNATIVES
Council may reject the staff recommendation to amend the current lease, however this is not recommended as the Tenant has identified that the current business model for the building is not financially viable.

FISCAL IMPACT/FUNDING SOURCE
The fiscal impacts of approval of the lease amendment include:

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Up to $100,000 reimbursement to the tenant for general tenant improvements made to the building should they comply with lease agreements. This amount will be partially offset by revenue to the City from the facility and through rent payments. Any difference between revenues/rent and reimbursement amounts will come from the City’s General Fund Balance.

No budget amendment is being requested at this time, however a mid-cycle (FY23) or Fiscal Year 2024 (FY24) adjustment may be necessary.

CONCLUSION
Staff recommends that the draft lease amendment by and between the City of Gilroy and Advantage Peak, LLC be approved by Council as presen ted.

10.3 Packet Pg. 198

City of Gilroy

STAFF REPORT

Agenda Item Title: Adopt a Resolution of the City Council of the City of Gilroy Authorizing the City Administrator to Execute Agreements with the California Department of Transportation for the City Of Gilroy’s Clean California Grant Project
Meeting Date: June 6, 2022
From: Jimmy Forbis, City Administrator
Department: Administration
Submitted By: Jimmy Forbis
Prepared By: Karine Decker

Strategic Plan Goals
 Develop a Financially
Resilient Organization

☐ Ensure Neighborhood
Equity from City
Services
 Promote Economic
Development
Activities

☐ Promote Safe,
Affordable Housing for All

 Maintain and Improve
City Infrastructure

RECOMMENDATION
Council adopt the resolution.

BACKGROUND
The City submitted a $3.9 million grant application to the California Department of Transportation (“Caltrans”) Clean California Local Grant Program. The application was for cleanup events and infrastructure improvements along Gourmet Alley and Railroad Alley. The City was awarded the grant in March of 2022.

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ANALYSIS
Working with Caltrans to complete the required steps to execute the grant agreement and undertake the project, a series of documents are needed to be executed, as well as the Restricted Grant Agreement itself. With instruction from the grant program manager for Caltrans assigned to the City, a City Council resolution authorizing the City Administrator to execute the agreement, associated documents, and any amendments is required.

The resolution is attached for Council action.

ALTERNATIVES
Council may modify or reject the resolution. This is not recommended. The resolution is structured from the example resolution sent to the City from Caltrans and is one of the required submittals in their program checklist for those awarded these grants.

FISCAL IMPACT/FUNDING SOURCE
There is no fiscal impact for authorizing this resolution. However, should the resolution not be approved, there is a possibility of losing access to the $3.9 million grant for the project. After the execution of the agreement, budgetary appropriations for the grant revenue and the related expenditures will need to be approved. Staff will include these appropriations as part of the comprehensive mid-cycle budget adjustments during the month of August.

CONCLUSION
The resolution will further accomplish the required procedural steps to allow the City to initiate the Clean California - Gourmet Alley and Railroad Alley cleanup and infrastructure project.

Attachments:

1. Draft Resolution

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RESOLUTION NO. 2022-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF GILROY AUTHORIZING THE CITY

ADMINISTRATOR TO EXECUTE AGREEMENTS WITH

THE CALIFORNIA DEPARTMENT OF
TRANSPORTATION FOR THE CITY OF GILROY’S

CLEAN CALIFORNIA GRANT PROJECT

WHEREAS, the City of Gilroy is eligible to receive State funding for certain transportation related work through the California Department of Transportation; and

WHEREAS, the Restricted Grant Agreement is needed to be executed with the California Department of Transportation before such funds can be claimed through the Clean California Local Grant Program; and

WHEREAS, the City of Gilroy wishes to delegate authorization to execute these agreements and any amendments thereto.

NOW, THEREFORE, BE IT RESOLVED THAT the City Council of the City of Gilroy does hereby authorize the City Administrator, or designee, to execute all Restricted Grant Agreements and any amendments thereto with the California Department of Transportation.

PASSED AND ADOPTED this 6th day of June, 2022 by the following roll call vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

APPROVED:

Marie Blankley, Mayor

ATTEST:

_______________________
Thai Nam Pham, City Clerk

10.4.a
Packet Pg. 201 Attachment: Draft Resolution (3819 : Clean Cali Grant Restricted Agreement Authorization)

City of Gilroy

STAFF REPORT

Agenda Item Title: Approval of Capital Improvement Plan Projects for Funding by the Road Repair and Accountability Act of 2017 (SB-1) Funds Meeting Date: June 6, 2022
From: Jimmy Forbis, City Administrator
Department: Public Works Department
Submitted By: Daryl Jordan
Prepared By: Ogarita Carranza
Ogarita Carranza

Strategic Plan Goals
☐ Develop a Financially
Resilient Organization

☐ Ensure Neighborhood
Equity from City
Services
☐ Promote Economic
Development
Activities

☐ Promote Safe,
Affordable Housing for All

 Maintain and Improve
City Infrastructure

RECOMMENDATION
Adopt a Resolution of the City Council of the City of Gilroy adopting a list of projects for Fiscal Year 2022-23 to be funded by SB-1: The Road Repair and Accountability Act of 2017.

BACKGROUND

Senate Bill 1, (SB 1) (Beall, Chapter 5, Statutes of 2017), The Road Repair and Accountability Act of 2017 provides significant, stable, and ongoing state transportation funding. These are funds dedicated to fixing aging roads and bridges, improving goods

10.5 Packet Pg. 202

movement, and reducing traffic congestion. SB-1 is anticipated to generate $54 billion over the next decade, split between state and local agencies.

SB-1 will enable cities and counties to address significant maintenance, rehabilitation and safety needs on their local streets and roads system. SB-1 will provide approximately $1.5 billion per year for local streets and roads. Gilroy is expected to receive a projected amount of $1,172,307 in FY22 for a total of $4,546,866 for local street pavement maintenance. In providing this funding, the Legislature has increased the role of the California Transportation Commission (Commission), including oversight of SB-1 based on the development of guidelines, review of project lists submitted by cities and counties, reporting to the State Controller, and receiving reports on completed projects.

In May 2021, Council approved a resolution and a list of projects to be constructed using the FY22 funding. The FY22 program is expected to be completed in early fall of 2022. The updated list of proposed street segments for paving using FY2022-23 SB-1 funding, consistent with the Council adopted 5-year paving program, is attached.

To-date, the City has received $3,347,590 from the State Controller. We anticipate that the City will receive the full funding for FY22 ($4,546,866), by August 2022 .

ANALYSIS

To receive the available SB-1 funds, the City must adopt the list of SB -1 funded pavement maintenance projects through a resolution. “Projects”, in this case, means a list of streets that we anticipate will receive pavement maintenance with SB -1 funds.

Pavement maintenance can be done in one project or combined with other planned pavement maintenance projects. A resolution, listing the streets to be included in the annual SB-1 funded project, is due to the Commission by July 1, 2022.

The list of street segments was selected using the City’s StreetSaver pavement maintenance database program assuming an ann ual pavement budget of $3.9M per year and using the Council-directed blended system to identify streets for rehabilitation.

Street segments are selected to provide the greatest improvement in average Pavement Condition Index (PCI) for a given funding level. Staff also considered Average Daily Traffic (ADT), Street Functional Classifications (Residential, Collector, or Arterial), current Pavement Condition Index (PCI), types of treatment required, and geographic equity when selecting streets for inclusion on this list.

It is anticipated that, while the rehabilitation and resurfacing of the above streets will significantly improve safety, pavement condition and rideability along these specified streets, it is not expected that it will result in significant i ncrease in the Citywide Pavement Condition Index (PCI) for the following reasons:

1. Per the Pavement Management Report (completed by AMS Consulting in January 2020) and Staff’s State of City Street pavement condition presentation at

10.5 Packet Pg. 203

the January 27, 2020 Council meeting, the current Citywide PCI is at 62; in order to significantly improve the PCI, the City may need to spend approximately $5,000,000 (on average) per year on pavement maintenance, while an average expenditure of approximately $3,400,000 is needed to maintain the current PCI level of 62.

2. The percentage of street segments currently evaluated as good to fair condition will continue to deteriorate at a faster rate than the benefit gained by the rehabilitation of the street segments included in the SB-1 list.

FISCAL IMPACT/FUNDING SOURCE

The FY 2022-23 SB 1 Road Maintenance and Rehabilitation Account (RMRA) projected revenues of $1,290,155 are included as a revenue source for Fund 215 (Road Maintenance and Rehab) in the City’s CIP under Annual Pavement Maintenance Program (Project No. 800060) as part of the FY 2022-23 project budget.

SB-1 requires that cities maintain existing general fund levels for transportation funding at levels equal to, or greater than, their annual average expenditures duri ng FY10, FY11, and FY12, which is known as the “maintenance of effort” (MOE) requirement.

The bill authorizes the State Controller’s Office to audit local governments for compliance and subject local governments to reimbursing the state for non -compliance.

For Gilroy, per the State Controller’s Office, this amounts to approximately $1.2 million annually from the General Fund (which is the average of 3 -year expenditures on street maintenance from FY10 - FY12). For FY22 and FY23, the City is scheduled to spend more than $1.2 million in pavement and street maintenance effort using General Fund monies and more than $900,000 using Measure B funds and other Gas Tax revenues, in addition to the SB1 candidate projects.

NEXT STEPS

The attached resolution, once approved, will be sent to the California Transportation Commission for approval to allow the City of Gilroy to receive its share of the SB -1 local pavement maintenance funding.

Attachments:

1. Draft Resolution

2. SB1 Street Segments (FY23)

10.5 Packet Pg. 204

RESOLUTION NO. 2022-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GILROY
ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2022-23 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT 2017

WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and signed into law by the Governor in April 2017 in order to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and WHEREAS, the City must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1 which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and WHEREAS, the City of Gilroy is estimated to receive $1,172,307 in Fiscal Year 2021- 2022 and an estimated amount of $1,290,155 in Fiscal Year 2022-2023 from SB 1; and WHEREAS, this is the 6th year in which the City is receiving SB 1 funding and will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and WHEREAS, the City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment; and WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate over 1.4 million square feet of pavement, and implement the complete streets ordinance on streets in the project and into the future; and
WHEREAS, the 2018 California Statewide Local Streets and Roads Needs Assessment found that the City’s streets and roads are, on average, in good condition, but 15 percent of the streets are in poor or very poor condition. This revenue will help increase the overall quality of our road system and over the next decade will keep our streets and roads in a good condition; and WHEREAS, without revenue from SB 1, the City’s average Pavement Condition Index, a measure of the pavement condition, would have otherwise continued to decrease at an increasing rate; and
WHEREAS, if the Legislature and Governor failed to act, city streets and county roads would have continued to deteriorate, having many and varied negative impacts on our community; and

10.5.a
Packet Pg. 205 Attachment: Draft Resolution [Revision 2] (3768 : LSR SB 1 Funding for FY 2022-2023)

Resolution No. 2022-XX
SB-1 Project List Adoption
City Council Regular Meeting | June 6, 2022

WHEREAS, cities and counties own and operate more than 81 percent of streets and roads in California, and from the moment we open our front door to drive to work, bike to school, or walk to the bus station, people are dependent upon a safe, reliable local transportation network; and
WHEREAS, modernizing the local street and road system provides well-paying construction jobs and boosts local economies; and
WHEREAS, the local street and road system is also critical for farm to market needs, interconnectivity, multimodal needs, and commerce; and
WHEREAS, police, fire, and emergency medical services all need safe reliable roads to react quickly to emergency calls and a few minutes of delay can be a matter of life and death; and WHEREAS, maintaining and preserving the local street and road system in good condition will reduce drive times and traffic congestion, improve bicycle safety, and make the pedestrian experience safer and more appealing, which leads to reduced vehicle emissions helping the State achieve its air quality and greenhouse gas emissions reductions goals; and WHEREAS, restoring roads before they fail also reduces construction time which results in less air pollution from heavy equipment and less water pollution from site run-off; and WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide.

NOW, THEREFORE IT IS HEREBY RESOLVED by the City Council of the City of Gilroy as follows:

1. The foregoing recitals are true and correct.

2. The following list of newly proposed projects will be funded in-part or solely with Fiscal Year 2022-23 Road Maintenance and Rehabilitation Account revenues:

The FY23 Citywide Pavement Maintenance Project consists of each of the following street segments listed in Attachment 1 receiving a pavement treatment consisting of milling, associated pavement resurfacing and restriping, associated concrete flatwork, installation of ADA-compliant curb ramps, adjustment of utilities to grade, slurry seal, micro-surfacing, asphalt rubber cape seal, micro-milling, striping, signage, traffic signal loop replacement, and other incidental work. This treatment is expected to extend the useful life of each street segment by 5-7 years. The attached list (Attachment 1) of project segments are expected to start in May 2023 and be completed in October 2023.

10.5.a
Packet Pg. 206 Attachment: Draft Resolution [Revision 2] (3768 : LSR SB 1 Funding for FY 2022-2023)

Resolution No. 2022-XX
SB-1 Project List Adoption
City Council Regular Meeting | June 6, 2022

PASSED AND ADOPTED this 6th day of June, 2022 by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

APPROVED:

Marie Blankley, Mayor

ATTEST:

_______________________
Thai Nam Pham, City Clerk

10.5.a
Packet Pg. 207 Attachment: Draft Resolution [Revision 2] (3768 : LSR SB 1 Funding for FY 2022-2023)

Segment No. Street Name From To Area
(SF)
1 ADAMS CT MURRAY AVE END 13,575
2 APACHE CT END RODEO DR 15,081
3 ARAPAHO DR DURANGO LN BENBOW DR 38,010
4 AVEZAN WAY TATUM AVE ST CLAR AVE 21,522
5 BABBS CREEK DR 100FT WEST OF STARLING DR END WEST 18,700 6 BABBS CREEK DR END THOMAS RD 47,670
7 BENBOW DR SAGE HILL DR ARAPAHO DR 20,335
8 BERRYBUSH CT OAK BROOK WY END 22,898
9 BLACKBERRY CT OAK BROOK WY END 20,413
10 BLUEBELL DR BURCHELL RD COUNTRY DR 27,280
11 BOGIALA WY MARSANNE LN DE ANZA PL 27,000
12 BRIARBERRY LN RANCHO HILLS DR PHEASANT DR 57,460
13 CALLE DEL REY LERMA LN LONG MEADOW DR 52,515
14 CAMERON BLVD HWY 152 VENTURE WY 202,000
15 CAMINO ARROYO GILMAN RD ARROYO CIR 27,342
16 CAMINO ARROYO ARROYO CIR END 58,396
17 CHAPPELL CT END CHURCH ST 11,523
18 CHARLES LUX DR CIMINO ST TENTH ST/CHARLES LUX DR RAB 22,500 19 CHURCH ST LONDON DR TENTH ST 64,636
20 CIMINO ST LUCHESSA AVE CHARLES LUX DR 28,670
21 CINNAMON WY PEPPERMINT ST CULDESAC SOUTH 43,840
22 CLOVE PL CINNAMON ST COBBLESTONE CT 8,320
23 COBBLESTONE CT/THIRD ST RAB THIRD ST THIRD ST 4,160
24 COLONY CT RANCHO HILLS DR END 6,028
25 COLUMBINE CT MANTELLI DR END 15,808
26 CUMBERLAND DR MILLER AVE ORCHARD DR 34,558
27 CYPRESS CT WEST WOOD DR CUL DE SAC 54,400
28 DAWN WY END MESA RD 37,272
29 DE ANZA PL TENTH ST LOPEZ WY 17,640
30 DELTA CT END DELTA DR 8,245
31 DURANGO LN WAGON WY ARAPAHO DR 19,670
32 EL TORO WY HANNA ST LA COCHE WY 10,582
33 ELECTA CT LAS ANIMAS AVE CUL DE SAC 20,988
34 ERVIN CT MONTEREY ROAD CUL DE SAC 8,330
35 FANTAIL WAY HUMMINGBIRD LANE WREN AVE 8,750
36 FINCH LN TWINBERRY WY LOGANBERRY DR 20,604
37 FINE DR RIDGEWAY DR LEARNARD WY 7,106
38 FOREST ST EIGHTH ST SIXTH ST 48,000
39 GEORGETOWN PL END PRINCEVALLE ST 18,531
40 GILMAN RD ROGERS 560' E/O CAMINO ARROYO 84,080
41 GLENWOOD DR EL CERRITO WY WELBURN AVE 23,199
42 GOSHAWK CT END LOGANBERRY DR 17,610
FY23 Citywide Pavement Maintenance Project Street Segments ATTACHMENT 1

10.5.b
Packet Pg. 208 Attachment: SB1 Street Segments (FY23) [Revision 1] (3768 : LSR SB 1 Funding for FY 2022-2023)

Segment No. Street Name From To
Area
(SF)
FY23 Citywide Pavement Maintenance Project Street Segments 43 GRANT CT MURRAY AVE END 14,037
44 GRASSLAND WY/THIRD ST RAB THIRD ST THIRD ST 4,160
45 GREYSTONE CT KERN AVE END 17,916
46 HACIENDA DR ORTEGA CIR END 44,246
47 HANNA ST WELBURN AVE END 30,525
48 HERITAGE WY LIONS CREEK DR SOLEDAD ST 12,005
49 HIRASAKI AVE LONG MEADOW DR END 14,400
50 HOGAN WY END SADDLER DR 24,520
51 IRISH CT END PARISH WY 10,044
52 JACARANDA WY SOUTH END NORTH END 27,051
53 LA ALONDRA WY WREN AVE WELBURN AVE 28,416
54 LA PALOMA WY WREN AVE WELBURN AVE 36,704
55 LA PRIMAVERA WY WREN AVE TAOS WAY 28,458
56 LARIAT DR SAGE HILL DR ARAPAHO DR 22,995
57 LAS ANIMAS AV MONTEREY RD ROAD ARROWS 20,468
58 LEARNARD WY MANTELLI DR BRENTWOOD LN 19,176
59 LOGANBERRY DR PARTRIDGE DR PHEASANT DR 46,580
60 LONE DEER WY LONGMEADOW DR END 16,166
61 LONE OAK LN/THIRD ST RAB THIRD ST LONE OAK LN 4,320
62 LOPEZ WY CHARLES LUX DR DE ANZA PL 31,320
63 LUCHESSA AVE CIMINO ST GREENFIELD DR 40,880
64 LUCHESSA AVE THOMAS DR GREENFIELD DR 136,391
65 LUCHESSA AVE MILLER AVE TENTH ST/LUCHESSA AVE RAB 21,600 66 LUCHESSA AVE THOMAS DR END OF BRIDGE EAST 16,960
67 LUPINE CT END LIONS CREEK DR 13,611
68 MANTELLI DR END LARKSPUR LN 155,496
69 MANTELLI DR LARKSPUR LN RANCHO HILLS 70,136
70 MANTELLI DR CALLE DEL REY SANTA TERESA BLVD 76,275
71 MAPLE ST SEVENTH ST SIXTH ST 27,984
72 MARSANNE LN BOGIALA WY LOPEZ WY 10,800
73 MILLER AVE SANTA TERESA BLVD UVAS PARK DR 163,692
74 MOCKINGBIRD LN RED HAWK DR PHEASANT DR 15,096
75 MONTE BELLO DR SANTA BARBARA DR WREN AVE 56,462
76 NAGAREDA DR FOREST DR MURAOKA DR 23,670
77 NIGHTINGALE DR VICKERY AVE WREN AVE 38,500
78 NINTH ST PRINCEVALLE ST CHURCH ST 68,840
79 OKEEFE CT HOPI LN E. END CDS 22,155
80 OLD GILROY ST CHESTNUT ST CROCKER LN 46,508
81 OLEA CT W END CDS E END CDS 21,357
82 ORINDA WY MARIPOSA ST LONG MEADOW DR 21,456
83 OTOOLE CT PETERSEN DR END 7,578
84 OUSLEY DR MUIR DR SOLIS DR 30,492

10.5.b
Packet Pg. 209 Attachment: SB1 Street Segments (FY23) [Revision 1] (3768 : LSR SB 1 Funding for FY 2022-2023)

Segment No. Street Name From To
Area
(SF)
FY23 Citywide Pavement Maintenance Project Street Segments 85 PARTRIDGE DR END CALLE DEL REY 35,405
86 PEACOCK CT CALLE DEL REY END 8,585
87 PEPPERMINT ST COBBLESTONE ST CINNAMON ST 9,600
88 PHEASANT DR THISTLE WY CALLE DEL REY 51,000
89 POLK CT MURRAY AVE END 14,565
90 PUEBLO CT ZUNI LN W. END 15,363
91 RANCHO HILLS DR CARRIAGE DR VALLEY OAKS DR 40,005
92 RANCHO HILLS DR VALLEY OAKS DR LONG MEADOW DR 65,160 93 RANCHO HILLS DR LONGMEADOW DR 347' N/O LONGMEADOW DR 15,268 94 RANCHO HILLS DR 347' N/O LONGMEADOW DR END 130,944
95 RASPBERRY CT OAK BROOK WY END 22,642
96 REA ST FOURTH ST SECOND ST 40,932
97 RED HAWK DR MOCKINGBIRD LN CALLE DEL REY 17,510
98 RENZ LN CAMINO ARROYO CUL DE SAC EAST 74,032
99 RIDGEWAY DR RANCHO HILLS DR FINE DR 29,376
100 RONAN AVE WREN AVE CHURCH ST 48,510
101 ROYAL WY FILBRO DR IMPERIAL DR 7,840
102 SAGE HILL DR RODEO DR BENBOW DR 23,240
103 SAGEWOOD CT RED HAWK DR NORTH END (CUL-DE-SAC) 6,460 104 SENEGAL CT CUL DE SAC LOGANBERRY DR 16,116
105 SIXTH ST 308 E/O CHESTNUT ST ROGERS LN 12,280
106 SNOWBERRY CT OAK BROOK WY END 20,611
107 SOLEDAD ST 248' S/O LERMA LN LERMA LN 8,680
108 SOLEDAD ST HERTIAGE WY 248' S/O LERMA LN 10,914
109 SOUTH EGRET CT END CREST HILL DR 6,613
110 ST CLAR AVE KERN AVE AVEZAN WAY 12,954
111 STEPHAN CT PRINCEVALLE ST END 18,061
112 SWALLOW LN TWINBERRY WY LOGANBERRY DR 22,202
113 TAOS WAY RONAN AVE LA PRIMAVERA WAY 22,417
114 TAPESTRY WY SUNRISE DR N. END 24,885
115 TENTH ST/CHARLES LUX DR RAB TENTH ST NORTH TENTH ST SOUTH 5,120 116 TENTH ST/LUCHESSA AVE RAB LUCHESSA AVE WEST LUCHESSA AVE EAST 6,600 117 THISTLE WY PHEASANT DR BRIARBERRY LN 7,616
118 THOMAS RD 675' N/O OAK BROOK WY LUCHESSA AVE 6,765
119 THOMAS RD 105' N/O ALDER ST 255' S/O VINCA CT 9,477 120 TRAVEL PARK CIR BOLSA RD MONTEREY RD 48,645
121 TWINBERRY WY FINCH LN SWALLOW LN 7,650
122 VALBUSA DR SOLANA DR JACARANDA WY 32,095
123 VENTURE WY CAMINO ARROYO CAMERON BLVD 54,032
124 VISTA DEL SUR GATE RANCHO REAL 4,200
125 WESTWOOD DR S END THIRD ST 42,365
126 WREN AVE UVAS PARK DR SIXTH ST 43,248
3,954,676Total SF

10.5.b
Packet Pg. 210 Attachment: SB1 Street Segments (FY23) [Revision 1] (3768 : LSR SB 1 Funding for FY 2022-2023)