Agenda packet, regular meeting — Healdsburg City Council, December 2, 2024 (part 2 of 3)

EXHIBIT D
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024
1) Grantee’s failure to comply with any of the terms and conditions of this Agreement.
2) Use of, or permitting the use of, grant funds provided under this Agreement for any ineligible costs or for any activity not approved under this Agreement.
3) Any failure to comply with the deadlines set forth in this Agreement unless approved by the Program Manager.

I. In addition to any other remedies that may be available to the Department in law or equity for breach of this Agreement, the Department may at its discretion, exercise the following remedies:
1) Disqualify the Grantee from applying for future Program Funds or other Department administered grant programs;
2) Revoke existing PIP award(s) to the Grantee;
3) Decline reimbursement of funds;
4) Require the return of unexpended Program funds disbursed under this Agreement;
5) Require repayment of Program funds disbursed and expended under this Agreement;
6) Require the immediate return to the Department of all funds derived from the use of Program funds including, but not limited to recaptured funds and returned funds;
7) Seek, in a court of competent jurisdiction, an order for specific performance of the obligation defaulted upon, or the appointment of a receiver to complete the obligations in accordance with the PIP requirements; and
8) Other remedies available at law, or by and through this Agreement.

J. All remedies available to the Department are cumulative and not exclusive.

K. The Department may give written notice to the Grantee to cure the breach or violation within a period of not less than fifteen (15) days.

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Packet Pg. 99
Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT D
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024

11. Termination
A. The Department may terminate this Agreement at any time for cause by giving a minimum of thirty days’ notice of termination, in writing, to the Grantee. Cause shall consist of, violations of any terms and/or special conditions of this Agreement, the PIP Statutes, Guidelines or NOFA. Upon termination of this Agreement, unless otherwise approved in writing by the Department, any unexpended funds received by the Grantee shall be returned to the Department within thirty days of the notice of termination.

B. This Agreement is subject to any additional restrictions, limitations or conditions, or statute, regulations or any other laws, whether federal or those of the State of California, or of any agency, department, or any political subdivision of the federal or the State of California governments, which may affect the provisions, terms or funding of this Agreement in any manner.

C. The Department has the option to terminate this Agreement under the thirty-day cancellation clause or to amend this Agreement to reflect any reduction of funds.

12. Waivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The failure of the Department to enforce at any time the provisions of this Agreement, or to require at any time, performance by the Grantee of these provisions, shall in no way be construed to be a waiver of such provisions nor to affect the validity of this Agreement or the right of the Department to enforce these provisions.

13. Relocation
Grantee shall comply with all requirements of applicable California relocation law (Gov.

Code, § 7260 et seq. and the regulations promulgated thereunder at Cal. Code Regulations, Title. 25, § 6000 et seq.). Any relocation plan for the Development shall be subject to the review and approval by the State.

14. Relationship of Parties
It is expressly understood that this Standard Agreement is an agreement executed by and between two independent governmental entities and is not intended to, and shall not be construed to, create the relationship of agent, servant, employee, partnership, joint venture or association, or any other relationship whatsoever other than that of an independent party.

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Packet Pg. 100 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT D
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024

15. Third-Party Contracts
A. All state-government funded procurements must be conducted using a fair and competitive procurement process. The Grantee may use its own procurement procedures as long as the procedures comply with all City/County laws, rules and ordinances governing procurement, and all applicable provisions of California state law.

B. Any contract entered into as a result of this Agreement shall contain all the provisions stipulated in the Agreement to be applicable to the Grantee’s subrecipients, contractors, and subcontractors. Copies of all agreements with subrecipients, contracts, and subcontractors must be submitted to the Department’s program manager upon request.

C. The Department does not have a contractual relationship with the Grantee’s subrecipients, contractors, or subcontractors, and the Grantee shall be fully responsible for all work performed by its sub-recipients, contractors, or subcontractors.

D. In the event the Grantee is partnering with another jurisdiction or forming a collaborative effort between the Grantee and other jurisdictions who are grantees of the PIP, the Grantee acknowledges that each partner and/or all entities forming the SB 2 PIP collaborative are in mutual written agreement with each other but are contractually bound to the Department under separate, enforceable contracts.

E. In the event the Grantee is partnering with another jurisdiction or forming a collaborative effort with other entities that are not grantees of the Prohousing Incentive Program, the Department shall defer to the provisions as noted in subsections 8(B) and 8(C) of this Section.

F. The Grantee agrees to comply with all conditions of this Agreement including the Special Conditions set forth in Exhibit E. These conditions shall be met to the satisfaction of the Department prior to disbursement of funds. The Grantee shall ensure that all Subrecipients are made aware of and agree to comply with all conditions of this Agreement and the applicable State requirements governing the use of Grant funds. The Grantee shall ensure that all Subrecipients are qualified to do business and in good standing with the California Secretary of State and the California Franchise Tax Board. Failure to comply with these conditions may result in cancellation of this Agreement.

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Packet Pg. 101 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT D
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024

16. Compliance with State and Federal Laws, Rules, Guidelines and Regulations A. The Grantee agrees to comply with all state and federal laws, rules and regulations that pertain to construction, health and safety, labor, fair employment practices, equal opportunity, and all other matters applicable to the grant, the Grantee, its contractors or subcontractors, and any other grant activity.

B. During the performance of this Agreement, the Grantee assures that no otherwise qualified person shall be excluded from participation or employment, denied program benefits, or be subjected to discrimination based on race, color, ancestry, national origin, sex, gender, gender identity, gender expression, genetic information, age, disability, handicap, familial status, religion, or belief, under any program or activity funded by this contract, as required by Title VI of the Civil Rights Act of 1964, the Fair Housing Act (42 USC 3601-20) and all implementing regulations, and the Age Discrimination Act of 1975 and all implementing regulations.

C. The Grantee shall include the nondiscrimination and compliance provisions of this clause in all agreements with its sub-recipients, contractors, and subcontractors, and shall include a requirement in all agreements with all of same that each of them in turn include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts they enter into to perform work under the Prohousing Incentive Program.

D. The Grantee shall, in the course of performing project work, fully comply with the applicable provisions of the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et seq.) E. The Grantee shall adopt and implement affirmative processes and procedures that provide information, outreach and promotion of opportunities in the Prohousing Incentive Program project to encourage participation of all persons regardless of race, color, national origin, sex, religion, familial status, or disability.

This includes, but is not limited to, a minority outreach program to ensure the inclusion, to the maximum extent possible, of minorities and women, and entities owned by minorities and women, as required by 24 CFR 92.351.

17. Litigation

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Packet Pg. 102 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT D
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024
A. If any provision of this Agreement, or an underlying obligation, is held invalid by a court of competent jurisdiction, such invalidity, at the sole discretion of the Department, shall not affect any other provisions of this Agreement and the remainder of this Agreement shall remain in full force and effect. Therefore, the provisions of this Agreement are, and shall be, deemed severable.

B. The Grantee shall notify the Department immediately of any claim or action undertaken by or against it, which affects or may affect this Agreement or the Department, and the Grantee shall take such action with respect to the claim or action as is consistent with the terms of this Agreement and the interests of the Department.

18. Special Conditions
The State reserves the right to add any special conditions to this Agreement it deems necessary to assure that the policy and goals of the Program are achieved.

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Packet Pg. 103 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT E
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024

PROGRAM-SPECIFIC PROVISIONS AND SPECIAL CONDITIONS

1. Program-specific Provisions
The following are project-specific terms and conditions and shall inform the references made to project-specific information not contained in the Standard Agreement.

2. Budget Detail:

Grantee has been awarded the following grant activity amounts: $560,000.00 Estimated allocation may not exceed: $560,000.00
Payees: City of Healdsburg
The authorized Payee(s) is/are specified below:

Name: City of Healdsburg Amount: $560,000.00

3. Consistency with Housing Element Programs:

Provide a description of how the Plan is consistent with the programs set forth in the Local government’s Housing Element.

The Prohousing Incentive Program Plan for the City of Healdsburg, which includes the preservation and rehabilitation of Victory Studios and Apartments- a municipal apartment complex of 11 units, located at 306 and 308 East Street, Healdsburg, CA 95448- aligns with the City of Healdsburg’s Housing Element. Specifically, it supports Goal No. 5: 'Support and promote housing for the homeless,' and as outlined in Policy 5.2, which continues ‘current City efforts to address the needs of the homeless population by expanding transitional and supportive housing in Healdsburg and sustaining related services.’ Further, in collaboration with the local nonprofit Reach for Home- which also operates the City’s 22-unit interim housing program at the L&M Village funded through Project Homekey- Victory Studios and Apartments play a crucial role in providing supportive housing for individuals transitioning from interim to permanent housing.

Additionally, Victory Studios and Apartments house the City’s Navigation Center, established in 2021. This center offers on-site services to residents and those experiencing homelessness and provides space for medical and mental health providers to provide treatment directly to clients.

Preserving and rehabilitating Victory Studios and Apartments exemplifies the City's dedication to fulfilling Housing Element Objective No. 5: 'Rehabilitate Existing and

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Packet Pg. 104 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT E
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024
Newly-Acquired Units.' This complex provides housing for families and individuals who have experienced homelessness, offering rapid rehousing solutions and fostering supportive and transitional housing opportunities for families at risk of homelessness. Moreover, by addressing the deterioration and aging, this effort enhances the housing quality and conditions, ensuring affordability and livability essential for residents in need.

Furthermore, preserving and rehabilitating Victory Studios and Apartments supports the City’s adherence to Housing Element Goal No. 3: ‘Preserve and improve the City’s existing housing stock and community character in residential neighborhoods.’ This initiative contributes to ensuring the supply of habitable affordable rental units, effectively addressing critical community needs while maintaining compliance with housing standards.

Moreover, preserving and rehabilitating Victory Studios and Apartments reinforces the City’s commitment to Housing Program No. 2 of the Housing Element:
‘Preserving Existing Housing and Neighborhoods.’ This strategy acknowledges the cost effectiveness of maintaining affordable housing juxtaposed to developing new housing options. By sustaining these existing resources, the City enhances community stability while addressing the demand for affordable housing solutions.

The improvements, which can be scaled based upon the bids the City receives, include necessary repairs to preserve the property, remodeling older units and improving HVAC systems to increase the quality of life for the tenants, and painting the exterior of the building to improve its integration into the neighborhood.

Project Timeline, Budget, and Statement of Work (Plan):

PROJECT TIMELINE AND BUDGET AND STATEMENT OF WORK
Objective Responsible Party Est. Cost Begin End Deliverable Notes Objective: Rehabilitate and
preserve 11 units of
supportive and affordable
housing units. The
specified scope of work
includes:
-Paint the exterior,
-Replacing drywall and
painting the interior as
needed,
-Add AC to units as
needed,
-Demolish structurally
unsound and dry rotted
City Housing
Department Staff
August
2024
Dec.
2025
Rehabilitation
and preservation
of Victory
Studios and
Apartments, an
existing
municipal
apartment
complex, that
offers 11
supportive
housing units,
complimented by
case
The activities
in this
objective are
eligible for
PIP funding
under PIP
Guidelines
Section 601
(6).

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Packet Pg. 105 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT E
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024
exterior decks and rafters,
and replacing them, which
may require additional
posts and piers for
support,
-Replacing the entry deck
showing wear and dry rot,
-Replacing dry rotted
siding,
-Replacing fungusdamaged trim boards
around windows and
corners of the building,
-Replacing windows and
doors as needed,
-Expanding the trash
enclosure,
-Adding lighting where
possible,
-Replacing dated
appliances,
-Adding a fence and dog
enclosure,
-Address water pressure
issues,
-Resurface and repainting
the parking lot,
-Re-evaluating ADA units
for compliance and making
necessary remedies
management
services through
the local
nonprofit Reach
for Home.

Subtask: Select consultant
to draft site plans for the
bid and provide bid
support for the proposed
scope of work.

City Housing
Department Staff
& Consultant
$35,000 (est.) August
2024
Sept.
2024
Consultant to
perform a site
visit, to prepare
one set of Site
Improvement
Drawings, to
provide bid
support services,
and to provide
construction
support
assistance.

The activities
in this
objective are
eligible for
PIP funding
under PIP
Guidelines
Section and
601 (6).

Subtask: Submit Site
Improvement Drawings to
the City Building
Department for review and
approval.

City
Housing/Planning/
Public Works/Fire
Department Staff
$14,000 August
2024
Oct.
2024
Obtain plan set
review and
approval.

The
activities
in this
objective
are
eligible for
PIP
funding
under PIP
Guidelines

6.C.b
Packet Pg. 106 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT E
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024
Section
601 (6).

Subtask: Solicit bids or
proposals from
contractors, evaluate bids
or proposals, award the
contract to the selected
contractor.

City Housing
Department Staff
August
2024
Nov.
2024
Develop and
issue a Request
for
bids/proposals.

Solicit bids or
proposals from
contractors.

Evaluate bids.

Award the
contract.

The activities
in this
objective are
eligible for
PIP funding
under PIP
Guidelines
Section 601
(6).

Subtask:

Construction to begin with
a preconstruction meeting
and end with a punch list
at closeout.

City Housing,
Public Works,
Fire, Engineering,
Bid Consultant,
and Selected
Contractor
$511,000
(estimate
includes
prevailing
wages but can
be scaled
based upon the
bids the City
receives).

Oct.
2024
Jan
2026
Construction
kickoff with a
preconstruction
meeting and
postconstruction
meeting to
ensure
construction is in
conformance
with the
drawings.

The activities
in this
objective are
eligible for
PIP funding
under PIP
Guidelines
Section 601
(6).

Total Estimated
Cost: $560,000

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Packet Pg. 107 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) City of Healdsburg
23-PIP-18474

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EXHIBIT E
Prohousing Incentive Program (PIP)
NOFA Date: 1/23/2024
Approved Date: 06/11/2024
Preparation Date: 10/15/2024

4. Special Terms and Conditions
The following Special Conditions are applicable to this Standard Agreement:

None.

6.C.b
Packet Pg. 108 Attachment: PIP Standard Agreement (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance) Resolution No.

Exhibit A
Account Number Increase Amount Decrease Amount Description 102-2022-45000-OT004 $ 560,000 Increase Expense for Victory Studios Rehabilitation Project OT004 102-1000-34103-00000 $ 560,000 Increase Revenue for State Prohousing Incentive Program Grant FY 24-25 Budget Amendment

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Packet Pg. 109 Attachment: Exhibit A (4603 : Prohousing Incentive Program (PIP) Grant Award Acceptance)

CITY OF HEALDSBURG

CITY COUNCIL AGENDA STAFF REPORT
MEETING DATE: December 2, 2024
SUBJECT: Adopt a Resolution for the City's Participation in the Prohousing Incentive Pilot (PIP) Program - Round 3
PREPARED BY: Griselda Villarreal, Administrative Analyst II STRATEGIC INITIATIVE(S):

Expand Affordable Housing Opportunities
Provide Effective Governance
RECOMMENDED ACTION(S):

Adopt a Resolution authorizing the City Manager to apply for and receive the Prohousing Incentive Pilot (PIP) Program funding, Round 3, and to execute any other documents necessary to complete the transaction.

COMMUNITY ENGAGEMENT/OUTREACH:

This item will be heard at a public meeting, allowing the public an opportunity to provide comments on the adoption of this resolution and the staff’s recommendation to participate in Round 3 of the PIP program. This activity is aligned with the goals and policies of the City’s Housing Element, which was developed through an extensive public process with significant community engagement and input.

BACKGROUND:

In 2019, AB 101 established the Prohousing Designation Program administered by the California Department of Housing and Community Development (“Department”). This program created incentives for jurisdictions that are compliant with state housing laws and have enacted local prohousing policies that go beyond state law.

On December 29, 2023, the City of Healdsburg was awarded a Prohousing Designation application score of 41 points, making it eligible for funding through HCD’s Prohousing Incentive Program (“PIP”).

On March 18, 2024, the City Council adopted Resolution No. 22-2024, authorizing the City Manager to apply for Round 2 of PIP funding, for which HCD allocated $9,483,402.17.

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Packet Pg. 110
On August 1, 2024, the Department announced that the City of Healdsburg was approved for Round 2 PIP funding, awarding $560,000 to Healdsburg.

On August 15, 2024, the Department released a NOFA for the PIP Round 3 funding, making approximately $8 million available for jurisdictions with a Prohousing Designation.

DISCUSSION/ANALYSIS:

The PIP Round 3 Program is a competitive funding initiative available to jurisdictions that achieve an overall Prohousing Designation score of at least 30 points. The City of Healdsburg received a score of 41.

While the City was awarded $560,000 in PIP Round 2 funding, Section 401 of the PIP Guidelines includes the following caveat: “Eligible applicants awarded in prior funding rounds will only be eligible to receive an award once all previously unfunded eligible applicants receive an award.” As a result, funding for Round 3 is not guaranteed. However, if funds remain available after being allocated to eligible Prohousing Designated jurisdictions that have not yet received funding in previous rounds, the City will be considered for this funding. If awarded, the expenditure deadline for Round 3 Funds is June 30, 2027.

Participation in the PIP Program supports the City Council’s adopted Strategic Plan Goal 3.2 and is also consistent with the City’s adopted 6th Cycle Housing Element.

Through Round 3 of the PIP Program, the City is eligible to apply for a base amount of $150,000, with a bonus amount up to $410,000, for a potential total funding amount of $560,000.

If awarded, these funds must be used for activities related to housing and community development. Staff proposes to utilize these funds to continue rehabilitation work on the Cityowned Victory Studios and Apartments, located at 306/308 East Street. This facility provides 11 supportive housing units managed by the non-profit organization Reach for Home.

Staff has proposed utilizing the $560,000 already awarded in Round 2 of the PIP Program to initiate prioritized repairs, including demolishing and replacing structurally unsound and dryrotted exterior decks and rafters, as well as adding air conditioning to existing units. If awarded, Round 3 PIP funding could support the completion of the remaining scope of work, which includes painting the building’s exterior, replacing and painting interior drywall as needed, updating windows and doors, modernizing appliances, addressing water pressure issues, resurfacing and repaving the parking lot, and reassessing ADA units for compliance.

City staff recommends that the City Council adopt the required state standard resolution authorizing the application and participation in the PIP Program Round 3.

ENVIRONMENTAL STEWARDSHIP:

Not applicable.

ALTERNATIVES:

The City Council may choose not to approve this agenda item or may request modifications to the City’s application. If the Council chooses not to approve this item, staff will request

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Packet Pg. 111
additional direction from the Council.

FISCAL IMPACT:

The proposed action has no immediate fiscal impact. However, submitting the application positions the City to secure additional funding through PIP Round 3, with the potential to receive up to $560,000. If awarded, these funds would require formal acceptance by the City Council, and a budget amendment would be necessary to appropriate the funds for their intended use.

ENVIRONMENTAL ANALYSIS:

Pursuant to Title 14, the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, the approval of this resolution is considered an administrative activity of the City. It will not result in direct or indirect physical impacts to the environment.

ATTACHMENT(S):

Resolution
Application - PIP Round 3

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Packet Pg. 112

CITY OF HEALDSBURG
RESOLUTION NO. -2024

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HEALDSBURG AUTHORIZING THE CITY MANAGER TO

SUBMIT AN APPLICATION FOR THE PROHOUSING
INCENTIVE PROGRAM (PIP) ROUND 3 FUNDING AND TO

EXECUTE ANY OTHER DOCUMENTS NECESSARY TO

COMPLETE THE TRANSACTION
WHEREAS, pursuant to Health and Safety Code 50470 et. Seq, the California Department of Housing and Community Development (“Department”) is authorized to issue Guidelines as part of an incentive program, (hereinafter referred to by the Department as the Prohousing Incentive Pilot Program (“PIP”); and
WHEREAS, the City Council of Healdsburg desires to submit a PIP grant application package (“Application”), on the forms provided by the Department, for approval of grant funding for eligible activities related to planning and implementation in housing and community development as a result of meeting eligibility criteria, including, but not limited to, Prohousing Designation; and
WHEREAS, the Department has issued Guidelines and Application on August 15, 2024, with a total funding amount estimated at $8 million for PIP; and NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Healdsburg (“Applicant”) resolves as follows:

SECTION 1. The City Manager is hereby authorized and directed to submit an Application to the Department in response to the NOFA, and to apply for the PIP grant funds in a total amount not to exceed $560,000; and
SECTION 2. In connection with the PIP grant, if the Application is approved by the Department, the City Manager of the City of Healdsburg is authorized and directed to enter into, execute, and deliver on behalf of the Applicant, a State of California Agreement (Standard Agreement) for the amount of $560,000, and any and all other documents required or deemed necessary or appropriate to evidence and secure the PIP grant, the Applicant’s obligations related thereto, and all amendments thereto; and
SECTION 3. The Applicant shall be subject to the terms and conditions as specified in the Guidelines, and the Standard Agreement provided by the Department after approval. The Application and any and all accompanying documents are incorporated in full as part of the Standard Agreement. Any and all activities funded, information provided, and timelines represented in the Application will be enforceable through the fully executed Standard Agreement.

Pursuant to the Guidelines and in conjunction with the terms of the Standard Agreement, the

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Packet Pg. 113 Attachment: Resolution (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application) Resolution No. -2024

Page 2 ends

Applicant hereby agrees to use the funds for eligible uses and allowable expenditures in the manner presented and specifically identified in the approved application.

PASSED AND ADOPTED, by the City Council of the City of Healdsburg, this 2nd day of December 2024, by the following vote:

AYES: Councilmembers: ( )
NOES: Councilmembers: ( )
ABSENT: Councilmembers: ( )
ABSTAINING: Councilmembers: ( )
SO ORDERED: ATTEST:
__________________________________ ___________________________________ David Hagele, Mayor Raina Allan, City Clerk

6.D.a
Packet Pg. 114 Attachment: Resolution (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application) Prohousing Incentive Program
(PIP)
2024 Application for Local Governments
State of California
Governor, Gavin Newsom
Tomiquia Moss, Secretary
Business, Consumer Services and Housing Agency
Gustavo Velasquez, Director
Department of Housing and Community Development
Megan Kirkeby, Deputy Director
Division of Housing Policy Development
Final Filing Date: December 31, 2024
651 Bannon Street, Suite 400 Sacramento, CA 95811
Website: https://www.hcd.ca.gov/grants-and-funding/programs-active/prohousingincentive-program Email: [email protected]

6.D.b
Packet Pg. 115 Attachment: Application - PIP Round 3 (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application) X
X
X
X
X
X
Demonstration of meeting threshold criteria shall be determined by the Department in its sole and absolute discretion. No documentation of meeting threshold requirements is required in the application unless requested by the Department.

Housing Element Annual Progress Report submittal pursuant to Government Code Section 65400 for the current or prior year, as applicable.

Prohousing Designation: An awarded or completed Prohousing Designation Application with an authorizing resolution must be submitted prior to or in conjunction with the Applicant’s PIP Application. PIP Awards cannot be made until a Prohousing Designation is awarded.

A complete application as determined by the Department.

An authorizing resolution authorizing submittal of the application to the Program that materially comports with the Program’s requirements and is legally sufficient as determined in the Department’s reasonable discretion, including an authorized representative. See Attachment B of the PIP Guidelines for required resolution format.

Compliance with state and federal housing laws as determined by the sole discretion of HCD.

Prohousing Incentive Program (PIP) Application Instructions The applicant is applying to the Department of Housing and Community Development (Department) for a grant authorized under the provisions pursuant to Health and Safety Code Section 50470(2)(C)(i). PIP is designed to encourage cities and counties to achieve Prohousing Designation. Please refer to the PIP Guidelines and August 2024 Notice of Funding Availability (NOFA) for detailed information on eligible uses and awards. If you have questions regarding this application or the PIP Program, email [email protected].

If approved for funding, the PIP application is incorporated as part of your Standard Agreement with the Department. To be considered for funding, all sections of this application, including attachments if required, must be complete and accurate.

In order to be considered for funding, all applicants must submit a complete, signed application to [email protected] by December 31, 2024. Pursuant to Section 202 of the PIP Guidelines, all applicants must meet the following threshold requirements to be eligible for funding:

An adopted housing element in substantial compliance, as determined by the Department, pursuant to Housing Element Law (Article 10.6 of Gov. Code) in accordance with Government Code section 65585, subdivision (h).

Threshold Requirements

6.D.b
Packet Pg. 116 Attachment: Application - PIP Round 3 (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application) Applicant
Applicant Agency Type
Mailing Address
City Zip Code
County
Website
TIN
Authorized Representative Name
Authorized Representative Title
Phone Fax
Email
Contact Person Name
Contact Person Title
Phone Fax
Email
Signature Date
Name Title
Sonoma
https://healdsburg.gov/
Jeff Kay City Manager
As the official designated by the governing body (authorized representative above and in resolution), I hereby certify that, if approved by HCD for funding through PIP, the applicant assumes the responsibilities specified in the NOFA and certifies that the information, statements, and other contents contained in this application are true and correct. 707-431-3568
Administrative Analyst II
707-431-3568
94-6000347
Applicant Information
City of Healdsburg
Municipal Government
401 Grove Street
Healdsburg 95448
Jeff Kay
City Manager
707-431-3452
[email protected]
Griselda Villarreal
707-431-3316

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Packet Pg. 117 Attachment: Application - PIP Round 3 (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application) Jurisdiction Name Eligible Base Award
Geographic Category Bonus Award Amount:

Prohousing Designation Application
Score 41 Total Award $ 560,000
Award Amount
Healdsburg $ 150,000
Bay Area
Click the dropdown menu to choose a jurisdiction. The geographic category and base award will auto-populate. If the jurisdiction has obtained Prohousing Designation at the time of PIP application submittal, enter in the Prohousing Designation applicant score. Population projections are based on the Department of Finance E-1 January 1, 2024 estimates. https://dof.ca.gov/Forecasting/Demographics/estimates-e1/ $ 410,000

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Packet Pg. 118 Attachment: Application - PIP Round 3 (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application) X
X
Eligible Applicants must use award funds towards any planning or implementation activities related to housing and community development including, but not limited to, any eligible uses pursuant to Health and Safety Code section 50470(b)(2)(D), as described below. Please indicate which of the following the applicant will use award funds toward:

Eligible Uses
Objective
(v) Capitalized reserves for services connected to the creation of new permanent supportive housing, including, but not limited to, developments funded through the Veterans Housing and Homelessness Prevention Bond Act of 2014. (vi) Assisting persons who are experiencing or at risk of homelessness, including providing rapid rehousing, rental assistance, navigation centers, emergency shelters, and the new construction, rehabilitation, and preservation of permanent and transitional housing. (i) The predevelopment, development, acquisition, rehabilitation, and preservation of multifamily, residential live-work, rental housing that is affordable to extremely low, very low, low-, and moderate-income households, including necessary operating subsidies. (ii) Affordable rental and ownership housing that meets the needs of a growing workforce earning up to 120 percent of area median income, or 150 percent of area median income in high-cost areas. (iii) Matching portions of funds placed into local or regional housing trust funds. (vii) Accessibility modifications.
(viii) Efforts to acquire and rehabilitate foreclosed or vacant homes. (ix) Homeownership opportunities, including, but not limited to, downpayment assistance. (x) Fiscal incentives or matching funds to local agencies that approve new housing for extremely low, very low, low-, and moderate-income households. (iv) Matching portions of funds available through the Low and Moderate Income Housing Asset Fund pursuant to subdivision (d) of Section 34176 of the Health and Safety Code.

Responsible Party
Summary of Proposed Activities
Proposed Activity
Eligible Use Category Notes
I, vi
End
2026
Subtask(s)
City Housing
Department Staff
Est. Cost Begin
2025
Statement of Work Plan
The City of Healdsburg is proposing additional
enhancements to a municipal apartment complex,

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Packet Pg. 119 Attachment: Application - PIP Round 3 (4655 : Prohousing Incentive Pilot (PIP) Program - Round 3 - Application)

CITY OF HEALDSBURG

CITY COUNCIL AGENDA STAFF REPORT
MEETING DATE: December 2, 2024
SUBJECT: Alliance Medical Center Lease Agreement Extension PREPARED BY: Matt Milde, Recreation Supervisor
STRATEGIC INITIATIVE(S):

Maintain and Improve Infrastructure and Facilities
Provide Resident-Driven Community Services
RECOMMENDED ACTION(S):

Adopt a Resolution authorizing the City Manager to execute an amendment to the Lease Agreement with Alliance Medical Center for space at the Healdsburg Community Center.

COMMUNITY ENGAGEMENT/OUTREACH:

Not applicable.

BACKGROUND:

In 2018, the City of Healdsburg engaged in a lease agreement with Alliance Medical Center, allocating Rooms #15 and #16 at the Community Center to accommodate their expanding medical facility needs. Over the course of our collaboration, the original lease was amended three times to extend the term in accordance with the provisions outlined in the original agreement. In 2022 a new lease was executed for a twelve-month term.

In 2023, City Council adopted Resolution 143-2023 authorizing the City Manager to execute an amendment to the Lease Agreement with Alliance Medical Center for space at the Healdsburg Community Center to extend the lease for twelve months. This extension will expire on December 19, 2024.

DISCUSSION/ANALYSIS:

Alliance Medical Center has consistently exhibited commendable tenancy, faithfully adhering to the terms of the lease while providing outstanding service to the community. Staff propose a oneyear lease renewal with Alliance Medical Center, with the option for two additional one-year renewals.

Furthermore, over the next year, city staff intend to continue discussions with Alliance Medical

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Packet Pg. 120
Center representatives regarding their long-term plans. The objective is to collaboratively optimize the use of leased space, ensuring mutual benefits for the community.

ENVIRONMENTAL STEWARDSHIP:

Not applicable.

ALTERNATIVES:

City Council may choose to not extend the lease with Alliance Medical Center and provide direction to staff.

FISCAL IMPACT:

The term of the current lease with Alliance Medical Center will end December 19, 2024. The proposed lease agreement extension amends the term for a 12-month period ending December 19, 2025, and allows for two additional one-year extensions administered by the Community Services Director. At the start of each lease extension the base rent for each room leased will be adjusted for inflation based on the October CPI, and the Utility Fee will be adjusted to accommodate the approved utility rate increases. The total lease revenue, approximately $33,012, will be allocated to the Community Services Fund, The monthly lease amounts for the proposed one-year extension ending December 19, 2025 are as follows:

MONTHLY LEASE
AMOUNTS 12-MONTH LEASE
ROOM LEASE - (2) ROOMS $ 2,572.00 $ 30,864.00
COMMON AREA FEE $ 32.00 $ 384.00
UTILITY FEE $ 147.00 $ 1,764.00
TOTAL REVENUE $ 33,012.00
ENVIRONMENTAL ANALYSIS:

Pursuant to Title 14, the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, approval of this resolution is not subject to CEQA because it is an administrative activity of the City that will not result in direct or indirect physical changes to the environment.

ATTACHMENT(S):

Resolution
2024 Lease Extension
2022 Lease Agreement

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Packet Pg. 121

CITY OF HEALDSBURG
RESOLUTION NO. ______-2024

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HEALDSBURG APPROVING AN AMENDMENT TO THE

LEASE AGREEMENT WITH ALLIANCE MEDICAL CENTER

FOR THE HEALDSBURG COMMUNITY CENTER AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE

AMENDMENT
WHEREAS, in 2022 the City of Healdsburg entered into a lease agreement with Alliance Medical Center for Rooms #15 and #16; and
WHEREAS, Alliance Medical Center established on off-site medical facility in the leased space; and
WHEREAS, Alliance Medical Center desires to continue to use the leased space; and WHEREAS, the City is agreeable to an initial one-year extension of the lease for use of space, and an additional two optional one-year lease extensions; and WHEREAS, the recommended one-year extension includes an increase to Base Rent at the start of each extension consistent with the Consumer Price Index – All Urban Consumers for the San Franciso- Oakland-San Jose area, as calculated by the U.S. Department of Labor for the month of October; and
WHEREAS, the recommended one-year extension includes an increase to the Utility Services Fee at the start of each extension to accommodate the approved utility rate increase; and WHEREAS, Pursuant to Title 14 of the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, approval of this resolution is an administrative activity of the City that will not result in direct or indirect physical changes to the environment.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Healdsburg does hereby:

1. Find that pursuant to Title 14 of the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, approval of this resolution is an administrative activity of the City that will not result in direct or indirect physical changes to the environment, so no further CEQA review is required.

2. Approve an amendment to the lease agreement between the City of Healdsburg and Alliance Medical Center for use of the Healdsburg Community Center.

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Packet Pg. 122 Attachment: Resolution (4617 : Alliance Medical Center Lease Agreement Extension) Resolution No. _____-2024

Page 2 ends

3. Authorize the City Manager to execute the amendment on the City’s behalf and take any other actions necessary to effectuate the amendment.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Healdsburg this 2
nd day of December 2024, by the following vote:

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Packet Pg. 123 Attachment: Resolution (4617 : Alliance Medical Center Lease Agreement Extension) 4888-2152-3193 v4
1 AMENDMENT TO LEASE
This Amendment to Lease (“Amendment”) is entered into as of _____________________, 2024, by and between the City of Healdsburg, a municipal corporation (“Landlord”), and Alliance Medical Center, a California non-profit public benefit corporation (“Tenant”) (together, “Parties”), who agree as follows:

1. Recitals. This Amendment is made with reference to the following facts and circumstances:
(a) Landlord and Tenant are parties to that certain Office Lease, dated December 19, 2022, as amended by that certain Lease Modification and Extension, dated Demember 19, 2023 (collectively, “Lease”), attached hereto as Exhibit A and incorporated herein by this reference.
(b) Under the Lease, among other things, Landlord leases to Tenant office space located within the Healdsburg Community Center, as described in Recital B of the Lease, located at 1557 Healdsburg Avenue, Healdsburg, CA. (c) Currently, the term of the Lease ends on December 19, 2024. (d) Through this Amendment, Landlord and Tenant desire to modify the Lease, to extend the Lease term for twelve (12) months and provide for up to two (2) successive one (1) year extension options, all as further described herein. (e) Terms used herein and not otherwise defined, shall have the meaning given to them in the Lease.

2. Extension of Term. The term of the Lease is hereby extended by twelve (12) months continuing until and including December 19, 2025 (“Termination Date”).

3. Base Rent. Base Rent shall be adjusted for inflation on the first day of each term extension by applying the then current Consumer Price Index – All Urban Consumers for the San Franciso- Oakland-San Jose area, as calculated by the U.S.

Department of Labor for the month of October. In no event shall Base Rent be reduced below the amount of the Base Rent during the prior twelve (12) month period.

4. Utility Services Fee. Utility Services Fee shall be adjusted on the first day of each term extension to accommodate the approved utility rate increases. Effective December 20, 2024, the utility service fee shall be $147/month, effective December 20, 2025 the utility service fee shall be $173/month and effective December 20, 2026 the utility service fee shall be $192/month.

5. Extension Options.
(a) Tenant shall have two (2) successive one (1) year options to further extend the Lease term beyond the Termination Date (as such may be extended), provided that Tenant delivers to the Community Services Director no later than sixty (60) days prior to the Termination Date (or the date that is twelve (12) months following the

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Packet Pg. 124 Attachment: 2024 Lease Extension (4617 : Alliance Medical Center Lease Agreement Extension) 4888-2152-3193 v4
2 Termination Date if the first extension option has been exercised), a written notice exercising such extension option. If Tenant fails to timely exercise the first extension option, then the second extension option shall be of no further force or effect. In order for each extension options to be effective, such exercise by Tenant must be accepted in writing by the Community Services Director.

6. Lease in Full Force and Effect. Except as modified herein, the Lease remains unmodified and in full force and effect.

7. Governing Law. This Amendment is to be construed and enforced in accordance with the laws of the State of California.

8. Entire Agreement. This Amendment, together with the Lease, constitutes the entire agreement of the parties with respect to its subject matter and it supersedes all prior or contemporaneous agreements, whether written or oral, with respect to that subject matter.

9. Counterparts. This Amendment may be executed in one or more counterparts, each of which is an original, but all of which together are the same Amendment.
[Signatures on next page]

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Packet Pg. 125 Attachment: 2024 Lease Extension (4617 : Alliance Medical Center Lease Agreement Extension) 4888-2152-3193 v4
3 The parties have duly executed this Amendment as of the date first set forth above.

TENANT

ALLIANCE MEDICAL CENTER,
a California non-profit public benefit
corporation

LANDLORD

CITY OF HEALDSBURG,
a municipal corporation
By: _______________________
Print Name: __________________
Title: _______________________
By: ________________________
Jeffrey Kay
Its: City Manager
Attest: ________________________
Raina Allen
City Clerk
Approved as to form:
______________________________
Samantha W. Zutler
City Attorney

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Packet Pg. 126 Attachment: 2024 Lease Extension (4617 : Alliance Medical Center Lease Agreement Extension) LESSEE Name: __________________________________________________________ Description of Lease: _______________________________________________________________ Department: ________________________ Project Manager _________________Phone:____________ Initial Amount: ____________
Begin Date __________________ End date_________________ _____Amendment #1- Amount $ ____________ End Date____________ _____Amendment #2- Amount $ ____________ End Date____________ _____Amendment #3- Amount $ ____________ End Date____________ _____Amendment #4- Amount $ ____________ End Date____________ _____Amendment #5- Amount $ ____________ End Date____________ Total not-to-exceed Amount: _______________________
Funding Source: _________________________________________ Budgeted: Yes _______ No _______ (Include Acct# and Project #)
Check all that apply: Certificate(s) of Insurance attached: GL____ Auto ___ Excess ____ W/C* ____ Prof (E&O) ____ *Workers’ Comp Declaration _____ Other _________________ Business License No.: __________________ Expiration Date: _______________ ____W-9 (if new vendor) City Council approval date____________________________

LEASE AGREEMENT CHECK LIST
Andrew Sturmfels, Assistant City Manager /Risk Manager:_____________________________ Katie Edgar, Finance Director:_____________________________ Department Head Approval:_____________________________
Alliance Medical Center
Office Lease at the Community Center Rooms 15 & 16
X
12/31/2023
X
X
N/A Revenue
BLW-560
N/A Revenue
12/19/2022
12/19/2022
X
6/30/2024
X
Community Services 431-3327
N/A Revenue
Garrett Perdigao
DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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Packet Pg. 127 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) 1 | Page

OFFICE LEASE
This Office Lease (this "Lease") is made and entered into as of this ___ day of December, 2022, by and between the City of Healdsburg, a municipal corporation ("Landlord") and Alliance Medical Center, a non-profit corporation ("Tenant"). Landlord and Tenant are hereafter collectively referred to as the "Parties."

RECITALS
A. The Landlord is a lessee of real property located at 1557 Healdsburg Avenue, Healdsburg, CA, (the "Property"), as more particularly described in Exhibit A attached hereto and incorporated herein by this reference.

B. On the Property is a community center commonly known as Healdsburg Community Center ("Community Center") which includes rentable office space (the "Premises"), as depicted in Exhibit A attached hereto and incorporated herein by this reference.

C. The Tenant desires to lease the Premises from the Landlord, and the Landlord desires to lease the Premises to the Tenant.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Agency and the Tenant hereby agree as follows:

ARTICLE I BASIC LEASE PROVISIONS

1.1 Landlord's contact information: Community Services Director 1557 Healdsburg Ave
Healdsburg, CA 95448
707-431-3301

1.2 Tenant's contact information: Alliance Medical Center CEO 1381 University Ave. Healdsburg, CA 95448
707-431-8234

1.3 Rented Area: Healdsburg Community Center Rooms #15 and #16, as more particularly described as the area shown in Exhibit A attached.

1.4 Commencement Date: Execution date of this agreement.

1.5 Term: Twelve (12) months from Commencement Date.

1.6 Expiration Date: The last day of the month in which the Term ends.

1.7 Reserved.

1.8 Base Rent: $1,256 per month, per room.

1.9 Tenant's share of common area expenses: $32/month

1.10 Utility services fee: initially, $131/month (see §7.1.1. for adjustments to this Fee.) 19th
DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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1.11 Security Deposit: One month's rent (Payment of $2,675 required upon execution).

Cleaning/Repair Deposit; $500.00 (Paid $500, Receipt #3652, 07/01/10).

1.12 Permitted Areas of Use by Tenant: The walkways, planter areas, restrooms, Courtyard, Amphitheater, black top area, playground, and fields are open to the public unless a permit has been issued by the City for a special event.

The Courtyard, Amphitheater, black top area and fields may be reserved for special events. If a permit has been issued for these areas, then they are not open to the public during the permit use times. The permitted areas (not open to the public) are: Rooms: 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, the Community Meeting Room, Multi-purpose Room, Kitchen, garden area and the Administrative Offices.

1.13 Parking: This Lease does not include reserved parking. Parking is on a "first come, first served" basis. If parking spaces are all taken in the parking lot north of the Community Center, then the parking lot to the south of the community center, adjacent to the athletic fields, may be used. Fire Lanes and signed or painted no parking areas are to be kept clear at all times.

ARTICLE II DEFINITIONS
Definitions. As used in this Lease, the following terms shall have the definitions set forth below. Additional terms are defined in the remainder of this Lease.

2.1 Additional Rent means any and all sums other than Base Rent which Tenant is or becomes obligated to pay to Landlord under this Lease (whether or not specifically called "Additional Rent" in this Lease), including but not limited to the Tenant’s share of common area expenses and utility services fee.

2.2 Alterations means any decorations, modifications, additions or improvements made in, on, about, under or contiguous to the Premises by or for the benefit of Tenant including but not limited to, telecommunications and/or data cabling, lighting, HVAC and electrical fixtures, pipes and conduits, partitions, cabinetwork and carpeting.

2.3 Applicable Laws is defined in Section 5.4.

2.4 Base Rent means the monthly amount payable per Section 1.8.

2.5 Building (also referred to as "Community Center") means the buildings, accessory structures and other improvements located at 1557 Healdsburg Avenue, Healdsburg, CA 95448.

2.6 Commencement Date is the date set forth in Section 1.4, and means the date upon which (i) Tenant shall be permitted to occupy the Premises for the conduct of Tenant's operations, and (ii) the date upon which Tenant's obligation to pay Rent shall commence.

2.7 Common Area means all areas and facilities located on the Property or in the Buildings that are designated as "Common Area" on Exhibit A, attached.

2.8 Environmental Laws is defined in Section 6.5.

2.9 Fiscal Year- July 1 through June 30 of a given twelve-month period

2.10 Hazardous Material is defined in Section 6.5.

2.11 Reserved.

2.12 Reserved.

2.13 Premises means the rented premises shown on Exhibit A.

DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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2.14 Property means real property located at 1557 Healdsburg Ave. Healdsburg, CA.

2.15 "Rules and Regulations" means the Rules and Regulations set forth in Exhibit B attached hereto as such may be modified or amended from time to time by Landlord.

2.16 Community Center (also referred to as "Building") means the buildings, accessory structures, and other improvements located at 1557 Healdsburg Avenue, Healdsburg, CA 95448.

2.17 Lease Year(s) means successive periods of twelve (12) full calendar months, beginning on the Commencement Date. If the Commencement Date is not the first day of a month, then the first Lease Year also includes the partial month in which the Commencement Date occurs.

2.18 Term means the term of this Lease as set forth in Section 1.5 as such may be modified pursuant to the terms hereof.

2.19 Total Rent means the sum of Base Rent plus any Additional Rent.

ARTICLE III PREMISES AND TERM

3.1 Leased Premises. Subject to and upon the terms and conditions set forth herein, Landlord hereby leases the Premises to Tenant and Tenant hereby leases the Premises from Landlord. The Premises consist of a portion of the Community Center, as depicted in the diagram attached hereto as Exhibit A. Tenant acknowledges that Landlord has ·made no representation or warranty regarding the condition of the Premises, the Building or the Property except as specifically stated in this Lease. The Parties agree that based upon their own inspection and estimates, the estimated square footage of the Premises is 1,800 square feet/room. Tenant and Landlord hereby stipulate and agree that the square footage of the Premises is as stated herein, notwithstanding·any minor variations in measurement or other minor variations that may have occurred in the calculation thereof.

3.1.1 Appurtenant Rights. Tenant is granted the right during the Term to the nonexclusive use of the Common Area as shown on Exhibit A, attached. Landlord has sole discretion to determine the manner in which the public and common areas are maintained and operated; the use of such areasshall be subject to Rules and Regulations, attached as Exhibit B.

3.2 Term and Commencement. The Term of this Lease shall commence on the Commencement Date, and unless sooner terminated as provided herein, the Term shall be for the period set forth in Section 1.5 as the same may be extended in accordance with any option or options to extend the Term granted herein.

3.3 No Representations. Tenant acknowledges that neither Landlord nor any of Landlord's agents has made any representation or warranty as to. the suitability or fitness of the Premises for the conduct of Tenant's business, and that neither Landlord nor any agent of Landlord has agreed to undertake any alterations or additions or to construct any tenant improvementsto the Premises except as expressly provided in this Lease.

ARTICLE IV RENT, OPERATING EXPENSES, AND DEPOSITS

4.1 Monthly Rent. From and after the Commencement Date, Tenant shall pay to Landlord for each calendar month of the Term, the monthly Base Rent set forth in Section 1.8. Each monthly installment of Base Rent shall be due and payable to Landlord in advance, on the first (1st) day of each calendar month during the Term, without abatement, deduction, claim or offset except as otherwise expressly provided herein, and without prior notice, invoice or demand, at Landlord's address or such other place as Landlord may designate from time to time.

4.2 Prorations. Monthly installments for any fractional calendar month at the beginning or end of the Term shall be prorated based on the number of days in such month.

DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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4.3 Additional Rent. All Additional Rent, including without limitation, Tenant's share of common area expenses in the amount of $32 per month and any utility services fee, as described in Section 1.1, shall be due and payable to Landlord without abatement, deduction, claim or offset at the same time and place that payment of Base Rent is due.

4.4 Late Charge. Tenant acknowledges that the late payment of Base Rent or Additional Rent will cause Landlord to incur administrative costs and other damages, the exact amount of which would be impracticable or extremely difficult to ascertain. Landlord and Tenant agree that if Landlord does not receive any such payment within ten (10) calendar days after such payment is due, Tenant shall pay to Landlord as Additional Rent an amount equal to ten percent (10%) of the overdue amount as a late charge for each month or partial month that such amount remains unpaid. The Parties acknowledge that this late charge represents a fair and reasonable estimate of the costs that Landlord will incur by reason of the late payment by Tenant.

Acceptance of any late payment and/or late charge therefore shall not prevent Landlord from exercising any of the other rights and remedies available to Landlord for any other Event of Default under this Lease.

4.5 Reserved.

ARTICLE V USE OF PREMISES

5.1 Permitted Use. The Premises shall be used solely for the purpose of providing those services. and using the supplies and equipment as shown on Exhibit "E", attached. (separately and collectively referred to hereinafter as "Services") and for no other purpose without the written consent of Landlord, which may be granted or withheld in Landlord's sole discretion. Tenant warrants and represents that all persons providing Services shall, at all times during the Term, and any other period of occupancy and use of the Premises by Tenant, be properly licensed and trained to provide such Services. Tenant shall not do or suffer or permit anything to be done in or about the Premises or the Property, nor bring or keep anything therein that would in any way subject Landlord to any liability, increase the premium rate of or affect any fire, casualty, rent or other insurance relating to the Property or any of the contents of the Building, or cause a cancellation of, or give rise to any defense by the insurer to any claim under, or conflict with, any policies for such insurance. If any act or omission of Tenant results in an increase in insurance premiums for Landlord, Tenant shall pay to Landlord upon demand the amount of such increase.

5.2 Signage. Tenant shall obtain the prior approval of the Landlord, which approval may be withheld in Landlord’s reasonable discretion, before placing any sign or symbol on doors or windows or elsewhere in or about the Premises so as to be visible from the public areas or exterior of the Building or upon any other part of the Building or Property, including building directories. Any signs or symbols which have been placed without Landlord's approval may be removed by Landlord. Upon expiration or termination of this Lease, all signs installed by Tenant shall be removed and any damage resulting therefrom shall be promptly repaired by Tenant, or such removal and repair may be done by Landlord and the cost charged to Tenant as Rent.

5.3 Rules and Regulations. Tenant shall comply with the Rules and Regulations attached hereto as Exhibit C and any amendments or additions thereto promulgated by Landlord from time to time for the safety, care and cleanliness of the Premises, Building and Property. Tenant shall not use or permit any person to use the Property, the Building, or the Premises for any purpose that is contrary to the Rules and Regulations, that violates any Applicable Law, that constitutes waste or nuisance, or that would unreasonably annoy or interfere with other occupants of the Building or the Property. Landlord shall not be responsible to Tenant for the nonperformance or noncompliance by any other tenant or occupant of the Building ·of or with any of the Rules and Regulations. In the event of any conflict b tween the provisions of this Lease and the provisions of the Rules and Regulations, the provisions of this Lease shall control.

5.4 Compliance with Laws. Tenant shall procure and maintain all governmental approvals, licenses and permits required for the proper and lawful conduct of Tenant's permitted use of the Premises. Tenant shall throughout the Term comply with, and shall not use the Premises, the Building or the Property, or suffer or permit anything to be done in or about the same which would in any way conflict with any Environmental Laws, as defined in Section 6.5, or the following (collectively "Applicable Laws"): (i) the provisions of all DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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recorded covenants, conditions and restrictions applicable to the Building or the Property, (ii) any federal, state, county, local or other governmental agency rules, regulations, statutes, ordinances, orders, standards, requirements or laws now in force or hereafter enacted, promulgated or issued which are applicable to the Property, Premises, the Building, or the use or occupancy thereof, including without limitation building, zoning, public safety and fire codes and regulations.

Except to the extent Tenant is expressly obligated to do so pursuant to this Lease, Landlord shall, at Landlord's sole expense, promptly make all repairs, replacements, alterations, or improvements necessary to comply with all Applicable Laws as in effect as of the Effective Date, to the extent that (i) such Applicable Laws relate to the exterior or structural portion of the Building, and (ii) the requirement to undertake such repairs, replacements, alterations, or improvements is·not triggered as a result of Tenant's particular use of the Premises.

5.6 Parking. Landlord hereby grants to Tenant a nonexclusive license and right, in common with Landlord and all persons conducting business in the Building and their respective customers, guests, licensees, invitees, employees and agents, to use the parking area located on the Property for vehicular parking, on a "first-come, first-served" basis. The nonexclusive license and right granted pursuant to this Section shall be subject to the Rules and Regulations.

5.7 Facility Use. Tenant agrees that the provision by Tenant of healthcare and wellness services as described in Exhibit E, attached hereto and incorporated herein, is a material term of this Lease. Tenant agrees to operate for the purpose of performing the Services during the term of this Lease on a fulltime schedule from Monday through Friday.

ARTICLE VI ENVIRONMENTAL MATTERS

6.1 Use of Hazardous Materials. Tenant shall not cause or permit any Hazardous Material, as defined in Section 6.5, below, to be generated, brought onto, used, stored, or disposed of in or about the Premises, the Building or the Property by Tenant or Tenant's agents, employees, contractors, subtenants or invitees (collectively "Tenant Parties"), except for limited quantities of standard office and janitorial supplies. At Tenant's sole cost and expense, Tenant shall use, store and dispose of all such Hazardous Material in strict compliance with all Environmental Laws, as defined in Section 6.5, below, and shall in all other respects comply with all Environmental Laws.

6.2 Notice of Release or Investigation. If during the Lease Term (including any extensions), Tenant becomes aware of (a) any actual or threatened release of any Hazardous Material on, under, or about the Premises, the Building or the Property, or (b) any inquiry, investigation, proceeding, or claim by any government agency or other person regarding the presence of Hazardous Material on, under, or about the Premises, the Building, or the Property, Tenant shall give Landlord written notice of the release or investigation within five (5) days after learning of it and shall simultaneously furnish to Landlord copies of any claims, notices of violation, reports, or other writings received by Tenant that concern the release or investigation.

6.3 Indemnification. Tenant shall defend (with counsel acceptable to Landlord), indemnify and hold harmless Landlord and Landlord's elected and appointed officers, officials, employees, agents and representatives DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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(collectively, "Indemnitees") from and against any and all liabilities, losses, damages, fines, penalties, claims, demands, suits, actions, causes of action, legal or administrative proceedings, judgments, costs and expenses (including without limitation reasonable attorneys' fees and expenses, court costs, expert witness fees and post judgment collection costs) (collectively, "Claims") resulting or arising from or in connection with any release of any Hazardous Material in or about the Premises, the Building, or the Property (unless such release is caused by Indemnitees) or any other violation of any Environmental Law by Tenant, or Tenant Parties.. This indemnification includes: (i) losses attributable to diminution in value of Premises or the Building, (ii) loss or restriction of use of rentable space in the Building, (iii)" adverse effect on the marketing of any space in the Building; and (iv) all other liabilities, obligations, penalties, fines, claims, actions (including remedial or enforcement actions, administrative or judicial proceedings, orders, or judgments), damages (including consequential and punitive damages), and costs (including attorney, consultant, and expert fees and expenses) resulting from the release or violation. This indemnity shall not extend to Claims to the extent the same are caused by the gross negligence or willful misconduct of Indemnitees. The provisions of this Section shall survive the expiration or termination of this Lease.

6.4 Remediation Obligations. If the presence of any Hazardous Material brought onto the Premises or the Building by Tenant or Tenant Parties results in contamination of the Building, Tenant shall promptly take all necessary actions to remove or remediate such Hazardous Materials, whether or not they are present at concentrations exceeding state or federal maximum concentration or action levels, or any governmental agency has issued a cleanup order, at Tenant's sole expense, to return the Premises and the Building to the condition that existed before the introduction of such Hazardous Material. Tenant shall first obtain Landlord's approval of the proposed removal or remedial action. This provision does not limit the indemnification obligation set forth in Section 6.3.

6.5 Definition of Hazardous Material and Environmental Laws. As used in this Lease, the term "Hazardous Material" means any hazardous or toxic substance, material, or waste at any concentration that is or becomes regulated by the United States, the State of California, or any government authority having jurisdiction over the Building. Hazardous Material includes: (a) any "hazardous substance," as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (42 U.S. Code§§ 9601-9675); (b) "hazardous waste," as defined in the Resource Conservation and Recovery Act of 1976 (42 U.S. Code §§ 6901- 6992k); (c) any pollutant, contaminant, or hazardous, dangerous, or toxic chemical, material, or substance, within the meaning of any other applicable federal, state, or local law, regulation, ordinance, or requirement (including consent decrees and administrative orders imposing liability or standards of conduct concerning any hazardous, dangerous, or toxic waste, substance, or material, now or hereafter in effect); (d) petroleum products; (e) radioactive material, including any source, special nuclear, or byproduct material as defined in 42 U.S. Code§§ 2011- 2297g-4; (f) asbestos in any form or condition; and (g) polychlorinated biphenyls ("PCBs") and substances or compounds containing PCBs. As used in this Lease, the term "Environmental Laws" means all federal, state and local laws, ordinances, regulations, rules orders and directives pertaining to Hazardous Materials, including without limitation, the laws, statutes, and regulations cited in this Section 6.5, as any of the foregoing may be amended from time to time, or any other federal, State, or local laws regulating the environment that are applicable to any action taken by Tenant regarding the Premises or pursuant to this Lease.

ARTICLE VII OBLIGATIONS FOR UTILITIES AND SERVICES

7.1 Building Services. Landlord shall supply Utility Services and Maintenance Services as described below. Utility Services and the Maintenance Services are collectively referred to as "Building Services." Except as otherwise provided herein, the cost of all Building Services shall be considered Additional Rent and paid by Tenant.

7.1.1 Utility Services. Landlord shall furnish the utility services listed in this Section ("Utility Services") except to the extent that Tenant has separately contracted for the provision of such services. During sixty (60) hours per week on a schedule to be selected by Tenant ("Scheduled Utility Hours") Landlord shall supply: (i) electricity for lighting and power suitable for use of the Premises for ordinary general office purposes; (ii) air conditioning and heating as required in Landlord's reasonable judgment for the comfortable use and occupancy of the Premises for ordinary general office purposes; (iii) water for drinking and lavatory purposes; and (iv) regular sewer service. If Landlord reasonably believes Tenant's electrical usage is excessive, Landlord may at its option require Tenant to pay as Additional Rent the cost as reasonably determined by Landlord incurred by such extraordinary usage.

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In addition, Landlord may install separate meter(s) for the Premises for water and electrical services; at Landlord's expense, and Tenant thereafter shall pay all charges for the metered service based on actual usage.

If Landlord elects to install a separate meter for water and/or electrical service to the Premises, then following the installation of such meter(s), an average monthly usage will be determined, using three months metered usage.

If the three-month metered usage shows that Tenant paid more in monthly charges prior to the installation of meters than Tenant would have paid had a meter(s) been installed, then Landlord will give Tenant a "utility credit" for the amount of any excess payment, which credit shall be applied against future utility charges. If the three-month metered usage shows that Tenant has paid less in monthly charges prior to the installation of meters than Tenant would have paid had a meter(s) been installed, then Tenant shall pay any additional amount that is owed based on such underpayment. If such Building Services (including without limitation HVAC service) are requested by Tenant during times other than the Scheduled Utility Hours, Landlord shall use reasonable efforts to furnish such additional Building Services upon reasonable notice from Tenant, and Tenant shall pay Landlord's charges for such Services on demand as Additional Rent. Such charges shall be based on Landlord's actual costs together with such reasonable administration charges as Landlord may impose in connection therewith, with after-hours HVAC services being charged on a per-hour basis at the hourly rate established by Landlord from time to time for the Building (which hourly rate may be based on the cost of utilities, wear and tear on the HVAC systems and Landlord's administration) Tenant shall cooperate with any present or future government conservation requirements and with any reasonable conservation practices established by Landlord.

7.1.2 Maintenance Services. Landlord shall provide all of the following (collectively, "Maintenance Services"): (i) maintenance of all exterior areas of the Building and the Property, including without limitation, lighting and landscaping; (ii) cleaning, painting, maintenance and repair of the Building exterior, (iii) maintenance and repair of the Building mechanical, electrical, HVAC and plumbing equipment and systems and the Building structural components including the roof, foundation, floors and walls, (iv) maintenance of all public and common areas of the Building and the Property including parking lots, walkways, driveways, fences, utility systems, fire sprinklers, corridors, restrooms, windows; (v) supply of public area lamp replacement, (vi) provision of exterior window washing with reasonable frequency, but in no event less than two times per year; and (vii) provision of janitorial services to the common areas ("Janitorial Services"). Tenant shall be responsible for janitorial service to the Premises and interior window cleaning. Tenant has the option of using the City's janitorial service (cost to be added to the monthly rent), or bringing in their own janitorial service.

7.2 Interruption of Services. Tenant agrees that Landlord shall not be liable for damages, by abatement of Rent or otherwise, for failure to furnish or delay in furnishing any Building .Service or for diminution in the quality or quantity of any service when the failure, delay, or diminution is entirely or partially caused by: (a) breakage, repairs, replacements, or improvements; (b) strike, lockout, or other labor trouble; (c) inability to secure electricity, gas, water, or other fuel at the Building after reasonable effort to do so; (d) accident or casualty; (e) act or default of Tenant or other parties; or (f) any other cause beyond Landlord's reasonable control. Such failure, delay, or diminution shall not be considered to constitute an eviction or a disturbance of Tenant's use and possession of the Premises or relieve Tenant from paying Rent or performing any of its obligations under this Lease. Landlord may comply with mandatory or voluntary controls or guidelines promulgated by any government entity relating to the use or conservation of energy, water, gas, light, or electricity without creating any liability of Landlord to Tenant under this Lease as long as compliance with voluntary controls or guidelines does not materially and unreasonably interfere with Tenant's use of the Premises.

7.3 Compliance with Applicable Laws. Landlord and Tenant shall each comply with (and shall cause their respective employees, agents and contractors to comply with) all Applicable Laws, including without limitation all Environmental Laws, whenever either party undertakes any work of construction, alteration or improvement in the Premises or the Building.

7.4 Statutory Notice Possessory Interest Tax. Tenant is advised that under California Revenue and Taxation Code Section 107.6, execution of this Agreement may create a possessory interest in Tenant subject to property DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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taxation. Tenant hereby agrees that if such possessory interest is created and is subject to property taxation, Tenant shall be solely responsible for the payment of said property taxes levied on any such interest.

ARTICLE VIII ALTERATIONS AND ADDITIONS

8.1 Alterations and Improvements. Tenant may not make any Alterations to the Premises or Building without the prior written approval of Landlord. Any Landlord-approved Alterations shall be done at Tenant's expense, in a good and workmanlike manner, in conformity with plans and specifications reviewed and approved by Landlord, and in compliance with all Applicable Laws. Tenant shall obtain all necessary governmental approvals and permits for such Alterations. Tenant shall give Landlord not less than ten (10) business days' notice prior to the commencement of construction so that Landlord may post a notice of non-responsibility on the Premises. In no event shall any Alteration:
(i) affect the exterior of the Building,
(ii) affect any structural portion of the Building, including without limitation, the roof, (iii) require any change to the basic floor plan of the Premises or any change to the structural or mechanical components of the Premises,
(iv) diminish the value of the Premises,
(v) result in an increase in demand for Building Services, (vi) cause an increase in the premiums for hazard or liability insurance carried by Landlord, or
(vii) overload the floor load capacity or unduly burden the plumbing, heating, ventilation, air conditioning, electrical or other basic systems that serve the Building.

8.2 Liens. Tenant shall not permit any mechanics', materialmen's or other liens, to be filed against the Building or the Property or against Tenant's leasehold interest in the Premises. Landlord has the right at all times to post and keep posted on the Premises any notice that it considers necessary for protection from such liens. If Tenant fails to cause the release of record of any lien(s) filed against the Premises or Tenant's leasehold estate therein, by payment or posting of a proper bond within ten (10) days from the date of the lien filing(s), then Landlord may, at Tenant's expense, cause such lien(s) to be released by any means Landlord deems proper, including but not limited to payment of or defense against the claim giving rise to the lien(s). All sums reasonably disbursed, deposited or incurred by Landlord in connection with the release of the lien(s), including but not limited to all costs, expenses and attorney's fees, shall be due and payable by Tenant to Landlord as Additional Rent on demand by Landlord.

ARTICLE IX INSURANCE AND INDEMNITY

9.1 Indemnity. To the fullest extent permitted by law, Tenant shall defend (with counsel reasonably acceptable to Landlord), indemnify and hold Indemnitees harmless from and against any and all Claims arising out of or relating directly or indirectly to this Lease or the Premises (including without limitation, Claims for or relating to loss of or damage to property, injury or death of any person, and economic losses and consequential or resulting damage of any kind), including any Claim arising from or in connection with or in any way attributable to: (i) the use or occupancy, or manner of use or occupancy of the Premises, the Building or the Property by Tenant or the Tenant Parties, (ii) any act, error, omission or negligence of Tenant or Tenant Parties or any invitee, guest or licensee of Tenant in, on or about the Property including without limitation Claims which directly or indirectly, in whole or in part, are caused by, arise in connectionwith,result from, relate to, or are alleged to be caused by, arise in connection with, or relate to, any act or omission of Tenant or Tenant Parties, (iv) any activity, work, or thing done, omitted, permitted, allowed or suffered by Tenant or Tenant Parties in, at, or about the Premises, the Building or the Property, or (v) any breach or default in performance of any obligation on Tenant's part in the performance of any covenant or agreement to be performed under this Lease, except to the extent caused by the sole gross negligence or willful misconduct of the Indemnitees. The provisions of this Section shall not be construed or interpreted as restricting, limiting or modifying Tenant's insurance obligations under this Lease and are independent of such obligations. Tenant's compliance with insurance requirements set forth in this Lease shall not restrict, limit or modify Tenant's indemnification obligations hereunder. The provisions of this Section shall DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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survive the expiration or earlier termination of this Lease.

9.2 Tenant's Insurance. Tenant shall, at its sole expense, procure and maintain throughout the Term (plus any later periods where Tenant may be in occupancy of the Premises) all of the insurance coverages, of the type and amounts as described in Exhibit D, attached.

ARTICLE X ASSIGNMENT AND SUBLETTING

10.1 Landlord's Consent Required. Tenant shall not directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, assign, mortgage, pledge, encumber or otherwise transfer this Lease, or permit all or any part of the Premises to be subleased or used or occupied for any purpose by anyone other than Tenant without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed.

Any assignment or sublease without Landlord's prior written consent shall, at Landlord's option, be void and shall constitute an Event of Default entitling Landlord to terminate this Lease and to exercise all other remedies available to Landlord under this Lease and at law.

10.2 No Release of Obligations. The consent by Landlord to an assignment or subletting hereunder shall not relieve Tenant or any assignee or subtenant from the requirement of obtaining Landlord's express prior written consent to any other or further assignment or subletting. No subtenant may assign its sublease, or further sublet its subleased premises, without Landlord's prior written consent, which consent may be withheld in Landlord's sole discretion. Neither an assignment or subletting nor the collection of rent by Landlord from any person other than Tenant shall be deemed a waiver of any of the provisions of this Article or release Tenant from its obligations to comply with this Lease, and Tenant shall remain fully and primarily liable for all of Tenant's obligations under this Lease.

ARTICLE XI DAMAGE AND DESTRUCTION

11.1 Repair and Restoration: Termination Rights. If all or part of the Premises is damaged by fire or other casualty, or if the Building is so damaged that access to or use and occupancy of the Premises is materially impaired, within forty-five (45) days of the date of the damage, Landlord shall notify Tenant of the estimated time, in Landlord's reasonable judgment, required for repair or restoration ("Repair Period"). If the estimated Repair Period is one hundred eighty (180) days or less, Landlord shall proceed promptly and diligently to repair or restore the Premises or the portion of the Building necessary for Tenant's occupancy, and this Lease shall remain in effect, except that for the time unusable, Tenant shall receive a Rent abatement for that part of the Premises rendered unusable in the conduct of Tenant's business. If the estimated Repair Period is in excess of one hundred eighty (180) days from the date of the casualty, Landlord, at its option, shall either (a) commence to repair the damage, in which case this Lease shall continue in full force and effect, or (b) terminate this Lease as of the date specified by Landlord in a notice of termination, and this Lease shall terminate on the date specified in the notice.

11.2 Damage Near End of Term. Notwithstanding anything to the contrary set forth in this Article, if the Premises or the Building are damaged during the last twelve (12) months of the Term, Landlord and Tenant shall each have the option to terminate this Lease by giving written notice to the other of the exercise of that option within thirty (30) days after the damage or destruction, and this Lease shall terminate as of the date specified in such notice which shall be not before the date of such notice nor more than 30 days after the date of such notice.

11.3 Rent Apportionment. If Landlord or Tenant elects to terminate this Lease under this Article XI, Tenant shall pay Rent, prorated on a per diem basis and paid up to the date of the casualty. If the Premises are wholly untenantable and this Lease is not terminated, Rent shall abate on a per diem basis from the date of the casualty until Premises are ready for occupancy by Tenant or the default is cured. If part of the Premises are untenantable, Rent shall be prorated on a per diem basis and abated in proportion to the portion of the Premises which is unusable until the damaged part is ready for Tenant's occupancy. Notwithstanding the foregoing, if any DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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damage was caused by the gross negligence or willful misconduct of Tenant, its employees or agents, then, in such event, Tenant agreesthat Rent shall not abate or be diminished.

11.4 Waiver of Statutory Provisions. The provisions of this Lease, including those in this Article XI, constitute an express agreement between Landlord and Tenant that applies in the event of any damage to the Premises, Building, or Property. Tenant, therefore, fully waives the provisions of any statute or regulation, including California Civil Code sections 1932(2) and 1933(4), relating to any rights or obligations concerning any such casualty.

ARTICLE XII SURRENDER OF PREMISES; HOLDING OVER

12.1 Surrender of Premises. On expiration of this Lease, Tenant shall surrender the Premises in the same condition as when the Term commenced, ordinary wear and tear excepted. Except for furniture, equipment and trade fixtures (other than those which are affixed to the Premises so that they cannot be removed without material damage to the Premises) all alterations, additions or improvements, whether temporary or permanent in character, made in or upon the Premises, either by Landlord or Tenant, shall be Landlord's property and at the expiration or earlier termination of this Lease shall remain on the Premises without compensation to Tenant; provided that, upon reasonable written request of Landlord, Tenant shall, at its expense and without delay, remove any alterations, additions or improvements (including, without limitation, all telecommunications equipment and cabling, and all alterations and improvements made by Tenant after the Commencement Date) made to the Premises by Tenant and designated by Landlord to be removed, and shall repair any damage to the Premises or the Building caused by such removal. If Tenant fails to complete such removal or to repairthe Premises, Landlord may complete such removal and repair, and Tenant shall reimburse Landlord therefore. If Tenant fails to remove such property as required under this Lease, Landlord may dispose of such property in its sole discretion without any liability to Tenant, and further may charge the cost of any such disposition to Tenant.

12.2 Hold Over Tenancy. If Tenant remains in possession of the Premises after the expiration, or earlier termination of this Lease with Landlord's written consent, Tenant shall be deemed, at Landlord's option, to occupy the Premises as a tenant from month-to-month. During such tenancy (and prior to any termination by Landlord), Tenant agrees to pay Landlord, monthly in advance, an amount equal to the greater of (i) the then fair market rental (as reasonably determined by Landlord) for the Premises, or (ii) one hundred thirty percent (130%) of all Base Rent which would become due the last month of the Term, together with all other amounts payable by Tenant to Landlord under this Lease. Except as provided in the preceding sentence,such month-to-month tenancy shall be on the same terms and conditions of this Lease except that any rights or options pertaining to additional space in the Building contained in this Lease shall be deemed to be terminated and shall be inapplicable thereto. Landlord's acceptance of rent after such holding over with Landlord's written consent shall not result in any other tenancy or in a renewal of the initial term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord's written consent, Tenant's continued possession shall be on the basis of a tenancy at sufferance and Tenant shall pay Rent during the holdover period in an amount equal to the greater of (i) one hundred fifty percent (150%) of the then fair market rental (as reasonably determined by Landlord) for the Premises, or (ii) two hundred percent (200%) of all Base Rent which would become due the last month of the Term, together with all other amounts payable by Tenant to Landlord.

ARTICLE XIII - LANDLORD'S RESERVED RIGHTS

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and cleanliness of the Premises, the Building and the Property and the preservation of good order therein.

Landlord shall at all times retain a key with which to unlock all of the doors in the Premises, except Tenant's vaults and safes. Tenant shall pay Landlord the cost of re-keying Room #15 and #16 if the keys issued to Tenant have been lost. If an emergency necessitates immediate access to the Premises, Landlord may use whatever force is necessary to enter the Premises and any such entry to the Premises shall not constitute a forcible or unlawful entry into the Premises, a detainer of the Premises or an eviction of Tenant from the Premises or any portion thereof.

ARTICLE XIV DEFAULT AND REMEDIES

14.1 Tenant's Default. It shall be an "Event of Default" hereunder if Tenant shall:
(a) fail to pay when due any monthly installment of Rent, including without limitation, any Additional Rent, or fail to pay any other amount owed by Tenant to Landlord under this Lease as and when due and such failure continues for five (5) days following written notice thereof to Tenant by Landlord; (b) fail to provide any certificate, instrument or assurance as required by this Lease if the failure continues for ten (10) days after written notice of the failure to Tenant; (c) make a general assignment for the benefit of its creditors or file a petition for bankruptcy or other reorganization, liquidation, dissolution or similar relief or have a proceeding filed against Tenant seeking any relief mentioned in this subsection (c) which is not discharged within sixty (60) days thereafter; (d) have a trustee, receiver or liquidator appointed for Tenant; (f) abandon or vacate the Premisesfor more than three (3) consecutive months; (g) assign this Lease or sublease any portion of the Premisesin violation of Article X; or (h) fail to comply with any other provision of this Lease in the manner required hereunder and such failure continues for thirty (30) days after written notice thereof to Tenant by Landlord (or if the noncompliance cannot by its nature be cured within the 30- day period, if Tenant fails to commence to cure such noncompliance within the 30-day period and thereafter diligently prosecute such cure to completion).

14.2 Remedies on Default. Upon the occurrence of an Event of Default, Landlord shall have the right to pursue any one or more of the following remedies in addition to any other remedies now or later available to Landlord at law or in equity. These remedies are not exclusive but instead are cumulative. (a) Continue Lease. Landlord may continue this Lease in full force and effect. In such case, so long as Landlord does not terminate Tenant's right to possession, this Lease will continue in effect and Landlord shall have the right to collect Rent when due, and may undertake efforts to rent the Premises, or any part of them, to third parties for Tenant's account. Tenant shall be liable to Landlord for all reasonable costs Landlord incurs in reletting the Premises including without limitation, expenses of remodeling the Premises required by the reletting. Reletting can be for a period shorter or longer than the remaining term of this Lease. Tenant shall pay to Landlord the Rent due under this Lease on the date the Rent is due, less the Rent Landlord receivesfrom any reletting. No act by Landlord allowed by this Section shall terminate this Lease unless Landlord terminates Tenant's right to possession. After an Event of Default and for as long as Landlord does not terminate Tenant's right to possession of the Premises, if Tenant obtains Landlord's consent, Tenant shall have the right to assign or sublet its interest in this Lease, but Tenantshall not be released from liability.
(b) Terminate Lease. Landlord may terminate this Lease and Tenant's right to possession of the Premises at any time following an Event of Default. No act by Landlord other than giving written notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver to protect Landlord's interest under this Lease shall not constitute a termination of Tenant's right to possession. On termination, Landlord shall have the right to recover from Tenant all of the following:

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(i) The worth, at the time of the award, of any unpaid Rent that had been earned at the time of termination of this Lease;
(ii) The worth, at the time of the award, of the amount of unpaid Rent that would have been earned after the date of termination of this Lease until the time of the award exceeds the amount of the unpaid Rent that Tenant proves could have been reasonably avoided; (iii) Any other amount necessary to compensate Landlord for all detriment proximately caused by Tenant's failure to perform obligations under this Lease, including, without limitation, brokerage commissions, advertising expenses, expenses of remodeling the Premises for a new tenant, and any special concessionsmade to obtain a new tenant; and (iv) Any other amounts, in addition to or in lieu of those listed above that may be permitted by law. (c) Receiver. Landlord shall have the right to have a receiver appointed to collect Rent. Neither the filing of a petition for the appointment of a receiver nor the appointment itself shall constitute an election by Landlord to terminate this Lease.

14.3 Landlord's Default. Landlord's failure to perform any of its obligations under this Lease shall constitute a Landlord Event of Default hereunder if the failure continues for thirty (30) days after written notice of the failure from Tenant to Landlord. If the required performance cannot be completed within thirty (30) days, Landlord's failure to perform shall not constitute a Landlord Event of Default if Landlord undertakes to cure the failure within such thirty- (30) day period and diligently and continuously attempts to complete the cure as soon as reasonably possible. Tenant waives any right to terminate this Lease and to vacate the Premises upon Landlord's default under this Lease. Tenant's sole remedy on Landlord's default is an action for damages or injunctive or declaratory relief.

ARTICLE XV MISCELLANEOUS

15.1 No Waiver. No receipt and retention by Landlord of any payment tendered by Tenant in connection with this Lease shall constitute an accord and satisfaction, or a compromise or other settlement, notwithstanding any accompanying statement, instruction or other assertion to the contrary unless Landlord expressly agrees to an accord and satisfaction, or a compromise or other settlement, in a separate writing duly executed by Landlord. Landlord will be entitled to treat any such payments as being received on account of any item or items of Rent, interest, expense or damage due in connection herewith, in such amounts and in such order as Landlord may determine at its sole option. Failure of any party to exercise any right in one or more instance shall not be construed as a waiver of the right to strict performance or as an amendment to or modification of this Lease. Any waiver of any condition or provision setforth in this Lease shall not be deemed a waiver of any subsequent breach of such condition or provision or of any other condition or provision, nor shall any such waiver be deemed a continuing waiver.

15.2 Severability. The Parties intend this Lease to be legally valid and enforceable in accordance with all of its terms to the fullest extent permitted by law. If an arbitrator or a court of competent jurisdiction holds any provision hereof to be invalid or· unenforceable in whole or in part for any reason, the validity and enforceability of the remaining clauses, or portions of them, shall not be affected unless an essential purpose of this Lease would be defeated by loss of the invalid or unenforceable provision.

15.3 Governing Law; Venue: Construction. This Lease shall be construed according to the laws of the State of California without regard to principles of conflict of laws. Any action or proceeding that relates to, or arises from, this Lease shall be brought in a state court of competent jurisdiction located in Sonoma County. The captions used for the Sections and Articles of this Lease have been inserted for convenience only and shall not be used to alter or interpret the content of this Lease.

15.4 Binding Effect: Survival. The covenants, conditions, warranties and agreements contained in this Lease shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns.

The representations and warranties of Landlord and Tenant and the indemnification obligations of Landlord and Tenant set forth herein shall survive the expiration or termination of this Lease as shall all other provisions hereof which are intended to survive such expiration or termination.

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15.5 Time. Time is of the essence of each provision of this Lease.

15.6 Entire Agreement: Amendments. This Lease and Exhibits A, B, and C, attached hereto and incorporated herein by this reference, constitutes the final, complete, and exclusive statement of the terms of the agreement between Landlord and Tenant pertaining to the lease of space in the Building and supersedes all prior and contemporaneous understandings or agreements of the parties. This Lease may not be amended or modified except in a writing signed by both Parties.

15.7 Notices. All notices delivered pursuant to this Lease shall be in writing and delivered to Landlord or Tenant at the applicable address designated in Section 1.1 or to such other address as may hereafter be designated by either party by written notice delivered to the other party in accordance with this Section. Such notices shall be effective on the earlier to occur of actual receipt or: (i) if mailed, three (3) days after posting at a United States post office, (ii) upon receipt if mailed by certified mail with return receipt requested, and (iii) upon delivery if delivered by overnight delivery service and delivery is confirmed by the delivery service.

15.8 Force Majeure. Except as otherwise provided in this Lease, the time for performance of an obligation other than payment of money under this Lease shall be extended for the period during which a party is prevented from performing due to Unavoidable Delay: "Unavoidable delay" shall mean any and all delay beyond the applicable party's reasonable control, including without limitation, delays caused by the other party; governmental restrictions, regulations, controls, preemptions or delays; orders of civil, military or naval authorities;strikes, labor disputes, lock-outs, shortages of labor or materials or reasonable substitutestherefore; Acts of God; fire, earthquake, floods, explosions or other casualties; extreme weather conditions or other actions of the elements; enemy action, civil commotion, riot or insurrection.

15.9 Attorneys' Fees: Prejudgment Interest. If the services of an attorney are required by any party to secure the performance hereof or otherwise upon the breach or default of the other party, or if any judicial remedy or arbitration is necessary to enforce or interpret any provision of this Lease, or if the services of an attorney are required upon the bankruptcy of a party to this Lease to compel or object to assumption or rejection of this Lease, seek relief from the automatic stay or object to an action to recover a preference or fraudulent transfer, the prevailing party shall be entitled to reasonable attorneys' fees, costs, expert witnesses fees, post judgment collection costs, and other expenses, in addition to any other relief to which such party may be entitled. Any award of damages following judicial remedy or arbitration as a result of the breach of this Lease or any of its provisions shall include an award of prejudgment interest from the date of the breach at the maximum amount of interest allowed by law.

15.10 Authority. Each party warrants and represents that it has full authority to enter into this Lease, that this Lease constitutes a binding obligation of such party, and that the individual(s) signing on behalf of such party are duly authorized to bind such party hereto.

15.11 Landlord Approvals. Whenever the consent or approval of Landlord is required hereunder, such consent or approval may be granted or withheld by the City Manager or his or her designee, unless the City Manager determines in his or her discretion that such matter shall be referred to Landlord's governing body for consideration.

15.12 Counterparts. This Lease may be executed in counterparts, each of which shall constitute an original, and all of which together shall constitute one and the same instrument. The signature page of any counterpart may be detached therefrom without impairing the legal effect of the signature(s) thereon provided such signature page is attached to any other counterpart identical thereto except having additional signature pages executed by any other party. This Lease shall take effect when signed by all Parties.

NOW THEREFORE, Landlord and Tenant executed this Lease as of the date first written above.

Landlord Tenant
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Packet Pg. 140 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) 14 | Page
City of Healdsburg, a Municipal Corporation Alliance Medical Center _______________________________ _________________________________ Jeff Kay, City Manager Chief Executive Officer
Attest:
_______________________________
Raina Allan, City Clerk
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Packet Pg. 141 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) 15 | Page
List of Exhibits
Exhibit A: Map of Premises Being Leased (including Common Area) Exhibit C: Rules and Regulations for the property
Exhibit B: Rules and Regulations for the property
Exhibit C: Insurance Requirements
Exhibit D: List of Alliance Medical Center's Services and Medical Supplies and Equipment to be used on the Premises
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Packet Pg. 142 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) 16 | Page
EXHIBITA: PREMISES (with common area depicted
)
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Packet Pg. 143 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) 17 | Page
EXHIBIT B: RULES AND REGULATIONS FOR PROPERTY
Parking:

There shall be no overnight parking of any vehicles, and vehicles which have been parked in violation of the terms hereof may be towed away at the owner's expense. Tenant shall not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant's employees, suppliers, shippers, customers or invitees to be loaded, unloaded, or parked in areas other than those designated by Landlord for such activities.

Alcohol:

No alcohol is permitted on the premises.

No-Smoking:

Smoking is prohibited in all City facilities and Public Recreation Areas. Ordinance No. 893 and No.1040
The non-smoking law includes the rooms, walkways, Courtyard, Amphitheater, gardens, blacktop area, playground and fields at the Community Center.

Music and Noise Levels
As the Community Center is located near a residential area, user groups are requested to keep loud noise at a courteous level in the parking lot. All activities must end by 10:00 p.m. Sundays - Thursdays and 12:00 a.m. Fridays and Saturdays.

Minors
Activities for minors (18 and under) must be supervised by responsible adult for the entire period of the activity.

Public Restroom
The only public restroom available to the Tenant is directly across from Rooms #15 and #16.

Securing the facility
The Tenant shall be responsible for securing the Community Center when the City office is closed.

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Packet Pg. 144 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) 18 | Page
EXHIBIT C: INSURANCE COVERAGES
(1) Commercial general liability insurance including contractual liability coverage, written on an "occurrence" policy form, covering bodily injury, property damage and personal injury arising out of or relating (directly or indirectly) to Tenant's operations, assumed liabilities, or use or occupancy of the Premises, the Building or the Property naming the Landlord as an additional insured, with minimum coverage in the amount of Two Million Dollars ($2,000,000) per occurrence combined single limit for bodily injury and property damage and Two Million Dollars ($2,000,000) in the aggregate;
(2) Property insurance protecting Tenant against loss or damage by fire and such other risks as are insurable under then available standard forms of "all risk" insurance policies, covering Tenant's personal property and trade fixtures in or about the Premises or the Property, and any improvements or Alterations in the Premises, in an amount of one hundred percent (100%) of actual replacement cost or highest insurable value; (a) Workers' compensation insurance in not less than statutory limits; and (b) If Tenant operates owned, leased or non-owned vehicles on the Property, comprehensive automobile liability insurance with a minimum coverage of one million dollars ($1,000,000) per occurrence, combined single limit.

The foregoing policies shall protect Tenant as named insured, and Landlord and the other Indemnitees as additional insureds. Landlord reserves the right to increase the foregoing amount of required liability coverage from time to time (but not more than once each calendar year) and to require that Tenant cause any Tenant Parties conducting activities in or about or occupying the Premises to obtain and maintain similar types and amounts of insurance.

Each insurance policy must include an endorsement to provide that the policy and the coverage provided shall be primary, that Landlord, although an additional insured, shall nevertheless be entitled to recovery under such policy for any damage to Landlord by reason of acts or omission of Tenant, and that any coverage carried by Landlord shall be noncontributory with respect to policies carried by Tenant. Each such insurance policy or a certificate thereof, including appropriate endorsements, shall be delivered to Landlord by Tenant on or before the Commencement Date, and thereafter renewal policies, certificates, and appropriate endorsements at least thirty (30) days prior to the expiration dates of expiring policies.

Tenant shall cause its insurance companies issuing property (first party) insurance and workers' compensation insurance to waive any subrogation rights that those companies may have against Landlord, as long as the insurance is not invalidated by the waiver.

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EXHIBIT D: LIST OF ALLIANCE MEDICAL CENTER’S SERVICES AND MEDICAL SUPPLIES AND EQUIPMENT TO BE USED ON THE PREMISE:

SUPPLIES
Isopropyl Rubbing Applicator Cotton Tip Autoclave Tape Bandage Adhesive Cape Exam Cleaner Dispatch Spray
Container Specimen Leakproof Sterile
Cotton Ball Medium Non-Sterile
Cover Probe for MDL
Exam Gown
Exam Gloves
HCG Urine Cassette Clearview lnstra-Clean Powder Detergent Needle BD Eclipse Paper Exam Table Encore
Probe Cover Pro4000 PCBOO and PC200
Sani-Cloth Super Large 55 prcnt Alcohol
Sheet Drape
Solution Hydrogen Peroxide 3%
Specula Vagina KleenSpec Strip Uristic Reagent 100 Test Surgilube _ Swab 8" Scopettes Jr. _ Test Urine Strip Diascreen Towel Plasbak Towelette Bzk

EQUIPMENT
Exam Tables (2) Immunization Refrigerator Vaginal Illumination System Microscope Otoscope Head - ear exams Otoscope Operator- ear procedures Exam Light Centrifuge - prep of blood & urine specimens
Urine Analyzer
Sharps Container & Bracket
Woods Lamp - evaluation of skin
Automatic External Defibrillator
Adult Scale
Immunization Freezer
Fetal Doptones - prenatal care
Hemacue
Trash Cans
Desk Charger w/handles- eye and ear exams
Cryoguns- treatment of skin lesions
Sundry Jars- holds gauze, tongue depressors
Autoclave
Office & Computer Equipment
Waiting Room & Exam Room Furniture

SERVICES
Primary Medical Care Services
Assistance in gaining financial support for health and social services Teen Pregnancy Prevention Counseling
Teen Mentoring Program
Family Planning Services
Referral Services for additional medical and mental health services Pregnancy testing
Medication dispensing (immunizations, antibiotics, birth control) Chiropractic, acupuncture, and wellness services
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Packet Pg. 146 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension) Contractor/Consultant Name: ____________________________________________________________________ Description of Services: __________________________________________________________________________ Project Name: __________________________________________ Start date: ____________________________ Department: ________________________Project Manager: _______________________Phone: _____________ Insurance Check List (Check all that apply)
30 day cancellation policy 10 day cancellation policy
General Liability – ($2 million per occurrence and $2 million per aggregate) NOTE:
(Make sure occurrence & per project is checked)
Endorsement naming the City as additionally insured
Endorsement showing Insurance is primary and non-contributory **We will accept a waiver of subrogation with the policy – we still need proof of primary coverage.** Make sure to review all exclusions and declarations. Exclusion language not accepted, which invalidates warranty, including but not limited to:
- Work completed – make sure the endorsement is for on-going operations not just completed operations - Injury or damage arising from work that has been put to its intended use Comments: _____________________________________________________________________________________ Auto – ($2 million combined single limit) NOTE:

Any auto All owned auto’s Hired auto Scheduled auto’s Non-owned autos Endorsement naming the City additionally insured
Comments: _____________________________________________________________________________________ Workers Compensation – (statutory coverage should be checked on the certificate) Waiver of subrogation endorsement
Do not require that City be named additionally insured – The City is only a certificate holder Make sure that if the consultant/contractor is using State Fund we do not except form #1015.

Comments: _____________________________________________________________________________________ Professional Liability (E&O) ($1 million PSA’s only)
Do not require that City be named additionally insured – we only want to see a certificate with the City as a certificate holder
Comments: _____________________________________________________________________________________ Excess/Umbrella Liability- OR
Pollution Liability
If it is an EXCESS POLICY – get a statement in writing that states coverage under this policy is continuous or follows form and is applicable to GL and/or auto.

Comments: _____________________________________________________________________________________ Forms Approved by:
__________________________________________
Andrew J. Sturmfels, Assistant City Manager /
Risk Manager

INSURANCE CHECK LIST
12/19/2022
Community Services
Office Lease at the Community Center
Alliance Medical Center
Garrett Perdigao 431-3327
DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A X
X
X
Not required
X
$1M
X
X
X
X X

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Packet Pg. 147 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A : NAIC #
NAME: CONTACT
(A/C, No): FAX
E-MAIL ADDRESS:

PRODUCER
(A/C, No, Ext): PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A

SUBR WVDADDL
INSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
$ PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person) COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS NON-OWNED OWNED SCHEDULED

ANY AUTO

AUTOMOBILE LIABILITY

Y / N WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?
(Mandatory in NH) DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEEE.L. EACH ACCIDENT EROTH- STATUTE PER
(MM/DD/YYYY) LIMITS POLICY EXP(MM/DD/YYYY) POLICY EFFLTR TYPE OF INSURANCE POLICY NUMBER INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $ AGGREGATE $
$
OCCUR
CLAIMS-MADE DED RETENTION $
PRODUCTS - COMP/OP AGG $ GENERAL AGGREGATE $ PERSONAL & ADV INJURY $ MED EXP (Any one person) $
EACH OCCURRENCE $ DAMAGE TO RENTED
PREMISES (Ea occurrence) $ COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- JECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
2/23/2023
Arthur J. Gallagher Risk Management Services, LLC
500 N. Brand Boulevard
Suite 100
Glendale CA 91203
Maureen (MoMo) McDonald 818.539.8625 818.539.8725 [email protected] License#: 0D69293 NORCAL Insurance Company 33200 ALLIMED-02 Everest National Insurance Company 10120 Alliance Medical Center, Inc.
1381 University Avenue
Healdsburg, CA 95448
Nonprofits' Insurance Alliance of CA 10023 1421855336
A X 1,000,000 X
10,000 3,000,000 X
Y 613978 4/1/2022 4/1/2023
C
1,000,000 X
X X
Y 2022 28108 NPO 7/1/2022 7/1/2023
B Y SATIS0495300 4/1/2022 4/1/2023
X
1,000,000 1,000,000 1,000,000
A Professional Liability Insurace 613978 4/1/2022 4/1/2023 Claim Limit Aggregate Limit
$1,000,000
$3,000,000
Nonprofits' Insurance Alliance of CA - AM Best # 011845 General Liability: Fire Damage to Rented Premises coverage included.

Professional Liability: Sexual Misconduct coverage included.

The City of Healdsburg, its officials, officers, employees & volunteers are named additional insured with respect to the General/Automobile Liability policy of the named per the attached endorsements. Such insurance is primary and non-contributory. Waiver of Subrogation on the Workers Compensation policy applies in favor of Additional Insureds. Endorsement to follow.

The City of Healdsburg, its officials, officers, employees & volunteers
401 Grove Street
Healdsburg CA 95448
DocuSign Envelope ID: 75909450-36C7-4363-9299-A7A50C76B74A

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Packet Pg. 148 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension)

BUSINESS AUTO COVERAGE

ADDITIONAL INSURED/LOSS PAYEE EXTENSION
Schedule AI

Page 1 ends

POLICY NUMBER:

NAME OF INSURED:
2022-28108-NPO

ADDITIONAL INSUREDS /

LOSS PAYEE
Alliance Medical Center
Additional Insured - NIAC A1
City of Healdsburg, It's Officers, Officials, Employees, Agents and Volunteers
401 Grove Street
Healdsburg, CA 95448
As respects vehicle(s): ALL
Additional Insured - NIAC A1
The City of Healdsburg, its officers, officials, employees, agents and volunteers
401 Grove Street
Healdsburg, CA 95448
As respects vehicle(s): ALL
COUNTERSIGNED: BY
(AUTHORIZED REPRESENTATIVE)

NIAC - SCHEDULE AI - NPO
5/26/2022
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ROSTERS OF ADDITIONAL INSURED

FUNDING SOURCES - SHARED

LIMITS OF LIABILITY WITH THE

NAMED INSURED ENDORSEMENT
It is hereby understood and agreed that the policy is amended as follows:

If there is an “X” for a person or organization in a roster below for Coverage A, the Who Is Insured section of Coverage A is amended to add that person or organization with respect to Claims arising from Medical Incidents, but only if:

1. You had requested that We add the person or organization as an additional Insured prior to the report of the Claim; and

2. The Medical Incident was caused, in whole or in part, by an Insured and takes place on or after the applicable effective date shown on a roster below and before the applicable termination date shown on the Roster of Deleted Additional Insureds, or before the expiration or termination date of the policy, whichever is sooner.

If there is an “X” for a person or organization in a roster below for Coverage B, the Who Is Insured section of Coverage B is amended to add that person or organization with respect to Claims for Bodily Injury, Property Damage or Fire Damage, but only if:

1. You had requested that We add the person or organization as an additional Insured prior to the report of the Claim; and

2. The Bodily Injury, Property Damage or Fire Damage was caused, in whole or in part, by an Insured and takes place on or after the applicable effective date shown on a roster below and before the applicable termination date shown on the Roster of Deleted Additional Insureds, or before the expiration or termination date of the policy, whichever is sooner.

If there is an “X” for a person or organization in a roster below for Sexual Misconduct Liability Insurance, the Who Is Insured section of Sexual Misconduct Liability Insurance is amended to add that person or organization with respect to Claims arising from Sexual Misconduct Incidents, but only if:

1. You had requested that We add the person or organization as an additional Insured prior to the report of the Claim; and

2. The Sexual Misconduct Incident was caused, in whole or in part, by an Insured and takes place on or after the applicable effective date shown on a roster below and before the applicable termination date shown on the Roster of Deleted Additional Insureds, or before the expiration or termination date of the policy, whichever is sooner.

However, there is no coverage for the person or organization shown on a roster below if the Medical Incident, Bodily Injury, Property Damage, Fire Damage, or Sexual Misconduct Incident was caused, in whole or in part, by that person or organization or by those acting on behalf of that person or organization.

The limits of liability shown on the declarations page or applicable endorsement, applicable to the Named Insured, are shared with the persons and organizations shown on the rosters.

CPG-304R Page 1 of 5
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ROSTERS OF ADDITIONAL INSURED

FUNDING SOURCES - SHARED

LIMITS OF LIABILITY WITH THE

NAMED INSURED ENDORSEMENT
With respect to Claims arising from Medical Incidents, if applicable, the person or organization will continue to be covered under this policy after the applicable termination date shown on the Roster of Deleted Additional Insureds, but only as described in items 1 and 2 above for Coverage A and for Claims first reported to Us during the Policy Period.

If this policy is canceled or is not renewed, all coverage will cease for Claims arising from Medical Incidents, if applicable, unless the Named Insured purchases an extended reporting period endorsement as per PART VII, EXTENDED REPORTING PERIOD OPTION, of the policy.

With respect to Claims arising from Sexual Misconduct Incidents, if applicable, the person or organization will continue to be covered under this policy after the applicable termination date shown on the Roster of Deleted Additional Insureds, but only as described in items 1 and 2 above for Sexual Misconduct Liability Insurance and for Claims first reported to Us during the Policy Period.

If this policy is canceled or is not renewed, or if the Sexual Misconduct Liability Insurance is canceled or non-renewed, all coverage will cease for Claims arising from Sexual Misconduct Incidents, if applicable, unless the Named Insured purchases an extended reporting period endorsement as per PART VII, EXTENDED REPORTING PERIOD OPTION, of the Sexual Misconduct Liability Insurance endorsement.

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ROSTERS OF ADDITIONAL INSURED

FUNDING SOURCES - SHARED

LIMITS OF LIABILITY WITH THE

NAMED INSURED ENDORSEMENT
Roster of Active Additional Insureds
Person/Organization
Coverage
A
Coverage
B
Effective
Date
Sexual
Misconduct
Liability
Insurance
City of Healdsburg; Its Officers,
Officials, Caretakers, Employees,
and Volunteers, Parks and
Recreation Department; 401 Grove
Street, Healdsburg, CA 95448
X X 04/01/2009
County of Sonoma (DHS), It's
Officers, Agents and Employees,
Contract & Board Item
Development Unit, 3313 Chante
ROad Santa Rosa, CA 95404
X X 04/01/2012
County of Sonoma, Department of
Health Services, Public Health
Division, 499 Humbolt Street, Santa
Rosa, CA 95404-4214
x x 04/01/2009
County of Sonoma, Human Services
Department, 3600 Westwind Blvd.,
P.O. Box 1539, Santa Rosa, CA
95402-1539
X X 04/01/2009
County of Sonoma, Its Officers and
Employees, Department of Health
Services, Public Health Division, 625
Fifth Street, Santa Rosa, CA 95404
X X 04/01/2009
County of Sonoma, its Officers,
Agents and Employees, Attn:

County Administrator’s Office, 575
Administration Drive, Suite 104A,
Santa Rosa, CA, 95403. COVID-19
Outreach Campaign
X X X 12/08/2020
County of Sonoma, Its Officers,
Agents and Employees, Department
of Health Services, Mental Health
Division; 3322 Chanate Road; Santa
Rosa, CA 95404
X X 04/01/2009
Sonoma County Department of
Health Services Public Health
Division, 625 Fifth Street, Santa Rosa,
CA 95404-4428. Re: Disease Control
Immunization Assistance Program
Grant 1660-1625.

X X 04/01/2009
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ROSTERS OF ADDITIONAL INSURED

FUNDING SOURCES - SHARED

LIMITS OF LIABILITY WITH THE

NAMED INSURED ENDORSEMENT
The State of California, its officers,
agents, employees and servants are
included as additional insureds, but
only with respect to work performed
for the State of California under this
agreement.

X X 04/01/2011
Roster of Deleted Additional Insureds
Person/Organization
Coverage
A
Coverage
B
Effective
Date
Sexual
Misconduct
Liability
Insurance
Termination
Date
County of Sonoma, BH Division,
Program Support, 3322 Chanate
Road, Santa Rosa, CA 95404
X X 04/01/2012 04/01/2012
The State of California, Its officers,
agents, employees and servants are
named as Additional Insureds for
work performed for the State of
California with respect to the WIC
Program, 1381 University Avenue,
Healdsburg, CA 95448.

X X 04/01/2011 04/01/2011
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ROSTERS OF ADDITIONAL INSURED

FUNDING SOURCES - SHARED

LIMITS OF LIABILITY WITH THE

NAMED INSURED ENDORSEMENT

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED
This endorsement when signed by NORCAL's President and Secretary at San Francisco, California shall take effect on the endorsement effective date shown below.

Issue Date: March 16, 2022
Named Insured: Alliance Medical Center, Inc.

Policy Number: 613978
Policy Period: April 1, 2022 to April 1, 2023
Endorsement Number: 12
Endorsement Effective Date: April 1, 2022
Additional/Return Premium: N/A
Michael Boguski, CPCU
President
Kathryn A. Neville, J.D., CPCU
Secretary
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Packet Pg. 154 Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension)

CITY OF HEALDSBURG
RESOLUTION NO. 189-2022

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HEALDSBURG APPROVING A LEASE AGREEMENT WITH

ALLIANCE MEDICAL CENTER FOR THE HEALDSBURG

COMMUNITY CENTER AUTHORIZING THE CITY

MANAGER TO EXECUTE THE AGREEMENT
WHEREAS, in 2018 the City of Healdsburg entered into a lease agreement with Alliance Medical Center for Rooms #15 and #16; and
WHEREAS, Alliance Medical Center established on off-site medical facility in the leased space; and
WHEREAS, Alliance Medical Center desires to continue to use the leased space; and WHEREAS, the City is agreeable to a new one-year lease for use of space, during which time the City will evaluate long-term use of the community center and ongoing lease rates for similar facilities; and
WHEREAS, Pursuant to Title 14 of the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, approval of this resolution is an administrative activity of the City that will not result in direct or indirect physical changes to the environment.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Healdsburg does hereby:

2. Approve a lease agreement between the City of Healdsburg and Alliance Medical Center for use of Rooms #15 and #16 at the Community Center.

3. Authorize the City Manager to execute the agreements on the City’s behalf and take any other actions necessary to effectuate the agreements.

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Attachment: 2022 Lease Agreement (4617 : Alliance Medical Center Lease Agreement Extension)

CITY OF HEALDSBURG

CITY COUNCIL AGENDA STAFF REPORT
MEETING DATE: December 2, 2024
SUBJECT: Corazon Lease Agreement Extension
PREPARED BY: Matt Milde, Recreation Supervisor
STRATEGIC INITIATIVE(S):

Maintain and Improve Infrastructure and Facilities
Provide Resident-Driven Community Services
RECOMMENDED ACTION(S):

Adopt a Resolution authorizing the City Manager to execute an amendment to the Lease Agreement with Corazón Healdsburg for space at the Healdsburg Community Center.

COMMUNITY ENGAGEMENT/OUTREACH:

Not applicable.

BACKGROUND:

In 2017, the City entered into in a lease agreement (“Lease”) with Corazón Healdsburg for use of space at the Healdsburg Community Center. Originally limited to Room 13 and available activity spaces, Corazón Healdsburg currently leases Rooms 5, 13, and 14 and has access to other activity spaces when not in use for other programs, activities, and rentals under a revised lease that City Council approved in 2022.

In 2023, City Council adopted Resolution 145-2023, authorizing the City Manager to execute an amendment to the Lease Agreement with Corazón Healdsburg to extend their use of the Healdsburg Community Center to December 2024 (“First Amendment”).

The Lease provides a credit towards the lease costs for services that Corazón Healdsburg provides to support Community Services programs, services, and activities (“Supplemental City Services”. Examples of these services include special event planning and delivery (e.g. Dia de Muertos event), program outreach and enrollment for activities (e.g. registration for soccer and senior services), and youth development (e.g. assisting with the City’s launch of a licensed preschool program). The current Supplemental City Services are outlined in Exhibit B of the attached lease document.

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DISCUSSION/ANALYSIS:

The term of the current lease with Corazón Healdsburg will end December 5, 2024. The proposed lease agreement extension extends the term to December 5, 2025.

Corazón Healdsburg continues to be a strong partner with the Community Services team and the City. As examples, this year Corazón:
• Assisted Community Services and the YWCA in launching the new preschool program with outreach and engagement to our Latinx Community
• Helped Community Services staff plan and deliver a more diverse Tuesdays in the Plaza concert series
• Helped our Senior Center team to introduce our active adult and senior services to our Latinx community
• Partnered on the planning and delivery of our annual Dia de Muertos celebration, one of our largest events of the year
• Highlighted new efforts in supporting arts and culture, including our first ever Pachanga & Art … After Dark event.

With efforts underway to further enhance the Community Center’s role in serving our entire multicultural community, staff anticipates bringing forward potential changes to the Supplemental City Services sometime in 2025. As a result, staff recommends continuing with the existing Supplemental City Service focus areas until that time.

ENVIRONMENTAL STEWARDSHIP:

The lease amendment provides a valuable opportunity to strengthen our partnership by fostering community engagement efforts in alignment with the Climate Mobilization Strategy.

ALTERNATIVES:

Council may request changes to the Supplemental Services or lease extension. Staff would request additional time to work out any changes both internally and with Corazón.

FISCAL IMPACT:

The proposed lease agreement extension would continue the lease for service credit in an amount of approximately $50,000. There is no direct payment to Corazón Healdsburg for the services provided in the Supplemental Services, and Corazon makes no direct payment to the City for the lease.

ENVIRONMENTAL ANALYSIS:

Pursuant to Title 14, the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, lease of the property is not subject to CEQA because it is an administrative activity of the City, and will not include any improvements to the property, such that there will be no direct or indirect physical changes to the environment.

ATTACHMENT(S):

Resolution
2024 Lease Extension
2022 Lease Agreement

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CITY OF HEALDSBURG
RESOLUTION NO. ______-2024

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HEALDSBURG APPROVING AN AMENDMENT TO THE
LEASE AGREEMENT WITH CORAZÓN HEALDSBURG FOR

THE HEALDSBURG COMMUNITY CENTER AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE

AMENDMENT
WHEREAS, the City of Healdsburg has always been an inclusive community that values diversity; and
WHEREAS, the City has proactively taken a number of steps in an on-going effort to support the Latino/a/e community; and
WHEREAS, since 2017, the City Council has approved annual Professional Agreements to fund outreach and support services to the Latino/a/e community; and WHEREAS, since 2017 the City Council has approved a lease agreement and extension for Corazón Healdsburg’s use of space at the Healdsburg Community Center, and WHEREAS, Corazón Healdsburg continues to provide Latino/a/e outreach services in our community; and
WHEREAS, Corazón Healdsburg will work collaboratively with City staff to continue to enhance the communication bridge between the City of Healdsburg and our Latino/a/e community.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Healdsburg does hereby:

1. Pursuant to Title 14, the California Code of Regulations, Section 15378(b)(5) of the California Environmental Quality Act (“CEQA”) guidelines, lease of the property is not subject to CEQA because it is an administrative activity of the City, and will not include any improvements to the property, such that there will be no direct or indirect physical changes to the environment.

2. Approve an amendment to the lease agreement between the City of Healdsburg and Corazón Healdsburg for use of the Healdsburg Community Center, attached hereto as Exhibit A.

3. Authorize the City Manager to execute the amendment on the City’s behalf and take any other actions necessary to effectuate the amendment.

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Packet Pg. 159 Attachment: Resolution (4618 : Corazon Lease Agreement Extension) Resolution No. _____-2024

Page 2 ends

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Healdsburg this 2
nd day of December 2024, by the following vote:

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Packet Pg. 160 Attachment: Resolution (4618 : Corazon Lease Agreement Extension) 4881-9734-8494 v1
1 SECOND LEASE MODIFICATION AND AMENDMENT
This Second Lease Modification and Amendment (“Second Amendment”) is entered into as of _____________________, 2024, by and between the City of Healdsburg, a municipal corporation (“Landlord”), and Scopa Has a Dream, Inc., dba Corazón Healdsburg, a non-profit corporation, (“Tenant”) (together, the “Parties”), who agree as follows:

1. Recitals. This Amendment is made with reference to the following facts and circumstances:
(a) Landlord and Tenant are parties to that certain Office Lease, dated December 5, 2022 (the “Lease”), attached hereto as Exhibit A and incorporated herein by this reference.
(b) Under the Lease, Landlord leases to Tenant office space located within the Healdsburg Community Center, as described in Recital B of the Lease, located at 1557 Healdsburg Avenue, Healdsburg, CA.
(c) Section 1.5 of the Lease provides for a lease term of twelve (12) months from the execution date of the Lease to December 5, 2023.
(d) Section 1.12 of the Lease provides that Tenant shall be entitled to an offset of the rent required under the Lease for the reasonable value of services provided to Landlord, as described in “Supplemental City Services” (Exhibit B to the Lease [“Lease Exhibit B”]). The Lease valued those services at $50,000 such that, if Tenant performed all of the Supplemental City Services, the Tenant received a full credit for all rent required under the Lease. The offset permitted by performance of the Supplemental City Services was further described in Section 4.1 of the Lease, and the services were defined in Exhibit B to the Lease. Tenant will perform these same services on an annual basis, in exchange for the same rent offset.
(e) Section 15.6 of the Lease provides that the Lease “may not be amended or modified except in a writing signed by both Parties.”
(f) On December 5, 2023, the Parties entered into a Lease Modification and Extension (“First Amendment”), in which the Parties agreed to extend the term of the lease until and including December 5, 2024.
(g) By this Second Amendment, Landlord and Tenant desire to extend the Lease term for exclusive use of the Healdsburg Community Center Rooms 5, 13, and 14 for twelve (12) months.

2. Extension of Term. The term of the Lease is hereby extended by twelve (12) months continuing until and including December 5, 2025 (“Termination Date”).

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2 3. Revision of Supplemental City Services. City anticipates amending the current list of Supplemental City Services prior to expiration of the extended term.

4. Lease in Full Force and Effect. The Lease remains unmodified and in full force and effect, except as amended by this Amendment.

5. Governing Law. This Amendment is to be construed and enforced in accordance with the laws of the State of California.

6. Entire Agreement. This Amendment, together with the Lease, constitutes the entire agreement of the parties with respect to its subject matter and it supersedes all prior or contemporaneous agreements, whether written or oral, with respect to that subject matter.

7. Counterparts. This Amendment may be executed in one or more counterparts, each of which is an original, but all of which together are the same Amendment. [Signatures on next page]

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3 The parties have duly executed this Amendment as of the date first set forth above.

TENANT LANDLORD
SCOPA HAS A DREAM, INC. CITY OF HEALDSBURG,
dba Corazon Healdsburg, a municipal corporation
a non-profit corporation
By: _______________________ By: __________________
Print Name: Jeffrey Kay
Title: Its: City Manager
Attest: ___________________
Raina Allen
City Clerk
Approved as to form:
__________________
Samantha W. Zutler
City Attorney

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Packet Pg. 163 Attachment: 2024 Lease Extension (4618 : Corazon Lease Agreement Extension) LESSEE Name: __________________________________________________________ Description of Lease: _______________________________________________________________ Department: ________________________ Project Manager _________________Phone:____________ Initial Amount: ____________
Begin Date __________________ End date_________________ _____Amendment #1- Amount $ ____________ End Date____________ _____Amendment #2- Amount $ ____________ End Date____________ _____Amendment #3- Amount $ ____________ End Date____________ _____Amendment #4- Amount $ ____________ End Date____________ _____Amendment #5- Amount $ ____________ End Date____________ Total not-to-exceed Amount: _______________________
Funding Source: _________________________________________ Budgeted: Yes _______ No _______ (Include Acct# and Project #)
Check all that apply: Certificate(s) of Insurance attached: GL____ Auto ___ Excess ____ W/C* ____ Prof (E&O) ____ *Workers’ Comp Declaration _____ Other _________________ Business License No.: __________________ Expiration Date: _______________ ____W-9 (if new vendor) City Council approval date____________________________

LEASE AGREEMENT CHECK LIST
Andrew Sturmfels, Assistant City Manager /Risk Manager:_____________________________ Katie Edgar, Finance Director:_____________________________ Department Head Approval:_____________________________
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863 December 5, 2022
X
Office Lease 1557 Healdsburg Ave
X
Community Services
X
date of execution
X
12 months from execution
Corazon Healdsburg
Mark Themig
$48,627 /year
431-3116
$48,627 /year
N/A Revenue

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Packet Pg. 164 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) 1 150244494 v4

OFFICE LEASE
This Office Lease (this “Lease”) is made and entered into as of this _____ day of December, 2022, by and between the City of Healdsburg, a municipal corporation (“Landlord”) and Scopa Has a Dream, Inc., dba Corazon Healdsburg, a non-profit corporation (“Tenant”). Landlord and Tenant are hereafter collectively referred to as the “Parties.”

RECITALS
A. The Landlord is the owner of real property located at 1557 Healdsburg Avenue, Healdsburg, CA (the “Property”).

B. On the Property is a community center commonly known as Healdsburg Community Center which includes rentable office space, as depicted in Exhibit A attached hereto and incorporated herein by this reference.

C. The Tenant desires to lease the Premises from the Landlord, and the Landlord desires to lease the Premises to the Tenant conditioned upon the terms therein.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Landlord and the Tenant hereby agree as follows:

ARTICLE I

BASIC LEASE PROVISIONS

1.1 Landlord’s contact information. Community Services Director City of Healdsburg
401 Grove Street
Healdsburg, CA 95448

1.2 Tenant’s contact information. Executive Director
Scopa Has a Dream
PO Box 1004
Healdsburg, CA 95448

1.3 Premises. Healdsburg Community Center Rooms #5, #13, and #14 as more particularly described as the area shown in Exhibit A, attached.

1.4 Commencement Date. The execution date of this agreement.

1.5 Term. Twelve (12) months from Commencement Date.

1.6 Expiration Date. The last day of the month in which the Term ends.

1.7 Reserved.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863 5th

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1.8 Base Rent. $1,198.75 per month, or $14,385 annually, per room. As depicted in Exhibit A, this Lease covers three rooms.

1.9 Tenant’s Share of Common Area Expenses. $27/month, or $324 annually.

1.10 Utility Services Fee. Initially, $125/month, or $1,500 annually. (see §7.1.1. for adjustments to this Fee.)

1.11 Total Annual Rent. Total annual rent of the Premises, including Base Rent, Tenant’s Share of Common Area Expenses, and Utility Services Fee is $16,209 per room for a total amount of $48,627.

1.12 Credit for Services Provided. As explained further in Section 4.1, Tenant shall be entitled to an offset against the Total Annual Rent for the reasonable value of services provided to Landlord described as “Supplemental City Services” in Exhibit B (the “Supplemental City Services”). The value of these services is $50,000. Therefore, provided Tenant fulfills the entire scope of Supplemental City Services, Tenant shall receive a full credit of for the Total Annual Rent during the Term.

1.13 Permitted Areas of Use. The walkways, planter areas, restrooms, courtyard, amphitheater, black top area, playground, parking area and fields contained within or immediately adjacent to the Community Center are open to the public unless a permit has been issued by Landlord for a special event. The courtyard, amphitheater, black top area and fields may be reserved for special events. If a permit has been issued for these areas, then they are not open to the public during the permit use times.

The areas in the Community Center that are not open to the public are: Rooms: 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, the community meeting room, multipurpose room, kitchen, garden area, and the Administrative Offices. Tenant may request use of Rooms 3, 4, 7, 8, the community meeting room, multi-purpose room, kitchen, courtyard, amphitheater, black top area, playground, parking area, and fields for programs and services as the schedule permits.

1.14 Parking. There is no reserved parking at the Community Center. Parking is on a "first come, first served" basis. If all parking spaces are in use in the parking lot north of the Community Center, the parking lot to the south of the Community Center, adjacent to the athletic fields, may be used. Tenant agrees that fire lanes and designated “no parking areas” are to be kept clear at all times.

ARTICLE II

DEFINITIONS
Definitions. As used in this Lease, the following terms shall have the definitions set forth below.

Additional terms are defined in the remainder of this Lease.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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2.1 Additional Rent means any and all sums other than Base Rent, Tenant’s Share of Common Area Expenses and Utility Services Fees, which Tenant is or becomes obligated to pay to Landlord under this Lease (whether or not specifically called “Additional Rent” in this Lease).

2.3 Applicable Laws is defined in Section 5.4.

2.4 Base Rent means the annual amount payable per Section 1.8.

2.5 Building (also referred to as "Community Center") means the buildings, accessory structures and other improvements located at 1557 Healdsburg Avenue, Healdsburg, CA 95448.

2.6 Commencement Date is the date set forth in Section 1.4.

2.7 Common Area means all areas and facilities located on the Property or in the Buildings that are designated as "Common Area" on Exhibit A, attached.

2.8 Environmental Laws is defined in Section 6.5.

2.9 Reserved.

2.10 Hazardous Material is defined in Section 6.5.

2.11 Reserved.

2.12 Reserved.

2.13 Premises is defined in Section 1.3.

2.14 Property means real property located at 1557 Healdsburg Ave. Healdsburg, CA.

2.15 Rules and Regulations means the Rules and Regulations set forth in Exhibit C attached hereto as such may be modified or amended from time to time by Landlord.

2.16 Community Center (also referred to as "Building") means the buildings, accessory structures, and other improvements located at 1557 Healdsburg Avenue, Healdsburg, CA 95448.

2.18 Term means the term of this Lease as set forth in Section 1.5 as such may be modified pursuant to the terms hereof.

2.19 Reserved.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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ARTICLE III

PREMISES AND TERM

3.1 Leased Premises. Subject to and upon the terms and conditions set forth herein, Landlord hereby leases the Premises to Tenant, and Tenant hereby leases the Premises from Landlord. The Premises consists of a portion of the Community Center, as depicted in the diagram attached hereto as Exhibit A. Tenant acknowledges that Landlord has made no representation or warranty regarding the condition of the Premises, the Building or the Property except as specifically stated in this Lease. The Parties agree that based upon their own inspection and estimates, the estimated square footage of the Premises is 2,500 square feet. Tenant and Landlord hereby stipulate and agree that the square footage of the Premises is as stated herein, notwithstanding any minor variations in measurement or other minor variations that may have occurred in the calculation thereof.

3.1.1 Appurtenant Rights. Tenant is granted the right during the Term of nonexclusive use of the Common Area as shown on Exhibit A. Landlord has sole discretion to determine the manner in which the public and common areas are maintained and operated; the use of such areas shall be subject to Rules and Regulations, attached as Exhibit C.

3.2 Term and Commencement. The Term of this Lease shall commence on the Commencement Date, and unless sooner terminated as provided herein, the Term shall be for the period set forth in Section 1.5.

3.3 No Representations. Tenant acknowledges that neither Landlord nor any of Landlord’s agents has made any representation or warranty as to the suitability or fitness of the Premises for the conduct of Tenant’s business, and that neither Landlord nor any agent of Landlord has agreed to undertake any alterations or additions or to construct any tenant improvements to the Premises except as expressly provided in this Lease.

ARTICLE IV

RENT AND OPERATING EXPENSES

4.1 Annual Rent. From and after the Commencement Date, Tenant shall pay to Landlord for each Lease Year, the Total Annual Rent subject to this Section 4.1. Each annual installment of Total Annual Rent shall be due and payable to Landlord the following Lease Year, on the first (1st) day of each Lease Year during the Term, without abatement, deduction, claim or offset except as otherwise expressly provided herein, and without prior notice, invoice or demand, at Landlord’s address or such other place as Landlord may designate from time to time. Tenant shall be entitled to an offset against the Total Annual Rent for the reasonable value of the Supplemental City Services provided during the applicable Lease Year.

If Tenant fails to deliver all the Supplemental City Services in any Lease Year, Tenant will be required to pay the Total Annual Rent at the time and location described in Section 4.1 below, except that Tenant shall receive a credit against the Total Annual Rent for the value of those services actually provided by the Tenant during the applicable Lease Year. Tenant shall receive a DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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full credit of for the Total Annual Rent if Tenant delivers all the Supplemental City Services during that Lease Year. The Parties acknowledge that these services may change from time to time, depending upon the needs of the Parties and the communities they serve. The Parties agree to meet bi-annually, throughout the Term of this Lease, to review the list of agreed upon services and, if required, propose modifications. Any modifications to Exhibit B shall require City Council approval.

The total annual cost of the Base Rent, Tenant’s Share of Common Area Expenses, and Utility Services fee is $48,627. The annual value of the Supplemental City Services is $50,000.

Therefore, Tenant shall receive a full credit of for the Total Annual Rent.

Tenant must provide bi-annual reports documenting the value of services provided.

Reports must be submitted to the Community Services Director or his or her designee on or before June 30 and December 31 of each Lease Year.

Any services provided by Tenant other than the Supplemental City Services (including services described in Exhibit B) valued in excess of the value of the Total Annual Rent shall be considered a donation to Landlord.

4.2 Prorations. Installments for any fractional Lease Year at the beginning or end of the Term shall be prorated based on the number of days in such Lease Year.

4.3 Additional Rent. Any Additional Rent shall be due and payable to Landlord without abatement, deduction, claim or offset (except as otherwise set forth herein) at the same time and place that payment of the Total Annual Rent is due unless otherwise set forth herein.

4.4 Late Charge. Tenant acknowledges that the late payment of Total Annual Rent or Additional Rent will cause Landlord to incur administrative costs and other damages, the exact amount of which would be impracticable or extremely difficult to ascertain. Landlord and Tenant agree that if Landlord does not receive any such payment within ten (10) calendar days after written notice of such payment is due, Tenant shall pay to Landlord as Additional Rent an amount equal to ten percent (10%) of the overdue amount as a late charge for each year or partial year that such amount remains unpaid. The Parties acknowledge that this late charge represents a fair and reasonable estimate of the costs that Landlord will incur by reason of the late payment by Tenant.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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ARTICLE V

USE OF PREMISES

5.1 Permitted Use. The Premises shall be used for general office use, program and activity space, and supplemental services space, (separately and collectively referred to hereinafter as "Services") and for other related purposes as agreed upon by the parties. Tenant warrants and represents that all persons providing Services shall, at all times during the Term, and any other period of occupancy and use of the Premises by Tenant, be properly licensed and trained to provide such Services. Tenant shall not do or suffer or permit anything to be done in or about the Premises or the Property, nor bring or keep anything therein that would in any way subject Landlord to any liability, increase the premium rate of or affect any fire, casualty, rent or other insurance relating to the Property or any of the contents of the Building, or cause a cancellation of, or give rise to any defense by the insurer to any claim under, or conflict with, any policies for such insurance. If any act or omission of Tenant results in an increase in insurance premiums for Landlord, Tenant shall pay to Landlord within ten (10) days upon written demand the amount of such increase.

5.2 Signage. Tenant shall obtain the prior approval of the Landlord, which approval may be withheld in Landlord's reasonable discretion, before placing any sign or symbol on doors or windows or elsewhere in or about the Premises so as to be visible from the public areas or exterior of the Building, or upon any other part of the Building or Property, including building directories. Any signs or symbols that have been placed without Landlord's approval may be removed by Landlord. Upon expiration or termination of this Lease, all signs installed by Tenant shall be removed and any damage resulting therefrom shall be promptly repaired by Tenant, or such removal and repair may be done by Landlord and the cost charged to Tenant as Additional Rent.

5.3 Rules and Regulations. Tenant shall comply with the Rules and Regulations attached hereto as Exhibit C and any amendments or additions thereto promulgated by Landlord from time to time for the safety, care and cleanliness of the Premises, Building and Property, provided that such amendments or additions are delivered to Tenant in writing. Tenant shall not use or permit any person to use the Property, the Building, or the Premises for any purpose that is contrary to the Rules and Regulations, that violates any Applicable Law, that constitutes waste or nuisance, or that would unreasonably annoy or interfere with other occupants of the Building or the Property. Landlord shall not be responsible to Tenant for the nonperformance or noncompliance by any other tenant or occupant of the Building of or with any of the Rules and Regulations. In the event of any conflict between the provisions of this Lease and the provisions of the Rules and Regulations, the provisions of this Lease shall control.

5.4 Compliance with Laws. Tenant shall procure and maintain all governmental approvals, licenses and permits required for the proper and lawful conduct of Tenant’s permitted use of the Premises. Tenant shall throughout the Term comply with, and shall not use the Premises, the Building or the Property, or suffer or permit anything to be done in or about the same which would in any way conflict with any of, the following (collectively “Applicable Laws”): (i) the provisions of all recorded covenants, conditions and restrictions applicable to the Building or the Property, or (ii) any federal, state, county, local or other governmental agency rules, regulations, statutes, ordinances, orders, standards, requirements or laws now in force or hereafter enacted, DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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promulgated or issued which are applicable to the Property, Premises, the Building, or the use or occupancy thereof, including without limitation building, zoning, public safety and fire codes and regulations.

5.5 Repairs and Replacements. Tenant shall repair and maintain the Premises, including tenant improvements, fixtures and furnishings in an order and condition in compliance with Applicable Laws, and Tenant shall, at Tenant’s sole expense promptly make all repairs, replacements, alterations, or improvements necessary to comply with all Applicable Laws to the extent that such Applicable Laws are triggered by or relate to (i) Tenant’s particular use of the Premises (beyond the general office use), and/or (ii) any improvements or alterations made by or on behalf of Tenant to the Premises or the Building. If Tenant fails to maintain or keep the Premises in good repair, at Landlord’s option, Landlord may, after providing Tenant no less than thirty (30) days’ prior written notice, perform any such required maintenance and repairs and within ten days after receipt of Landlord’s invoice therefore, Tenant shall pay Landlord’s costs incurred in connection with such repairs, plus a percentage of such costs sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs and expenses in connection therewith. Except to the extent Tenant is expressly obligated to do so pursuant to this Lease, Landlord shall, at Landlord’s sole expense, promptly make all repairs, replacements, alterations, or improvements necessary to comply with all Applicable Laws as in effect as of the Effective Date, to the extent that (i) such Applicable Laws relate to the exterior or structural portion of the Building and the Building Systems (as defined in Section 7.3 below), and (ii) the requirement to undertake such repairs, replacements, alterations, or improvements is not triggered as a result of Tenant’s particular use of the Premises (beyond the general office use).

ARTICLE VI

ENVIRONMENTAL MATTERS

6.1 Use of Hazardous Materials. Tenant shall not cause or permit any Hazardous Material, as defined in Section 6.5, below, to be generated, brought onto, used, stored, or disposed of in or about the Premises, the Building or the Property by Tenant or Tenant’s agents, employees, contractors, subtenants or invitees (collectively “Tenant Parties”), except for reasonable quantities of standard office and janitorial supplies. At Tenant’s sole cost and expense, Tenant shall use, store and dispose of all such Hazardous Material in strict compliance with all Environmental Laws, as defined in Section 6.5, below, and shall in all other respects comply with all Environmental Laws.

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presence of Hazardous Material on, under, or about the Premises, the Building, or the Property, Tenant shall give Landlord written notice of the release or investigation within five (5) days after learning of it and shall simultaneously furnish to Landlord copies of any claims, notices of violation, reports, or other writings received by Tenant that concern the release or investigation.

6.3 Indemnification. Tenant shall defend (with counsel acceptable to Landlord), indemnify and hold harmless Landlord and Landlord’s elected and appointed officers, officials, employees, agents and representatives (collectively, “Indemnitees”) from and against any and all liabilities, losses, damages, fines, penalties, claims, demands, suits, actions, causes of action, legal or administrative proceedings, judgments, costs and expenses (including without limitation reasonable attorneys’ fees and expenses, court costs, expert witness fees and post judgment collection costs) (collectively, “Claims”) resulting or arising from or in connection with any release of any Hazardous Material in or about the Premises, the Building, or the Property (unless such release is caused by Indemnitees) or any other violation of any Environmental Law by Tenant, or Tenant Parties. This indemnification includes: (i) losses attributable to diminution in value of Premises or the Building, (ii) loss or restriction of use of rentable space in the Building, (iii) adverse effect on the marketing of any space in the Building; and (iv) all other liabilities, obligations, penalties, fines, claims, actions (including remedial or enforcement actions, administrative or judicial proceedings, orders, or judgments), damages (including consequential and punitive damages), and costs (including reasonable attorney, consultant, and expert fees and expenses) resulting from the release or violation. This indemnity shall not extend to Claims to the extent the same are (a) caused by the gross negligence or willful misconduct of Indemnitees, or arising out of (b) any Hazardous Material (i) which are present on the Premises, the Building or the Property as of the Commencement Date (unless brought onto the Premises by Tenant or Tenant Parties), (ii) which migrate thereto through air, water or soil through no fault of Tenant or Tenant Parties, or (iii) to the extent brought onto the Premises, the Building or the Property after the Commencement Date by Indemnitees, other tenants at the Building or any other third party not under Tenant’s control. The provisions of this Section shall survive the expiration or termination of this Lease.

6.4 Remediation Obligations. If the presence of any Hazardous Material brought onto the Premises or the Building by Tenant or Tenant Parties results in contamination of the Building, Tenant shall promptly take all necessary actions to remove or remediate such Hazardous Materials, whether or not they are present at concentrations exceeding state or federal maximum concentration or action levels, or any governmental agency has issued a cleanup order, at Tenant’s sole expense, to return the Premises and the Building to the condition that existed before the introduction of such Hazardous Material by Tenant or Tenant Parties. Tenant shall first obtain Landlord’s approval (not to be unreasonably withheld, conditioned or delayed) of the proposed removal or remedial action. This provision does not limit the indemnification obligation set forth in Section 6.3.

6.5 Definition of Hazardous Material and Environmental Laws. As used in this Lease, the term “Hazardous Material” means any hazardous or toxic substance, material, or waste at any concentration that is or becomes regulated by the United States, the State of California, or any government authority having jurisdiction over the Building. Hazardous Material includes: (a) any “hazardous substance,” as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (42 U.S. Code §§ 9601-9675); (b) “hazardous waste,” as DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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defined in the Resource Conservation and Recovery Act of 1976 (42 U.S. Code §§ 6901- 6992k); (c) any pollutant, contaminant, or hazardous, dangerous, or toxic chemical, material, or substance, within the meaning of any other applicable federal, state, or local law, regulation, ordinance, or requirement (including consent decrees and administrative orders imposing liability or standards of conduct concerning any hazardous, dangerous, or toxic waste, substance, or material, now or hereafter in effect); (d) petroleum products; (e) radioactive material, including any source, special nuclear, or byproduct material as defined in 42 U.S. Code §§ 2011- 2297g-4; (f) asbestos in any form or condition; and (g) polychlorinated biphenyls ("PCBs") and substances or compounds containing PCBs. As used in this Lease, the term “Environmental Laws” means all federal, state and local laws, ordinances, regulations, rules orders and directives pertaining to Hazardous Materials, including without limitation, the laws, statutes, and regulations cited in this Section 6.5, as any of the foregoing may be amended from time to time.

ARTICLE VII

OBLIGATIONS FOR UTILITIES AND SERVICES

7.1 Building Services. Landlord shall supply Utility Services and Maintenance Services described below in accordance with this Article VII. Utility Services and the Maintenance Services are collectively referred to as “Building Services.” Except as otherwise provided herein, the cost of all Building Services shall be paid by Tenant in the manner set forth in Section 4.1.

7.2 Utility Services. Landlord shall furnish the utility services listed in this Section (“Utility Services”) except to the extent that Tenant has separately contracted for the provision of such services. During sixty (60) hours per week on a schedule to be selected by Tenant (“Scheduled Utility Hours”), Landlord shall supply: (i) electricity for lighting and power suitable for use of the Premises for ordinary general office purposes; (ii) air conditioning and heating as required in Landlord’s reasonable judgment for the comfortable use and occupancy of the Premises for ordinary general office purposes; (iii) water for drinking and lavatory purposes; and (iv) regular sewer service. If Tenant is not directly paying all charges for electrical service to the Premises, and Landlord reasonably believes Tenant’s electrical usage is excessive, Landlord may at its option require Tenant to pay as Additional Rent the cost as reasonably determined by Landlord incurred by such extraordinary usage. In addition, Landlord may install separate meter(s) for the Premises for water and electrical services, at Landlord’s expense, and Tenant thereafter shall pay all charges for the metered service based on actual usage. If such Building Services (including without limitation HVAC service) are requested by Tenant during times other than the Scheduled Utility Hours, Landlord shall use reasonable efforts to furnish such additional Building Services upon reasonable notice from Tenant, and Tenant shall pay Landlord’s charges for such Services within ten (10) days upon written demand as Additional Rent. Such charges shall be based on Landlord’s actual costs together with such reasonable administration charges as Landlord may impose in connection therewith, with after-hours HVAC services being charged on a per-hour basis at the hourly rate established by Landlord from time to time for the Building (which hourly rate may be based on the cost of utilities, wear and tear on the HVAC systems and Landlord’s administration).

Tenant shall cooperate with any present or future government conservation requirements and with any reasonable conservation practices established by Landlord.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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7.3 Maintenance Services. Landlord shall provide all of the following (collectively, “Maintenance Services”) (i) maintenance of all exterior areas of the Building and the Property, including without limitation, lighting and landscaping; (ii) cleaning, painting, maintenance and repair of the Building exterior; (iii) maintenance and repair of the Building mechanical, electrical, HVAC, fire alarms and extinguishers, security and plumbing equipment and systems (the “Building Systems”) and the Building structural components including the roof, foundation, floors and walls; (iv) maintenance of all public and common areas of the Building and the Property including parking lots, walkways, driveways, fences, utility systems, fire sprinklers, corridors, restrooms, windows; (v) supply of public area lamp replacement; (vii) provision of janitorial services to the common areas (“Janitorial Services”). Tenant shall be responsible for janitorial service to the Premises.

7.4 Interruption of Services. Tenant agrees that Landlord shall not be liable for damages, by abatement of rent or otherwise, for failure to furnish or delay in furnishing any Building Service or for diminution in the quality or quantity of any service when the failure, delay, or diminution is entirely or partially caused by: (a) breakage, repairs, replacements, or improvements; (b) strike, lockout, or other labor trouble; (c) inability to secure electricity, gas, water, or other fuel at the Building after reasonable effort to do so; (d) accident or casualty; (e) act or default of Tenant or other parties; or (f) any other cause beyond Landlord’s reasonable control.

Such failure, delay, or diminution shall not be considered to constitute an eviction or a disturbance of Tenant’s use and possession of the Premises or relieve Tenant from paying rent or performing any of its obligations under this Lease. Landlord may comply with mandatory or voluntary controls or guidelines promulgated by any government entity relating to the use or conservation of energy, water, gas, light, or electricity without creating any liability of Landlord to Tenant under this Lease as long as compliance with voluntary controls or guidelines does not materially and unreasonably interfere with Tenant’s use of the Premises. In the event of any interruption in Building Services, Landlord shall use commercially reasonable efforts to restore such services as soon as reasonably practicable.

7.5 Compliance with Applicable Laws. Landlord and Tenant shall each comply with (and shall cause their respective employees, agents and contractors to comply with) all Applicable Laws, including without limitation all Environmental Laws, whenever either party undertakes any work of construction, alteration or improvement in the Premises or the Building; provided, however, Tenant shall not be liable for any violations of Applicable Laws that existed as of the Commencement Date.

7.6 Statutory Notice Possessory Interest Tax. Tenant is advised that under California Revenue and Taxation Code Section 107.6, execution of this Agreement may create a possessory interest in Tenant subject to property taxation. Tenant hereby agrees that if such possessory interest is created and is subject to property taxation, Tenant shall be solely responsible for the payment of said property taxes levied on any such interest.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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ARTICLE VIII

ALTERATIONS AND ADDITIONS

8.1 Alterations and Improvements. Tenant may not make any Alterations to the Building or the Premises without the prior written approval of Landlord (not to be unreasonably withheld, conditioned or delayed). Any Landlord-approved Alterations shall be done at Tenant’s expense, in a good and workmanlike manner, in conformity with plans and specifications reviewed and approved by Landlord, and in compliance with all Applicable Laws. Tenant shall obtain all necessary governmental approvals and permits for such Alterations. Tenant shall give Landlord not fewer than thirty (30) business days' notice to review and respond to proposed alterations, and not fewer than ten (10) days’ notice prior to the commencement of construction so that Landlord may post a notice of nonresponsibility on the Premises. In no event shall any Alteration:
a) affect the exterior of the Building;
b) affect any structural portion of the Building, including without limitation, the roof;
c) require any change to the basic floor plan of the Premises or any change to the structural or mechanical components of the Premises; d) diminish the value of the Premises;
e) result in an increase in demand for Building Services; f) cause an increase in the premiums for hazard or liability insurance carried by Landlord; or
g) overload the floor load capacity or unduly burden the plumbing, heating, ventilation, air conditioning, electrical or other basic systems that serve the Building.

8.2 Liens. Tenant shall not permit any mechanics’, materialmen’s or other liens, to be filed against the Building or the Property or against Tenant’s leasehold interest in the Premises.

Landlord has the right at all times to post and keep posted on the Premises any notice that it considers necessary for protection from such liens. If Tenant fails to cause the release of record of any lien(s) filed against the Premises or Tenant’s leasehold estate therein, by payment or posting of a proper bond within ten (10) days from the date of the lien filing(s), then Landlord may, at Tenant’s expense, cause such lien(s) to be released by any means Landlord deems proper, including but not limited to payment of or defense against the claim giving rise to the lien(s). All sums reasonably disbursed, deposited or incurred by Landlord in connection with the release of the lien(s), including but not limited to all costs, expenses and reasonable attorney’s fees, shall be due and payable by Tenant to Landlord as Additional Rent within ten (10) days upon written demand by Landlord.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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ARTICLE IX

INSURANCE AND INDEMNITY

9.1 Indemnity. To the fullest extent permitted by law, Tenant shall defend (with counsel reasonably acceptable to Landlord), indemnify and hold Indemnitees harmless from and against any and all Claims arising out of or relating directly or indirectly to this Lease or the Premises (including without limitation, Claims for or relating to loss of or damage to property, injury or death of any person, and economic losses and consequential or resulting damage of any kind), including any Claim arising from or in connection with or in any way attributable to: (i) the use or occupancy, or manner of use or occupancy of the Premises, the Building or the Property by Tenant or the Tenant Parties, (ii) any act, error, omission or negligence of Tenant or Tenant Parties or any invitee, guest or licensee of Tenant in, on or about the Property, including, without limitation, Claims which directly or indirectly, in whole or in part, are caused by, arise in connection with, result from, relate to, or are alleged to be caused by, arise in connection with, or relate to, any act or omission of Tenant or Tenant Parties, (iv) any activity, work, or thing done, omitted, permitted, allowed or suffered by Tenant or Tenant Parties in, at, or about the Premises, the Building or the Property, or (v) any breach or default in performance of any obligation on Tenant's part in the performance of any covenant or agreement to be performed under this Lease, except to the extent caused by the sole gross negligence or willful misconduct of the Indemnitees.

The provisions of this Section shall not be construed or interpreted as restricting, limiting or modifying Tenant’s insurance obligations under this Lease and are independent of such obligations. Tenant’s compliance with insurance requirements set forth in this Lease shall not restrict, limit or modify Tenant’s indemnification obligations hereunder. The provisions of this Section shall survive the expiration or earlier termination of this Lease.

9.2 Tenant’s Insurance. Tenant shall, at its sole expense, procure and maintain throughout the Term (plus any later periods where Tenant may be in occupancy of the Premises) all of the insurance coverages, of the type and amounts as described in Exhibit D, attached.

ARTICLE X

ASSIGNMENT AND SUBLETTING

10.1 Landlord’s Consent Required. Tenant shall not directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, assign, mortgage, pledge, encumber or otherwise transfer this Lease, or permit all or any part of the Premises to be subleased or used or occupied for any purpose by anyone other than Tenant without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed. Any assignment or sublease without Landlord’s prior written consent shall, at Landlord’s option, be void and shall constitute an Event of Default entitling Landlord to terminate this Lease and to exercise all other remedies available to Landlord under this Lease and at law.

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prior written consent, which consent may be withheld in Landlord’s sole discretion. Neither an assignment or subletting nor the collection of rent by Landlord from any person other than Tenant shall be deemed a waiver of any of the provisions of this Article or release Tenant from its obligations to comply with this Lease, and Tenant shall remain fully and primarily liable for all of Tenant’s obligations under this Lease.

ARTICLE XI

DAMAGE AND DESTRUCTION

11.1 Repair and Restoration; Termination Rights. If all or part of the Premises is damaged by fire or other casualty, or if the Building is so damaged that access to or use and occupancy of the Premises is materially impaired, within forty-five (45) days of the date of the damage, Landlord shall notify Tenant of the estimated time, in Landlord’s reasonable judgment, required for repair or restoration (“Repair Period”). If the estimated Repair Period is one hundred eighty (180) days or less, Landlord shall proceed promptly and diligently to repair or restore the Premises or the portion of the Building necessary for Tenant’s occupancy, and this Lease shall remain in effect, except that for the time any portion of the Premises is unusable for Tenant’s business operation, Tenant shall receive an abatement in Total Annual Rent for that portion of the Premises rendered unusable in the conduct of Tenant’s business. If the estimated Repair Period is in excess of one hundred eighty (180) days from the date of the casualty, Landlord, at its option, shall either (a) commence to repair the damage, in which case this Lease shall continue in full force and effect (except that for the time any portion of the Premises is unusable for Tenant’s business operation, Tenant shall receive an abatement in Total Annual Rent for that portion of the Premises rendered unusable in the conduct of Tenant’s business), or (b) terminate this Lease as of the date specified by Landlord in a notice of termination, and this Lease shall terminate on the date specified in the notice.

11.2 Damage Near End of Term. Notwithstanding anything to the contrary set forth in this Article, (i) if the Premises or the Building are damaged during the last twelve (12) months of the Term, (ii) such damage substantially interferes with Tenant’s use of the Premises, and (iii) it is estimated to require more than forty-five (45) days to restore and the damaged areas, Landlord and Tenant shall each have the option to terminate this Lease by giving written notice to the other of the exercise of that option within thirty (30) days after the damage or destruction, and this Lease shall terminate as of the date specified in such notice which shall be not before the date of such notice nor more than 30 days after the date of such notice.

11.3 Rent Apportionment. If Landlord or Tenant elects to terminate this Lease under this Article XI, Tenant shall pay Total Annual Rent, prorated on a per diem basis and paid up to the date of the casualty. If the Premises are wholly untenantable and this Lease is not terminated, Total Annual Rent shall abate on a per diem basis from the date of the casualty until Premises are ready for occupancy by Tenant or the default is cured. If part of the Premises are untenantable, Total Annual Rent shall be prorated on a per diem basis and abated in proportion to the portion of the Premises which is unusable until the damaged part is ready for Tenant's occupancy.

Notwithstanding the foregoing, if any damage was caused by the gross negligence or willful misconduct of Tenant, its employees or agents, then, in such event, Tenant agrees that Total Annual Rent shall not abate or be diminished.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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ARTICLE XII
SURRENDER OF PREMISES; HOLDING OVER

12.1 Surrender of Premises. On expiration of this Lease, Tenant shall surrender the Premises in as good a condition as when the Term commenced, ordinary wear and tear and any damages from casualty excepted. Except for furniture, equipment and trade fixtures (other than those which are affixed to the Premises so that they cannot be removed without material damage to the Premises), all alterations, additions or improvements, whether temporary or permanent in character, made in or upon the Premises, either by Landlord or Tenant, shall be Landlord's property at the expiration or earlier termination of this Lease, and at the expiration or earlier termination of this Lease, shall remain on the Premises without compensation to Tenant; provided that, upon reasonable written request of Landlord, Tenant shall, at its expense and without delay, remove any alterations, additions or improvements (including, without limitation, all telecommunications equipment and cabling installed by Tenant or at the request of Tenant, and all alterations and improvements made by Tenant after the Commencement Date) made to the Premises by Tenant and designated by Landlord to be removed at the time of Landlord’s approval of such alterations, additions or improvements, and shall repair any damage to the Premises or the Building caused by such removal. If Tenant fails to complete such removal or to repair the Premises, Landlord may complete such removal and repair, and Tenant shall reimburse Landlord therefore. If Tenant fails to remove such property as required under this Lease, Landlord may dispose of such property in its sole discretion without any liability to Tenant, and further may charge the cost of any such disposition to Tenant.

12.2 Hold Over Tenancy. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease with Landlord’s written consent, Tenant shall be deemed, at Landlord's option, to occupy the Premises as a tenant from month-to-month. During such tenancy (and prior to any termination by Landlord), Tenant agrees to pay Landlord, an amount equal to one hundred thirty percent (130%) of all Base Rent, or any new rent negotiated by the parties, which would become due the last month of the Term, together with all other amounts payable by Tenant to Landlord under this Lease after deducting the costs of Supplemental City Services provided by Tenant during such holdover period. Except as provided in the preceding sentence, such month-to-month tenancy shall be on the same terms and conditions of this Lease except that any rights or options pertaining to additional space in the Building contained in this Lease shall be deemed to be terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over with Landlord’s written consent shall not result in any other tenancy or in a renewal of the initial term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord’s written consent, Tenant’s continued possession shall be on the basis of a tenancy at sufferance and Tenant shall pay during the holdover period an amount equal to one hundred fifty percent (150%) of all Base Rent which would become due the last month of the Term, together with all other amounts payable DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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by Tenant to Landlord, after deducting the costs of Supplemental City Services provided by Tenant during such holdover period.

ARTICLE XIII
LANDLORD'S RESERVED RIGHTS.

13.1 Rights Reserved to Landlord. Without notice and without liability to Tenant, and without effecting an eviction or disturbance of Tenant's use or possession, Landlord shall have the right to (i) make changes in the legal status of the Building or the Property as Landlord shall deem appropriate in its sole discretion, provided such changes do not substantially interfere with Tenant's use of the Premises for the Permitted Use and do not materially increase Tenant’s obligations or decrease Tenant’s rights under this Lease; (ii) enter the Premises at reasonable times and with reasonable advance notice (and at any time in the event of an emergency), to inspect or repair the Premises or the Building and to perform any acts related to the safety, protection, reletting, or improvement of the Premises or the Building; (iii) install and maintain signs on and in the Building and the Property; and (iv) make such rules and regulations as, in the reasonable judgment of Landlord, may be needed from time to time for the safety of the tenants, the care and cleanliness of the Premises, the Building and the Property and the preservation of good order therein. Landlord shall at all times retain a key with which to unlock all of the doors in the Premises, except Tenant’s vaults and safes. Tenant shall pay Landlord the cost of re-keying Room #13 upon occupancy of the Premises. If an emergency necessitates immediate access to the Premises, Landlord may use whatever force is necessary to enter the Premises and any such entry to the Premises shall not constitute a forcible or unlawful entry into the Premises, a detainer of the Premises or an eviction of Tenant from the Premises or any portion thereof.

ARTICLE XIV

DEFAULT AND REMEDIES

14.1 Tenant's Default. It shall be an “Event of Default” hereunder if Tenant shall:
a) fail to pay when due any Total Annual Rent or any Additional Rent, or fail to pay any other amount owed by Tenant to Landlord under this Lease as and when due, and such failure continues for five (5) days following written notice thereof to Tenant by Landlord, or fail to provide any Supplemental City Services that are being provided in lieu of Total Annual Rent (unless Tenant pays to Landlord any Total Annual Rent against which Tenant did not receive a credit in accordance with this Lease, in which case, no Event of Default shall occur);
b) fail to provide any certificate, instrument or assurance as required by this Lease if the failure continues for ten (10) days after written notice of the failure to Tenant;
c) make a general assignment for the benefit of its creditors or file a petition for bankruptcy or other reorganization, liquidation, dissolution or similar DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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relief or have a proceeding filed against Tenant seeking any relief mentioned in this subsection (c) which is not discharged within sixty (60) days thereafter;
d) have a trustee, receiver or liquidator appointed for Tenant; e) abandon or vacate the Premises for more than three (3) consecutive months; f) assign this Lease or sublease any portion of the Premises in violation of Article X; or
g) fail to comply with any other provision of this Lease in the manner required hereunder and such failure continues for thirty (30) days after written notice thereof to Tenant by Landlord (or if the noncompliance cannot by its nature be cured within the 30-day period, if Tenant fails to commence to cure such noncompliance within the 30-day period and thereafter diligently prosecute such cure to completion).

In such case, so long as Landlord does not terminate Tenant's right to possession, this Lease will continue in effect and Landlord shall have the right to collect Total Annual Rent and Additional Rent when due, and may undertake efforts to relet the Premises, or any part of them, to third parties for Tenant's account. Tenant shall be liable to Landlord for all reasonable costs Landlord incurs in reletting the Premises including without limitation, reasonable expenses of remodeling the Premises required by the reletting.

Reletting can be for a period shorter or longer than the remaining term of this Lease. Tenant shall pay to Landlord the Base Rent due under this Lease on the date the Base Rent is due, less the rent Landlord receives from any reletting. No act by Landlord allowed by this Section shall terminate this Lease unless Landlord terminates Tenant’s right to possession. After an Event of Default and for as long as Landlord does not terminate Tenant's right to possession of the Premises, if Tenant obtains Landlord's consent, Tenant shall have the right to assign or sublet its interest in this Lease, but Tenant shall not be released from liability.
b) Terminate Lease. Landlord may terminate this Lease and Tenant's right to possession of the Premises at any time following an Event of Default. No act by Landlord other than giving written notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver to protect Landlord's interest under this Lease shall not constitute a termination of Tenant's right to possession. On DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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termination, Landlord shall have the right to recover from Tenant all of the following:
(i) The worth, at the time of the award, of any unpaid rent that had been earned at the time of termination of this Lease;
(ii) The worth, at the time of the award, of the amount of unpaid rent that would have been earned after the date of termination of this Lease until the time of the award exceeds the amount of the unpaid rent that Tenant proves could have been reasonably avoided; (iii) Any other amount necessary to compensate Landlord for all detriment proximately caused by Tenant's failure to perform obligations under this Lease, including, without limitation, brokerage commissions, advertising expenses, expenses of remodeling the Premises for a new tenant, and any special concessions made to obtain a new tenant; and
(iv) Any other amounts, in addition to or in lieu of those listed above that may be permitted by law.
c) Receiver. Landlord shall have the right to have a receiver appointed to collect rent. Neither the filing of a petition for the appointment of a receiver nor the appointment itself shall constitute an election by Landlord to terminate this Lease.

14.3 Landlord’s Default. Landlord’s failure to perform any of its obligations under this Lease shall constitute a “Landlord Event of Default” hereunder if the failure continues for thirty (30) days after written notice of the failure from Tenant to Landlord. If the required performance cannot be completed within thirty (30) days, Landlord’s failure to perform shall not constitute a Landlord Event of Default if Landlord undertakes to cure the failure within such thirty (30) day period and diligently and continuously attempts to complete the cure as soon as reasonably possible. Tenant waives any right to terminate this Lease and to vacate the Premises upon Landlord’s default under this Lease. Tenant’s sole remedy on Landlord’s default is an action for damages or injunctive or declaratory relief.

ARTICLE XV

MISCELLANEOUS

15.1 No Waiver. No receipt and retention by Landlord of any payment tendered by Tenant in connection with this Lease shall constitute an accord and satisfaction, or a compromise or other settlement, notwithstanding any accompanying statement, instruction or other assertion to the contrary unless Landlord expressly agrees to an accord and satisfaction, or a compromise or other settlement, in a separate writing duly executed by Landlord. Landlord will be entitled to treat any such payments as being received on account of any item or items of rent, interest, expense or damage due in connection herewith, in such amounts and in such order as Landlord may determine at its sole option. Failure of any party to exercise any right in one or more instance shall not be DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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construed as a waiver of the right to strict performance or as an amendment to or modification of this Lease. Any waiver of any condition or provision set forth in this Lease shall not be deemed a waiver of any subsequent breach of such condition or provision or of any other condition or provision, nor shall any such waiver be deemed a continuing waiver.

15.2 Severability. The Parties intend this Lease to be legally valid and enforceable in accordance with all of its terms to the fullest extent permitted by law. If an arbitrator or a court of competent jurisdiction holds any provision hereof to be invalid or unenforceable in whole or in part for any reason, the validity and enforceability of the remaining clauses, or portions of them, shall not be affected unless an essential purpose of this Lease would be defeated by loss of the invalid or unenforceable provision.

15.3 Governing Law; Venue; Construction. This Lease shall be construed according to the laws of the State of California without regard to principles of conflict of laws. Any action or proceeding that relates to, or arises from, this Lease shall be brought in a state court of competent jurisdiction located in Sonoma County. The captions used for the Sections and Articles of this Lease have been inserted for convenience only and shall not be used to alter or interpret the content of this Lease.

15.4 Binding Effect; Survival. The covenants, conditions, warranties and agreements contained in this Lease shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. The representations and warranties of Landlord and Tenant and the indemnification obligations of Landlord and Tenant set forth herein shall survive the expiration or termination of this Lease as shall all other provisions hereof which are intended to survive such expiration or termination.

15.5 Time. Time is of the essence of each provision of this Lease.

15.6 Entire Agreement; Amendments. This Lease and Exhibits A, B, C, and D attached hereto and incorporated herein by this reference, constitutes the final, complete, and exclusive statement of the terms of the agreement between Landlord and Tenant pertaining to the lease of space in the Building and supersedes all prior and contemporaneous understandings or agreements of the parties. This Lease may not be amended or modified except in a writing signed by both Parties.

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control, including without limitation, delays caused by the other party; governmental restrictions, regulations, controls, preemptions or delays; orders of civil, military or naval authorities; strikes, labor disputes, lock-outs, shortages of labor or materials or reasonable substitutes therefore; Acts of God; fire, earthquake, floods, explosions or other casualties; extreme weather conditions or other actions of the elements; enemy action, civil commotion, riot or insurrection.

15.9 Attorneys’ Fees: Prejudgment Interest. If the services of an attorney are required by any party to secure the performance hereof or otherwise upon the breach or default of the other party, or if any judicial remedy or arbitration is necessary to enforce or interpret any provision of this Lease, or if the services of an attorney are required upon the bankruptcy of a party to this Lease to compel or object to assumption or rejection of this Lease, seek relief from the automatic stay or object to an action to recover a preference or fraudulent transfer, the prevailing party shall be entitled to reasonable attorneys' fees, costs, expert witnesses fees, post judgment collection costs, and other expenses, in addition to any other relief to which such party may be entitled. Any award of damages following judicial remedy or arbitration as a result of the breach of this Lease or any of its provisions shall include an award of prejudgment interest from the date of the breach at the maximum amount of interest allowed by law.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 183 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) 20 150244494 v4
NOW THEREFORE, Landlord and Tenant executed this Lease as of the date first written above.

TENANT LANDLORD

CITY OF HEALDSBURG,
a municipal corporation
By: By:

Print Name: Its: City Manager
Title: Attest:

City Clerk
Approved as to form:

City Attorney
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863 Interim Executive Director
Marcy Flores

6.F.c
Packet Pg. 184 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) List of Exhibits
Exhibit A: Map of Premises and Rented Space
Exhibit B: Supplemental City Services to be Provided by Tenant Exhibit C: Building Rules and Regulations
Exhibit D: Insurance Requirements
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 185 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) EXHIBIT A: MAP OF PREMISES AND RENTED SPACE
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 186 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) N
1 2
3 4
6 5
7 9
8 1011 12 13 14 15 16 Multi-purpose Room BathroomBathroom EXIT GATE GATE GATE GATE GATE (LOCKED) (LOCKED) (LOCKED) Healdsburg Ave. EXTINGUISHER DIRECTION TO EXIT LOCATION OF FIRST- AID STATION FIRE EXIT PULL STATION FIRE ALARM CITY OF HEALDSBURG HEALDSBURG COMMUNITY CENTER YOU ARE HERE (LOCKED) A.E.D. LOCATED IN MAIN ADMIN. BUILDING Amphitheater LEGEND GATE G
WM
GWM WATER METER GAS SHUT OFF DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863 6.F.c Packet Pg. 187
Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) EXHIBIT B: SUPPLEMENTAL CITY SERVICES TO BE PROVIDED BY TENANT DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 188 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) Corazón Healdsburg Supplemental City Services – 2023 Lease for Service Credit Focus Areas Focus Area 1: Cradle to Career Value: $15,000
Corazón will bring services to support youth development at the Community Center. This continuum will begin with prenatal health, preschool enrollment, kindergarten preparedness, reading proficiency workshops, all the way up to adult ESL & GED education and financial literacy workshops.

Focus Area 2: Engaging Seniors and Use of the Senior Center Value: $10,000 In 2022 the Senior Citizens Advisory Commission adopted a goal of greater Latinx outreach and inclusion in active adult and senior programs and services. During the year staff have implemented targeted programming such as a tortilla making class, enchilada night, and Antojitos Mexicanos Cultural as a way to begin implementing this goal. Corazón will assist the City determining ways we can have a more significant impact in engaging our older adult and Senior Latinx community.

Focus Area 3: Special Event Planning Value: $10,000
The City and Corazón have a well-established foundation on successful special event planning.

Our annual Dia de Muertos event and preschool fairs, along with newer events like Golazo 2021 and our upcoming Community Posada, are examples of this success. This focus area continues a commitment to collaborate on special event planning.

Focus Area 4: Capacity Building for Community Blending Value: $ 5,000 While the first three focus areas identify program and service delivery, Focus Area 4 attempts to develop strategies to addresses what commonly occurs: a lack of broad-based community integration at these activities. Too often our collaborative programs, services, or events have broad participation by a single ethnic group. As part of this focus area we will work together to find ways to attract greater representation of our entire community.

During the one-year lease term, staff from the Community Services Department and Corazón intend to meet to develop longer-term collaboration plans that focus on shared spaces, program and service delivery goals, and outreach and engagement efforts. The outcome of this work will be represented in a proposed longer-term lease arrangement for City Council consideration later in 2023. Additional, Corazón will do outreach for existing Community Services programs, acting as a bilingual bridge for services and the Spanish speaking community.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 189 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) EXHIBIT C: RULES AND REGULATIONS FOR PROPERTY
Parking:

There shall be no overnight parking of any vehicles without permission from the Landlord, and vehicles which have been parked in violation of the terms hereof may be towed away at the owner’s expense. Tenant shall not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant’s employees, suppliers, shippers, customers or invitees to be loaded, unloaded, or parked in areas other than those designated by Landlord for such activities.

Alcohol:

Alcohol is not permitted on the premises.

No-Smoking:

Smoking is prohibited in all City facilities and Public Recreation Areas. Ordinance No. 893 and No.1040. This includes rooms, walkways, Courtyard, Amphitheater, gardens, blacktop area, playground and fields at the Community Center.

Music and Noise Levels
As the Community Center is located near a residential area, user groups are requested to keep loud noise at a courteous level in the parking lot. All activities must end by 10pm Sundays – Thursdays and 12am Fridays and Saturdays.

Minors
Activities for minors (18 and under) must be supervised by responsible adult for the entire period of the activity.

Securing the facility
The Tenant shall be responsible for securing the Community Center when the City office is closed.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 190 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) EXHIBIT D: INSURANCE COVERAGES
(1) Commercial general liability insurance including contractual liability coverage, written on an “occurrence” policy form, covering bodily injury, property damage and personal injury arising out of or relating (directly or indirectly) to Tenant’s operations, assumed liabilities, or use or occupancy of the Premises, the Building or the Property naming the Landlord as an additional insured, with minimum coverage in the amount of Two Million Dollars ($2,000,000) per occurrence combined single limit for bodily injury and property damage and Two Million Dollars ($2,000,000) in the aggregate;
(2) Property insurance protecting Tenant against loss or damage by fire and such other risks as are insurable under then available standard forms of “all risk” insurance policies, covering Tenant’s personal property and trade fixtures in or about the Premises or the Property, and any improvements or Alterations in the Premises, in an amount of one hundred percent (100%) of actual replacement cost or highest insurable value;
(3) Workers’ compensation insurance in not less than statutory limits, the policy must be endorsed with a waiver of subrogation endorsement; and
(4) If Tenant operates owned, leased or non-owned vehicles on the Property, comprehensive automobile liability insurance with a minimum coverage of one million dollars ($2,000,000) per occurrence, combined single limit.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 191 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) Contractor/Consultant Name: ____________________________________________________________________ Description of Services: __________________________________________________________________________ Project Name: __________________________________________ Start date: ____________________________ Department: ________________________Project Manager: _______________________Phone: _____________ Insurance Check List (Check all that apply)
30 day cancellation policy 10 day cancellation policy
General Liability – ($2 million per occurrence and $2 million per aggregate) NOTE:
(Make sure occurrence & per project is checked)
Endorsement naming the City as additionally insured
Endorsement showing Insurance is primary and non-contributory **We will accept a waiver of subrogation with the policy – we still need proof of primary coverage.** Make sure to review all exclusions and declarations. Exclusion language not accepted, which invalidates warranty, including but not limited to:
- Work completed – make sure the endorsement is for on-going operations not just completed operations - Injury or damage arising from work that has been put to its intended use Comments: _____________________________________________________________________________________ Auto – ($2 million combined single limit) NOTE:

INSURANCE CHECK LIST
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863 Mark Themig 431-3116
date of execution
Community Services
Corazon Healdsburg
Office Lease 1557 Healdsburg Ave
X
X
X
X
X
X
X
X
X

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Packet Pg. 192 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) 06/01/2022
Milt Brandt General Insurance
250 Healdsburg Ave., 3rd Floor
P.O. Box V
Healdsburg CA 95448
Lynda Collins
(707) 433-4436 (707) 433-6239
[email protected]
Scopa Has A Dream Inc., DBA: Corazon Healdsburg
PO Box 1004
Healdsburg CA 95448
Philadelphia Indemnity Insurance Company 18058
CL226111184
A Y PHPK2370526 02/04/2022 02/04/2023
2,000,000
100,000
5,000
2,000,000
4,000,000
4,000,000
A PHPK2370526 02/04/2022 02/04/2023
1,000,000
A
Professional Liability
PHPK2370526 02/04/2022 02/04/2023
Each Occurrence 1,000,000
Aggregate 2,000,000
Certificate holder is Additional insured - lessor per attached form PI-GLD-HS (10/11). Coverage is primary and non-contributory per forthcoming endorsement.

Insured locations: 1557 Healdsburg Ave, Healdsburg, CA 95448.

The City of Healdsburg
401 Grove Street
Healdsburg CA 95448

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD

PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS

NON-OWNED

OWNED SCHEDULED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTHSTATUTEPER
(MM/DD/YYYY) LIMITS

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

LTR TYPE OF INSURANCE POLICY NUMBER
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $
AGGREGATE $
$
OCCUR

CLAIMS-MADE
DED RETENTION $
PRODUCTS - COMP/OP AGG $
GENERAL AGGREGATE $
PERSONAL & ADV INJURY $
MED EXP (Any one person) $
EACH OCCURRENCE $

DAMAGE TO RENTED
PREMISES (Ea occurrence) $

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY
PROJECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 193 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension)

POLICY CHANGE DOCUMENT
POLICY NO.:

CHANGE EFFECTIVE CHANGE #5(9,6,21

DESCRIPTION
PHPK2370526
09/16/2022 2
10/04/2022 ____________________
Issue Date
2 Added:

Additional Insured
City of Healdsburg, its officers, officials, caretakers, employees, and volunteers
Per attached schedule

Page 1 of 1 ends

Philadelphia Indemnity Insurance Company

NAMED INSURED
103316 Milt Brandt General Insurance, A CA Corp
Scopa Has A Dream Inc. DBA Corazon
Healdsburg
MAILING ADDRESS PO Box 1004
Healdsburg, CA 95448-1004
POLICY PERIOD: FROM TO at
12:01 A.M. Standard Time at your mailing address shown above.

Path ID 15969787

0.00 NO CHANGE

COUNTERSIGNED BY
(Date) (Authorized Representative)
02/04/2022 02/04/2023
In consideration of the premium reflected, the policy is amended as indicated below:

Total Annual
Additional/Return Premium $ 0.00 Additional/Return Premium $ Total Prorate

NO CHANGE
Insurance Policy
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 194 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) Page of
Additional Insured Schedule
Policy Number:

Philadelphia Indemnity Insurance Company
PHPK2370526
Healdsburg, CA 95448-4723
Additional Insured
CA - Loc #ALL - ADDL INS PRIMARY & NON-CONTRIBUTORY INS Insperity Inc. and its subsidiaries and
CG2026 - General Liability
Additional Insured
City of Healdsburg
401 GROVE STREET
affliates
CG2011 - CA - Loc #1
19001 Crescent Springs Dr
CG2011 - CA - Loc #2
Dia de Muertos event 10/30/2022
Kingwood, TX 77339-3802
CG2011 - CA - Loc #2
CA2048 - Commercial Automobile
Additional Insured
Additional Insured
City of Healdsburg, its officers,
officials, caretakers, employees, and
Jeffery J and Mary E Welch Family
volunteers
Living, Trust, dated January 7 2005
1557 Healdsburg Ave
1889 Toyon Dr
Healdsburg, CA 95448-3260
Healdsburg, CA 95448-9431
1 1
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 195 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
CG 20 26 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s) Or Organization(s):

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II – Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"
caused, in whole or in part, by your acts or
omissions or the acts or omissions of those acting
on your behalf:

1. In the performance of your ongoing operations;
or

2. In connection with your premises owned by or
rented to you.

However:

1. The insurance afforded to such additional
insured only applies to the extent permitted by
law; and

2. If coverage provided to the additional insured is
required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III – Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of
Insurance shown in the Declarations;
whichever is less.

This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.

PHPK2370526
City of Healdsburg, its officers,
officials, caretakers, employees, and
volunteers
1 1
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Packet Pg. 196 Attachment: 2022 Lease Agreement (4618 : Corazon Lease Agreement Extension) PI-GLD-HS (10/11)

Page 1 of 12 ends

Includes copyrighted material of Insurance Services Office, Inc., with its permission. © 2011 Philadelphia Indemnity Insurance Company
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

GENERAL LIABILITY DELUXE ENDORSEMENT:

HUMAN SERVICES
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE
It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording.

Coverage Applicable Limit of Insurance Page #
Extended Property Damage Included 2
Limited Rental Lease Agreement Contractual Liability $50,000 limit 2 Non-Owned Watercraft Less than 58 feet 2
Damage to Property You Own, Rent, or Occupy $30,000 limit 2 Damage to Premises Rented to You $1,000,000 3
HIPAA Clarification 4
Medical Payments $20,000 5
Medical Payments – Extended Reporting Period 3 years 5
Athletic Activities Amended 5
Supplementary Payments – Bail Bonds $5,000 5
Supplementary Payment – Loss of Earnings $1,000 per day 5 Employee Indemnification Defense Coverage $25,000 5
Key and Lock Replacement – Janitorial Services Client Coverage $10,000 limit 6 Additional Insured – Newly Acquired Time Period Amended 6 Additional Insured – Medical Directors and Administrators Included 7 Additional Insured – Managers and Supervisors (with Fellow Employee Coverage)
Included 7
Additional Insured – Broadened Named Insured Included 7 Additional Insured – Funding Source Included 7
Additional Insured – Home Care Providers Included 7
Additional Insured – Managers, Landlords, or Lessors of Premises Included 7 Additional Insured – Lessor of Leased Equipment Included 7 Additional Insured – Grantor of Permits Included 8
Additional Insured – Vendor Included 8
Additional Insured – Franchisor Included 9
Additional Insured – When Required by Contract Included 9 Additional Insured – Owners, Lessees, or Contractors Included 9 Additional Insured – State or Political Subdivisions Included 10 DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Page 2 of 12 ends

Includes copyrighted material of Insurance Services Office, Inc., with its permission. © 2011 Philadelphia Indemnity Insurance Company
Duties in the Event of Occurrence, Claim or Suit Included 10 Unintentional Failure to Disclose Hazards Included 10
Transfer of Rights of Recovery Against Others To Us Clarification 10 Liberalization Included 11
Bodily Injury – includes Mental Anguish Included 11
Personal and Advertising Injury – includes Abuse of Process, Discrimination
Included 11
A. Extended Property Damage
SECTION I – COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph a. is deleted in its entirety and replaced by the following:
a. Expected or Intended Injury
“Bodily injury” or property damage” expected or intended from the standpoint of the insured.

This exclusion does not apply to “bodily injury” or “property damage” resulting from the use of reasonable force to protect persons or property.

B. Limited Rental Lease Agreement Contractual Liability SECTION I – COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph b. Contractual Liability is amended to include the following:
(3) Based on the named insured’s request at the time of claim, we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to $50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter’s liability insurance of the client.

C. Non-Owned Watercraft
SECTION I – COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following:
(2) A watercraft you do not own that is:
(a) Less than 58 feet long; and
(b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent.

D. Damage to Property You Own, Rent or Occupy
SECTION I – COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Page 3 of 12 ends

Includes copyrighted material of Insurance Services Office, Inc., with its permission. © 2011 Philadelphia Indemnity Insurance Company
LIABILITY, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item (1) is deleted in its entirety and replaced with the following:
(1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another’s property, unless the damage to property is caused by your client, up to a $30,000 limit. A client is defined as a person under your direct care and supervision.

E. Damage to Premises Rented to You

1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word “fire” is changed to “fire, lightning, explosion, smoke, or leakage from automatic fire protective systems” where it appears in:
a. The last paragraph of SECTION I – COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; is deleted in its entirety and replaced by the following:

Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in SECTION III – LIMITS OF INSURANCE. b. SECTION III – LIMITS OF INSURANCE, Paragraph 6. is deleted in its entirety and replaced by the following:

Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. SECTION V – DEFINITIONS, Paragraph 9.a., is deleted in its entirety and replaced by the following:

A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract";

2. SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4. Other Insurance, Paragraph b. Excess Insurance, (1) (a) (ii) is deleted in its entirety and replaced by the following:

That is insurance for fire, lightning, explosion, smoke, or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner;

3. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of:

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Page 4 of 12 ends

Includes copyrighted material of Insurance Services Office, Inc., with its permission. © 2011 Philadelphia Indemnity Insurance Company
a. $1,000,000; or
b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit.

This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof.

F. HIPAA
SECTION I – COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, is amended as follows:

1. Paragraph 1. Insuring Agreement is amended to include the following:

We will pay those sums that the insured becomes legally obligated to pay as damages because of a “violation(s)” of the Health Insurance Portability and Accountability Act (HIPAA). We have the right and the duty to defend the insured against any “suit,” “investigation,” or “civil proceeding” seeking these damages. However, we will have no duty to defend the insured against any “suit” seeking damages, “investigation,” or “civil proceeding” to which this insurance does not apply.

2. Paragraph 2. Exclusions is amended to include the following additional exclusions:

This insurance does not apply to:
a. Intentional, Willful, or Deliberate Violations
Any willful, intentional, or deliberate “violation(s)” by any insured. b. Criminal Acts
Any “violation” which results in any criminal penalties under the HIPAA. c. Other Remedies
Any remedy other than monetary damages for penalties assessed. d. Compliance Reviews or Audits
Any compliance reviews by the Department of Health and Human Services.

3. SECTION V – DEFINITIONS is amended to include the following additional definitions:
a. “Civil proceeding” means an action by the Department of Health and Human Services (HHS) arising out of “violations.”
b. “Investigation” means an examination of an actual or alleged “violation(s)” by HHS. However, “investigation” does not include a Compliance Review.
c. “Violation” means the actual or alleged failure to comply with the regulations included in the HIPAA.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Page 5 of 12 ends

Includes copyrighted material of Insurance Services Office, Inc., with its permission. © 2011 Philadelphia Indemnity Insurance Company
G. Medical Payments – Limit Increased to $20,000, Extended Reporting Period If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part:

1. The Medical Expense Limit is changed subject to all of the terms of SECTION III - LIMITS OF INSURANCE to the greater of:
a. $20,000; or
b. The Medical Expense Limit shown in the Declarations of this Coverage Part.

2. SECTION I – COVERAGE, COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement, a. (3) (b) is deleted in its entirety and replaced by the following:
(b) The expenses are incurred and reported to us within three years of the date of the accident.

H. Athletic Activities
SECTION I – COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2. Exclusions, Paragraph e. Athletic Activities is deleted in its entirety and replaced with the following:
e. Athletic Activities
To a person injured while taking part in athletics.

I. Supplementary Payments
SECTION I – COVERAGES, SUPPLEMENTARY PAYMENTS - COVERAGE A AND B are amended as follows:

1. b. is deleted in its entirety and replaced by the following:

1. b. Up to $5000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these.

1.d. is deleted in its entirety and replaced by the following:

1. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $1,000 a day because of time off from work.

J. Employee Indemnification Defense Coverage
SECTION I – COVERAGES, SUPPLEMENTARY PAYMENTS – COVERAGES A AND B the following is added:

We will pay, on your behalf, defense costs incurred by an “employee” in a criminal proceeding occurring in the course of employment.

The most we will pay for any “employee” who is alleged to be directly involved in a criminal proceeding is $25,000 regardless of the numbers of “employees,” claims or “suits” brought or persons or organizations making claims or bringing “suits.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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K. Key and Lock Replacement – Janitorial Services Client Coverage SECTION I – COVERAGES, SUPPLEMENTARY PAYMENTS – COVERAGES A AND B is amended to include the following:

We will pay for the cost to replace keys and locks at the “clients” premises due to theft or other loss to keys entrusted to you by your “client,” up to a $10,000 limit per occurrence and $10,000 policy aggregate.

We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, “employees”, “managers”, directors, trustees, authorized representatives or any one to whom you entrust the keys of a “client” for any purpose commit, whether acting alone or in collusion with other persons.

The following, when used on this coverage, are defined as follows:
a. "Client" means an individual, company or organization with whom you have a written contract or work order for your services for a described premises and have billed for your services. b. "Employee" means:
(1) Any natural person:
(a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary, wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you:
(a) To substitute for a permanent "employee" as defined in Paragraph (1) above, who is on leave; or
(b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. (3) "Employee" does not mean:
(a) Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, independent contractor or representative of the same general character; or
(b) Any "manager," director or trustee except while performing acts coming within the scope of the usual duties of an "employee."
c. "Manager" means a person serving in a directorial capacity for a limited liability company.

L. Additional Insureds
SECTION II – WHO IS AN INSURED is amended as follows:

1. If coverage for newly acquired or formed organizations is not otherwise excluded from this DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Coverage Part, Paragraph 3.a. is deleted in its entirely and replaced by the following:
a. Coverage under this provision is afforded until the end of the policy period.

2. Each of the following is also an insured:
a. Medical Directors and Administrators – Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient.
b. Managers and Supervisors – Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your “employees” are also insureds for “bodily injury” to a co- “employee” while in the course of his or her employment by you or performing duties related to the conduct of your business.

This provision does not change Item 2.a.(1)(a) as it applies to managers of a limited liability company.
c. Broadened Named Insured – Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance.
d. Funding Source – Any person or organization with respect to their liability arising out of:
(1) Their financial control of you; or
(2) Premises they own, maintain or control while you lease or occupy these premises.

This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers – At the first Named Insured's option, any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled.
f. Managers, Landlords, or Lessors of Premises – Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions:

This insurance does not apply to:
(1) Any “occurrence” which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization.
g. Lessor of Leased Equipment – Automatic Status When Required in Lease Agreement With You – Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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organization is an insured only with respect to liability for “bodily injury,” “property damage” or “personal and advertising injury” caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization.

A person’s or organization’s status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends.

With respect to the insurance afforded to these additional insureds, this insurance does not apply to any “occurrence” which takes place after the equipment lease expires. h. Grantors of Permits – Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision:
(1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies:
(a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures;
(b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. i. Vendors – Only with respect to “bodily injury” or “property damage” arising out of “your products” which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions:
(1) The insurance afforded the vendor does not apply to:
(a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement;
(b) Any express warranty unauthorized by you;
(c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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(g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or
(h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to:
(i) The exceptions contained in Sub-paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing.
j. Franchisor – Any person or organization with respect to their liability as the grantor of a franchise to you.
k. As Required by Contract – Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for "bodily injury," "property damage" or "personal and advertising injury" but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations
l. Owners, Lessees or Contractors – Any person or organization, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused, in whole or in part, by:
(1) Your acts or omissions; or
(2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured when required by a contract.

With respect to the insurance afforded to these additional insureds, the following additional exclusions apply:

This insurance does not apply to "bodily injury" or "property damage" occurring after:
(a) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or
(b) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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m. State or Political Subdivisions – Any state or political subdivision as required, subject to the following provisions:
(1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit, and is required by contract.
(2) This insurance does not apply to:
(a) "Bodily injury," "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or
(b) "Bodily injury" or "property damage" included within the "products-completed operations hazard."
M. Duties in the Event of Occurrence, Claim or Suit
SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. is amended as follows:
a. is amended to include:

This condition applies only when the “occurrence” or offense is known to:
(1) You, if you are an individual;
(2) A partner, if you are a partnership; or
(3) An executive officer or insurance manager, if you are a corporation. b. is amended to include:

This condition will not be considered breached unless the breach occurs after such claim or “suit” is known to:
(1) You, if you are an individual;
(2) A partner, if you are a partnership; or
(3) An executive officer or insurance manager, if you are a corporation.

N. Unintentional Failure To Disclose Hazards
SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, 6. Representations is amended to include the following:

It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure.

O. Transfer of Rights of Recovery Against Others To Us
SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, 8. Transfer of Rights of DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Recovery Against Others To Us is deleted in its entirety and replaced by the following:

If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them.

Therefore, the insured can waive the insurer’s rights of recovery prior to the occurrence of a loss, provided the waiver is made in a written contract.

P. Liberalization
SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS, is amended to include the following:

If we revise this endorsement to provide more coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state.

Q. Bodily Injury – Mental Anguish
SECTION V – DEFINITIONS, Paragraph 3. Is deleted in its entirety and replaced by the following:
“Bodily injury” means:
a. Bodily injury, sickness or disease sustained by a person, and includes mental anguish resulting from any of these; and
b. Except for mental anguish, includes death resulting from the foregoing (Item a. above) at any time.

R. Personal and Advertising Injury – Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part, the definition of “personal and advertising injury” is amended as follows:

1. SECTION V – DEFINITIONS, Paragraph 14.b. is deleted in its entirety and replaced by the following:
b. Malicious prosecution or abuse of process;

2. SECTION V – DEFINITIONS, Paragraph 14. is amended by adding the following:

Discrimination based on race, color, religion, sex, age or national origin, except when:
a. Done intentionally by or at the direction of, or with the knowledge or consent of:
(1) Any insured; or
(2) Any executive officer, director, stockholder, partner or member of the insured; b. Directly or indirectly related to the employment, former or prospective employment, termination of employment, or application for employment of any person or persons by an insured;
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling.

The above does not apply to fines or penalties imposed because of discrimination.

DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

The ACORD name and logo are registered marks of ACORD

CERTIFICATE HOLDER
ACORD 25 (2016/03)

AUTHORIZED REPRESENTATIVE

CANCELLATION

DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE
JECT LOC PRO- POLICY GEN'L AGGREGATE LIMIT APPLIES PER:

CLAIMS-MADE OCCUR

COMMERCIAL GENERAL LIABILITY
PREMISES (Ea occurrence) $ DAMAGE TO RENTED
EACH OCCURRENCE $
MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
PRODUCTS - COMP/OP AGG $
DED RETENTION $ CLAIMS-MADE OCCUR
$ AGGREGATE $ UMBRELLA LIAB EACH OCCURRENCE $ EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR

LTR TYPE OF INSURANCE POLICY NUMBER

POLICY EFF
(MM/DD/YYYY) POLICY EXP(MM/DD/YYYY) LIMITS
PER

STATUTE OTH- ER
E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE
E.L. DISEASE - POLICY LIMIT
$
$
$

ANY PROPRIETOR/PARTNER/EXECUTIVE
If yes, describe under DESCRIPTION OF OPERATIONS below
(Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y / N

AUTOMOBILE LIABILITY ANY AUTO

ALL OWNED SCHEDULED

HIRED AUTOS NON-OWNED

AUTOS AUTOS
AUTOS
COMBINED SINGLE LIMIT BODILY INJURY (Per person)
BODILY INJURY (Per accident) PROPERTY DAMAGE $$
$
$

INSD

ADDL WVDSUBR
N / A
$
$
(Ea accident)
(Per accident)
OTHER:

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSURED
PHONE
(A/C, No, Ext): PRODUCER
ADDRESS: E-MAIL
FAX
(A/C, No): CONTACT NAME:

NAIC #
INSURER A :

INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

INSURER(S) AFFORDING COVERAGE

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED
IN ACCORDANCE WITH THE POLICY PROVISIONS.

Acct#: 2842269 6/14/2022 Lockton Companies, LLC 888-828-8365 3657 Briarpark Dr., Suite 700 Houston, TX 77042 Ace American Insurance Co. 22667 SCOPA HAS A DREAM, INC. 16003 HEALDSBURG AVE HEALDSBURG, CA 95448-9646 A X C70157287 10/1/2021 10/1/2022
X
1,000,000 1,000,000 1,000,000 PSA WAIVER OF SUBROGATION IN FAVOR OF City of Healdsburg WHEN REQUIRED BY WRITTEN CONTRACT. CITY OF HEALDSBURG TYLER KETTMANN 550 WESTSIDE RD HEALDSBURG, CA 95448 DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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Named Insured
Insperity, INC. L/C/F
SCOPA HAS A DREAM, INC.
19001 Crescent Springs Drive
Kingwood, TX 77339
Endorsement Number
Policy Number
Symbol: RWC Number: C70157287
Policy Period
10/1/2021 TO 10/1/2022
Effective Date of Endorsement
10/1/2021
Issued By (Name of Insurance Company)
Ace American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page.

We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us.

You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.

Schedule

1. ( X ) Specific Waiver
Name of person or organization:

City of Healdsburg
550 Westside Rd
Healdsburg, CA 95448
( ) Blanket Waiver
Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.

2. Operations:

PSA

3. Premium:

The premium charge for this endorsement shall be INCLUDED percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described.

4. Minimum Premium : INCLUDED
Authorized Representative
WC 99 03 22
DocuSign Envelope ID: 3558390A-19C6-4C59-826B-79557790C863

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CITY OF HEALDSBURG

CITY COUNCIL AGENDA STAFF REPORT
MEETING DATE: December 2, 2024
SUBJECT: Low Carbon Fuel Standards Equity Programs for Transportation Electrification
PREPARED BY: Terra Sampson, Utility Conservation Analyst STRATEGIC INITIATIVE(S):

Pursue Initiatives that Promote Environmental Stewardship RECOMMENDED ACTION(S):

Adopt a resolution updating transportation electrification rebates for Healdsburg CARE electric customers and households.

COMMUNITY ENGAGEMENT/OUTREACH:

City Council received a presentation on May 20, 2024, regarding the new Home Energy Load Management Program for electric vehicle (EV) managed charging and smart thermostat load control. The new Load Management Program also included the launch of EV charger rebates for income-qualified CARE customers to support participation in the Load Management Program.

City Council also received a presentation on June 17, 2024, regarding updates to the Public EV Charger user fees, which included a 50% user fee discount for income-qualified CARE customers.

These new programs and additional offerings for CARE customers have been promoted and advertised using multiple outreach methods, including a flyer with EV resources mailed to all CARE electric customers.

BACKGROUND:

The City of Healdsburg has adopted a Climate Mobilization Strategy (CMS) in support of State and Regional greenhouse gas (GHG) reduction goals. The CMS identifies key measures and actions that will be most impactful in reducing GHG emissions, are equitable, feasible, and community driven. The CMS includes an Implementation Plan, which presents the measures and actions to be implemented in the next 1-3 years. This item addresses the following actions from the CMS Implementation Plan:
• T-4.3 Continue to promote the EV Monthly Bill Discount Program with increased

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discount opportunities for low-income customers and develop an updated or replacement program following program sunset in 2025. Continue to promote affordable EV charging rates at city-owned EV charging stations and adjust rates as necessary to cover program costs. Explore methods for charging different rates for different user groups or other programs to offset charging costs at public stations for low-income residents.
• T-4.6 Identify and promote incentives and financing options for residential electric vehicle charger installations. Develop programs and policies to add 500 new publicly accessible and private workplace Level 2 and 3 electric vehicle charging stations to the City by 2030 through grants such as the California Energy Commission’s Clean Transportation Program. Develop programs that incentivize residents and businesses to charge during times of abundant solar resources and avoid charging during peak hours and grid emergencies.

Many of Healdsburg’s greenhouse gas (GHG) reduction programs are funded by Cap-and-Trade proceeds, such as residential and commercial energy rebates, public EV charger operations and installation, and multi-family appliance replacement rebates. Cap and Trade proceeds are allocated to Healdsburg by the State and must be used for the primary benefit of electric rate payers while reducing GHG emissions.

Healdsburg also participates in the State’s Low Carbon Fuel Standard (LCFS) program. As a public utility, Healdsburg earns credits for both an assumed amount of residential EV charging and charging completed at the City’s public EV charging stations. The City may sell the earned LCFS credits to be used for transportation electrification programs with specific equity requirements for the primary benefit of low-income residents. LCFS credit sales will be used to fund the new CARE electric customer EV charger rebate (up to $2,000) and public EV charger user fee discount (50% discount).

DISCUSSION/ANALYSIS:

Amendments to the LCFS regulation were adopted by the California Air Resources Board (CARB) on November 8, 2024. Among many other amendments to strengthen the regulation, this included an update to the list of approved equity projects for transportation electrification for the primary benefit of low-income residents. One addition included in recent updates clarified that panel and service upgrades for installing EV charging infrastructure in residences are an approved equity project. The recently adopted text now includes “installing EV charging infrastructure in residences, including panel and service upgrades” (underline shows recently added text) as an approved equity project.

Therefore, staff proposes that an additional up to $2,000 rebate be added to the new CARE customer EV charger rebate offering, if a panel or service upgrade is required to accommodate the new EV charger as indicated in the City’s EV charger permit checklist. If needed, a panel or service upgrade can be a substantial expense, especially for low-income residents. As staff prepared for launching the new EV charger rebate, this was identified as an additional potential barrier for EV charging infrastructure, even with an up to $2,000 rebate available to help offset the EV charger equipment and installation costs. This discussion also coincided with the State clarifying that LCFS funds can be used for this specific expense. Staff expect that $2,000 should

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be sufficient in most cases for going from a 100-amp panel to a 200-amp panel. Going to a 400- amp panel is substantially more expensive but should not be necessary in most cases and can typically be avoided by more strategically leveraging unused capacity and measured customer usage as allowed by the California Electrical Code. Adding a supplemental rebate for panel or service upgrades would further support low-income residents in Healdsburg to install the needed infrastructure for transitioning to an EV. It also promotes improved electrical infrastructure within Healdsburg homes. Staff proposes to launch the additional rebate beginning January 1, 2025, as the updated LCFS regulation is expected to take effect in early 2025.

Additionally, to help low-income residents with the high upfront costs while waiting for their rebate check to be processed, staff will promote the option to assign the rebate to the customer’s contractor. If the contractor is willing, the contractor can deduct the rebate amount from the customer’s invoice and have the rebate check issued to the customer’s contractor.

Another eligible equity project for LCFS funds is public EV charging infrastructure to support transportation electrification that primarily benefits low-income communities. Public EV chargers at the Community Center were identified in the CMS, which would support EV charging for Oak Grove Apartment residents as well as those that visit, or work for, the nonprofit organizations located at the Community Center (Corazon, YWCA, and Alliance Medical).

Therefore, LCFS funds could cover a portion of the cost to install public EV chargers at the Community Center. Using LCFS funds to cover EV charging equipment installation could reduce the use of Cap-and-Trade funds, which have fewer restrictions when funding projects for GHG emissions programs.

ENVIRONMENTAL STEWARDSHIP:

The CMS sets a goal of 30% EV adoption for passenger vehicles and 40% EV adoption for commercial vehicles by 2030, which would reduce GHG emissions by 7,636 and 2,000 MT CO2e respectively.

ALTERNATIVES:

Staff is proposing an additional rebate to support panel and service upgrades for incomequalified CARE electric customers, in association with the newly launched EV charger rebate.

Council could choose not to adopt the proposed resolution and provide further direction to staff.

Staff does not recommend this alternative as there is a financial need to help support EV adoption amongst low-income customers.

FISCAL IMPACT:

Available Low Carbon Fuel Standard credits, which must be used for equity transportation electrification, will be sold as needed to provide the low-income CARE EV charger and panel or service upgrade rebates. Customers could receive a total of up to $4,000 for the EV charger and panel or service upgrade rebates, not to exceed actual project costs. There are sufficient ongoing LCFS credits to cover the anticipated participation as well as sufficient appropriated budget. No budget increase is requested at this time.

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ENVIRONMENTAL ANALYSIS:

The Low Carbon Fuel Standards Equity Programs are not subject to the provisions of the California Environmental Quality Act (CEQA) because the program is not a project, since it will not have a direct or reasonably foreseeable indirect impact on the environment.

ATTACHMENT(S):

Resolution
DRAFT Energy Load Management CARE Participation Rebate App with Panel-Service Upgrade

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CITY OF HEALDSBURG
RESOLUTION NO. -2024

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HEALDSBURG UPDATING TRANSPORTATION

ELECTRIFICATION REBATES FOR HEALDSBURG CARE

ELECTRIC CUSTOMERS AND HOUSEHOLDS
WHEREAS, the City of Healdsburg owns and operates a publicly owned electric utility; and
WHEREAS, in 2012 the State of California established a Cap-and-Trade program to limit carbon emissions within California; and
WHEREAS, California’s Cap-and-Trade Program provides freely allocated allowances to Healdsburg Electric Utility, with the requirement that the value of allowances must be used to benefit electric ratepayers while reducing greenhouse gas emissions; and WHEREAS, Healdsburg also participates in the State’s Low Carbon Fuel Standard program and receives credits that must be used for equity transportation electrification; and WHEREAS, the City of Healdsburg has adopted a Climate Mobilization Strategy (CMS) in support of State and Regional greenhouse gas (GHG) reduction goals; and WHEREAS, the CMS Implementation Plan includes multiple actions for electric vehicle (EV) use, adoption, and load management; and
WHEREAS, the CMS also includes goals for 30-40% transportation electrification; and WHEREAS, offering rebates to income-qualified CARE electric customers and households for residential electric vehicle charger installations is critical to support the transition to electric transportation; and
WHEREAS, if needed, costs for a panel or service upgrade can present a substantial barrier to installing an electric vehicle charger, especially for low-income residents; and WHEREAS, beginning in early 2025, LCFS credits may be spent on panel and service upgrades for installing EV charging infrastructure in residences for the primary benefit of lowincome residents; and WHEREAS, public EV charging is also critically important for low-income residents to support transportation electrification, especially those living in multi-family apartments; and WHEREAS, LCFS credits may also be spent on public EV charging infrastructure to support transportation electrification for the primary benefit of or primarily serving low-income communities; and

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Packet Pg. 217 Attachment: Resolution (4664 : Low Carbon Fuel Standards Equity Programs) Resolution No. -2024

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WHEREAS, the Low Carbon Fuel Standards Equity Programs is not subject to the provisions of the California Environmental Quality Act (CEQA) because the program is not a project, since it will not have a direct or reasonably foreseeable indirect impact on the environment.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Healdsburg does hereby:

1. Find that the Low Carbon Fuel Standards Equity Programs is not subject to the provisions of the California Environmental Quality Act (CEQA) because the program is not a project, since it will not have a direct or reasonably foreseeable indirect impact on the environment.

2. Direct staff to provide up to $4,000 per qualifying household for Healdsburg CARE electric customers and households if panel or service upgrades are needed for eligible EV charger installations.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Healdsburg on this 2nd day of December 2024 by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAINING: Councilmembers:

SO ORDERED: ATTEST:
___________________________________ ____________________________________ David Hagele, Mayor Raina Allan, City Clerk

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Packet Pg. 218 Attachment: Resolution (4664 : Low Carbon Fuel Standards Equity Programs) City of Healdsburg V_11/24
Energy Load Management Program
Eligible Equipment for CARE Customers
Rebate Application
Please complete application, sign, and date.

All information is required to process rebate(s).

CUSTOMER INFORMATION
Utility Account #
(if known) Full Name
Phone Email
Installation
Address
City State Zip
Property
Occupied by: Tenant Owner Occupant Name(if different)
Mailing Address
(if different)
City State Zip
Property Type Site Built Home Manufactured Home
Other: _______ Multi-Family (as determined by County Assessor) Rebate applications must be submitted within two (2) months of installation to qualify. Mail or email completed rebate application, copies of all invoices/receipts, W-9 form, and additional qualification information (if applicable) to the address below. Allow 6-10 weeks for processing.

City of Healdsburg
Attn: Conservation
401 Grove Street
Healdsburg, CA 95448-4723
Email: [email protected]

REBATE REQUIREMENTS AND AMOUNTS
Equipment Type Pre-Existing Condition Final Condition Rebate per Unit Thermostat
Thermostat that is not supported by
Optiwatt for participation in Load
Management Program
New ENERGY STAR® internetconnected smart thermostat that is supported by Optiwatt
(internet-connected Honeywell,
Nest, Ecobee)
and will be enrolled in Optiwatt
within 2 months of installation
Up to $200
EV Charger
Electric Vehicle without an existing 240-
volt outlet and home charger available or
electric vehicle that cannot be directly
managed by Optiwatt for participation in
Load Management Program
New ENERGY STAR® EV
charger that is supported by
Optiwatt
(internet-connected
ChargePoint)
and will be enrolled in Optiwatt
within 2 months of installation
Up to $2,000
(Additional up to $2,000 may be approved, if
panel or service upgrade is required to
accommodate new EV charger)
Applicants must have an active Healdsburg electric account and must be a current CARE low-income customer.

Rebates are only for existing buildings. New construction does not qualify.

For rental units, rebates may be issued to property owner provided the current tenant household meets the eligibility requirements.

Multi-family property owners should refer to the Commercial EV Charger rebate program.

Rebates will not exceed 100% of the installed cost, after any Inflation Reduction Act or other incentives are applied. Find out more about IRA rebates and incentives here: https://www.rewiringamerica.org/app/ira-calculator.

Total rebates per site will not exceed 1 EV charger and 3 thermostats. For multi-family, total rebates per site will not exceed $50,000.

Permits are required for most electrical, gas, mechanical, or plumbing work (such as EV charger installation). Please contact the Building Department at 707-431-3348 to apply for a permit. Permit receipts may be included with the rebate application as part of project costs.

Existing brand and model numbers are required, in addition to new brand and model numbers.

Please provide all documentation requested for the old and new equipment.

By providing your email address you consent to receiving updates regarding conservation and sustainability programs. You may unsubscribe at any time.

Be sure to check if your current thermostat or EV is already supported by Optiwatt at optiwatt.com/faq.

Rebates will only be approved if current equipment is not eligible to participate in the Load Management Program, or if there is no existing 240-volt outlet and home charger available.

Contact [email protected] with any questions related to eligibility prior to completing your project.

New equipment must be ENERGY STAR® certified.

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Packet Pg. 219 Attachment: DRAFT Energy Load Management CARE Participation Rebate App with Panel-Service Upgrade (4664 : Low Carbon Fuel Standards City of Healdsburg V_11/24
Check this box to pledge that you will enroll the rebated equipment in the Load Management Program within 2 months of installation.

Follow instructions at www.SmartLivingHealdsburg.org to enroll in the Load Management Program via Optiwatt.

Upon signing this agreement, customer acknowledges the following:

City of Healdsburg (City) reserves the right to inspect completed work and installed measures. Rebates will be paid only on work that meets City specifications. Customer certifies that they are familiar with, and agree to, the standards regarding this program. City disclaims any warranty, whether expressed or implied, for any materials or labor associated with installation, maintenance, repair, or any energy savings associated with the measures. City will not accept any liability resulting from participation in this program. This rebate offer may be changed or discontinued at any time by City.

I understand the above and certify that I am a customer of City and that the eligible energy efficiency measures were installed at the location indicated on this application.

CUSTOMER SIGNATURE DATE
NOTE: Please contact [email protected] or 707-431-3122 to request a Rebate Assignment Form.

The rebate assignment is offered to help manage upfront project costs. If agreed upon by the customer/property owner and contractor in the Rebate Assignment Form, the contractor will deduct the rebate amount from the customer/property owner invoice and the City will issue the rebate check to the customer’s/property owner’s contractor.

PRE-EXISTING EQUIPMENT BRAND MODEL NUMBER AGE (YEARS) STATUS Thermostat (not supported by Optiwatt)
Functioning
Non-functioning
None

NEW EQUIPMENT BRAND MODEL NUMBER DOCUMENTATION
ENERGY STAR® Smart Thermostat
(supported by Optiwatt: internet-connected
Honeywell, Nest, Ecobee)
ENERGY STAR® proof included
Receipt included
Before and after installation photos
PRE-EXISTING EQUIPMENT BRAND MODEL AGE (YEARS) 240V Outlet Electric Vehicle (without an existing 240-volt
outlet and home charger available or EV that
cannot be directly managed by Optiwatt)
Already present
Installed
None

NEW EQUIPMENT BRAND MODEL NUMBER DOCUMENTATION
ENERGY STAR® EV Charger (supported by
Optiwatt: internet-connected ChargePoint)
ENERGY STAR® proof included
Receipt included
Current EV registration included
Before and after installation photos
Final permit included
For additional panel or service upgrade
rebate:

Permit checklist indicating that panel
or service upgrade was required for EV
Charger installation
Panel or service upgrade receipt

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Packet Pg. 220 Attachment: DRAFT Energy Load Management CARE Participation Rebate App with Panel-Service Upgrade (4664 : Low Carbon Fuel Standards

CITY OF HEALDSBURG

CITY COUNCIL AGENDA STAFF REPORT
MEETING DATE: December 2, 2024
SUBJECT: Revision to the Rate Schedule for Garbage Collection and Recycling Services Effective January 2025
PREPARED BY: Larry Zimmer, Public Works Director
STRATEGIC INITIATIVE(S):

Provide Effective Governance
RECOMMENDED ACTION(S):

Adopt a Resolution approving the maximum authorized rates for refuse collection and disposal services fees effective as of the January 2025 billing cycle.

COMMUNITY ENGAGEMENT/OUTREACH:

Not applicable.

BACKGROUND:

On January 18, 2011, the City Council entered into a franchise agreement with Redwood Empire Disposal, Inc. (RED), for the exclusive right to provide refuse collection, including construction and demolition debris, in the City of Healdsburg (City). RED was owned by The Ratto Group.

On December 23, 2017, Recology Sonoma Marin (Recology) officially purchased Ratto’s assets and took over the remainder of the Franchise Agreement with the City of Healdsburg. The City entered into an updated Franchise Agreement (Agreement) with Recology beginning January 1, 2021, and expiring on December 31, 2035.

As a part of the exclusive Agreement, the City authorizes Recology to set the rates it charges customers for the refuse-related services in amounts that do not exceed the maximum rates identified in Agreement. Per Section 7.3 of the Agreement, each October, Recology may request annual adjustments to the maximum rates that it charges customers in Healdsburg, with such changes becoming effective each January. R3 Consulting Group, Inc. (R3) was engaged by the City to conduct an independent third-party review of Recology’s Refuse Rate Index (RRI) application for a rate increase effective as of January 1st.

The City may review the annual rate adjustments for reasonableness and accuracy prior to approving increases as allowed per the franchise agreement. Section 7.5 of the franchise

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agreement defines the dispute resolution process in the event the City denies a special rate increase, but there is no process for denial of a regular annual rate increase. Denial of a correctly requested and completed annual increase may be considered breach of contract.

DISCUSSION/ANALYSIS:

Recology submitted RRI calculations which were then reviewed and affirmed by R3. Based on the calculations:
• Residential customer rates will increase between 0.26% to 1.68%, depending on the cart size; and
• Commercial customer rates will increase between 0.22% to 2.37%, depending on the bin size and pick up frequency.

Customer Rate Components:

The RRI adjustment consists of five separate components that are added together to calculate the customer rates. The five components that determine the customer rates are the collection component, disposal component, compostable materials processing fee component, retroactive rate pass-through component, and franchise fee component.

Collection Component: The collection component is associated with the cost of collection services. This component is adjusted with the RRI adjustment calculation, which is based off the change in the market from one year to the next, similar to a CPI adjustment. The collection component was adjusted by a factor of –2.67% for rates effective January 1, 2025.

Disposal Component: The disposal component is associated with the cost of disposing the collected material. The Disposal Tipping Fee Component of the collection Rates shall be based on the actual cost to Dispose Solid Waste at the Designated Disposal or Transfer Facility (the disposal tip fee). The Disposal Tipping Fee Component of each Rate shall be adjusted by the percentage change in the disposal tip fee over the 12 months preceding the October 1st due date for Contractor’s Rate adjustment request. The landfill tipping fee went from $155.47 (effective April 1, 2023), to $164.92 per ton (effective April 1, 2024). This represents a 6.1% increase over the current disposal fee component.

Compostable Materials Processing Component: The compostable materials processing component is associated with the cost of processing organic material into compost. This cost is passed through to the customer. This component is adjusted based directly on the adjustment of compostable materials processing facilities fees. The tipping fee went from the April 1, 2023, rate of $106.84 to $116.08 per ton, which became effective on April 1, 2024. This results in an increase of 8.6% for the compostable materials processing component.

Retroactive Rate Pass Through Adjustment: The solid waste tipping fee, and compostable materials processing tipping fees are adjusted by the County on April 1st of each year, while the Franchise Agreement has annual adjustments to the collection rates for Healdsburg customers on January 1st of the year. This difference in rate adjustments, between April 1st and December 31st, causes Recology to accrue tipping fee costs that are not covered by the customer service rates during that nine-month gap.

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Retroactive rate pass through adjustment calculations were added to the base components to recapture the cost accrued by Recology for the nine-month period (April 1st to December 31st), which included adjustments for the disposal tipping fee and compostable material processing fee.

This was calculated by taking the difference in the previous components and the current components and multiplying that by a factor of nine. This represents the accumulated cost of the components over a nine-month period, which is the time discrepancies between the tipping fee adjustments (April 1, 2024), and the customer rate adjustment (January 1, 2025). The accumulated cost was then divided by 12, which effectively spreads out the cost over a twelvemonth period.

Franchise Fee Component: The Franchise Fee component is 10% of the gross customer service rate. This component does not change.

The residential rates are as follows:

Cart Size Current Rates
Calculated Rates
(Effective January 1,
2025)
Rate Increase
20-Gallon $24.23 $24.63 $0.40
32-Gallon $32.08 $32.34 $0.26
64-Gallon $45.96 $46.08 $0.12
96-Gallon $62.21 $62.45 $0.24
The full rate schedule is found in Attachment A.

ALTERNATIVES:

Staff has identified no alternatives that would allow the City to continue to provide garbage and recycling services to the City under the current contract.

FISCAL IMPACT:

The current Agreement requires Recology to provide garbage service to all City facilities at no cost to the City. Therefore, there will be no fiscal impact to the City’s operating funds due to the rate increase. However, Franchise fees are collected based on 10% of gross customer rates so there will likely be a proportional increase in the amount of franchise fees received. Franchise fees are received in the general fund to support City costs associated with managing the agreement, charges related to using property in the right-of-way and mitigating the impacts to street pavement.

ENVIRONMENTAL ANALYSIS:

Adoption of the rate schedule would create no potential environmental impacts as the rate changes do not change to the level or frequency of solid waste services being performed.

Therefore, there is no possibility that the adoption of the revised rate schedule will have a significant effect on the environment. Under the general rule of the California Environmental Quality Act (“CEQA”), adoption of the revised rate schedule is not subject to environmental review (CEQA Guidelines Section 15061(b)(3)).

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ATTACHMENT(S):

Resolution
Healdsburg 2025 RRI Final Memorandum

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CITY OF HEALDSBURG
RESOLUTION NO. ______-2024

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HEALDSBURG APPROVING MAXIMUM AUTHORIZED

RATES FOR REFUSE COLLECTION AND DISPOSAL
SERVICES FEES EFFECTIVE AS OF THE JANUARY 2025

BILLING CYCLE
WHEREAS, the City Council of the City of Healdsburg is desirous of maintaining and supporting the City’s established garbage collection, recycling, construction and demolition, and green waste diversion programs; while the City maintains and implements its authority to regulate those services in accordance with California Health and Safety Code sections 5470 et seq., and California Public Resources Code Section 40059; and
WHEREAS, under the Franchise Agreement (Agreement) between the City of Healdsburg and Recology Sonoma Marin (Recology), the City grants the exclusive franchise to Recology to provide refuse collection, including construction and demolition debris, to its customers in the City, and the City limits Recology’s authority to charge customers for those services in amounts not greater than the maximum rates set forth in the Agreement; and

WHEREAS, the Agreement includes a process by which Recology may request an annual adjustment to the maximum rates based on the Refuse Rate Index (“RRI”) formula, plus any increases in the tipping fees and composting fees as approved by the County Board of Supervisors, and Recology submitted a timely request for an RRI adjustment; and WHEREAS, staff has reviewed the supporting documentation submitted by Recology and found it to be consistent with the provisions contained in the Agreement for a rate increase; and WHEREAS, authorization of Recology’s proposed maximum permissible solid waste rates would create no potential environmental impacts as the proposed rate changes do not change the level or frequency of solid waste services being performed; therefore, there is no possibility that the authorization of the revised maximum rate schedule will have a significant effect on the environment; and
WHEREAS, the City Council finds and determines that, under California Environmental Quality Act, CEQA Guidelines Section 15061(b)(3) authorization of the revised maximum rate schedule is not subject to environmental review; and
WHEREAS, rates for solid waste service are set and imposed by Recology, and by adopting this resolution, the City does not intend to impose any rates, fees, or charges.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Healdsburg hereby authorizes the revised maximum rates for refuse collection and disposal per the attached exhibit to be effective the January 2025 billing cycle.

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Packet Pg. 225 Attachment: Resolution (4674 : 2025 Waste Rate Adjustment) Resolution No. -2024

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Healdsburg City CouncilDecember 2, 2024

Healdsburg City Council
December 2, 2024