Agenda Item B.14
CPMS CONSENT CALENDAR
Meeting Date: June 6, 2023
__________________________________________________________ TO: Mayor and Councilmembers
FROM: Megan Garibaldi, City Attorney
CONTACT: Luke Rioux, Finance Director
Jaime Valdez, Neighborhood Services Director
SUBJECT: Amendment No. 3 to the Law Enforcement Services Agreement with Santa Barbara County
RECOMMENDATION:
Approve and authorize the Mayor to execute Amendment No. 3 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara.
BACKGROUND:
The City of Goleta contracts with the Santa Barbara County Sheriff’s Office (“SBSO”) for law enforcement services. Such serv ices are provided pursuant to a written agreement and include, but are not limited to, patrol functions, law enforcement support, traffic enforcement operations, and parking enforcement.
On June 18, 2019, the City Council approved and authorized the City Manager to execute the currently operative agreement for law enforcement services —i.e., the Agreement to Provide Law Enforcement Services by and between the County of Santa Barbara and the City of Goleta from July 1, 2019 through June 30, 2023 (the “Agreement,” No. 2019-043, attached hereto as Attachment 1). The SBSO contracts with three other contract cities in the County – Buellton, Carpinteria, and Solvang (collectively with the City of Goleta, the “Contract Cities”) – under a nearly identical Agreement in all respects except overall costs vary by each Contract City, respectively.
Costs for the first year of the contract, fiscal year (“FY”) 2019 -20, were included in the Agreement and totaled $7,647,503. S ubsequently, in FY 2020 -21, the City was notifie d that the cost for the same level of service would be $7,744,062, which represented a 1.3% increase.
Starting in FY 2021 -22, however, the SBSO began passing along significant cost increases year-over-year. For FY 2021-2022 costs, the SBSO provided the City an annual recomputation that reflected an approximately 30% increase over FY 2020 -21, totaling 1 Meeting Date: June 6, 2023
$10,018,333. The City, along with each of the other Contract Cities (as it relates to their respective agreements), disputed the FY 2021-22 contract amounts. The SBSO and the Contract Cities eventually informally resolved the dispute and agreed to memorialize the disputed terms and contracts for FY 2021 -22 in Amendment No. 1 to the Agreement (attached hereto as Attachment 2). The City of Goleta’s FY 2021-22 negotiated contract costs totaled $8,607,721, which was approximately a 14.75% increase over the prior FY’s compensation (this amount included the City’s 26,280 base hours plus all other costs, such as true-up, Menu Items, dispatch, DSSU administration and inflation).
For the final year of the Agreement, i.e., FY 2022 -23, the City received a proposed cost sheet from the SBSO reflecting a 13.38% increase over FY 2021 -22’s costs, with a proposed annual cost of $9,759,127, which was an increase of $1,151,406 over the prior year. The rates were similarly raised for the other Contract Cities. Again, each of the Contract Cities disputed their respective FY 2022 -23 contract amounts. The Contract Cities and SBSO attempted to informa lly resolve the dispute , but ult imately went to mediation. As a result of mediation, the City agreed to FY 2022-23 costs of $9,499,341, which the City Council approved via Amendment No. 2 to the Agreement (Attachment 3), resolving the dispute regarding the FY 2022-23 contract cost and setting it at $9,499,341, which represented a 10% increase for Goleta.
FY 2022 -23 i s the final year under the Agreement. The Agreement contemplated a possible two -year extension, which could be approved administratively by the SBSO.
However, because the pa rties intended to negotiate a new contract with a new cost model, the parties did not utilize the two -year administrative extension (which required six-months’ notice). However, the Contract Cities and SBSO are in agreement that the parties can nevertheless mutually extend the Agreement by further amendment(s).
DISCUSSION:
In November of 2022, the City of Goleta, the other Contract Cities, and Sheriff’s staff commenced negotiations for a new agreement for law enforcement services that was envisioned to be in full force and effect on July 1, 2023. However, t hese negotiations remain ongoing, and the parties have not yet come to an agreement on the cost model and other key terms of the new contract .
As a result, given the termination date of the existing agreement and the fact that the terms of the future agreement are not yet resolved, staff recommends that the parties enter into an additional amendment (“Amendment No. 3 ,” attached hereto as Attachment 4 ) to allow the parties more time to continue their eff orts to negotiate a future agreement without a lapse in law enforcement services to the City . This additional amendment would allow the term of the Agreement to be extended an additional 90 days, and to terminate upon the earlier of the following occurrences: (i) 11:59 p.m. on September 29, 2023; or (ii) the effectiveness of the fully executed Future Agreement.
Amendment No. 3 further specifies an increase in contract cost , which as explained below, is a 7.4% increase over FY 22/23 costs and is subject to a subsequent adjustment 2 Meeting Date: June 6, 2023
to establish actual costs of service during the extended term. The City and the Sheriff’s Office agree to continue future contract negotiations as expeditiously as possible , and that nothing in the amendment shall be precedential to the future agreement or cost model therein .
FISCAL IMPACTS:
As noted above, the FY 2022 -23 total contract costs were $9,499,341. The costs to the City of Goleta for the agreement term extension are contained in Exhibit E -5 of the amendment and are $10,202,292. This represents a 7.4% increase from the prior year and is derived from the annual average Consumer Price Index for the Los Angeles Region of 7.4%.
In addition, contract costs in Amendment No. 3 are subject to a proportionate adjustment to costs agreed to in the future agreement. In the event that the costs agreed to in the future agreement are lower than the costs set forth in Exhibit E-5, the County shall provide a credit to the City in an amount equal to the difference in cost. If the costs agreed to are higher than the costs in Exhibit E -5, the City shall pay the County the difference in cost.
This adjustment shall be payable for the period from July 1, 2023 until termination of the extended term.
However, in the event the parties reach an impasse and do not enter a future agreement as intended, the parties must still negotiate to establish the costs of service during the extended term (“Subsequent Adjustment”); if they are unable to agree to the costs for the Subsequent Adjustment after a 30-day period following the termination of the extended term, the amendment requires the p arties to engage a mutually agreeable mediator to assist in non-binding resolution of the Subsequent Adjustment. If the parties cannot agree on a mediator, the mediator shall be appointed pursuant to the Commercial Mediation Procedures of the American Arbitration Association, unless the parties mutually agree to choose the mediator in another manner. In the event that the non -binding resolution of the dispute is unsuccessful, each party reserves its right to pursue any and all available remedies.
ALTERNATIVES:
No feasible alternative exists at this time.
3 Meeting Date: June 6, 2023
Reviewed By: Legal Review By: Approved By:
___________________ ___________________ _________________ Kristine Schmidt Megan Garibaldi Robert Nisbet
Assistant City Manager City Attorney City Manager
ATTACHMENTS:
1. Agreement to Provide Law Enforcement Services by and between the County of Santa Barbara and the City of Goleta from July 1, 2019 through June 30, 2023.
2. Amendment No.1 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara.
3. Amendment No.2 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara.
4. Amendment No. 3 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara.
4 Attachment 1
Agreement to Provide Law Enforcement Services by and between the County of Santa Barbara and the City of Goleta from July 1, 2019, through June 30, 2023 4 5
5 6
6 7
7 8
8 9
9 10
10 11
11 12
12 13
13 14
14 15
15 16
16 17
17 18
18 19
19 20
20 21
21 22
22 23
23 24
24 25
25 26
26 27
27 28
28 29
29 30
30 31
31 32
32 33
33 34
34 35
35 36
36 37
37 38
ATTACHMENT 2:
Amendment No.1 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara
39 40
41 42
43 44
45 46
47 48
49 50
51 52
53 54
55 56
57 ATTACHMENT 3:
Amendment No.2 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara
58 AMENDMENT NO. 2
TO THE CONTRACT LAW ENFORCEMENT SERVICES AGREEMENT
BETWEEN THE CITY OF GOLETA
AND
THE COUNTY OF SANTA BARBARA
This Amendment No. 2 ("Second Amendment") to the Contract Law Enforcement Services Agreement ("Agreement') is effective as of the 1st day of July 2022, ("Effective Date") by and between the City of Goleta ("CITY") and the County of Santa Barbara ("COUNTY"). CITY and COUNTY are sometimes individually referred to as "Party" and collectively as "Parties."
RECITALS
A. The Agreement sets forth the terms and conditions under which the COUNTY provides law enforcement services to the CITY. The term of the Agreement is from July 1, 2019 through June 30, 2023, and only includes costs accrued and invoiced within this period.
B. Effective July 1, 2021, the Parties executed Amendment No. 1 to the Agreement (“First Amendment”), which remains in full force and effect and has no bearing on this Amendment No. 2 to the Agreement (“Second Amendment”). All references to “Agreement” herein include the provisions of the First Amendment.
C. This Second Amendment has no bearing, effect, or impact, and does not reflect any other agreement among the Parties, or on the negotiation of any future agreement between the Parties for law enforcement services.
D. In accordance with the Agreement, the COUNTY provided the CITY with the Fiscal Year 2022- 2023 cost estimates in November 2021 and the final Fiscal Year 2022-2023 contract costs (“FY 22/23 Contract Costs”) in January 2022.
E. CITY submitted a notice of dispute ("Notice of Dispute") on or about February 2, 2022, attached hereto as Exhibit 1, initiating the dispute resolution process under Section 26 of the Agreement to resolve a dispute between the Parties regarding the FY 22/23 Contract Costs.
F. Unable to resolve the dispute through the informal dispute resolution process delineated in Section 26 of the Agreement, on June 29, 2022, the parties proceeded to mediation, pursuant to Section 26 of the Agreement, with mutually selected mediator Stacie Hausner with ADR Services, Inc. Following the Parties’ impasse at the mediation, the mediator issued a “Mediator’s Settlement Proposal,” which proposed a total settlement for the CITY, the City of Carpinteria, the City of Buellton, and the City of Solvang (“Contract Cities”) to collectively pay to COUNTY to discharge all CITY obligations for FY 22/23 Contract Costs through the end of the Agreement. On July 19, 2022, the Parties accepted the Mediator’s Settlement Proposal. Contract Cities allocated financial responsibility for the Mediator’s Settlement Proposal amongst themselves.
G. The Parties have come to an agreement as to the total amount of the FY 22/23 Contract Costs, which total as follows: Goleta: $9,499,341; Carpinteria: $5,056,981; Buellton: $2,677,571; Solvang: $2,316,107. In accordance with this Agreement, and as reflected below, COUNTY 59 will invoice CITY pursuant to “Exhibit E-4 Annual Cost Computation Fiscal Year 2022-23,” attached hereto as Exhibit 2.
H. During the dispute, the CITY and COUNTY exchanged several Public Records Act requests pursuant to Government Code section 6250 et seq., including requests made by and received on behalf of Contract Cities collectively (“PRA Requests”). The deadlines to provide records responsive to the PRA Requests were tolled several times and, as of the drafting of this Second Amendment, are tolled until September 30, 2022.
NOW, THEREFORE, the Parties hereby amend the Agreement as follows:
I. Incorporation of Recitals. The Parties agree the foregoing recitals are true and correct and are hereby incorporated by reference as if set forth in full herein.
II. Terms. The Parties agree to the following amendments to the Agreement:
1. Exhibit E-4. "Exhibit E-4 Annual Cost Computation Fiscal Year 2022-23," attached hereto as Exhibit 2, is hereby added to and made a part of the Agreement. This Exhibit E-4 shall replace and supersede any preceding Exhibit E-4 to the Agreement.
2. No Precedent. Nothing herein shall be construed as precedent regarding the calculation of contract costs, or on the negotiation of any agreement between the Parties for future contract law enforcement services.
3. Withdrawal of Records Requests. PRA Requests relating to the dispute, as described in Recital H, pending between the CITY and the COUNTY or the Contract Cities collectively and the COUNTY as of the date of this Second Amendment are hereby withdrawn.
Neither CITY nor COUNTY shall have any further obligation to produce records pursuant to the PRA Requests.
III. General Provisions.
1. Authority to Bind. Each Party warrants that the individuals who have signed this Second Amendment have the legal power, right and authority to agree to this Second Amendment and bind each respective Party.
2. Counterparts. This Second Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
3. Entire Agreement. This Second Amendment represents the entire understanding of the Parties with respect to the FY 22/23 Contract Costs. This Second Amendment supersedes and cancels any prior oral or written understanding, promises or representations with respect to FY 22/23 Contract Costs, and it shall not be amended, altered or changed except by a written agreement signed by the Parties hereto.
60 4. Full Force and Effect. Except as amended by this Second Amendment, all other provisions of the Agreement not in conflict with the terms of this Second Amendment shall remain in full force and effect.
5. Severability. If any provision of this Second Amendment shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Second Amendment unless elimination of such provision materially alters the rights and obligations set forth herein.
6. Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Second Amendment.
7. Mutual Waiver, Release, and Covenant Not to Sue. CITY, on its own behalf, and on behalf of its agents, servants, employees, officers, directors, administrators, representatives, elected officials, attorneys, departments, divisions, and agencies, waives, releases, and covenants not to commence, maintain, join, or authorize any Claim or Legal Action (as defined in the following sentence) against the Santa Barbara Sheriff’s Office, the COUNTY, and/or the COUNTY’S agents, servants, employees, officers, directors, administrators, representatives, elected officials, attorneys, departments, divisions, and agencies. Claim or Legal Action as used herein refers to any cause of action, dispute, breach or grievance, whether known or unknown, pertaining to either the facts underlying or arising from (i) the FY 22/23 Contract Costs, as identified in the Notice of Dispute, including but not limited to any claim encompassed by the CITY’S February 2, 2022 Notice of Dispute, or (ii) the PRA Request (“Claim or Legal Action”). CITY understands that it may later discover facts different from, or in addition to, those it presently knows, believes, or suspects to be true concerning the subjects or consequences of this Second Amendment, and further understands that, despite any such discoveries, it will remain bound by this Second Amendment.
COUNTY, on its own behalf, and on behalf of its agents, servants, employees, officers, directors, administrators, representatives, elected officials, attorneys, departments, divisions, and agencies, waives, releases, and covenants not to commence, maintain, join, or authorize any Claim or Legal Action (as defined in the preceding paragraph) against the CITY and/or the CITY’S agents, servants, employees, officers, directors, administrators, representatives, elected officials, attorneys, departments, divisions, and agencies. COUNTY understands that it may later discover facts different from, or in addition to, those it presently knows, believes, or suspects to be true concerning the subjects or consequences of this Second Amendment, and further understands that, despite any such discoveries, it will remain bound by this Second Amendment.
With respect to the Claims and Legal Actions that are the subject of the mutual releases set forth in this Second Amendment, the Parties expressly waive all rights under Civil Code section 1542, which provides as follows:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE
CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.”
61 The Parties acknowledge that except for matters expressly represented or recited herein, the facts and law in relation to this matter and the claims released by the terms of this Agreement may turn out to be different from the facts or law as now known to any of the Parties or their respective counsel.
The Parties therefore expressly assume the risk of the existence of different or presently unknown facts or law and agree that this Agreement shall be in all respects effective and binding as to each Party despite the possibility of new or different facts or law.
SPACE INTENTIONALLY LEFT BLANK
62 IN WITNESS WHEREOF , the Parties hereto have executed this Second Amendment as of the last date written below.
CITY OF GOLETA COUNTY OF SANTA BARBARA
By: By:
PAULA PEROTTE JOAN HARTMANN
MAYOR OF GOLETA CHAIR, BOARD OF SUPERVISORS
Date: Date:
ATTEST: ATTEST:
DEBORAH LOPEZ MONA MIYASATO
CITY CLERK COUNTY EXECUTIVE OFFICER
CLERK OF THE BOARD
By: ________________________________ By:
APPROVED AS TO FORM: APPROVED AS TO FORM:
MEGAN GARIBALDI RACHEL VAN MULLEM
CITY ATTORNEY COUNTY COUNSEL
By: By:
APPROVED AS TO FORM:
GREG MILLIGAN
RISK MANAGER
By:
APPROVED AS TO FORM:
BETSY M. SCHAFFER
AUDITOR-CONTROLLER
By:
APPROVED AS TO FORM:
SHERIFF BILL BROWN
SANTA BARBARA SHERIFF’S OFFICE
By:
63 Exhibit 1
Notice of Dispute
64 CIT Y COUNCI L
Paula Perotte
Mayor
Stuart Kasd in
Mayor Pro Tempore
Roger S. Aceves
Councilmember
James K yriaco
Councilmember
Kyle Richards
Councilmember
CITY M ANAG ER
Michelle G reene
February 2, 2022
Sheriff Bill Brown
P.O. Box 6427
Santa Barbara CA 93160
Re: Notice of Contract Dispute in Response to Proposed FY 2022-23 Recomputed Compensation under the Agreement to Provide Law Enforcement Services between the City of Goleta and County of Santa Barbara
Dear Sheriff Brown:
On behalf of the City of Goleta (“City”), this letter serves as formal notice of a contract dispute (“Notice of Dispute”) pursuant to Section 26 of the Agreement to Provide Law Enforcement Services between the City and County of Santa Barbara ( “Agreement”). The County of Santa Barbara Sheriff’s Office (“Sheriff’s Office”) also provides law enforcement services to the cities of Buellton, Carpinteria , and Solvang (together with the City, the “Contract Cities”). It is our understanding that each of the Contract Cities will be providing the Sheriff’s Office with a similar Notice of Dispute.
Two years ago, on November 10, 2020, the Sheriff’s Office notified the City that it was in the process of “ working with fiscal consultants from the Natelson Dale Group, Inc . to develop an improved cost methodology and fiscal reporting to [the City].”
1 In this same letter, the
Sheriff’s Office assured the City that “[a]s always, any changes to the contract will require either an am endment or an updated [Agreement].”2 Although there has been no amendment to the contract to allow use of this “improved cost methodology,” the Sheriff’s Office calculated compensation for FY 2021- 22 and the current year —FY 2022- 23— based on this unauthorized “revised” methodology. The City (as well as
1 See Letter from Sheriff’s Office to City, dated November 10, 2020. 2 See Letter from Sheriff’s Office to City, dated November 10, 2020. 65 the other Contract Cities) similarly disputed the proposed FY 2021-22 costs.3
On January 10, 202 2, the Sherif f’s Office presented the City with its proposed final recomputation of compensation for fiscal year (“FY”) 2022-23 in the amount of $9,759,127.00. This proposed increase is an approximately 1 3.38% increase (or $1,151,406.00) over the previous year’s contract costs and would result in a total increase of close to 3 0% (or nearly $ 2,257,953.00 in contract costs ) over the past two years. The City believes that this proposed increase is being calculated inconsistent with the terms and intent of the Agreement and, absent some additional facts not heretofore provided by the County, is disputing the entire proposed increase of $1,151,406.00.
The City also asserts that the Sheriff’s Office has breached both the covenant of good faith and fair dealing as well as it s contractual obligation to work transparently and collaboratively with the City in order to avoid unexpected cost increases. The Contract Cities, through their consultant Russ Branson, have been working with the Natelson Dale Group to evaluate the “revised” methodology and resulting proposed cost increases. To date, however, the Sheriff’s Office has failed to provide sufficient justification—and documentation—to support the proposed increase for FY 2022- 23.
Additionally, during our review of data from the Sheriff’s Office, we have found numerous errors and inconsistencies , including but not limited to how deputies and support staff code and allocate time and how costs are computed and allocated.
The City is committed to working with the Sheriff’s Office t o address its concerns regarding calculation of FY 2022- 23 contract costs. Pursuant to the terms of t he Agreement, should a resolution not be reached within thirty (30) days of receipt of this Notice of Dispute, the City will initiate the additional disput e resolution procedures described in Section 26 of the Agreement. The City reserves the right to raise additional concerns as they arise throughout the dispute resolution process.
The City requests the Sheriff’s Office to confirm receipt of this Notice o f Dispute. Should you have questions about the City’s concerns please contact City Manager Michelle Greene at (805) 961-7501 or [email protected]. Thank you for your attention to this matter. We look forward to your response.
Sincerely,
Michelle Greene
City Manager
Cc (by email only):
Mona Miyasato, County Executive Officer ([email protected]) Dave Durflinger, Carpinteria City Manager ([email protected]>) Xenia Bradford, Solvang City Manager ([email protected])
3 The City filed a Notice of Dispute, dated February 8, 2021, disputing the final proposed recomputed compensation for FY 2021-22. As a result, the final law enforcement costs for FY 2021-22 were the product of a negotiated settlement.
66 Scott Wolfe, Buellton City Manager ([email protected]) Rana Warren, Senior Deputy County Counsel ([email protected]) Nancy Anderson, Assistant Chief Executive Officer ([email protected]) Das Williams, 1st District Supervisor ([email protected]) Gregg Hart, 2nd District Supervisor ([email protected]) Board Chair Joan Hartmann, 3rd District Supervisor ([email protected]) B ob Nelson, 4th District Supervisor ([email protected]) Steve Lavagnino, 5th District Supervisor ([email protected])
67 Exhibit 2
Exhibit E-4 Annual Cost Computation Fiscal Year 2022-23
68 Goleta
DSU Summary - Contract Cost Hours Purchased 26,280
Patrol Costs Hourly Rate Total Contract Cost
Deputy Costs
Deputy S&B Cost 102.90 2,704,212
Indirect Rate @ 9.5% 9.78 257,018
True-Up Cost - -
Cost Inflation @ 0% - -
Deputy S&B Cost 112.68 2,961,230
Patrol Support
ADMN OFFICE PRO I 0.11 2,891
ADMN OFFICE PRO II 4.28 112,478
ADMN OFFICE PRO SR 1.88 49,406
EXTRA HELP 0.02 526
SHERIFFS COMMANDER 3.29 86,461
SHERIFFS LIEUTENANT 7.06 185,537
SHERIFFS SERGEANT 24.79 651,481
SHERIFF'S SERVICE TECHNICIAN 1.74 45,727
Indirect Rate @ 9.5% 4.10 107,748
True-Up Cost - -
Cost Inflation @ 0% - -
Patrol Support S&B 47.27 1,242,256
Direct Patrol S&S 15.86 416,801
Direct Patrol S&S True-up - -
Total Patrol Cost 175.81 4,620,287
Law Enforcement Support Costs (includes S&B, Indirect, and S&S Costs) Investigations
General Investigations 29.26 768,953
SOD, Narcotics 4.28 112,478
SOD, Intelligence 2.14 56,239
SOD, High Tech Crime Unit 2.13 55,976
37.81 993,647
6.35 166,878
1.16 30,485
3.01 79,103
- -
48.33 1,270,112
224.14 5,890,399
2,126,390
313,019
69,912
8,399,720
3.0% 511,543
847,864
Total Investigations
Forensics
Crime Analysis Unit
Property & Evidence
True-Up Cost
Total Law Enforcement Support
Hourly Contract Rate
Menu Items
Dispatch
DSU Admin
Total Contract FY 20-21 Actuals
Inflation - 2 years @
Applied True-up for FY 2020-2021
Total Contract
Negotiated Reduction Negotiated
Contract Total FY 22-23
9,759,127
Amended Exhibit E-4
Annual Cost Computation Fiscal Year 2022-23
259,786
9,499,341
69 Goleta - Menu Items Detail FY 20-21 (actuals)
Position Reimbursable Cost Basis Hours Full Cost Unreimbursable Cost COMMUNITY RESOURCE DEPUTY 183,718 1,585 183,718 -
NARCOTICS DETECTIVE 168,916 1,613 168,916 -
NON -RELIEF TRAFFIC DEPUTY 351,260 1,549 351,260 -
NON -RELIEF TRAFFIC SGT 238,611 1,675 238,611 -
NON -RELIEF TRAFFIC SR DEPUTY 228,951 1,890 228,951
SCHOOL RESOURCE DEPUTY (DP) 180,934 1,437 180,934
SHERIFF'S SERVICE TECHNICIAN (PARKING OFFICER) 90,051 1,856 90,051 Total S&B 1,442,441 11,603 1,442,441 -
Patrol Support
ADMN OFFICE PRO I 1,357
ADMN OFFICE PRO II 50,717
ADMN OFFICE PRO II - EXH 5
ADMN OFFICE PRO SR 22,250
EXTRA HELP 246
SHERIFFS COMMANDER 39,077
SHERIFFS LIEUTENANT 83,771
SHERIFFS SERGEANT 294,014
SHERIFF'S SERVICE TECHNICIAN 20,688
S&S Cost 171,823
Total Patrol Support 683,949 -
Total Menu Costs 2,126,390 11,603 -
70 ATTACHMENT 4:
Amendment No.3 to the Law Enforcement Services Agreement between the City of Goleta and the County of Santa Barbara
71 65266.00326\41218794.8
4859-6126-6278 v1 Page 1 of 5
AMENDMENT NO. 3
TO THE CONTRACT LAW ENFORCEMENT SERVICES AGREEMENT
BETWEEN THE CITY OF GOLETA
AND
THE COUNTY OF SANTA BARBARA
This Amendment No. 3 (“Third Amendment”) to the Contract Law Enforcement Services Agreement (“Original Agreement”) is effective as of the 1st day of July 2023, (“Effective Date”) by and between the City of Goleta (“CITY”) and the County of Santa Barbara (“COUNTY”). CITY and COUNTY are sometimes individually referred to as “Party” and collectively as “Parties.”
RECITALS
A. The Agreement (as hereinafter defined) sets forth the terms and conditions under which the COUNTY provides law enforcement services to the CITY. The term of the Original Agreement is from July 1, 2019 through June 30, 2023 (“Existing Termination Date”), and only includes costs accrued and invoiced within this period.
B. Effective July 1, 2021, the Parties executed Amendment No. 1 to the Original Agreement (“First Amendment”), and effective July 1, 2022, the Parties executed Amendment No. 2 to the Original Agreement, as amended by the First Amendment (“Second Amendment”), each of which remains in full force and effect. All references to “Agreement” herein include the provisions of the Original Agreement and First and Second Amendments, respectively.
C. In November of 2022, the Parties commenced negotiations for a new agreement for law enforcement services (“Future Agreement”), effective upon an unknown date for an unknown term with an unknown cost model. Such negotiations remain ongoing. As a result, given the Existing Termination Date and that the terms of the Future Agreement are not yet resolved, the Parties hereby agree to enter into this Third Amendment for purposes of extending the Agreement to allow the Parties to continue their efforts to negotiate a Future Agreement without a lapse in law enforcement services to the CITY, during this Extended Term (as hereinafter defined). The Parties agree to continue Future Agreement negotiations as expeditiously as possible.
D. This Third Amendment has no bearing, effect, or impact—and does not reflect any other agreement among the Parties—on or relating to any ongoing or future negotiation of any future agreement (including the Future Agreement) between the Parties for law enforcement services.
NOW, THEREFORE, the Parties hereby amend the Agreement as follows:
I. Incorporation of Recitals. The Parties agree the foregoing recitals are true and correct and are hereby incorporated by reference as if set forth in full herein.
72 65266.00326\41218794.8
4859-6126-6278 v1 Page 2 of 5
II. Terms. The Parties agree to the following amendments to the Agreement:
1. Term of Agreement. Pursuant to Section 4(b) of the Agreement, the term of this Agreement shall be extended to terminate upon the earlier of the following occurrences: (i) 11:59 p.m. on September 29, 2023; or (ii) the effectiveness of the fully executed Future Agreement, as stated therein (either, the “Extended Term”).
2. Exhibit E-5 . “Exhibit E-5 Extended Term Cost Computation,” attached hereto as Exhibit 1, is hereby added to and made a part of the Agreement. The costs set forth in Exhibit E-5 reflect a 7.4% increase over Fiscal Year 2022-23 costs. Effective July 1, 2023, the costs set forth in Exhibit E-4 to the Agreement shall no longer be operative hereunder.
3. Subsequent Adjustment to Third Amendment Costs.
a. To ensure that all costs of this Third Amendment are wholly consistent with all costs as anticipated to be set forth in the Future Agreement, the Parties further agree that the costs as set forth in Exhibit E-5 hereto shall be subject to a proportionate adjustment to costs agreed to in the Future Agreement (including any true-up provision set forth in such Future Agreement, if any).
This adjustment shall be payable by the overpaid or underpaying Party, as appropriate, and shall be payable for the period commencing on July 1, 2023 until termination of the Extended Term. In the event that the costs agreed to in the Future Agreement are lower than the costs set forth in Exhibit E-5, the County shall provide a credit to the City in an amount equal to the difference in cost, in equal monthly installments over the remainder of FY 23/24, credited at the same time and in the same manner as the monthly payments owed from City to County under the Future Agreement until the credit is exhausted.
In the event that the costs agreed to in the Future Agreement are higher than the costs set forth in Exhibit E-5, the City shall pay the County the difference in cost in equal monthly installments over the remainder of FY 23/24, payable at the same time and in the same manner as the monthly payments owed from City to County under the Future Agreement. For the avoidance of doubt, and by way of example only, if the FY 23/24 costs agreed to in the Future Agreement represent a total 7% increase over the FY 22/23 costs, then the COUNTY shall provide the CITY a proportionate credit to the costs charged under this Third Amendment of 0.4% to be applied against the FY 23/24 costs, as set forth in the Future Agreement (including as to any true-up provision therein).
b. Notwithstanding the foregoing, in the event that the Parties do not enter into a Future Agreement prior to the termination of the Extended Term, the Parties agree to negotiate in good faith regarding the FY 23/24 costs incurred during the Extended Term. In the event the Parties reach an impasse after a 30-day period after termination of the Extended Term (“Subsequent Adjustment Dispute”), the Parties shall engage a mutually agreeable mediator to assist in non-binding resolution of the Subsequent Adjustment Dispute. If the parties cannot agree on a mediator, the mediator shall be appointed pursuant to the Commercial Mediation Procedures of the American Arbitration Association, unless the parties mutually agree to choose the mediator in another manner. In the event that the non- binding resolution of the Subsequent Adjustment Dispute is unsuccessful, each party reserves its right to pursue any and all available remedies.
4. No Precedent. Nothing herein shall be construed as precedent regarding the calculation of contract costs, or on the negotiation of any agreement between the Parties for the Future Agreement.
73 65266.00326\41218794.8
4859-6126-6278 v1 Page 3 of 5
III. General Provisions.
1. Authority to Bind. Each Party warrants that the individuals who have signed this Third Amendment have the legal power, right and authority to agree to this Third Amendment and bind each respective Party.
2. Counterparts. This Third Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
3. Entire Agreement. This Third Amendment represents the entire understanding of the Parties with respect to the FY 23/24 Contract Costs. This Third Amendment supersedes and cancels any prior oral or written understanding, promises or representations with respect to FY 23/24 Contract Costs, and it shall not be amended, altered or changed except by a written agreement signed by the Parties hereto.
4. Full Force and Effect. Except as amended by this Third Amendment, all other provisions of the Agreement not in conflict with the terms of this Third Amendment shall remain in full force and effect.
5. Severability. If any provision of this Third Amendment shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Third Amendment unless elimination of such provision materially alters the rights and obligations set forth herein.
6. Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Third Amendment.
{Signatures to Follow}
74 65266.00326\41218794.8
4859-6126-6278 v1 Page 4 of 5
IN WITNESS WHEREOF, the Parties hereto have executed this Third Amendment as of the last date written below.
CITY OF GOLETA COUNTY OF SANTA BARBARA
By: By:
PAULA PEROTTE DAS WILLIAMS
MAYOR OF GOLETA CHAIR, BOARD OF SUPERVISORS
Date: Date:
ATTEST: ATTEST:
CITY CLERK MONA MIYASATO
DEBORAH LOPEZ COUNTY EXECUTIVE OFFICER
CLERK OF THE BOARD
By: ________________________________ By:
APPROVED AS TO FORM: APPROVED AS TO FORM
MEGAN K. GARIBALDI RACHEL VAN MULLEM
CITY ATTORNEY COUNTY COUNSEL
By: By:
APPROVED AS TO FORM:
GREG MILLIGAN
RISK MANAGER
By:
APPROVED AS TO FORM:
BETSY M. SCHAFFER
AUDITOR-CONTROLLER
By:
APPROVED AS TO FORM:
SHERIFF BILL BROWN
SANTA BARBARA SHERIFF’S OFFICE
By:
75 65266.00326\41218794.8
4859-6126-6278 v1 Page 5 of 5
Exhibit 1
Exhibit E-5 Extended Term Cost Computation
76 Goleta
DSU Summary - Contract Cost Hours Purchased 26,280
Patrol Costs Hourly Rate Total Contract Cost
Total Patrol Cost 175.81 4,620,287
Law Enforcement Support Costs (includes S&B, Indirect, and S&S Costs) Total Law Enforcement Support 48.33 1,270,112
Hourly Contract Rate 224.14 5,890,399
Menu Items 2,126,390
Dispatch 313,019
DSU Admin 69,912
Total Contract FY 20-21 Actuals 8,399,720
Inflation - 2 years @ 3.0% 511,543
Applied True-up for FY 2020-2021 847,864
Total Contract FY 22-23 Estimate 9,759,127
Exhibit E-5
Extended Term Cost Computation
Negotiated Reduction Negotiated
Contract Total FY 22-23 (E-4)
259,786
9,499,341
Extended Term Cost Computation
(7.4% increase over E-4, per Amendment No. 3) 10,202,292 Extended Term Monthly Payment 850,191
77