Hollister City Council
June 18, 2024

ATTACHMENT C
Exhibit 2
400 Block Proposal Sheet
This sheet shall be submitted with proposals and will be available to review immediately by all bidders. The City Clerk or Designee will read the information aloud to attendees. Please summarize.

Proposed Purchase Price S 3 9O. t7
Proposed Terms of Purchase C L.L.c ;i r-G ( L A f t;l )C 6.inr4 peErivi
Proposed Use of Property 11I I 7

ATTACHMENT C
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STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Fire-2024-08

AGENDA ITEM: A RESOLUTION APPROVING A PROFESSIONAL SERVICES

AGREEMENT WITH CSG CONSULTANTS FOR FIRE PLAN REVIEW SERVICES

DEPARTMENT: Fire
DEPARTMENT HEAD: Jonathan Goulding, Fire Chief
STAFF CONTACT: Carlos Bedolla, Fire Marshal

RECOMMENDED ACTION: Adopt a resolution approving a Professional Services Agreement with CSG Consultants to provide Fire Plan Review Services and authorize the Mayor to sign the agreement.

DISCUSSION: The Hollister Fire Department has been utilizing CSG Consultants for Fire Plan Review Services for five (5) years. CSG Consultants reviews plans on an as needed basis and provides recommendations of approval on various projects. The Hollister Fire Department has been working with CSG Consultants without a formal agreement and requests to execute a five (5) year agreement for their services. The Hollister Fire Department requested quotes from three (3) agencies and desires to utilize two (2) agencies for Fire Plan Review Services with CSG Consultants being one of the two. Of the quotes received, CSG Consultants was one of the lowest quotes received.

FISCAL IMPACT: Not to exceed $10,000 per year – Fund 101

PREVIOUS COUNCIL OR COMMISSION ACTION: N/A

CEQA: N/A

ATTACHMENTS:

1. Resolution

2. Agreement signed by CSG Consultants

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

APPROVING AN AGREEMENT WITH CSG CONSULTANTS TO

PROVIDE FIRE PLAN REVIEW SERVICES AND AUTHORIZING THE
MAYOR TO SIGN THE AGREEMENT.

WHEREAS, Hollister Fire Department desires to enter into an agreement with two (2) Fire Plan Review Consultants; and

WHEREAS, Hollister Fire Department desires to enter into an agreement with CSG Consultants as they have an established relationship with the City of Hollister by providing Fire Plan Review services for 5 years at a rate of $125.00 per hour; and

WHEREAS, the Hollister Fire Department requested quotes from three (3) agencies and CSG Consultants was the lowest available quote; and

WHEREAS, CSG Consultants will review plans and provide recommendations of approval on Fire Suppression Systems; and

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister will enter into an agreement with CSG Consultants for five (5) years.

PASSED, APPROVED, AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18th, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct cop y of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18th, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18th, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Fire-2024-06

AGENDA ITEM: A RESOLUTION APPROVING A PROFESSIONAL SERVICES

AGREEMENT WITH CARMEL FIRE PROTECTION FOR FIRE PLAN REVIEW

SERVICES

DEPARTMENT: Fire
DEPARTMENT HEAD: Jonathan Goulding, Fire Chief
STAFF CONTACT: Carlos Bedolla, Fire Marshal

RECOMMENDED ACTION: Adopt a resolution approving a Professional Services Agreement with Carmel Fire Protection to provide Fire Plan Review Services and authorize the Mayor to sign the agreement.

DISCUSSION: The Hollister Fire Department has been utilizing Carmel Fire Protection for Fire Plan Review Services for over five (5) years. Carmel Fire Protection reviews plans on an as needed basis and provides recommendations of approval on various projects. The Hollister Fire Department has been working with Carmel Fire Protection without a formal agreement and requests to execute a five (5) year agreement for their services. The Hollister Fire Department requested quotes from th ree (3) agencies and desires to utilize two (2) agencies for Fire Plan Review Services with Carmel Fire Protection being one of the two. Of the quotes received, Carmel Fire Protection is considered one of the lowest quotes with a flat rate of $200.00 per plan review.

Additionally, Carmel Fire Protection has been able to provide above satisfactory work and can complete plan reviews on an expedited timeline at no additional cost.

FISCAL IMPACT: Not to exceed $10,000 per year – Fund 101

PREVIOUS COUNCIL OR COMMISSION ACTION: N/A

CEQA: N/A

ATTACHMENTS:

1. Resolution

2. Agreement with Carmel Fire Protection

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

APPROVING AN AGREEMENT WITH CARMEL FIRE PROTECTION TO

PROVIDE FIRE PLAN REVIEW SERVICES AND AUTHORIZING THE
MAYOR TO SIGN THE AGREEMENT.

WHEREAS, Hollister Fire Department desires to enter into an agreement with two (2) Fire Plan Review Consultants; and

WHEREAS, Hollister Fire Department desires to utilize Fire Plan Review Services by Carmel Fire Protection as one of the two consultants;

WHEREAS, Hollister Fire Department desires to enter into an agreement with Carmel Fire Protection as they have an established relationship with the City of Hollister by providing above satisfactory Fire Plan Review Services for over 5 years at a rate of $200.00 per plan review; and

WHEREAS, the Hollister Fire Department requested quotes from three (3) agencies and Carmel Fire Protection can provide expedited review at a flat rate of $200.00 per plan review; and

WHEREAS, Carmel Fire Protection will review plans and provide recommendations of approval on Fire Suppression Systems; and

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister will enter into an agreement with Carmel Fire Protection for five (5) years.

PASSED, APPROVED, AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18th, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18th, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18th, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT
FOR

PLAN REVIEW SERVICES

THIS AGREEMENT, made and entered into this 1st day of July 2024, by and between the City of Hollister, California, a municipal corporation, ("City,") and Carmel Fire Protection, (“Contractor”).

1. Description of Project: City desires to retain a contractor to Plan Review Services as set forth in Exhibit “A”, ("the Project"), and to engage Contractor to provide the required professional services relating to the project.

2. Scope of Services - Basic; Completion: Contractor shall perform those basic services in connection with the project as are set forth more particularly in EXHIBIT "A" entitled "SCOPE OF CONTRACTOR SERVICES - BASIC, COMPLETION SCHEDULE" and shall complete said services in accordance with the completion schedule for them incorporated in said Exhibit.

3. Scope of Services - Additional, Completion Schedule: It is understood by City and Contractor that it may be necessary, in connection with the project, for Contractor to perform or secure the performance of services other than those set forth in EXHIBIT "A". In each such instance, Contractor shall advise the City, in advance and in writing, of the need for such additional services, their cost and the estimated time required to perform them (if applicable). Contractor shall not proceed to perform any such required additional services until City has determined that such service is beyond the scope of the basic services to be provided, is required, and has given written authorization to perform or obtain it. Each additional service so authorized shall constitute an amendment to this Agreement, shall be identified and sequentially numbered as "Additional Contractor Service No. 1" and so forth, shall be subject to all of the provisions of this Agreement, and shall be attached as a new exhibit entitled "Exhibit D: SCOPE OF CONTRACTOR SERVICES - ADDITIONAL; COMPLETION SCHEDULE."

4. Changes to Scope of Work - Basic Services: City may at any time and, upon a minimum of ten (10) days' written notice, modify the scope of basic services to be provided under this Agreement. Contractor shall, upon receipt of said notice, determine the impact on both time and compensation of such change in scope and notify City in writing. Upon agreement between City and Contractor as to the extent of said impacts to time and compensation, an amendment to this Agreement shall be prepared describing such changes. Execution of the amendment by City and Contractor shall constitute the Contractor's notice to proceed with the changed scope.

5. Compensation; Retention: Contractor shall be compensated for services rendered to City pursuant to this Agreement periodically in the amounts, manner and in accordance with the payment schedule as set forth in EXHIBIT "B" entitled "COMPENSATION" as determined by the rates listed in ATTACHMENT “A”. Amounts due to Contractor from City for services rendered shall be evidenced by the submission to City by Contractor of an invoice, prepared in a form satisfactory to City, setting forth the amount of compensation due for the period covered.

Each such invoice shall be forwarded to City so as to reach it on or before the fifteenth (15th) day of the month next following the month, or other applicable period, for which the services invoiced were provided. All such invoices shall be in full accordance with any and all applicable provisions of this Agreement. City will make payment on each such invoice within thirty (30) days of its receipt, provided, however, that if Contractor submits an invoice which is incorrect, incomplete, or not in accordance with the provisions of this Agreement, then City shall not be obligated to process any payment to Contractor until a correct and complying invoice has been submitted.

6. Responsibility of Contractor: By executing this Agreement, Contractor warrants to City that Contractor possesses, or will arrange to secure from others, all of the necessary professional capabilities, experience, resources and facilities necessary to provide to City the services contemplated under this Agreement. Contractor further warrants that it will follow the best current, generally accepted professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding the project for which services are rendered under this Agreement.

7. Responsibility of City: To the extent appropriate to this project, City agrees to:

7.1 Assist Contractor by placing at its disposal all available information pertinent to the project, including previous reports and any other relevant data.

7.2 Guarantee access to and make all provision for Contractor to enter upon public and private property as required for Contractor to perform its services.

7.3 Examine all studies, reports, specifications, proposals, and other documents prepared and presented by Contractor, and render verbally or in writing as may be appropriate, decisions pertaining thereto within a reasonable time so as not to delay the progress of the work by Contractor.

7.4 Designate in writing a person to act as City's representative with respect to work to be performed under this Agreement. Such person shall have complete authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to materials, equipment, elements and systems pertinent to Contractor's services.

8. Indemnification: Contractor shall indemnify, defend with counsel approved by City, and hold harmless City, its officers, officials, employees and agents from and against any and all liability, loss, damage, expense, and cost (including without limitation, attorney fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Contractor’s negligence, recklessness, or willful misconduct of Contractor hereunder or its failure to comply with any of its obligations contained in this Agreement.

9. Insurance: Contractor shall procure and maintain, for the duration of the contract, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work b y the Contractor, his agents, representatives, employees or subcontractors. The minimum scope and limit of insurance is contained in EXHIBIT “E”.

10. Confidentiality: All City information disclosed to Contractor during the course of performance of services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties except as authorized by City, or required by law.

11. Conflict of Interest: Contractor warrants that neither Contractor, nor any of its employees, agents or subcontractors, has a conflict of interest with respect to the work to be performed under this Agreement, nor shall such individuals, during this term of this Agreement, acquire any interest which would conflict in any manner with the performances of services hereunder.

12. Nondiscrimination: During the performance of this Agreement, Contractor will not discriminate against any employee or applicant for employment because of race, religion, creed, color, national origin, gender, sexual orientation, or age. Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, creed, color, national origin, gender, sexual orientation, or age.

13. Independent Contractor: City and Contractor agree that the relationship between them created by this Agreement is that of an independent contractor. Contractor shall be solely responsible for the conduct and control of the work performed under this Agreement.

Contractor shall be free to render professional consulting services to others during the term of this Agreement, so long as such activities do not interfere with or diminish Contractor's ability to fulfill the obligations established herein to City.

14. Notice to Proceed; Progress; Completion: Upon execution of this Agreement by the parties, City shall give Contractor written notice to proceed with the work. Such notice may authorize Contractor to render all of the services contemplated herein, or such portions or phases as may be mutually agreed upon. In the latter event, City shall, in its sole discretion, issue

subsequent notices from time to time regarding further portions or phases of the work. Upon receipt of such notices, Contractor shall diligently proceed with the work authorized and complete it within the agreed time period.

15. Ownership of Documents. Title to all documents, drawings, specifications, and work product performed under this Agreement shall vest with City at such time as City has compensated Contractor, as provided herein, for those services rendered by Contractor.

16. Designation of Key Personnel: The individuals specified in the attached EXHIBIT "C" shall provide the services set forth herein and shall be the persons primarily in charge of such work. No other individuals may provide services for Contractor on this project without first obtaining the written approval of the city manager.

17. Mistake of Fact. Each party understands that if any fact with respect to any matter covered by this Agreement is found hereafter to be other or different from the facts now believed by that party to be true, such party expressly accepts and assumes the risk of such possible differences in fact and agrees that this Agreement shall be in all respects effective and not subject to termination or rescission by reason of any such difference in facts.

18. Term; Termination: The term of this Agreement shall commence upon the date of this Agreement and shall terminate after five (5) years. Notwithstanding the foregoing, City may, in its sole discretion, terminate this Agreement at any time and for any reason whatsoever by giving at least ten (10) days prior written notice of such termination to Contractor. In this latter event, Contractor shall be entitled to compensation for all services rendered and work performed for City to the date of such termination.

19. Access to Records. Contractor shall maintain all books, records, documents, accounting ledgers, and similar materials relating to work performed for City under this Agreement on file for at least five (5) years following the date of final payment to Contractor by City. Any duly authorized representative(s) of City shall have access to such records for the purpose of inspection, audit and copying at reasonable times, during Contractor's usual and customary business hours. Contractor shall provide proper facilities to City's representative(s) for access and inspection.

20. Assignment. This Agreement is binding on the heirs, successors, and assigns of the parties hereto and shall not be assigned by either City or Contractor without the prior written consent of the other. Any attempt by City or Contractor to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.

21. Compliance with Laws, Rules, Regulations. All services performed by Contractor pursuant to this Agreement shall be performed in full compliance with all applicable federal, state, and City laws, including any rules, standards or regulations promulgated thereunder.

22. Exhibits Incorporated. All Exhibits referred to in this Agreement and attached to it are hereby incorporated in it by this reference.

23. Integration; Amendment. This Agreement represents the entire understanding of City and Contractor as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered in it. This Agreement may not be modified or altered except by amendment in writing sign by both parties.

24. Severability. If any part of this Agreement is found to be in conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of the Agreement shall continue to be in full force and effect.

25. Waiver/Validity. Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver of any other condition of performance under this Agreement. The acceptance by the City of the performance of any work or services by Contractor shall not be deemed to be a waiver of any term or condition of this Agreement.

26. Jurisdiction: City and Contractor agree that the law governing this Agreement shall be that of the State of California. Any suit brought by either party against the other arising out of the performance of this Agreement shall be filed and maintained in the County of San Benito.

27. Notice: Any notices required to be given pursuant to this Agreement shall be deemed to have been given by their deposit, postage prepaid, in the United States Postal Service, addressed to the parties as follows:
a. To City:

Hollister Fire Department
110 Fifth Street
Hollister, CA 95023

b. To Contractor:

Carmel Fire Protection
P.O Box 7168
Carmel, CA 93921

Nothing hereinabove shall prevent either City or Contractor from personally delivering any such notices to the other.

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

CONTRACTOR: CITY OF HOLLISTER:

Art Black, Chief Mia Casey, Mayor

ATTEST

Jennifer Woodworth, MMC, City Clerk

APPROVED AS TO FORM:

City Attorney

EXHIBIT "A"

SCOPE OF SERVICES - BASIC COMPLETION SCHEDULE

SCOPE OF SERVICES
Contractor shall provide the following services:

1. Plan review for Fire Protection Systems

COMPLETION SCHEDULE
Complete plan reviews will be completed by contractor within 10 business days.

EXHIBIT "B"

COMPENSATION
City shall pay Contractor a total amount not to exceed $200 per plan review for a term of five (5) years.

EXHIBIT "C"

PROJECT STAFF

NAME TITLE
Art Black Chief

EXHIBIT “D”
SCOPE OF CONTRACTOR SERVICES - ADDITIONAL; COMPLETION SCHEDULE (IF

APPPLICABLE)

EXHIBIT “E”

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

3. Professional Liability (Errors and Omissions): Insurance appropriates to the Contractor’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. (If applicable – see footnote next page) If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The Entity, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used).

Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.

Umbrella or Excess Policy

The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity.

Waiver of Subrogation
Contractor hereby grants to Entity a waiver of any right to subrogation which any insurer of said Contractor may acquire against the Entity by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the Entity. The Entity may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or Entity. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 [fill in the amount for your comfort level for the specific Contractor and job – it could be much higher, or in the case of a very small Contractor, you might want it lower] unless approved in writing by Entity. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. Entity may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. Entity reserves the right to obtain a copy of any policies and endorsements for verification.

Acceptability of Insurers

Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the Entity.

Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

Verification of Coverage
Contractor shall furnish the Entity with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the Entity before work commences.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Special Risks or Circumstances
Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Fire-2024-07

AGENDA ITEM: A RESOLUTION APPROVING AN AGREEMENT WITH

COMMUNITY TREE SERVICE

DEPARTMENT: Fire
DEPARTMENT HEAD: Jonathan Goulding, Fire Chief
STAFF CONTACT: Alisia Corpuz, Senior Support Services Assistant

RECOMMENDED ACTION: Adopt a resolution approving an agreement with Community Tree Service to mitigate weeds on certain properties and authorize the Mayor to sign the agreements

DISCUSSION: On May 6, 2024, Hollister City Council approved Resolution 2024-69, declaring the condition of certain properties to constitute a public nuisance and ordered the abatement of weeds. Community Tree Service has established a relationship with the City of Hollister and mitigated weeds along San Juan Canyon and Cienega Roads through grant funds awarded by the City of Hollister.

The Department did not seek bids per Ordinance 1241, Chapter 3.06, Section 3.06.230 , where a single purchase of $10,000 or less only requires one quotation. During the last Weed Abatement season, the total cost for the abatement of said properties was under $6,000. This agreement would be for a one (1) year term.

FISCAL IMPACT: $10,000. The cost will be recovered from property owners.

PREVIOUS COUNCIL OR COMMISSION ACTION: The City Council held a public hearing on May 6, 2024 and approved Resolution 2024 -69, declaring the condition of certain properties to constitute a public nuisance and ordered the abatement of weeds.

CEQA: N/A

ATTACHMENTS:

1. Resolution

2. Agreement signed by Community Tree Service

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

APPROVING AN AGREEMENT WITH COMMUNITY TREE SERVICE TO

MITIGATE WEEDS ON CERTAIN PROPERTIES AND AUTHORIZE THE
MAYOR TO SIGN THE AGREEMENT.

WHEREAS, Hollister Fire Department desires to enter into an agreement with Community Tree Service; and

WHEREAS, Community Tree Service has established a relationship with the City of Hollister by mitigating weeds along San Juan Canyon and Cienega Roads through a grant awarded by the City of Hollister; and

WHEREAS, this agreement would be a separate agreement with Community Tree Services to be utilized for smaller jobs in the City of Hollister; and

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister will enter into an agreement with Community Tree Service for one (1) year.

PASSED, APPROVED, AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18th, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18th, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18th, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

{4882-2543-7368}

CITY OF HOLLISTER

SERVICES AGREEMENT
FOR

WEED AND BRUSH ABATEMENT SERVICES

This services agreement (“Agreement”) is made and entered into effective July 1, 2024 (the “Effective Date”), by and between the City of Hollister (“City”) and Community Tree Service, LLC (“Contractor” and together with City, the “Parties”).

1. Contractor Services. Contractor agrees to provide weed and brush abatement services to City (collectively, the “Basic Services”) (as further described in Exhibit A to this Agreement). Contractor shall provide services other than Basic Services (i.e., “Additional Services”) if directed in writing by City to perform specific Additional Services and if sufficient contract funds for Additional Services remain to pay for the directed Additional Services (see Section 5, below). “Services” shall mean Basic and Additional Services. Contractor agrees to perform such Services as expeditiously as is consistent with professional skill and care and the orderly progress of the Services. All services performed by the Contractor under this Agreement shall be conducted in a manner consistent with the level of care and skill ordinarily exercised by weed and brush abatement professionals specially qualified to provide the services required by the City.

2. Term. The term for performance of the Services shall begin on June 5, 2024 and shall end on June 5, 2025 (“Term”), except as otherwise stated in Section 4 below, and Contractor shall complete the Services within the Term. There shall be no extension of the Term without an amendment signed by all Parties and approved by the City’s governing board. Written notice by the City Manager or designee shall be sufficient to stop further performance of the Services by Contractor or the Contractor Parties. In the event of early termination, Contractor shall be paid for satisfactory Services performed to the date of termination. Upon payment by City, City shall be under no further obligation to Contractor, monetarily or otherwise, and City may proceed with the work in any manner City deems proper.

3. Contractor Qualifications. Contractor represents and warrants to City that Contractor, and all of Contractor’s employees, agents, or volunteers (the “Contractor Parties”), have in effect and shall maintain in full force throughout the Term of this Agreement all licenses, credentials, permits and any other qualifications required by law to perform the Services and to fully and faithfully satisfy all of the terms set forth in this Agreement. Contractor and any Contractor Parties performing Services shall be competent to perform those Services.

4. Termination. Either Party may terminate this Agreement at any time by giving thirty (30) days advance written notice to the other Party. Notwithstanding the foregoing, City may terminate this Agreement at any time by giving written notice to Contractor if: (1) Contractor materially breaches any of the terms of this Agreement; (2) any act or omission of Contractor or the Contractor Parties exposes City to potential liability or may cause an increase in City’s insurance premiums; (3) Contractor is adjudged as bankrupt; (4) Contractor makes a general assignment for the benefit of creditors; or (5) a receiver is appointed because of Contractor’s insolvency. Such termination shall be effective immediately upon Contractor’s receipt of the notice.

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5. Payment of Fees for Services. City agrees to pay Contractor based on a lump-sum price for Basic Services satisfactorily performed, based on the hourly rates listed in Exhibit B for any Additional Services satisfactorily performed. Contractor shall not increase these hourly rates over the course of this Agreement. Total fees paid by City to Contractor for Services under the Agreement shall not exceed Ten Thousand Dollars ($10,000.00), which consists of a lump-sum of Ten Thousand Dollars ($10,000.00) for performance of the Basic Services, and a not-to-exceed amount of Ten Thousand Dollars ($10,000.00) for performance of any Additional Services. City agrees to make payment for Basic Services within sixty (60) days of receipt of a detailed invoice from Contractor based on percentage of work completed, including any additional supporting documentation that City reasonably requests. City agrees to make payment for Additional Services within sixty (60) days of receipt of a detailed invoice from Contractor based on hours worked and hourly rates, including any additional supporting documentation that City reasonably requests. Contractor shall not submit its invoices to City more frequently than monthly.

5.1 Reimbursement for Certain Expenses. Contractor shall not be reimbursed directly for any of its expenses, as the fees to be paid under this Agreement include compensation for any and all of Contractor’s expenses.

6. Indemnity. Contractor shall defend, indemnify, and hold harmless City and its agents, representatives, officers, consultants, employees, and City Council (collectively, the “City Parties”), from and against any and all claims, demands, liabilities, damages, losses, suits and actions, and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and description (collectively, the “Claims”), directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful misconduct of Contractor, the Contractor Parties or their respective agents, subcontractors, employees, material or equipment suppliers, invitees, or licensees in the performance of or failure to perform Contractor’s obligations under this Agreement, including, but not limited to Contractor’s or the Contractor Parties’ use of the site, Contractor’s or the Contractor Parties’ performance of the Services, Contractor’s or the Contractor Parties’ breach of any of the representations or warranties contained in this Agreement, for injury to or death of persons, damage to property, or delay or damage to the City or the City Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity, which would otherwise exist as to a Party, person, or entity described in this paragraph. The indemnification provided for in this Section 6 includes, without limitation to the foregoing, claims that may be made against City by any taxing authority asserting that an employer-employee relationship exists by reason of this Agreement, and any claims made against City alleging civil rights violations by Contractor or Contractor Parties under the California Fair Employment and Housing Act (“FEHA”).

7. Equipment and Materials. Contractor at its sole cost and expense shall provide and furnish all tools, labor, materials, equipment, transportation services, and any other items (collectively, “Equipment”) which are required or necessary to perform the Services in a manner which is consistent with generally accepted standards of the profession for similar services. Notwithstanding the foregoing, City shall not be responsible for any damages to persons or property as a result of the use, misuse, or failure of any Equipment used by Contractor or the Contractor Parties, even if such Equipment is furnished, rented, or loaned to Contractor or the Contractor Parties by City. Furthermore, City may reject any Equipment or workmanship that does not conform to the requirements of this Agreement and Contractor must then promptly remedy or replace it at no additional cost to City and subject to City’s reasonable satisfaction.

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8. Insurance.

8.1 Comprehensive General Liability and Automobile Insurance. Without in any way limiting Contractor’s liability, or indemnification obligations set forth in Section 6 above, Contractor shall secure and maintain throughout the Term of this Agreement the following insurance: (i) comprehensive general liability insurance with limits of not less than two million dollars ($2,000,000) each occurrence and four million dollars ($4,000,000) in the aggregate; (ii) commercial automobile liability insurance with limits not less than one million dollars ($1,000,000) each occurrence and two million dollars ($2,000,000) in the aggregate; (iii) worker’s compensation insurance as required by Labor Code section 3200 et seq.; and (iv) professional liability insurance covering errors and omissions. Neither Contractor nor any of the Contractor Parties shall commence performing any portion of the Services until all required insurance has been obtained and certificates indicating the required coverages have been delivered to and approved by City. All insurance policies shall include an endorsement stating that City and City Parties are named additional insureds. All of the policies shall be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice has been given to City. If such a notice is not given or even if City receives a notice, City may, at its sole option, terminate this Agreement. All insurance policies shall include an endorsement stating that it is primary to any insurance or self-insurance maintained by City and shall waive all rights of subrogation against City and/or the City Parties. A copy of the declarations page of Contractor’s insurance policies shall be attached to this Agreement as proof of insurance.

8.2 Workers’ Compensation. Contractor shall maintain a policy of workers’ compensation insurance as required by Labor Code section 3200 et seq. during the duration of this Agreement. The Owner shall be named as an additional insured on the policy by endorsements, which will become a part of the Contract Documents. A certificate evidencing this coverage shall be filed with the City prior to the commencement of work under this Agreement. Notification by the carrier to the City at least thirty (30) days prior to cancellation, failure to renew, or other termination, is required.

9. Independent Contractor Status. The Parties agree that Contractor is free from the control and direction of City in connection with Contractor’s performance of the Services. Contractor is hereby retained to provide the specified Services for City, which are outside the usual course of City’s business. Contractor certifies that it is customarily engaged in an independently established trade, occupation, or business to provide the Services required by this Agreement. Contractor understands and agrees that Contractor and the Contractor Parties shall not be considered officers, employees, agents, partners, or joint venturers of City, and are not entitled to benefits of any kind or nature normally provided to employees of City and/or to which City’s employees are normally entitled.

10. Taxes. All payments made by City to Contractor pursuant to this Agreement shall be reported to the applicable federal and state taxing authorities as required. City will not withhold any money from fees payable to Contractor, including FICA (social security), state or federal unemployment insurance contributions, or state or federal income tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state, and local taxes or contributions, including unemployment insurance, social security, and income taxes with respect to Contractor and the Contractor Parties and otherwise in connection with this Agreement.

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11. Confidential Information. All City information disclosed to Contractor during the course of performance of Services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties excepts as authorized by City or required by law.

12. Designation of Key Personnel. The individuals specified in the attached Exhibit C shall provide the services set forth herein and shall be the persons primarily in charge of such work. No other individuals may provide services for Contractor on this project without first obtaining the written approval of the City Manager.

13. Assignment/Successors and Assigns. Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations under this Agreement without the prior written consent of City. Subject to the foregoing, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective Parties.

14. Conflict of Interest. Contractor warrants that neither Contractor, nor any of its employees, agents, or subcontractors, has an actual or potential conflict of interest with the City in respect to the Services to be performed under this Agreement for the City. None of such individuals shall, during this term of this Agreement, acquire any interest which conflicts, or could potentially conflict, in any manner with the interests of the City.

15. Notice to Proceed; Progress; Completion. Upon execution of this Agreement by the Parties and approval of it by the City Council, City shall give Contractor written notice to proceed with the Services. Such notice may authorize Contractor to render all of the Services contemplated herein, or such portions or phases as may be directed by the City. In the latter event, City shall, in its sole discretion, issue subsequent notices from time to time regarding further portions or phases of the Services. Upon receipt of such notices, Contractor shall diligently proceed with the Services authorized and complete it within the agreed time period.

16. Severability. If any provision of this Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.

17. Amendments. The terms of this Agreement shall not be waived, altered, modified, supplemented, or amended in any manner whatsoever except by written agreement signed by both Parties and approved by the City Council.

18. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this Agreement shall be brought solely in the Superior Court of the State of California for the County of San Benito subject to transfer of venue under applicable state law, provided that nothing in this Agreement shall constitute a waiver of immunity to suit by the City.

19. Written Notice. Written notice shall be deemed to have been duly served if delivered in person to Contractor at the address located next to the Party signatures below, or if delivered at or sent by registered or certified or overnight mail to the last business address known to the person who sends the notice.

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20. Compliance with Law. Each and every provision of law and clause required by law to be inserted into this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enforced as though it were included therein. Contractor shall comply with all applicable federal, state, and local laws, rules, regulations, and ordinances. Contractor agrees that it shall comply with all legal requirements for the performance of duties under this Agreement and that failure to do so shall constitute material breach.

20. Subcontractors. If Contractor shall subcontract any part of the work, Contractor shall be fully responsible to City for acts or omissions of Contractor’s subcontractors. Pursuant to Public Contract Code section 6109, no contractor may perform work on a public works project with a subcontractor who is ineligible to perform work on the project pursuant to California Labor Code sections 1777.1 or 1777.7.

21. Prevailing Wage. The project is a public work, the Work shall be performed as a public work and pursuant to the provisions of Section 1770 et seq. of the Labor Code of the state of California, which are hereby incorporated by reference and made a part hereof, the Director of Industrial Relations has determined the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in the locality in which the work is to be performed, for each craft, classification or type of worker needed to execute this Agreement. Per diem wages shall be deemed to include employer payments for health and welfare, pension, vacation, apprenticeship or other training programs, and similar purposes. Copies of the rates are on file at the City’s principal office. The rate of prevailing wage for any craft, classification, or type of workmanship to be employed on this project is the rate established by the applicable collective bargaining agreement which rate so provided is hereby adopted by reference and shall be effective for the life of this Agreement or until the Director of the Department of Industrial Relations determines that another rate be adopted. It shall be mandatory upon the Contractor and on any subcontractor to pay not less than the said specified rates to all workers employed in the execution of this Agreement.

The Contractor and any subcontractor under the Contractor as a penalty to the City shall forfeit not more than two hundred dollars ($200.00) for each calendar day or portion thereof for each worker paid less than the stipulated prevailing rates for such work or craft in which such worker is employed. The difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage rate shall be paid to each worker by the Contractor.

The Contractor and each subcontractor shall keep or cause to be kept an accurate record for work on this project showing the names, addresses, social security numbers, work classification, straight time and overtime hours worked, and occupations of all laborers, workers, and mechanics employed by them in connection with the performance of this Agreement or any subcontract thereunder, and showing also the actual per diem wage paid to each of such workers, which records shall be open at all reasonable hours to inspection by the City, its officers and agents and to the representatives of the Division of Labor Standards Enforcement of the State Department of Industrial Relations. Contractor and subcontractor shall comply with Labor Code section 1776.

The Contractor and each subcontractor shall furnish a certified copy of all payroll records directly to the Labor Commissioner.

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Public works projects shall be subject to compliance monitoring and enforcement by the Department of Industrial Relations. For all projects over twenty-five thousand dollars ($25,000.00), a contractor or subcontractor shall not be qualified to submit a bid or to be listed in a bid proposal subject to the requirements of Public Contract Code section 4104 unless currently registered and qualified under Labor Code section 1725.5 to perform public work as defined by division 2, part 7, chapter 1 (§§ 1720 et seq.) of the Labor Code. For all projects over twenty-five thousand dollars ($25,000.00), a contractor or subcontractor shall not be qualified to enter into, or engage in the performance of, any contract of public work (as defined by division 2, part 7, chapter 1 (§§ 1720 et seq.) of the Labor Code) unless currently registered and qualified under Labor Code, section 1725.5 to perform public works.

22. Working Hours. In accordance with the provisions of sections 1810 to 1815, inclusive, of the Labor Code of the state of California, which are hereby incorporated and made a part hereof, the time of service of any worker employed by the Contractor or a subcontractor doing or contracting to do any part of the work contemplated by this Agreement is limited and restricted to eight hours during any one calendar day and forty hours during any one calendar week, provided, that work may be performed by such employee in excess of said eight hours per day or forty hours per week provided that compensation for all hours worked in excess of eight hours per day, and forty hours per week, is paid at a rate not less than one and one-half (1½) times the basic rate of pay. The Contractor and every subcontractor shall keep an accurate record showing the name of and the actual hours worked each calendar day and each calendar week by each worker employed by them in connection with the work.

The records shall be kept open at all reasonable hours to inspection by representatives of the City and the Division of Labor Standards Enforcement. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25.00) for each worker employed in the execution of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day, and forty hours in any one calendar week, except as herein provided.

23. Apprentices. The Contractor agrees to comply with chapter 1, part 7, division 2, sections 1777.5 and 1777.6 of the California Labor Code, which are hereby incorporated and made a part hereof.

These sections require that contractors and subcontractors employ apprentices in apprenticeable occupations in a ratio of not less than one hour of apprentice’s work for each five hours of work performed by a journeyman (unless an exemption is granted in accordance with section 1777.5) and that contractors and subcontractors shall not discriminate among otherwise qualified employees as indentured apprentices on any public works solely on the ground of sex, race, religious creed, national origin, ancestry, or color. Only apprentices as defined in Labor Code section 3077, who are in training under apprenticeship standards and who have signed written apprentice agreements, will be employed on public works in apprenticeable occupations. The responsibility for compliance with these provisions is fixed with the Contractor for all apprenticeable occupations.

24. Contractor’s License, Registration and Compliance. In accordance with section 3300 of the Public Contract Code, Contractor has a Class “D-49” license which shall be maintained in good standing for the duration of Contractor’s work pursuant to the Agreement. Public works projects shall be subject to compliance monitoring and enforcement by the Department of Industrial Relations. The City shall not enter into any contract without proof of the Contractor’s current registration to perform public works under Labor Code section 1725.5. The Contractor shall not enter into any subcontract without proof of the subcontractor’s current registration to perform public work under Labor Code section 1725.5. A contractor or subcontractor shall not be qualified to enter into, or engage in the

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performance of, any contract of public work (as defined by division 2, part 7, chapter 1 (§§ 1720 et seq.) of the Labor Code) unless currently registered and qualified under Labor Code section 1725.5 to perform public works.

25. Non-Discrimination. There shall be no unlawful discrimination in the contracting of persons under this Agreement because of race, color, national origin, age, ancestry, religion, sex, or sexual orientation of such persons.

26. Attorneys’ Fees. If a party to this Agreement commences a legal action against the other party to enforce a provision of this Agreement or seek damages related to the services provided under this Agreement, the prevailing party in the legal action will be entitled to recover from the other party all of its reasonable litigation expense, costs, and fees actually incurred, including reasonable attorneys’ and experts’ fees.

27. Liability of City. Notwithstanding anything stated herein to the contrary, City shall not be liable for any special, consequential, indirect, or incidental damages, including but not limited to lost profits in connection with this Agreement.

28. Time. Time is of the essence for performance of the Services under this Agreement.

29. Waiver. No delay or omission by either Party in exercising any right under this Agreement shall operate as a waiver of that or any other right and no single or partial exercise of any right shall preclude either Party from any or further exercise of any right or remedy.

30. Reports. Contractor shall maintain complete and accurate records with respect to the Services rendered and the costs incurred under this Agreement, including records with respect to any payments to employees and subcontractors. All such records shall be prepared in accordance with generally accepted accounting procedures. Upon request, Contractor shall make such records available to City for the purpose of auditing and copying such records for a period of five years from the date of final payment under this Agreement.

31. Ownership of Documents. All plans, studies, drawings, calculations, reports, specifications, estimates, and other documents or any other works of authorship fixed in any tangible medium of expression, including but not limited to physical drawings, data magnetically or otherwise recorded on computer disks, or other writings prepared or caused to be prepared by the Contractor under this Agreement (“Documents”) shall be and shall remain the property of the City for all purposes, not only as they relate or may relate to the Services but as they relate or may relate to any other project.

Contractor will provide the City with a complete set of Documents, and will retain, on the City's behalf, the originals, or reproducible copies of all Documents, however stored, in the Contractor’s files for a period of no less than fifteen (15) years. Contractor shall promptly make available to City any original documents it has retained under this Agreement upon request by the City.

32. Entire Agreement. This Agreement is intended by the Parties as the final expression of their agreement with respect to such terms as are included herein and as the complete and exclusive statement of its terms and may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, nor explained or supplemented by evidence of consistent additional terms.

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33 Ambiguity. The Parties to this Agreement, and each of them, hereby represent that the language contained herein is to be construed as jointly proposed and jointly accepted, and in the event of any subsequent determination of ambiguity, all Parties shall be treated as equally responsible for such ambiguity.

34.Execution of Other Documents. The Parties to this Agreement shall cooperate fully in the execution of any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full force and effect to the terms and intent of this Agreement.

35.Execution in Counterparts. This Agreement may be executed in counterparts such that the signatures may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be deemed a fully executed agreement.

36.Warranty of Authority. The persons who have signed this Agreement warrant that they are legally authorized to do so on behalf of the respective parties, and by their signatures to bind the respective parties to this Agreement.

37.Mediation. A party to this Agreement shall, as a condition precedent to initiating any litigation against the other Party, demand mediation of any dispute. The Parties shall endeavor to include any third-party claimant in the mediation. The Parties shall select a mediator and schedule the mediation within thirty (30) days of the initial demand for mediation. If the parties cannot agree on a mediator, the mediator shall be appointed by JAMS. The parties to the mediation, including the Parties to this Agreement, shall pay equal shares of the mediator’s fees. Each party shall bear its own attorney’s fees related to the mediation.

35.Forms. Prior to performing any Services, Contractor shall prepare, execute, and submit all forms that may be required by law for this Agreement, including but not limited to an Iran Contract Act certification (Public Contract Code, § 2204). If a form is necessary, Contractor shall use the City’s versions of these forms, which the City shall make available upon request. * * * * * * * * * * * * * * * * * * * *
CITY OF HOLLISTER CONTRACTOR:
_Community Tree Service, LLC _________
By:

Name:

Title:

By:

Name:

Title:

Address for City Notices: Address for Contractor Notices:

Alex Craig
Executive Contract Specialist
416 Salinas Rd.

Royal Oaks, CA 95076

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EXHIBIT A

Scope of Services

Scope of Work
To supply all labor, materials, and equipment necessary to remove weeds, brush and other debris as designated by the City of Hollister Fire Department. The parcels of land will be specified by the Fire Department.

The abatement of weeds will be done by discing or most efficient means for specified parcel. All parcels shall be evaluated prior to abatement services for obstacles and obstructions such as pipes, abandoned septic tanks, etc.

Work will be started on specific parcels and in order of priority and public nuisance according to fire and health hazards as determined by the City of Hollister fire Department.

This contract shall be non-exclusive, and the City of Hollister expressly reserves the right to contract with other contracts to remove weeds and/or refuse under special assignment proceedings or otherwise if required.

Location
The property upon which abatement work shall be done consists of streets, parkways, sidewalks, parks, commercial or private property, vacant or otherwise, upon which weeds or refuse have become a nuisance. Contractors shall coordinate with the City of Hollister Fire Department on location(s) and date(s) of requested abatement. Maps and locations will be furnished at the time of assignment. It will be the intent of the Fire Department to combine, whenever possible, work locations which are in close proximity to each other.

Notification Procedure
Property owners will be notified by the City that they will have to abate their property. The contractor will be notified as well in preparation for abatement procedures if property owners fail to do so.

The City of Hollister Fire Department will inspect all parcels in a specified area and give the contractor a written list of parcels in that area which the contract is to abate and the approved date to stat work. No work shall be done on any parcel unless this notice is given. The approval to start work on specified parcel is automatically canceled if work is not started within five (5) days of the approved start date. No payment will be made for abatement work on any parcel unless the above conditions are met.

Discing
Discs shall be set at an angle sufficient to cut the sod growth loose and turn the existing growth under and each discing shall destroy and bury the growth of weeds existing at that time.

Discing equipment shall be operated so as not to break or damage concrete sidewalks, or other public improvements. Equipment shall be suitable to accomplish the discing as specified. Each discing shall leave the party clean and reasonably smooth.

In some cases, lots may require two (2) discings. Unless otherwise specified, the second discing shall not occur before thirty (30) days have elapsed from the date of the first discing and shall be approved by the city of Hollister fire Department prior to work.

Mowing
Mowing of lots may be allowed as an alternate method of abatement of weeds on certain lots, however, mowing will not be allowed where firebreaks are required. All mowing methods must be approved by the City of Hollister fire Department prior to abatement.

Note: The City of Hollister Fire Department shall reserve the right to determine acceptable

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methods of abatement to comply with City Ordinances and other methods as defined herin.

The contract shall also be required to cut fire breaks where required.

Equipment
The contractor shall provide adequate equipment suitable to meet the requirements of this contract and shall be approved by the City of Hollister Fire Department.

Debris Removal
The Contractor shall be responsible for the removal and disposal of all debris/refuse that will prevent discing and/or mowing each lot designated for abatement services. Large amounts of debris/refuse and /or unknown materials will be immediately brought to the attention of the city Fire Department prior to removal.

If locations require trimming of tree branches, all debris may be chipped and left on site upon approval of the City of Hollister Fire Department.

If locations require trimming of tree branches, all debris may be chipped and left on site upon approval of the Hollister Fire Department.

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EXHIBIT B

Hourly Rates

Labor
Equipment Operator $120
Landscape Maintenance Laborer $83
Tree Trimmer $117
Trimmer Trainee Start $95
Trimmer Trainee: 6-12 $102
Trimmer Trainee: 12+ $109
Ground Person Start $83
Ground Person 6+ $88
Equipment
Skid Steer with Mower Attachment $135
Tractor + Brush Mower $120

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EXHIBIT C

PROJECT STAFF

NAME TITLE

Ivan Garcia Project Supervisor/ Equipment Operator $48.50 (+ Benefits) TBD Landscape Maintenance Laborer >$23.58
TBD Tree Trimmer >$61.93
TBD Trimmer Trainee Start >$45.37
TBD Trimmer Trainee: 6-12 >$50.89
TBD Trimmer Trainee: 12+ >$56.42
TBD Ground Person Start >$35.24
TBD Ground Person 6+ >$38.11

*Rates given are paid to employees of CTS, including all benefits. Not bill rates for this project.

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-06

AGENDA ITEM: A RESOLUTION AUTHORIZING THE FISCAL YEAR 2024/2025 COMMUNITY FACILITIES DISTRICT #2 ANNUAL LEVY

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution authorizing the annual levy for Community Facilities District #2.

DISCUSSION: On July 6, 1995 the City Council of the City of Hollister adopted Resolution No. 95-95, establishing the formation of Community Facilities District No. 2 (“CFD 2” or the “District”) and the levy of the Special Tax.

In accordance with the Mello-Roos Act (the “Act”) and Resolution, parcels would be levied within the District which are not otherwise exempt from taxation under the Act or the Resolution of the special tax for fiscal year 2024/25. The rate determined and as set forth for this Community Facilities District does not exceed the amount as previously authorized by Resolution of this City Council. The special tax is collected in the same manner as ordinary and valorem property taxes are collected and is subject to the same penalties and same procedure and sale cases of any delinquency for ad valorem taxes.

FISCAL IMPACT: The City of Hollister contracts with Development and Public Finance, LLC (DPF) for the preparation of the annual levy in coordination with staff. The administrative costs for the preparation of the annual tax levies is ~$19,725.00, paid from the General Fund (101). Additionally, the City pays an administrative fee to San Benito County for the inclusion of the special tax upon the County’s property tax billing, rather than separately administering invoicing and payment processing for the collection of the special tax.

The property owners will pay all costs associated with the District. Taxes for CFD 2 are collected into Fund 218. Rates may vary by project as the actual costs of services for and services provided to each annexation area may be different.

PREVIOUS COUNCIL OR COMMISSION ACTION: On July 6, 1995 the Council of the City of Hollister adopted Resolution No. 95-95, establishing the formation of Community Facilities CFD 2 and the levy of the Special Tax.

CEQA: The Annual Levy does not constitute a project under the California Environmental Quality Act.

ATTACHMENTS:

1. Resolution

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2 (POLICE AND FIRE SERVICES) AUTHORIZING THE ANNUAL LEVY OF SPECIAL TAXES FOR FISCAL YEAR 2014/25

WHEREAS, the City Council (the “Council”) of the City of Hollister (the “City”) previously undertaken proceedings and established Community Facilities District No. 2 ("District") pursuant to Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311 of the California Government Code, commonly known as the "Mello -Roos Community Facilities Act of 1982 (the “Act”) to authorize the levy of special taxes upon land within the District; and

WHEREAS, the District will finance authorized services stated in the rate and method of apportionment of the special tax, which is on file with the City Clerk; and

WHEREAS, the City Council, by Resolution No. 95-95 as authorized by Section 53340 of the Code, has authorized the levy of a special tax to pay for costs and e xpenses related to said District to be collected for the next fiscal year

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister, does hereby resolve as follows:

SECTION 1

The above recitals are true and correct.

SECTION 2

That in accordance with the Act and the Ordinance, there is hereby levied upon all parcels within the District which are not otherwise exempt from taxation under the Act or the Ordinance the special taxes for fiscal year 2024/25 at the rates set forth in the attached referenced and incorporated Exhibit A. The City Manager or their designee is hereby directed to prepare and file with the City Clerk a list of the exact amount of the special tax for each lot or parcel of land in accordance with this Resolution (the “2024/2025 Roll”)

SECTION 3

That the rate determined and as set forth above does not exceed the amount as previously authorized by Ordinance of this City Council, and is not in excess of that as previously approved by the qualified electors of the District, and is exempt from Proposition 218, Section XIIID of the California State Constitution.

SECTION 4

Resolution No. 2024-XX

That the proceeds of the special tax shall be used to pay, in whole or in part, the costs of police and fire services for parcels within the District, as well as incidental expenses of the District, including costs incurred to determine the amount of and collection of special taxes and costs otherwise incurred to carry out the authorized purposes of the District. The proceeds shall not be used for any other purposes.

SECTION 5

The special tax shall be collected in the same manner as ordinary ad valorem property taxes are collected, and shall be subject to the same penalties and same procedure and sale cases of any delinquency for ad valorem taxes, and the tax collector is hereby authorized to deduce any reasonable administrative costs incurred in collecting any said special tax.

SECTION 6

All monies above collected shall be paid into the District funds, including any reserve fund.

SECTION 7

The City Clerk is hereby authorized to transmit a certified copy of this Resolution to the County of San Benito (“County”) Office of Auditor-Controller (“County Auditor”). The County Auditor is hereby directed to enter in the next County assessment roll on which taxes become due, opposite each lot or parcel of land effected the installment of the special tax, and for the exact rate and amount of said tax, reference is made to the attached Exhibit A.

SECTION 8

This Resolution shall take effect immediately upon its final passage and adoption in accordance with provisions of Government Code 53340, as amended .

BE IT FURTHER RESOLVED, that the City Council of the City of Hollister approves the special tax levy for the District for fiscal year 2024/25.

Resolution No. 2024-XX

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

Resolution No. 2024-XX

EXHIBIT A

COMMUNITY FACILITIES DISTRICT NO. 2
(Police and Fire Services)

FISCAL YEAR 2024/25

SPECIAL TAX RATES

Base Year for CFD No. 2 Tax FY 24/25 Maximum Tax Rate
FY 1995 $573.34
FY 1999 $528.72
FY 2000 $509.37
FY 2003 $451.06

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-07

AGENDA ITEM: A RESOLUTION AUTHORIZING THE FISCAL YEAR 2024/2025 COMMUNITY FACILITIES DISTRICT #4 ANNUAL LEVY

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution authorizing the annual levy for Community Facilities District #4.

DISCUSSION: On July 21, 2014 the City Council of the City of Hollister adopted Resolution No. 2014-143 establishing the formation of Community Facilities District No. 4 (“CFD 4” or the “District”) and the levy of the Special Tax.

In accordance with the Mello-Roos Act (the “Act”) and Resolution, parcels would be levied within the District which are not otherwise exempt from taxation under the Act or the Resolution of the special tax for fiscal year 2024/25. The rate determined and as set forth for this Community Facilities District does not exceed the amo unt as previously authorized by Resolution of this City Council. The special tax is collected in the same manner as ordinary and valorem property taxes are collected and is subject to the same penalties and same procedure and sale cases of any delinquency for ad valorem taxes.

FISCAL IMPACT: The City of Hollister contracts with Development and Public Finance, LLC (DPF) for the preparation of the annual levy in coordination with staff. The administrative costs for the preparation of the annual tax levies are ~$19,725.00, paid from the General Fund (101). Additionally, the City pays an administrative fee to San Benito County for the inclusion of the special tax upon the County’s property tax billing, rather than separately administering invoicing and payment processing for the collection of the special tax.

The property owners will pay all costs associated with the District. Taxes for CFD 4 are collected into Fund 712. Rates may vary by project as the actual costs of services for and services provided to each annexation area may be different.

PREVIOUS COUNCIL OR COMMISSION ACTION: On July 21. 2014, the Council of the City of Hollister adopted Resolution No. 2014-143, establishing the formation of Community Facilities CFD 4 and the levy of the Special Tax.

CEQA: The Annual Levy does not constitute a project under the California Environmental Quality Act.

ATTACHMENTS:

1. Resolution Authorizing the Annual Levy of Special Taxes for Fiscal Year 2024/25 for CFD 4

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 4 (PUBLIC SERVICES) AUTHORIZING THE ANNUAL LEVY OF
SPECIAL TAXES FOR FISCAL YEAR 2014/25

WHEREAS, the City Council (the “Council”) of the City of Hollister (the “City”) previously undertaken proceedings and established Community Facilities District No. 4 ("District") pursuant to Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311 of the California Government Code, commonly known as the "Mello-Roos Community Facilities Act of 1982 (the “Act”) to authorize the levy of special taxes upon land within the District; and

WHEREAS, the District will finance authorized services stated in the rate and method of apportionment of the special tax, which is on file with the City Clerk; and

WHEREAS, the City Council, by Resolution No. 2014-143 as authorized by Section 53340 of the Code, has authorized the levy of a special tax to pay for costs and exp enses related to said District to be collected for the next fiscal year

NOW, THEREFORE, BE IT RESOLVED, the City Council of the City of Hollister, does hereby resolve as follows:

SECTION 1

The above recitals are true and correct.

SECTION 2

That in accordance with the Act and the Ordinance, there is hereby levied upon all parcels within the District which are not otherwise exempt from taxation under the Act or the Ordinance the special taxes for fiscal year 2024/25 at the rates set forth in the attached referenced and incorporated Exhibit A. The City Manager or their designee is hereby directed to prepare and file with the City Clerk a list of the exact amount of the special tax for each lot or parcel of land in accordance with this Resolution (the “2024/2025 Roll”)

SECTION 3

That the rate determined and as set forth above does not exceed the amount as previously authorized by Ordinance of this City Council, and is not in excess of that as previously approved by the qualified electors of the District, and is exempt from Proposition 218, Section XIIID of the California State Constitution.

Resolution No. 2024-XX

SECTION 4

That the proceeds of the special tax shall be used to pay, in whole or in part, the costs of maintaining certain public facilities for parcels within the District, as well as incidental expenses of the District, including costs incurred to determine the amount of and collection of special taxes and costs otherwise incurred to carry out the authorized purposes of the District. The proceeds shall not be used for any other purposes.

SECTION 5

The special tax shall be collected in the same manner as ordinary ad valorem property taxes are collected, and shall be subject to the same penalties and same procedure and sale cases of any delinquency for ad valorem taxes, and the tax collector is hereby authorized to deduce any reasonable administrative costs incurred in collecting any said special tax.

SECTION 6

All monies above collected shall be paid into the District funds, including any reserve fund.

SECTION 7

The City Clerk is hereby authorized to transmit a certified copy of this Resolution to the County of San Benito (“County”) Office of Auditor-Controller (“County Auditor”). The County Auditor is hereby directed to enter in the next County assessment roll on which taxes become due, opposite each lot or parcel of land effected the installment of the special tax, and for the exact rate and amount of said tax, reference is made to the attached Exhibit A.

SECTION 8

This Resolution shall take effect immediately upon its final passage and adoption in accordance with provisions of Government Code 53340, as amended .

BE IT FURTHER RESOLVED, that the City Council of the City of Hollister approves the special tax levy for the District for fiscal year 2024/25.

Resolution No. 2024-XX

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

Resolution No. 2024-XX

EXHIBIT A

COMMUNITY FACILITIES DISTRICT NO. 4
(Public Services)

FISCAL YEAR 2024/25

SPECIAL TAX RATES

Tax Zone Tax Per Tax per Tax per Tax Per
Number DU SFD MF Acre
1 271.03$ 271.03$ 271.03$ -$ 1,890.60$ 2 373.46$ 373.46$ 373.46$ -$ 2,635.79$ 3 260.53$ 260.53$ 260.53$ -$ 2,508.16$ 4 91.12$ 91.12$ 91.12$ -$ 2,738.65$ 5 141.17$ 141.17$ 141.17$ -$ 1,872.44$ 6 526.19$ 526.19$ 526.19$ -$ 4,067.08$ 7 500.52$ 500.52$ 500.52$ -$ 6,244.37$ 8 NA 134.75$ 84.70$ -$ NA
9 231.01$ 231.01$ 231.01$ -$ 1,955.47$ 10 410.68$ 410.68$ 410.68$ -$ 1,876.16$ 11 205.34$ 205.34$ 205.34$ -$ 2,836.55$ 12 NA NA NA -$ 2,974.10$
13 609.20$ 609.20$ 609.20$ -$ 2,912.41$ 14 NA 1,033.53$ 786.63$ -$ 8,653.38$
15 570.26$ 570.26$ 570.26$ -$ 2,912.41$ 16 NA 752.36$ 616.99$ -$ 12,612.87$
17 NA 863.78$ 708.04$ -$ 6,174.65$
18 NA 311.49$ 173.71$ -$ 3,737.86$
19 NA 1,141.41$ 913.13$ -$ 4,999.73$
20 NA 1,505.78$ 1,204.63$ -$ 7,985.07$
21 NA 1,221.26$ 977.23$ -$ 7,913.42$

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-08

AGENDA ITEM: A RESOLUTION AUTHORIZING THE FISCAL YEAR 2024/2025 COMMUNITY FACILITIES DISTRICT #5 ANNUAL LEVY

DEPARTMENT: Development Services
DEPARTMENT HEAD: Christine Hopper, Development Services Director STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution authorizing the annual levy for Community Facilities District #5.

DISCUSSION: On June 18, 2018 the City Council of the City of Hollister adopted Resolution No. 2018-197, establishing the formation of Community Facilities District No. 5 (“CFD 5” or the “District”) and the levy of the Special Tax.

In accordance with the Mello-Roos Act (the “Act”) and Resolution, parcels would be levied within the District which are not otherwise exempt from taxation under the Act or the Resolution of the special tax for fiscal year 2024/25. The rate determined and as set forth for this Community Facilities District does not exceed the amount as previously authorized by Resolution of this City Council. The special tax is collected in the same manner as ordinary and valorem property taxes are collected and is subject to the same penalties and same procedure and sale cases of any delinquency for ad valorem taxes.

FISCAL IMPACT: The City of Hollister contracts with Development and Public Finance, LLC (DPF) for the preparation of the annual levy in coordination with staff. The administrative costs for the preparation of the annual tax levies is ~$19,725.00, paid from the General Fund (101). Additionally, the City pays an administrative fee to San Benito County for the inclusion of the special tax upon the County’s property tax billing, rather than separately administering invoicing and payment processing for the collection of the special tax.

The property owners will pay all costs associated with the District. Taxes for CFD 5 are collected into Fund 713. Rates may vary by project as the actual costs of services for and services provided to each annexation area may be different.

PREVIOUS COUNCIL OR COMMISSION ACTION: On June 18, 2018 the Council of the City of Hollister adopted Resolution No. 2018-197, establishing the formation of CFD. 5 and the levy of the Special Tax.

CEQA: The Annual Levy does not constitute a project under the California Environmental Quality Act.

ATTACHMENTS:

1. Resolution Authorizing the Annual Levy of Special Taxes for Fiscal Year 2024/25 for CFD 5

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 5 (POLICE AND FIRE SERVICES) AUTHORIZING THE ANNUAL LEVY OF SPECIAL TAXES FOR FISCAL YEAR 2014/25

WHEREAS, the City Council (the “Council”) of the City of Hollister (the “City”) previously undertaken proceedings and established Community Facilities District No. 5 ("District") pursuant to Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311 of the California Government Code, commonly known as the "Mello -Roos Community Facilities Act of 1982 (the “Act”) to authorize the levy of special taxes upon land within the District; and

WHEREAS, the District will finance authorized services stated in the rate and method of apportionment of the special tax, which is on file with the City Clerk; and

WHEREAS, the City Council, by Resolution No. 2018-197 as authorized by Section 53340 of the Code, has authorized the levy of a special tax to pay for costs and expenses related to said District to be collected for the next fiscal year.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister, does hereby resolve as follows:

SECTION 1

The above recitals are true and correct.

SECTION 2

That in accordance with the Act and the Ordinance, there is hereby levied upon all parcels within the District which are not otherwise exempt from taxation under the Act or the Ordinance the special taxes for fiscal year 2024/25 at the rates set forth in the attached referenced and incorporated Exhibit A. The City Manager or their designee is hereby directed to prepare and file with the City Clerk a list of the exact amount of the special tax for each lot or parcel of land in accordance with this Resolution (the “2024/2025 Roll”).

SECTION 3

That the rate determined and as set forth above does not exceed the amount as previously authorized by Ordinance of this City Council, and is not in excess of that as previously approved by the qualified electors of the District, and is exempt from Proposition 218, Section XIIID of the California State Constitution.

Resolution No. 2024-XX

SECTION 4

That the proceeds of the special tax shall be used to pay, in whole or in part, the costs of police and fire services for parcels within the District, as well as incidental expenses of the District, including costs incurred to determine the amount of and collection of special taxes and costs otherwise incurred to carry out the authorized purposes of the District. The proceeds shall not be used for any other purposes.

SECTION 5

The special tax shall be collected in the same manner as ordinary ad valorem property taxes are collected, and shall be subject to the same penalties and same procedure and sale cases of any delinquency for ad valorem t axes, and the tax collector is hereby authorized to deduce any reasonable administrative costs incurred in collecting any said special tax.

SECTION 6

All monies above collected shall be paid into the District funds, including any reserve fund.

SECTION 7

The City Clerk is hereby authorized to transmit a certified copy of this Resolution to the County of San Benito (“County”) Office of Auditor-Controller (“County Auditor”). The County Auditor is hereby directed to enter in the next County assessment roll on which taxes become due, opposite each lot or parcel of land effected the installment of the special tax, and for the exact rate and amount of said tax, reference is made to the attached Exhibit A.

SECTION 8

This Resolution shall take effect immediately upon its final passage and adoption in accordance with provisions of Government Code 53340, as amended.

BE IT FURTHER RESOLVED, that the City Council of the City of Hollister approves the special tax levy for the District for fiscal year 2024/25.

Resolution No. 2024-XX

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

Resolution No. 2024-XX

EXHIBIT A

COMMUNITY FACILITIES DISTRICT NO. 5
(Police and Fire Services)

FISCAL YEAR 2024/25

SPECIAL TAX RATES

Land Use Class Description
Fiscal Year 2024/25
Maximum Special Tax per
Unit
1 Residential Property $964.22 per Unit
2 Multi-Family Property $790.04 per Unit
No Tax for Undeveloped Property
No Tax for Tax-Exempt Property

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-09

AGENDA ITEM: A RESOLUTION APPROVING THE ANNEXATION OF 172 McCLOSKEY ROAD INTO COMMUNITY FACILITIES DISTRICT #4 ANNEXATION NO. 55 (PUBLIC FACILITIES SERVICES)

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution approving the annexation of 172 McCloskey Road into CFD #4.

DISCUSSION: In 2014, Section 53340 of the Mello-Roos Act (the “Act”) was amended to allow parcels to be annexed into an existing Communities Facilities District with the unanimous approval of property owners in the impacted area. The change introduced an economical, streamlined and creative solution to providing public improvement maintenance services for development projects. The 172 McCloskey Road Project will be included in Community Facility District No. 4 under this streamlined process. This is the 55th project to be annexed to CFD No. 4 since its creation in 2014.

The 172 McCloskey Road Project was approved by the planning commission with a condition of approval that the developer consents to include the project in the City’s CFD No. 4. The final map that will be recorded for the project includes an owner’s consent statement with regard to their participation with the CFD No. 4. The developer/owners have each executed a “Unanimous Approval” agreeing to this action.

FISCAL IMPACT: The property owners will pay all costs associated with including their project in CFD No. 4, and the special taxes collected by CFD No. 4 will pay for maintenance of the public facilities for the subdivision. Rates may vary by project as the actual cost of services for and services provided to each annexation area may be different. The maximum Special Tax for Fiscal Year 2024-25 for all Parcels of Developed Property in Tax Zone 1 shall be $1,890.60 per acre. On July 1, 2024 and each July 1 thereafter, the maximum special tax for Developed Residential units shall be increased by the amount equal to the percentage change in the Consumer Price Index.

PREVIOUS COUNCIL OR COMMISSION ACTION:
6/25/2020 – Planning Commission Approved Site & Architectural Review 2020 -9 (PC Resolution 2020-9 for the project.

CEQA: This Annexation does not constitute a project under the California Environmental Quality Act (CEQA) and review under CEQA is not required.

ATTACHMENTS:

1. Resolution approving the boundary and annexation

2. CFD 4 Annexation Documents – 172 McCloskey Rd

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER APPROVING THE PROPOSED BOUNDARY OF THE 172 MCCLOSKEY

ROAD PROJECT FOR THE ANNEXATION OF TERRITORY INTO
COMMUNITY FACILITIES DISTRICT NO. 4 ANNEXATION NO. 55
(PUBLIC FACILITIES SERVICES)

WHEREAS, the City Council (the “Council”) of the City of Hollister (the “City”) has established the City of Hollister Community Facilities District No. 4 (Public Facilities Services) (the “District”) pursuant to the California Government Code (the “Code”) sections 53328 and 53340; and

WHEREAS, the District will finance authorized services stated in the rate and method of apportionment of the special tax, which is on file with the City Clerk; and

WHEREAS, the Council has provided for the annexation of future territory (the “Future Annexation Area”) to the District pursuant to the terms and provisions of the Act; and

WHEREAS, the City has received a consent and waiver from Francis Guidici of H&G3 Properties, LLC, which constitutes a portion of the future annexation area, for annexation into the District.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister does hereby resolve as follows:

SECTION 1
The Council hereby determines to institute proceedings for the annexation of the 172 McCloskey Road Project into the District under the terms of the Act. The exterior boundaries of the area to be annexed are hereby specified and described to be as shown on that certain map now on file in the office of the City Cler k entitled “Proposed Boundary of the 172 McCloskey Road Project” to Community Facilities District No. 4 of the City of Hollister (Public Facilities Services) which map indicates by a boundary line the extent of the territory included in the Annexation Boundary and shall govern for all details as to the extent of this project.

SECTION 2
The map showing the 172 McCloskey Road Project, which area is to be subject to a special tax to be levied, is hereby approved and adopted. On the original and one copy of the map of such Boundary Map on file in the City Clerk’s office, the City Clerk shall endorse the certificate evidencing the date and adoption of this Resolution. The City Clerk shall file the original of such map in her office and, within fifteen (15) days after the adoption of this Resolution, the City Clerk shall file a copy of such map so endorsed in the records of the County Recorder, County of San Benito, State of California.

Resolution No. 2024-XX

SECTION 3
Except where funds are otherwise available, it is the intention of the City Council to levy annually in accordance with procedures contained in the Act a special tax (the “Special Tax”) sufficient to finance authorized services stated in the rate and method of apportionment of the Special Tax within the District. The Spe cial Tax will be secured by recordation of a continuing lien against all non -exempt real property in the proposed 172 McCloskey Road Project boundary. The schedule of the rate and method of apportionment and manner of collection of the Special Tax is described in detail in Exhibit “C” attached to the Unanimous Approval. The annexation of the 172 McCloskey Road Project will not result in any change to the special tax rates levied in the District prior to such annexation.

SECTION 4
Pursuant to the Act, no additional hearings or elections are required given the unanimous consent to the annexation by all property owners within the 172 McCloskey Road Project boundary.

SECTION 5
This resolution shall take effect from and after the date of its passage and adoptio n.

BE IT FURTHER RESOLVED, that the City Council does hereby approve the proposed boundary of the 172 McCloskey Road Project for the annexation of Territory into Community Facilities District No. 4, Annexation No. 55 (Public Facilities Services).

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-13

AGENDA ITEM: A RESOLUTION APPROVING AN AGREEMENT WITH 4LEAF INC.

FOR ON-CALL PROFESSIONAL PLANNING SERVICES

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution awarding a contract to 4LEAF and authorizing the City Manager to negotiate, execute, and amend as necessary an agreement for services.

DISCUSSION: The City issued a Request for Proposals (RFP) in March 2024 for Professional Planning Services in support of the Planning Division of the Development Services Department. These services included, but were not limited to, current planning project management, staffing support, administrative project review, long-range planning, and associated environmental review services. The RFP was posted on bidnetdirect.com, and resulted in nine (9) responsive and responsible propo sals being submitted.

A review committee was formed to evaluate and score each proposal using criteria identified in the RFP. This committee consisted of the Assistant City Manager/Acting Director of Development Services, the Planning Manager, and the Senior Planner.

After an initial review of the responses received, the review committee determined that there were two distinct service needs of the Planning Division as identified in the RFP – staffing/current planning support, and advanced/long-range planning services – and that the responding firms appeared to specialize in providing one or the other of these services, not necessarily both. For this reason, the review committee determined to evaluate each respondent twice. The first evaluation consisted of the respondent’s ability to assist the Planning Division with staffing support needs, including the ability to provide in-person staffing services and administrative planning support, as well as experience with review and management of current planning pr ojects. The second evaluation considered each respondent’s ability to provide long-range planning services – such as specific planning, ordinance amendments and updates, and other policy document preparation – as well as the experience and qualifications of available team members to provide specialized technical review and project management for complex development project proposals. While each respondent had experience and qualifications related to each of these service needs, the review committee determin ed that two scoring lenses would allow each proposal’s strengths to be identified, and to ensure that all needs of the Planning Division could be met by the most qualified and experienced consultants.

For each of the two reviews, the scores were weighted for Experience and Qualifications (50%), Understanding of the Services Proposed (35%), and

Completeness of the Proposal (15%). Each category was given an equivalent number of points, each category added, and a final score was granted out of 100 possible points. Each review committee member scored each respondent, and then the scores were added together and divided by the number of scorers to produce an average.

In an evaluation of current planning and staffing support services, 4LEAF Inc. received the second highest score, which was 98.33 points out of 100 possible points.

4LEAF Inc. will provide comprehensive professional planning services for the City as needed for the next three years. This will include a focus on the provision of staffing for the Planning Division and current planning services. The Planning Division provides services to the community in direct response to applications submitted for review and consideration, as well as implements city-wide planning policy through development of plans and ordinances. 4LEAF Inc. will provide services which are responsive to the business needs within the City’s Planning Division, to ensure that the community’s needs are met.

FISCAL IMPACT: This agreement is for an amount not-to-exceed $1,500,000 per year, and there is no guarantee that a task order or service request will be assigned to the contractor.

PREVIOUS COUNCIL OR COMMISSION ACTION: None.

CEQA: This agreement does not constitute a project under CEQA

ATTACHMENTS:

1. Resolution awarding and authorizing the execution of a contract

2. Draft Agreement

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AWARDING A THREE-YEAR CONTRACT FOR ON-CALL
PROFESSIONAL PLANNING SERVICES TO 4LEAF INC. AND

AUTHORIZING THE CITY MANAGER TO NEGOTIATE, EXECUTE, AND AMEND THE CONTRACT IN AN AMOUNT NOT-TO-EXCEED $1,500,000

PER YEAR

WHEREAS, the City of Hollister desires to retain professional and technical planning division services on an on-call and as-needed basis to provide staffing support, current planning project review and management, long-range planning, related environmental review, and other services within the Planning Division of the Development Services Department; and

WHEREAS, the City issued a Request for Proposals to solicit proposals for those services; and

WHEREAS, the City received nine (9) qualified and responsive proposals; and

WHEREAS, following an evaluation of the qualifications of the responding Proposals, staff selected 4LEAF Inc. to provide the desired services.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister does hereby award a contract for Professional Planning Services to 4LEAF Inc. and authorizes the City Manager to negotiate, execute, and amend as necessary, a three-year (3-year) agreement for these services in an amount not-to-exceed $1,500,000 per year.

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

Resolution No. 2024-XX

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meet ing held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT

This services agreement (“Agreement”) is made and entered into effective ____________, 20___ (the “Effective Date”), by and between the City of Hollister (“City”) and _______________________ (“Contractor” and together with City, the “Parties”).

1. SCOPE OF SERVICES.

Subject to the terms and conditions set forth in this agreement, Contractor shall provide to the City the services described in the Scope of Work, Exhibit A. Contractor shall provide the services at the time, place, and manner specified in Exhibits A and/or B. Contractor shall not be compensated for services outside the scope of Exhibit A unless prior to the commencement of the services: (a) Contractor notifies the City and City agrees the services are outside the scope of Exhibit A; (b) Contractor estimates the additional compensation required for these additional services; and (c) City after notice, approves in writing a supplemental agreement specifying the additional services and the amount of compensation therefore. City shall have no obligation whatsoever under this agreement or any supplemental agreement, unless and until the agreement or supplemental agreement is approved by the City Manager, the City Manager’s authorized designee, or by the Hollister City Council, as required by the Hollister Municipal Code or other local law or policy.

2. CONTRACTOR QUALIFICATIONS.

Contractor represents and warrants to City that Contractor, and all of Contractor’s employees, agents or volunteers (the “Contractor Parties”), have in effect and shall maintain in full force throughout the Term of this Agreement all licenses, credentials, permits and any other qualifications required by law to perform the Services and to fully and faithfully satisfy all of the terms set forth in this Agreement. Contractor and any Contractor Parties performing Services shall be competent to perform those Services.

3. TERM.

A. This Agreement shall become effective on the date that it is approved by both parties, set forth on the first page of the agreement, and shall continue in effect until [June 30, 2027] unless sooner terminated as provided herein.

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B. The services of Contractor are to commence upon execution of this Agreement and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit B.

C. This Agreement may be extended by no more than two additional one-year terms at City’s sole discretion. If the City intends to extend this Agreement, it will provide notice to Contractor at least thirty (30) days prior to the end of the then current contract term.

4. TERMINATION.

A. Either Party may terminate this Agreement at any time by giving thirty (30) days advance written notice to the other Party. Notwithstanding the foregoing, City may terminate this Agreement at any time by giving written notice to Contractor if (1) Contractor materially breaches any of the terms of this Agreement; (2) any act or omission of Contractor or the Contractor Parties exposes City to potential liability or may cause an increase in City’s insurance premiums; (3) Contractor is adjudged a bankrupt; (4) Contractor makes a general assignment for the benefit of creditors; or (5) a receiver is appointed because of Contractor’s insolvency. Such termination shall be effective immediately upon Contractor’s receipt of the notice.

B. Written notice by the City Manager or designee shall be sufficient to stop further performance of the Services by Contractor or the Contractor Parties. In the event of early termination, Contractor shall be paid for satisfactory Services performed to the date of termination. Upon payment by City, City shall be under no further obligation to Contractor, monetarily or otherwise, and City may proceed with the work in any manner City deems proper.

5. COMPENSATION.

A. The City shall pay Contractor for the services rendered pursuant to this Agreement at the times and in the manner set forth in the Scope of Services, Exhibit A, the Schedule for Performance, Exhibit B, and in accordance with the Schedule of Fees in Exhibit C, but in no event shall the total compensation exceed the total amount of $[1,500,000] per year. The payments specified in Exhibits A and/or B shall be the only payments to be made to Contractor for the services rendered pursuant to this agreement unless pursuant to Section 1, above, City approves additional compensation for additional services.

B. Contractor shall submit all billings/invoices for services to City in the manner specified in Exhibit B. Contractor’s fee shall be a specified in the Scope of Work, Exhibit A, or the Schedule of Fees as set forth in Exhibit C. All invoices submitted by Contractor shall contain the following information:
(1) Job/project name or description;

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(2) City’s current purchase order and/or work order number (if applicable); (3) Contractor’s invoice number;
(4) Date of invoice issuance;
(5) Description of services billed under invoice, including the description of tasks performed and the corresponding rate charged for the completion of that task; (6) Amount of invoice, itemizing all authorized reimbursable expenses; and (7) Total billed to date under agreement.

C. City agrees to make payment for services within sixty (60) days of receipt of a detailed invoice from Contractor based on percentage of work completed, including any additional supporting documentation that City reasonably requests. If Contractor’s performance is not in conformity with the Scope of Work, Exhibit A, or the Schedule of Performance, Exhibit B, or the provisions set forth above, payments may be delayed or denied, unless the Contractor ’s failure to perform is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 3. City shall not be responsible for delays in payment to Contractor resulting from Contractor’s failure to comply with the invoice format described above, or as set forth in the Schedule of Performance.

D. Contractor shall not be reimbursed directly for any of its expenses, as the fees to be paid under this Agreement include compensation for any and all of Contractor’s expenses.

E. During performance of this Agreement and for a period of three (3) years after completing all services, Contractor shall maintain all accounting and financial records related to this Agreement, including but not limited to records of Contractor’s costs for all services performed under this Agreement and records of Contractor’s reimbursable expenses, in accordance with generally accepted accounting practices, and shall keep and make the records available for inspection and audit by representatives of the City upon reasonable written notice.

6. INDEMNITY. Contractor shall defend, indemnify, and hold harmless City and its agents, representatives, officers, consultants, employees, and City Council (collectively, the “City Parties”), from and against any and all claims, demands, liabilities, damages, losses, suits and actions, and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and description (collectively, the “Claims”) directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful misconduct of Contractor, the Contractor Parties or their respective agents, subcontractors, employees, material or equipment suppliers, invitees, or licensees in the performance of or failure to perform Contractor’s obligations under this Agreement, including, but not limited to Contractor’s or the Contractor Parties’ use of the site, Contractor’s or the Contractor Parties’ performance of the Services, Contractor’s or the

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Contractor Parties’ breach of any of the representations or warranties contained in this Agreement, or for injury to or death of persons or damage to property or delay or damage to the City or the City Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this paragraph. The indemnification provided for in this Section 6 includes, without limitation to the foregoing, claims that may be made against City by any taxing authority asserting that an employer-employee relationship exists by reason of this Agreement, and any claims made against City alleging civil rights violations by Contractor or Contractor Parties under the California Fair Employment and Housing Act (“FEHA”).

7. EQUIPMENT AND MATERIALS. Contractor at its sole cost and expense shall provide and furnish all tools, labor, materials, equipment, transportation services and any other items (collectively, “Equipment”) which are required or necessary to perform the Services in a manner which is consistent with generally accepted standards of the profession for similar services. Notwithstanding the foregoing, City shall not be responsible for any damages to persons or property as a result of the use, misuse or failure of any Equipment used by Contractor or the Contractor Parties, even if such Equipment is furnished, rented or loaned to Contractor or the Contractor Parties by City. Furthermore, City may reject any Equipment or workmanship that does not conform to the requirements of this Agreement and Contractor must then promptly remedy or replace it at no additional cost to City and subject to City’s reasonable satisfaction.

8. INSURANCE. Without in any way limiting Contractor’s liability, or indemnification obligations set forth in Section 6 above, Contractor shall secure and maintain throughout the Term of this Agreement the following insurance:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Professional Liability (Errors and Omissions): Insurance appropriates to the Contractor’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Neither Contractor nor any of the Contractor Parties shall commence performing any portion of the Services until all required insurance has been obtained and certificates

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indicating the required coverages have been delivered to and approved by City. All insurance policies shall include an endorsement stating that City and City Parties are named additional insureds. All of the policies shall be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice has been given to City. If such a notice is not given or even if City receives a notice, City may, at its sole option, terminate this Agreement. All insurance policies shall include an endorsement stating that it is primary to any insurance or self-insurance maintained by City and shall waive all rights of subrogation against City and/or the City Parties. A copy of the declarations page of Contractor’s insurance policies shall be attached to this Agreement as proof of insurance.

9. INDEPENDENT CONTRACTOR STATUS. The Parties agree that Contractor is free from the control and direction of City in connection with Contractor’s performance of the Services. Contractor is hereby retained to provide the specified Services for City, which are outside the usual course of City’s business. Contractor certifies that it is customarily engaged in an independently established trade, occupation, or business to provide the Services required by this Agreement. Contractor understands and agrees that Contractor and the Contractor Parties shall not be considered officers, employees, agents, partners, or joint venturers of City, and are not entitled to benefits of any kind or nature normally provided to employees of City and/or to which City’s employees are normally entitled.

10. TAXES. All payments made by City to Contractor pursuant to this Agreement shall be reported to the applicable federal and state taxing authorities as required. City will not withhold any money from fees payable to Contractor, including FICA (social security), state or federal unemployment insurance contributions, or state or federal income tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state and local taxes or contributions, including unemployment insurance, social security and income taxes with respect to Contractor and the Contractor Parties and otherwise in connection with this Agreement.

11. CONFIDENTIAL INFORMATION. All City information disclosed to Contractor during the course of performance of services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties excepts as authorized by City, or required by law.

12. ASSIGNMENT/SUCCESSORS AND ASSIGNS. Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations under this Agreement without the prior written consent of City. Subject to the foregoing, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective Parties.

13. CONFLICT OF INTEREST. Contractor warrants that neither Contractor, nor any of its employees, agents or subcontractors, has an actual or potential conflict of interest with the City in respect to the Services to be performed under this Agreement for the District.

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None of such individuals shall, during this term of this Agreement, acquire any interest which conflicts, or could potentially conflict, in any manner with the interests of the City.

14. NOTICE TO PROCEED; PROGRESS; COMPLETION. Upon execution of this Agreement by the parties and approval of it by the City Council, City shall give Contractor written notice to proceed with the Services. Such notice may authorize Contractor to render all of the Services contemplated herein, or such portions or phases as may be directed by the City. In the latter event, City shall, in its sole discretion, issue subsequent notices from time to time regarding further portions or phases of the Services. Upon receipt of such notices, Contractor shall diligently proceed with the Services authorized and complete it within the agreed time period.

15. SEVERABILITY. If any provision of this Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.

16. AMENDMENTS. The terms of this Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written agreement signed by both Parties and approved by the City Council.

17. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this Agreement shall be brought solely in the Superior Court of the State of California for the County of San Benito subject to transfer of venue under applicable State law, provided that nothing in this Agreement shall constitute a waiver of immunity to suit by the City.

18. WRITTEN NOTICE. Written notice shall be deemed to have been duly served if delivered in person to Contractor at the address located next to the party signatures below, or if delivered at or sent by registered or certified or overnight mail to the last business address known to the person who sends the notice.

19. COMPLIANCE WITH LAW. Each and every provision of law and clause required by law to be inserted into this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enforced as though it were included therein. Contractor shall comply with all applicable federal, state, and local laws, rules, regulations and ordinances.

Contractor agrees that it shall comply with all legal requirements for the performance of duties under this Agreement and that failure to do so shall constitute material breach.

20. NON-DISCRIMINATION. There shall be no unlawful discrimination in the contracting of persons under this Agreement because of race, color, national origin, age, ancestry, religion, sex, or sexual orientation of such persons.

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21. ATTORNEYS’ FEES. If a party to this Agreement commences a legal action against the other party to enforce a provision of this Agreement or seek damages related to the services provided under this Agreement, the prevailing party in the legal action will be entitled to recover from the other party all of its reasonable litigation expense, costs, and fees actually incurred, including reasonable attorneys’ and experts’ fees.

22. LIABILITY OF CITY. Notwithstanding anything stated herein to the contrary, City shall not be liable for any special, consequential, indirect or incidental damages, including but not limited to lost profits in connection with this Agreement.

23. TIME. Time is of the essence for performance of the Services under this Agreement.

24. WAIVER. No delay or omission by either Party in exercising any right under this Agreement shall operate as a waiver of that or any other right and no single or partial exercise of any right shall preclude either Party from any or further exercise of any right or remedy.

25. REPORTS. Contractor shall maintain complete and accurate records with respect to the Services rendered and the costs incurred under this Agreement, including records with respect to any payments to employees and subcontractors. All such records shall be prepared in accordance with generally accepted accounting procedures. Upon request, Contractor shall make such records available to City for the purpose of auditing and copying such records for a period of five years from the date of final payment under this Agreement.

26. OWNERSHIP OF DOCUMENTS. All plans, studies, drawings, calculations, reports, specifications, estimates, and other documents or any other works of authorship fixed in any tangible medium of expression, including but not limited to physical drawings, data magnetically or otherwise recorded on computer disks, or other writings prepared or caused to be prepared by the Contractor under this Agreement (“Documents”) shall be and shall remain the property of the City for all purposes, not only as they relate or may relate to the Services but as they relate or may relate to any other project. Contractor will provide the City with a complete set of Documents, and will retain, on the City's behalf, the originals or reproducible copies of all Documents, however stored, in the Contractor’s files for a period of no less than fifteen (15) years. Contractor shall promptly make available to City any original documents it has retained under this Agreement upon request by the City.

27. LICENSING OF INTELLECTUAL PROPERTY. This Agreement creates a non-exclusive and perpetual license for the City to copy, use, modify, reuse or sublicense any and all copyrights, designs and other intellectual property embodied in the Documents (“Intellectual Property”) not only as they relate or may relate to the Services but as they

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relate or may relate to other projects. The Contractor shall require any and all subcontractors and subconsultants to agree in writing that the City is granted a similar non-exclusive and perpetual license for the Intellectual Property of such subcontractors or consultants that they provided to Contractor as part of the Services. The compensation for the Services includes compensation not only for any such use of the Intellectual Property in connection with the Services, but also for any re-use of the Intellectual Property by the City in relation to other projects. Contractor represents and warrants that Contractor has the legal right to license the Intellectual Property that Contractor, its subcontractors, or its subconsultants prepare or cause to be prepared under this Agreement.

28. ENTIRE AGREEMENT. This Agreement is intended by the Parties as the final expression of their agreement with respect to such terms as are included herein and as the complete and exclusive statement of its terms and may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, nor explained or supplemented by evidence of consistent additional terms.

29. AMBIGUITY. The Parties to this Agreement, and each of them, hereby represent that the language contained herein is to be construed as jointly proposed and jointly accepted, and in the event of any subsequent determination of ambiguity, all Parties shall be treated as equally responsible for such ambiguity.

30. EXECUTION OF OTHER DOCUMENTS. The Parties to this Agreement shall cooperate fully in the execution of any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full force and effect to the terms and intent of this Agreement.

31. EXECUTION IN COUNTERPARTS. This Agreement may be executed in counterparts such that the signatures may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be deemed a fully executed agreement.

32. WARRANTY OF AUTHORITY. The persons who have signed this Agreement warrant that they are legally authorized to do so on behalf of the respective parties, and by their signatures to bind the respective parties to this Agreement.

33. MEDIATION. A party to this Agreement shall, as a condition precedent to initiating any litigation against the other party, demand mediation of any dispute. The parties shall endeavor to include any third-party claimant in the mediation. The parties shall select a mediator and schedule the mediation within thirty (30) days of the initial demand for mediation. If the parties cannot agree on a mediator, the mediator shall be appointed by JAMS. The parties to the mediation, including the parties to this Agreement, shall pay equal shares of the mediator’s fees. Each party shall bear its own attorney’s fees related to the mediation.

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34. FORMS. Prior to performing any Services, Contractor shall prepare, execute, and submit all forms that may be required by law for this Agreement, including but not limited to an Iran Contract Act certification (Public Contract Code §2204). If a form is necessary, Contractor shall use the City’s versions of these forms, which the City shall make available upon request.

35. SANCTIONS IN RESPONSE TO RUSSIAN AGGRESSION. The City requires Contractor to comply with the Governor’s March 4, 2022, Executive Order N-6-22 (“Order”) relating to any existing sanctions imposed by the United States government and the State of California in response to Russia’s actions in Ukraine, including additional requirements for contracts of $5 million or more. Failure to comply may result in the termination of the Contract.

* * * * * * * * * * * * * * * * * * * *

CITY OF HOLLISTER CONTRACTOR:

By: By:

Name: Name:

Title: Title:

Address for City Notices: Address for Contractor Notices:

City of Hollister
375 Fifth Street
Hollister, CA 95023

EXHIBIT A

Contractor Proposal/Scope of Work

Consultant shall ensure its staff assigned to perform work for the City are compensated in accordance with requirements of state and federal law, and are provided affordable health care and workers’ compensation as required by law. Consultant shall ensure its staff assigned to perform work for the City of Hollister are informed of City policies and procedures, and adhere to the City’s policies and procedures. No employee of Consultant shall be assigned to work more than 960 hours per fiscal year on projects for the City of Hollister, and Consultant will immediately notify the City if any of its staff assigned to a City project is a CalPERS member.

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EXHIBIT B

Schedule of Performance

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EXHIBIT C

Schedule of Fees

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EXHIBIT D

CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700

[Labor Code § 1861]

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

CONTRACTOR

By:

Title:

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-15

AGENDA ITEM: A RESOLUTION APPROVING AN AGREEMENT WITH M-GROUP

FOR ON-CALL PROFESSIONAL PLANNING SERVICES

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution awarding a contract to M-Group and authorizing the City Manager to negotiate, execute, and amend as necessary an agreement for services.

DISCUSSION: The City issued a Request for Proposals (RFP) in March 2024 for Professional Planning Services in support of the Planning Division of the Development Services Department. These services included, but were not limited to, current planning project management, staffing support, administrative project review, long-range planning, and associated environmental review services. The RFP was posted on bidnetdirect.com, and resulted in nine (9) responsive and responsible propo sals being submitted.

A review committee was formed to evaluate and score each proposal using criteria identified in the RFP. This committee consisted of the Assistant City Manager/Acting Director of Development Services, the Planning Manager, and the Senior Planner.

After an initial review of the responses received, the review committee determined that there were two distinct service needs of the Planning Division as identified in the RFP – staffing/current planning support, and advanced/long-range planning services – and that the responding firms appeared to specialize in providing one or the other of these services, not necessarily both. For this reason, the review committee determined to evaluate each respondent twice. The first evaluation consisted of the respondent’s ability to assist the Planning Division with staffing support needs, including the ability to provide in-person staffing services and administrative planning support, as well as experience with review and management of current planning pr ojects. The second evaluation considered each respondent’s ability to provide long-range planning services – such as specific planning, ordinance amendments and updates, and other policy document preparation – as well as the experience and qualifications of available team members to provide specialized technical review and project management for complex development project proposals. While each respondent had experience and qualifications related to each of these service needs, the review committee determin ed that two scoring lenses would allow each proposal’s strengths to be identified, and to ensure that all needs of the Planning Division could be met by the most qualified and experienced consultants.

For each of the two reviews, the scores were weighted for Experience and Qualifications (50%), Understanding of the Services Proposed (35%), and

Completeness of the Proposal (15%). Each category was given an equivalent number of points, each category added, and a final score was granted out of 100 possible points. Each review committee member scored each respondent, and then the scores were added together and divided by the number of scorers to produce an average.

In an evaluation of advanced/long-range planning services, M-Group received the second highest score, which was 93.00 points out of 100 possible points.

M-Group will provide comprehensive professional planning services for the City as needed for the next three years. This will include a focus on the provision of long -range and advanced planning services and project management. The Planning Division provides services to the community in direct response to applications submitted for review and consideration, as well as implements city-wide planning policy through development of plans and ordinances. M-Group will provide services which are responsive to the business needs within the City’s Planning Division, to ensure that the community’s needs are met.

FISCAL IMPACT: This agreement is for an amount not-to-exceed $1,500,000 per year, and there is no guarantee that a task order or service request will be assigned to the contractor.

PREVIOUS COUNCIL OR COMMISSION ACTION: None.

CEQA: This agreement does not constitute a project under CEQA

ATTACHMENTS:

1. Resolution awarding and authorizing the execution of a contract

2. Draft Agreement

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AWARDING A THREE-YEAR CONTRACT FOR ON-CALL

PROFESSIONAL PLANNING SERVICES TO M-GROUP AND

AUTHORIZING THE CITY MANAGER TO NEGOTIATE, EXECUTE, AND AMEND THE CONTRACT IN AN AMOUNT NOT-TO-EXCEED $1,500,000

PER YEAR

WHEREAS, the City of Hollister desires to retain professional and technical planning division services on an on-call and as-needed basis to provide staffing support, current planning project review and management, long-range planning, related environmental review, and other services within the Planning Division of the Development Services Department; and

WHEREAS, the City issued a Request for Proposals to solicit proposals for those services; and

WHEREAS, the City received nine (9) qualified and responsive proposals; and

WHEREAS, following an evaluation of the qualifications of the responding Proposals, staff selected M-Group to provide the desired services.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister does hereby award a contract for Professional Planning Services to M-Group and authorizes the City Manager to negotiate, execute, and amend as necessary, a three-year (3-year) agreement for these services in an amount not-to-exceed $1,500,000 per year.

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on Juen 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT

This services agreement (“Agreement”) is made and entered into effective ____________, 20___ (the “Effective Date”), by and between the City of Hollister (“City”) and _______________________ (“Contractor” and together with City, the “Parties”).

1. SCOPE OF SERVICES.

Subject to the terms and conditions set forth in this agreement, Contractor shall provide to the City the services described in the Scope of Work, Exhibit A. Contractor shall provide the services at the time, place, and manner specified in Exhibits A and/or B. Contractor shall not be compensated for services outside the scope of Exhibit A unless prior to the commencement of the services: (a) Contractor notifies the City and City agrees the services are outside the scope of Exhibit A; (b) Contractor estimates the additional compensation required for these additional services; and (c) City after notice, approves in writing a supplemental agreement specifying the additional services and the amount of compensation therefore. City shall have no obligation whatsoever under this agreement or any supplemental agreement, unless and until the agreement or supplemental agreement is approved by the City Manager, the City Manager’s authorized designee, or by the Hollister City Council, as required by the Hollister Municipal Code or other local law or policy.

2. CONTRACTOR QUALIFICATIONS.

Contractor represents and warrants to City that Contractor, and all of Contractor’s employees, agents or volunteers (the “Contractor Parties”), have in effect and shall maintain in full force throughout the Term of this Agreement all licenses, credentials, permits and any other qualifications required by law to perform the Services and to fully and faithfully satisfy all of the terms set forth in this Agreement. Contractor and any Contractor Parties performing Services shall be competent to perform those Services.

3. TERM.

A. This Agreement shall become effective on the date that it is approved by both parties, set forth on the first page of the agreement, and shall continue in effect until [June 30, 2027] unless sooner terminated as provided herein.

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B. The services of Contractor are to commence upon execution of this Agreement and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit B.

C. This Agreement may be extended by no more than two additional one-year terms at City’s sole discretion. If the City intends to extend this Agreement, it will provide notice to Contractor at least thirty (30) days prior to the end of the then current contract term.

4. TERMINATION.

A. Either Party may terminate this Agreement at any time by giving thirty (30) days advance written notice to the other Party. Notwithstanding the foregoing, City may terminate this Agreement at any time by giving written notice to Contractor if (1) Contractor materially breaches any of the terms of this Agreement; (2) any act or omission of Contractor or the Contractor Parties exposes City to potential liability or may cause an increase in City’s insurance premiums; (3) Contractor is adjudged a bankrupt; (4) Contractor makes a general assignment for the benefit of creditors; or (5) a receiver is appointed because of Contractor’s insolvency. Such termination shall be effective immediately upon Contractor’s receipt of the notice.

B. Written notice by the City Manager or designee shall be sufficient to stop further performance of the Services by Contractor or the Contractor Parties. In the event of early termination, Contractor shall be paid for satisfactory Services performed to the date of termination. Upon payment by City, City shall be under no further obligation to Contractor, monetarily or otherwise, and City may proceed with the work in any manner City deems proper.

5. COMPENSATION.

A. The City shall pay Contractor for the services rendered pursuant to this Agreement at the times and in the manner set forth in the Scope of Services, Exhibit A, the Schedule for Performance, Exhibit B, and in accordance with the Schedule of Fees in Exhibit C, but in no event shall the total compensation exceed the total amount of $[1,500,000] per year. The payments specified in Exhibits A and/or B shall be the only payments to be made to Contractor for the services rendered pursuant to this agreement unless pursuant to Section 1, above, City approves additional compensation for additional services.

B. Contractor shall submit all billings/invoices for services to City in the manner specified in Exhibit B. Contractor’s fee shall be a specified in the Scope of Work, Exhibit A, or the Schedule of Fees as set forth in Exhibit C. All invoices submitted by Contractor shall contain the following information:
(1) Job/project name or description;

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(2) City’s current purchase order and/or work order number (if applicable); (3) Contractor’s invoice number;
(4) Date of invoice issuance;
(5) Description of services billed under invoice, including the description of tasks performed and the corresponding rate charged for the completion of that task; (6) Amount of invoice, itemizing all authorized reimbursable expenses; and (7) Total billed to date under agreement.

C. City agrees to make payment for services within sixty (60) days of receipt of a detailed invoice from Contractor based on percentage of work completed, including any additional supporting documentation that City reasonably requests. If Contractor’s performance is not in conformity with the Scope of Work, Exhibit A, or the Schedule of Performance, Exhibit B, or the provisions set forth above, payments may be delayed or denied, unless the Contractor ’s failure to perform is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 3. City shall not be responsible for delays in payment to Contractor resulting from Contractor’s failure to comply with the invoice format described above, or as set forth in the Schedule of Performance.

D. Contractor shall not be reimbursed directly for any of its expenses, as the fees to be paid under this Agreement include compensation for any and all of Contractor’s expenses.

E. During performance of this Agreement and for a period of three (3) years after completing all services, Contractor shall maintain all accounting and financial records related to this Agreement, including but not limited to records of Contractor’s costs for all services performed under this Agreement and records of Contractor’s reimbursable expenses, in accordance with generally accepted accounting practices, and shall keep and make the records available for inspection and audit by representatives of the City upon reasonable written notice.

6. INDEMNITY. Contractor shall defend, indemnify, and hold harmless City and its agents, representatives, officers, consultants, employees, and City Council (collectively, the “City Parties”), from and against any and all claims, demands, liabilities, damages, losses, suits and actions, and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and description (collectively, the “Claims”) directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful misconduct of Contractor, the Contractor Parties or their respective agents, subcontractors, employees, material or equipment suppliers, invitees, or licensees in the performance of or failure to perform Contractor’s obligations under this Agreement, including, but not limited to Contractor’s or the Contractor Parties’ use of the site, Contractor’s or the Contractor Parties’ performance of the Services, Contractor’s or the

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Contractor Parties’ breach of any of the representations or warranties contained in this Agreement, or for injury to or death of persons or damage to property or delay or damage to the City or the City Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this paragraph. The indemnification provided for in this Section 6 includes, without limitation to the foregoing, claims that may be made against City by any taxing authority asserting that an employer-employee relationship exists by reason of this Agreement, and any claims made against City alleging civil rights violations by Contractor or Contractor Parties under the California Fair Employment and Housing Act (“FEHA”).

7. EQUIPMENT AND MATERIALS. Contractor at its sole cost and expense shall provide and furnish all tools, labor, materials, equipment, transportation services and any other items (collectively, “Equipment”) which are required or necessary to perform the Services in a manner which is consistent with generally accepted standards of the profession for similar services. Notwithstanding the foregoing, City shall not be responsible for any damages to persons or property as a result of the use, misuse or failure of any Equipment used by Contractor or the Contractor Parties, even if such Equipment is furnished, rented or loaned to Contractor or the Contractor Parties by City. Furthermore, City may reject any Equipment or workmanship that does not conform to the requirements of this Agreement and Contractor must then promptly remedy or replace it at no additional cost to City and subject to City’s reasonable satisfaction.

8. INSURANCE. Without in any way limiting Contractor’s liability, or indemnification obligations set forth in Section 6 above, Contractor shall secure and maintain throughout the Term of this Agreement the following insurance:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Professional Liability (Errors and Omissions): Insurance appropriates to the Contractor’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Neither Contractor nor any of the Contractor Parties shall commence performing any portion of the Services until all required insurance has been obtained and certificates

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indicating the required coverages have been delivered to and approved by City. All insurance policies shall include an endorsement stating that City and City Parties are named additional insureds. All of the policies shall be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice has been given to City. If such a notice is not given or even if City receives a notice, City may, at its sole option, terminate this Agreement. All insurance policies shall include an endorsement stating that it is primary to any insurance or self-insurance maintained by City and shall waive all rights of subrogation against City and/or the City Parties. A copy of the declarations page of Contractor’s insurance policies shall be attached to this Agreement as proof of insurance.

9. INDEPENDENT CONTRACTOR STATUS. The Parties agree that Contractor is free from the control and direction of City in connection with Contractor’s performance of the Services. Contractor is hereby retained to provide the specified Services for City, which are outside the usual course of City’s business. Contractor certifies that it is customarily engaged in an independently established trade, occupation, or business to provide the Services required by this Agreement. Contractor understands and agrees that Contractor and the Contractor Parties shall not be considered officers, employees, agents, partners, or joint venturers of City, and are not entitled to benefits of any kind or nature normally provided to employees of City and/or to which City’s employees are normally entitled.

10. TAXES. All payments made by City to Contractor pursuant to this Agreement shall be reported to the applicable federal and state taxing authorities as required. City will not withhold any money from fees payable to Contractor, including FICA (social security), state or federal unemployment insurance contributions, or state or federal income tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state and local taxes or contributions, including unemployment insurance, social security and income taxes with respect to Contractor and the Contractor Parties and otherwise in connection with this Agreement.

11. CONFIDENTIAL INFORMATION. All City information disclosed to Contractor during the course of performance of services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties excepts as authorized by City, or required by law.

12. ASSIGNMENT/SUCCESSORS AND ASSIGNS. Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations under this Agreement without the prior written consent of City. Subject to the foregoing, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective Parties.

13. CONFLICT OF INTEREST. Contractor warrants that neither Contractor, nor any of its employees, agents or subcontractors, has an actual or potential conflict of interest with the City in respect to the Services to be performed under this Agreement for the District.

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None of such individuals shall, during this term of this Agreement, acquire any interest which conflicts, or could potentially conflict, in any manner with the interests of the City.

14. NOTICE TO PROCEED; PROGRESS; COMPLETION. Upon execution of this Agreement by the parties and approval of it by the City Council, City shall give Contractor written notice to proceed with the Services. Such notice may authorize Contractor to render all of the Services contemplated herein, or such portions or phases as may be directed by the City. In the latter event, City shall, in its sole discretion, issue subsequent notices from time to time regarding further portions or phases of the Services. Upon receipt of such notices, Contractor shall diligently proceed with the Services authorized and complete it within the agreed time period.

15. SEVERABILITY. If any provision of this Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.

16. AMENDMENTS. The terms of this Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written agreement signed by both Parties and approved by the City Council.

17. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this Agreement shall be brought solely in the Superior Court of the State of California for the County of San Benito subject to transfer of venue under applicable State law, provided that nothing in this Agreement shall constitute a waiver of immunity to suit by the City.

18. WRITTEN NOTICE. Written notice shall be deemed to have been duly served if delivered in person to Contractor at the address located next to the party signatures below, or if delivered at or sent by registered or certified or overnight mail to the last business address known to the person who sends the notice.

19. COMPLIANCE WITH LAW. Each and every provision of law and clause required by law to be inserted into this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enforced as though it were included therein. Contractor shall comply with all applicable federal, state, and local laws, rules, regulations and ordinances.

Contractor agrees that it shall comply with all legal requirements for the performance of duties under this Agreement and that failure to do so shall constitute material breach.

20. NON-DISCRIMINATION. There shall be no unlawful discrimination in the contracting of persons under this Agreement because of race, color, national origin, age, ancestry, religion, sex, or sexual orientation of such persons.

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21. ATTORNEYS’ FEES. If a party to this Agreement commences a legal action against the other party to enforce a provision of this Agreement or seek damages related to the services provided under this Agreement, the prevailing party in the legal action will be entitled to recover from the other party all of its reasonable litigation expense, costs, and fees actually incurred, including reasonable attorneys’ and experts’ fees.

22. LIABILITY OF CITY. Notwithstanding anything stated herein to the contrary, City shall not be liable for any special, consequential, indirect or incidental damages, including but not limited to lost profits in connection with this Agreement.

23. TIME. Time is of the essence for performance of the Services under this Agreement.

24. WAIVER. No delay or omission by either Party in exercising any right under this Agreement shall operate as a waiver of that or any other right and no single or partial exercise of any right shall preclude either Party from any or further exercise of any right or remedy.

25. REPORTS. Contractor shall maintain complete and accurate records with respect to the Services rendered and the costs incurred under this Agreement, including records with respect to any payments to employees and subcontractors. All such records shall be prepared in accordance with generally accepted accounting procedures. Upon request, Contractor shall make such records available to City for the purpose of auditing and copying such records for a period of five years from the date of final payment under this Agreement.

26. OWNERSHIP OF DOCUMENTS. All plans, studies, drawings, calculations, reports, specifications, estimates, and other documents or any other works of authorship fixed in any tangible medium of expression, including but not limited to physical drawings, data magnetically or otherwise recorded on computer disks, or other writings prepared or caused to be prepared by the Contractor under this Agreement (“Documents”) shall be and shall remain the property of the City for all purposes, not only as they relate or may relate to the Services but as they relate or may relate to any other project. Contractor will provide the City with a complete set of Documents, and will retain, on the City's behalf, the originals or reproducible copies of all Documents, however stored, in the Contractor’s files for a period of no less than fifteen (15) years. Contractor shall promptly make available to City any original documents it has retained under this Agreement upon request by the City.

27. LICENSING OF INTELLECTUAL PROPERTY. This Agreement creates a non-exclusive and perpetual license for the City to copy, use, modify, reuse or sublicense any and all copyrights, designs and other intellectual property embodied in the Documents (“Intellectual Property”) not only as they relate or may relate to the Services but as they

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relate or may relate to other projects. The Contractor shall require any and all subcontractors and subconsultants to agree in writing that the City is granted a similar non-exclusive and perpetual license for the Intellectual Property of such subcontractors or consultants that they provided to Contractor as part of the Services. The compensation for the Services includes compensation not only for any such use of the Intellectual Property in connection with the Services, but also for any re-use of the Intellectual Property by the City in relation to other projects. Contractor represents and warrants that Contractor has the legal right to license the Intellectual Property that Contractor, its subcontractors, or its subconsultants prepare or cause to be prepared under this Agreement.

28. ENTIRE AGREEMENT. This Agreement is intended by the Parties as the final expression of their agreement with respect to such terms as are included herein and as the complete and exclusive statement of its terms and may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, nor explained or supplemented by evidence of consistent additional terms.

29. AMBIGUITY. The Parties to this Agreement, and each of them, hereby represent that the language contained herein is to be construed as jointly proposed and jointly accepted, and in the event of any subsequent determination of ambiguity, all Parties shall be treated as equally responsible for such ambiguity.

30. EXECUTION OF OTHER DOCUMENTS. The Parties to this Agreement shall cooperate fully in the execution of any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full force and effect to the terms and intent of this Agreement.

31. EXECUTION IN COUNTERPARTS. This Agreement may be executed in counterparts such that the signatures may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be deemed a fully executed agreement.

32. WARRANTY OF AUTHORITY. The persons who have signed this Agreement warrant that they are legally authorized to do so on behalf of the respective parties, and by their signatures to bind the respective parties to this Agreement.

33. MEDIATION. A party to this Agreement shall, as a condition precedent to initiating any litigation against the other party, demand mediation of any dispute. The parties shall endeavor to include any third-party claimant in the mediation. The parties shall select a mediator and schedule the mediation within thirty (30) days of the initial demand for mediation. If the parties cannot agree on a mediator, the mediator shall be appointed by JAMS. The parties to the mediation, including the parties to this Agreement, shall pay equal shares of the mediator’s fees. Each party shall bear its own attorney’s fees related to the mediation.

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34. FORMS. Prior to performing any Services, Contractor shall prepare, execute, and submit all forms that may be required by law for this Agreement, including but not limited to an Iran Contract Act certification (Public Contract Code §2204). If a form is necessary, Contractor shall use the City’s versions of these forms, which the City shall make available upon request.

35. SANCTIONS IN RESPONSE TO RUSSIAN AGGRESSION. The City requires Contractor to comply with the Governor’s March 4, 2022, Executive Order N-6-22 (“Order”) relating to any existing sanctions imposed by the United States government and the State of California in response to Russia’s actions in Ukraine, including additional requirements for contracts of $5 million or more. Failure to comply may result in the termination of the Contract.

* * * * * * * * * * * * * * * * * * * *

CITY OF HOLLISTER CONTRACTOR:

By: By:

Name: Name:

Title: Title:

Address for City Notices: Address for Contractor Notices:

City of Hollister
375 Fifth Street
Hollister, CA 95023

EXHIBIT A

Contractor Proposal/Scope of Work

Consultant shall ensure its staff assigned to perform work for the City are compensated in accordance with requirements of state and federal law, and are provided affordable health care and workers’ compensation as required by law. Consultant shall ensure its staff assigned to perform work for the City of Hollister are informed of City policies and procedures, and adhere to the City’s policies and procedures. No employee of Consultant shall be assigned to work more than 960 hours per fiscal year on projects for the City of Hollister, and Consultant will immediately notify the City if any of its staff assigned to a City project is a CalPERS member.

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EXHIBIT B

Schedule of Performance

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EXHIBIT C

Schedule of Fees

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EXHIBIT D

CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700

[Labor Code § 1861]

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

CONTRACTOR

By:

Title:

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-14

AGENDA ITEM: A RESOLUTION APPROVING AN AGREEMENT WITH

PLACEWORKS FOR ON-CALL PROFESSIONAL PLANNING SERVICES

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution awarding a contract to PlaceWorks and authorizing the City Manager to negotiate, execute, and amend as necessary an agreement for services.

DISCUSSION: The City issued a Request for Proposals (RFP) in March 2024 for Professional Planning Services in support of the Planning Division of the Development Services Department. These services included, but were not limited to, current planning project management, staffing support, administrative project review, long-range planning, and associated environmental review services. The RFP was posted on bidnetdirect.com, and resulted in nine (9) responsive and responsible propo sals being submitted.

A review committee was formed to evaluate and score each proposal using criteria identified in the RFP. This committee consisted of the Assistant City Manager/Acting Director of Development Services, the Planning Manager, and the Senior Planner.

After an initial review of the responses received, the review committee determined that there were two distinct service needs of the Planning Division as identified in the RFP – staffing/current planning support, and advanced/long-range planning services – and that the responding firms appeared to specialize in providing one or the other of these services, not necessarily both. For this reason, the review committee determined to evaluate each respondent twice. The first evaluation consisted of the respondent’s ability to assist the Planning Division with staffing support needs, including the ability to provide in-person staffing services and administrative planning support, as well as experience with review and management of current planning pr ojects. The second evaluation considered each respondent’s ability to provide long-range planning services – such as specific planning, ordinance amendments and updates, and other policy document preparation – as well as the experience and qualifications of available team members to provide specialized technical review and project management for complex development project proposals. While each respondent had experience and qualifications related to each of these service needs, the review committee determin ed that two scoring lenses would allow each proposal’s strengths to be identified, and to ensure that all needs of the Planning Division could be met by the most qualified and experienced consultants.

For each of the two reviews, the scores were weighted for Experience and Qualifications (50%), Understanding of the Services Proposed (35%), and

Completeness of the Proposal (15%). Each category was given an equivalent number of points, each category added, and a final score was granted out of 100 possible points. Each review committee member scored each respondent, and then the scores were added together and divided by the number of scorers to produce an average.

In an evaluation of advanced/long-range planning services, PlaceWorks received the highest score, which was 97.33 points out of 100 possible points.

PlaceWorks will provide comprehensive professional planning services for the City as needed for the next three years. This will include a focus on the provision of long -range and advanced planning services and project management. The Planning Division provides services to the community in direct response to applications submitted for review and consideration, as well as implements city-wide planning policy through development of plans and ordinances. PlaceWorks will provide services which are responsive to the business needs within the City’s Planning Division, to ensure that the community’s needs are met.

FISCAL IMPACT: This agreement is for an amount not-to-exceed $1,500,000 per year, and there is no guarantee that a task order or service request will be assigned to the contractor.

PREVIOUS COUNCIL OR COMMISSION ACTION: None.

CEQA: This agreement does not constitute a project under CEQA

ATTACHMENTS:

1. Resolution awarding and authorizing the execution of a contract

2. Draft Agreement.

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AWARDING A THREE-YEAR CONTRACT FOR ON-CALL

PROFESSIONAL PLANNING SERVICES TO PLACEWORKS AND

AUTHORIZING THE CITY MANAGER TO NEGOTIATE, EXECUTE, AND AMEND THE CONTRACT IN AN AMOUNT NOT-TO-EXCEED $1,500,000

PER YEAR

WHEREAS, the City of Hollister desires to retain professional and technical planning division services on an on-call and as-needed basis to provide staffing support, current planning project review and management, long-range planning, related environmental review, and other services within the Planning Division of the Development Services Department; and

WHEREAS, the City issued a Request for Proposals to solicit proposals for those services; and

WHEREAS, the City received nine (9) qualified and responsive proposals; and

WHEREAS, following an evaluation of the qualifications of the responding Proposals, staff selected PlaceWorks to provide the desired services.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister does hereby award a contract for Professional Planning Services to PlaceWorks and authorizes the City Manager to negotiate, execute, and amend as necessary, a three- year (3-year) agreement for these services in an amount not -to-exceed $1,500,000 per year.

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT

This services agreement (“Agreement”) is made and entered into effective ____________, 20___ (the “Effective Date”), by and between the City of Hollister (“City”) and _______________________ (“Contractor” and together with City, the “Parties”).

1. SCOPE OF SERVICES.

Subject to the terms and conditions set forth in this agreement, Contractor shall provide to the City the services described in the Scope of Work, Exhibit A. Contractor shall provide the services at the time, place, and manner specified in Exhibits A and/or B. Contractor shall not be compensated for services outside the scope of Exhibit A unless prior to the commencement of the services: (a) Contractor notifies the City and City agrees the services are outside the scope of Exhibit A; (b) Contractor estimates the additional compensation required for these additional services; and (c) City after notice, approves in writing a supplemental agreement specifying the additional services and the amount of compensation therefore. City shall have no obligation whatsoever under this agreement or any supplemental agreement, unless and until the agreement or supplemental agreement is approved by the City Manager, the City Manager’s authorized designee, or by the Hollister City Council, as required by the Hollister Municipal Code or other local law or policy.

2. CONTRACTOR QUALIFICATIONS.

Contractor represents and warrants to City that Contractor, and all of Contractor’s employees, agents or volunteers (the “Contractor Parties”), have in effect and shall maintain in full force throughout the Term of this Agreement all licenses, credentials, permits and any other qualifications required by law to perform the Services and to fully and faithfully satisfy all of the terms set forth in this Agreement. Contractor and any Contractor Parties performing Services shall be competent to perform those Services.

3. TERM.

A. This Agreement shall become effective on the date that it is approved by both parties, set forth on the first page of the agreement, and shall continue in effect until [June 30, 2027] unless sooner terminated as provided herein.

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B. The services of Contractor are to commence upon execution of this Agreement and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit B.

C. This Agreement may be extended by no more than two additional one-year terms at City’s sole discretion. If the City intends to extend this Agreement, it will provide notice to Contractor at least thirty (30) days prior to the end of the then current contract term.

4. TERMINATION.

A. Either Party may terminate this Agreement at any time by giving thirty (30) days advance written notice to the other Party. Notwithstanding the foregoing, City may terminate this Agreement at any time by giving written notice to Contractor if (1) Contractor materially breaches any of the terms of this Agreement; (2) any act or omission of Contractor or the Contractor Parties exposes City to potential liability or may cause an increase in City’s insurance premiums; (3) Contractor is adjudged a bankrupt; (4) Contractor makes a general assignment for the benefit of creditors; or (5) a receiver is appointed because of Contractor’s insolvency. Such termination shall be effective immediately upon Contractor’s receipt of the notice.

B. Written notice by the City Manager or designee shall be sufficient to stop further performance of the Services by Contractor or the Contractor Parties. In the event of early termination, Contractor shall be paid for satisfactory Services performed to the date of termination. Upon payment by City, City shall be under no further obligation to Contractor, monetarily or otherwise, and City may proceed with the work in any manner City deems proper.

5. COMPENSATION.

A. The City shall pay Contractor for the services rendered pursuant to this Agreement at the times and in the manner set forth in the Scope of Services, Exhibit A, the Schedule for Performance, Exhibit B, and in accordance with the Schedule of Fees in Exhibit C, but in no event shall the total compensation exceed the total amount of $[1,500,000] per year. The payments specified in Exhibits A and/or B shall be the only payments to be made to Contractor for the services rendered pursuant to this agreement unless pursuant to Section 1, above, City approves additional compensation for additional services.

B. Contractor shall submit all billings/invoices for services to City in the manner specified in Exhibit B. Contractor’s fee shall be a specified in the Scope of Work, Exhibit A, or the Schedule of Fees as set forth in Exhibit C. All invoices submitted by Contractor shall contain the following information:
(1) Job/project name or description;

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(2) City’s current purchase order and/or work order number (if applicable); (3) Contractor’s invoice number;
(4) Date of invoice issuance;
(5) Description of services billed under invoice, including the description of tasks performed and the corresponding rate charged for the completion of that task; (6) Amount of invoice, itemizing all authorized reimbursable expenses; and (7) Total billed to date under agreement.

C. City agrees to make payment for services within sixty (60) days of receipt of a detailed invoice from Contractor based on percentage of work completed, including any additional supporting documentation that City reasonably requests. If Contractor’s performance is not in conformity with the Scope of Work, Exhibit A, or the Schedule of Performance, Exhibit B, or the provisions set forth above, payments may be delayed or denied, unless the Contractor ’s failure to perform is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 3. City shall not be responsible for delays in payment to Contractor resulting from Contractor’s failure to comply with the invoice format described above, or as set forth in the Schedule of Performance.

D. Contractor shall not be reimbursed directly for any of its expenses, as the fees to be paid under this Agreement include compensation for any and all of Contractor’s expenses.

E. During performance of this Agreement and for a period of three (3) years after completing all services, Contractor shall maintain all accounting and financial records related to this Agreement, including but not limited to records of Contractor’s costs for all services performed under this Agreement and records of Contractor’s reimbursable expenses, in accordance with generally accepted accounting practices, and shall keep and make the records available for inspection and audit by representatives of the City upon reasonable written notice.

6. INDEMNITY. Contractor shall defend, indemnify, and hold harmless City and its agents, representatives, officers, consultants, employees, and City Council (collectively, the “City Parties”), from and against any and all claims, demands, liabilities, damages, losses, suits and actions, and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and description (collectively, the “Claims”) directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful misconduct of Contractor, the Contractor Parties or their respective agents, subcontractors, employees, material or equipment suppliers, invitees, or licensees in the performance of or failure to perform Contractor’s obligations under this Agreement, including, but not limited to Contractor’s or the Contractor Parties’ use of the site, Contractor’s or the Contractor Parties’ performance of the Services, Contractor’s or the

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Contractor Parties’ breach of any of the representations or warranties contained in this Agreement, or for injury to or death of persons or damage to property or delay or damage to the City or the City Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this paragraph. The indemnification provided for in this Section 6 includes, without limitation to the foregoing, claims that may be made against City by any taxing authority asserting that an employer-employee relationship exists by reason of this Agreement, and any claims made against City alleging civil rights violations by Contractor or Contractor Parties under the California Fair Employment and Housing Act (“FEHA”).

7. EQUIPMENT AND MATERIALS. Contractor at its sole cost and expense shall provide and furnish all tools, labor, materials, equipment, transportation services and any other items (collectively, “Equipment”) which are required or necessary to perform the Services in a manner which is consistent with generally accepted standards of the profession for similar services. Notwithstanding the foregoing, City shall not be responsible for any damages to persons or property as a result of the use, misuse or failure of any Equipment used by Contractor or the Contractor Parties, even if such Equipment is furnished, rented or loaned to Contractor or the Contractor Parties by City. Furthermore, City may reject any Equipment or workmanship that does not conform to the requirements of this Agreement and Contractor must then promptly remedy or replace it at no additional cost to City and subject to City’s reasonable satisfaction.

8. INSURANCE. Without in any way limiting Contractor’s liability, or indemnification obligations set forth in Section 6 above, Contractor shall secure and maintain throughout the Term of this Agreement the following insurance:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Professional Liability (Errors and Omissions): Insurance appropriates to the Contractor’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Neither Contractor nor any of the Contractor Parties shall commence performing any portion of the Services until all required insurance has been obtained and certificates

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indicating the required coverages have been delivered to and approved by City. All insurance policies shall include an endorsement stating that City and City Parties are named additional insureds. All of the policies shall be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice has been given to City. If such a notice is not given or even if City receives a notice, City may, at its sole option, terminate this Agreement. All insurance policies shall include an endorsement stating that it is primary to any insurance or self-insurance maintained by City and shall waive all rights of subrogation against City and/or the City Parties. A copy of the declarations page of Contractor’s insurance policies shall be attached to this Agreement as proof of insurance.

9. INDEPENDENT CONTRACTOR STATUS. The Parties agree that Contractor is free from the control and direction of City in connection with Contractor’s performance of the Services. Contractor is hereby retained to provide the specified Services for City, which are outside the usual course of City’s business. Contractor certifies that it is customarily engaged in an independently established trade, occupation, or business to provide the Services required by this Agreement. Contractor understands and agrees that Contractor and the Contractor Parties shall not be considered officers, employees, agents, partners, or joint venturers of City, and are not entitled to benefits of any kind or nature normally provided to employees of City and/or to which City’s employees are normally entitled.

10. TAXES. All payments made by City to Contractor pursuant to this Agreement shall be reported to the applicable federal and state taxing authorities as required. City will not withhold any money from fees payable to Contractor, including FICA (social security), state or federal unemployment insurance contributions, or state or federal income tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state and local taxes or contributions, including unemployment insurance, social security and income taxes with respect to Contractor and the Contractor Parties and otherwise in connection with this Agreement.

11. CONFIDENTIAL INFORMATION. All City information disclosed to Contractor during the course of performance of services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties excepts as authorized by City, or required by law.

12. ASSIGNMENT/SUCCESSORS AND ASSIGNS. Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations under this Agreement without the prior written consent of City. Subject to the foregoing, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective Parties.

13. CONFLICT OF INTEREST. Contractor warrants that neither Contractor, nor any of its employees, agents or subcontractors, has an actual or potential conflict of interest with the City in respect to the Services to be performed under this Agreement for the District.

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None of such individuals shall, during this term of this Agreement, acquire any interest which conflicts, or could potentially conflict, in any manner with the interests of the City.

14. NOTICE TO PROCEED; PROGRESS; COMPLETION. Upon execution of this Agreement by the parties and approval of it by the City Council, City shall give Contractor written notice to proceed with the Services. Such notice may authorize Contractor to render all of the Services contemplated herein, or such portions or phases as may be directed by the City. In the latter event, City shall, in its sole discretion, issue subsequent notices from time to time regarding further portions or phases of the Services. Upon receipt of such notices, Contractor shall diligently proceed with the Services authorized and complete it within the agreed time period.

15. SEVERABILITY. If any provision of this Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.

16. AMENDMENTS. The terms of this Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written agreement signed by both Parties and approved by the City Council.

17. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this Agreement shall be brought solely in the Superior Court of the State of California for the County of San Benito subject to transfer of venue under applicable State law, provided that nothing in this Agreement shall constitute a waiver of immunity to suit by the City.

18. WRITTEN NOTICE. Written notice shall be deemed to have been duly served if delivered in person to Contractor at the address located next to the party signatures below, or if delivered at or sent by registered or certified or overnight mail to the last business address known to the person who sends the notice.

19. COMPLIANCE WITH LAW. Each and every provision of law and clause required by law to be inserted into this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enforced as though it were included therein. Contractor shall comply with all applicable federal, state, and local laws, rules, regulations and ordinances.

Contractor agrees that it shall comply with all legal requirements for the performance of duties under this Agreement and that failure to do so shall constitute material breach.

20. NON-DISCRIMINATION. There shall be no unlawful discrimination in the contracting of persons under this Agreement because of race, color, national origin, age, ancestry, religion, sex, or sexual orientation of such persons.

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21. ATTORNEYS’ FEES. If a party to this Agreement commences a legal action against the other party to enforce a provision of this Agreement or seek damages related to the services provided under this Agreement, the prevailing party in the legal action will be entitled to recover from the other party all of its reasonable litigation expense, costs, and fees actually incurred, including reasonable attorneys’ and experts’ fees.

22. LIABILITY OF CITY. Notwithstanding anything stated herein to the contrary, City shall not be liable for any special, consequential, indirect or incidental damages, including but not limited to lost profits in connection with this Agreement.

23. TIME. Time is of the essence for performance of the Services under this Agreement.

24. WAIVER. No delay or omission by either Party in exercising any right under this Agreement shall operate as a waiver of that or any other right and no single or partial exercise of any right shall preclude either Party from any or further exercise of any right or remedy.

25. REPORTS. Contractor shall maintain complete and accurate records with respect to the Services rendered and the costs incurred under this Agreement, including records with respect to any payments to employees and subcontractors. All such records shall be prepared in accordance with generally accepted accounting procedures. Upon request, Contractor shall make such records available to City for the purpose of auditing and copying such records for a period of five years from the date of final payment under this Agreement.

26. OWNERSHIP OF DOCUMENTS. All plans, studies, drawings, calculations, reports, specifications, estimates, and other documents or any other works of authorship fixed in any tangible medium of expression, including but not limited to physical drawings, data magnetically or otherwise recorded on computer disks, or other writings prepared or caused to be prepared by the Contractor under this Agreement (“Documents”) shall be and shall remain the property of the City for all purposes, not only as they relate or may relate to the Services but as they relate or may relate to any other project. Contractor will provide the City with a complete set of Documents, and will retain, on the City's behalf, the originals or reproducible copies of all Documents, however stored, in the Contractor’s files for a period of no less than fifteen (15) years. Contractor shall promptly make available to City any original documents it has retained under this Agreement upon request by the City.

27. LICENSING OF INTELLECTUAL PROPERTY. This Agreement creates a non-exclusive and perpetual license for the City to copy, use, modify, reuse or sublicense any and all copyrights, designs and other intellectual property embodied in the Documents (“Intellectual Property”) not only as they relate or may relate to the Services but as they

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relate or may relate to other projects. The Contractor shall require any and all subcontractors and subconsultants to agree in writing that the City is granted a similar non-exclusive and perpetual license for the Intellectual Property of such subcontractors or consultants that they provided to Contractor as part of the Services. The compensation for the Services includes compensation not only for any such use of the Intellectual Property in connection with the Services, but also for any re-use of the Intellectual Property by the City in relation to other projects. Contractor represents and warrants that Contractor has the legal right to license the Intellectual Property that Contractor, its subcontractors, or its subconsultants prepare or cause to be prepared under this Agreement.

28. ENTIRE AGREEMENT. This Agreement is intended by the Parties as the final expression of their agreement with respect to such terms as are included herein and as the complete and exclusive statement of its terms and may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, nor explained or supplemented by evidence of consistent additional terms.

29. AMBIGUITY. The Parties to this Agreement, and each of them, hereby represent that the language contained herein is to be construed as jointly proposed and jointly accepted, and in the event of any subsequent determination of ambiguity, all Parties shall be treated as equally responsible for such ambiguity.

30. EXECUTION OF OTHER DOCUMENTS. The Parties to this Agreement shall cooperate fully in the execution of any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full force and effect to the terms and intent of this Agreement.

31. EXECUTION IN COUNTERPARTS. This Agreement may be executed in counterparts such that the signatures may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be deemed a fully executed agreement.

32. WARRANTY OF AUTHORITY. The persons who have signed this Agreement warrant that they are legally authorized to do so on behalf of the respective parties, and by their signatures to bind the respective parties to this Agreement.

33. MEDIATION. A party to this Agreement shall, as a condition precedent to initiating any litigation against the other party, demand mediation of any dispute. The parties shall endeavor to include any third-party claimant in the mediation. The parties shall select a mediator and schedule the mediation within thirty (30) days of the initial demand for mediation. If the parties cannot agree on a mediator, the mediator shall be appointed by JAMS. The parties to the mediation, including the parties to this Agreement, shall pay equal shares of the mediator’s fees. Each party shall bear its own attorney’s fees related to the mediation.

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34. FORMS. Prior to performing any Services, Contractor shall prepare, execute, and submit all forms that may be required by law for this Agreement, including but not limited to an Iran Contract Act certification (Public Contract Code §2204). If a form is necessary, Contractor shall use the City’s versions of these forms, which the City shall make available upon request.

35. SANCTIONS IN RESPONSE TO RUSSIAN AGGRESSION. The City requires Contractor to comply with the Governor’s March 4, 2022, Executive Order N-6-22 (“Order”) relating to any existing sanctions imposed by the United States government and the State of California in response to Russia’s actions in Ukraine, including additional requirements for contracts of $5 million or more. Failure to comply may result in the termination of the Contract.

* * * * * * * * * * * * * * * * * * * *

CITY OF HOLLISTER CONTRACTOR:

By: By:

Name: Name:

Title: Title:

Address for City Notices: Address for Contractor Notices:

City of Hollister
375 Fifth Street
Hollister, CA 95023

EXHIBIT A

Contractor Proposal/Scope of Work

Consultant shall ensure its staff assigned to perform work for the City are compensated in accordance with requirements of state and federal law, and are provided affordable health care and workers’ compensation as required by law. Consultant shall ensure its staff assigned to perform work for the City of Hollister are informed of City policies and procedures, and adhere to the City’s policies and procedures. No employee of Consultant shall be assigned to work more than 960 hours per fiscal year on projects for the City of Hollister, and Consultant will immediately notify the City if any of its staff assigned to a City project is a CalPERS member.

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EXHIBIT B

Schedule of Performance

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EXHIBIT C

Schedule of Fees

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EXHIBIT D

CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700

[Labor Code § 1861]

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

CONTRACTOR

By:

Title:

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-12

AGENDA ITEM: A RESOLUTION APPROVING AN AGREEMENT WITH WILLDAN

ENGINEERING FOR ON-CALL PROFESSIONAL PLANNING SERVICES

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution awarding a contract to Willdan Engineering and authorizing the City Manager to negotiate, execute, and amend as necessary an agreement for services.

DISCUSSION: The City issued a Request for Proposals (RFP) in March 2024 for Professional Planning Services in support of the Planning Division of the Development Services Department. These services included, but were not limited to, current planning project management, staffing support, administrative project review, long-range planning, and associated environmental review services. The RFP was posted on bidnetdirect.com, and resulted in nine (9) responsive and responsible proposals being submitted.

A review committee was formed to evaluate and score each proposal using criteria identified in the RFP. This committee consisted of the Assistant City Manager/Acting Director of Development Services, the Planning Man ager, and the Senior Planner.

After an initial review of the responses received, the review committee determined that there were two distinct service needs of the Planning Division as identified in the RFP – staffing/current planning support, and advanced/long-range planning services – and that the responding firms appeared to specialize in providing one or the other of these services, not necessarily both. For this reason, the review committee determined to evaluate each respondent twice. The first evaluation consisted of the respondent’s ability to assist the Planning Division with staffing support needs, including the ability to provide in-person staffing services and administrative planning support, as well as experience with review and management of current planning projects. The second evaluation considered each respondent’s ability to provide long-range planning services – such as specific planning, ordinance amendments and updates, and other policy document preparation – as well as the experience and qualifications of available team members to provide specialized technical review and project management for complex development project proposals. While each respondent had experience and qualifications related to each of these service needs, the review committee determined that two scoring lenses would allow each proposals’ strengths to be identified, and to ensure that all needs of the Planning Division could be met by the most qualified and experienced consultants.

For each of the two reviews, the scores were weighted for Experience and Qualifications (50%), Understanding of the Services Proposed (35%), and

Completeness of the Proposal (15%). Each category was given an equivalent number of points, each category added, and a final score was granted out of 100 possible points. Each review committee member scored each respondent, and then the scores were added together and divided by the number of scorers to produce an average.

In an evaluation of current planning and staffing support services, Willdan Engineering received the highest score, which was 99.33 points out of 100 possible points.

Willdan Engineering will provide comprehensive professional planning services for the City as needed for the next three years. This will include a focus on the provision of staffing for the Planning Division and current planning services. The Planning Division provides services to the community in direct response to applications submitted for review and consideration, as well as implements city-wide planning policy through development of plans and ordinances. Willdan Engineering will provide services which are responsive to the business needs within the City’s Planning Division, to ensure that the community’s needs are met.

FISCAL IMPACT: This agreement is for an amount not-to-exceed $1,500,000 per year, and there is no guarantee that a task order or service request will be assigned to the contractor.

PREVIOUS COUNCIL OR COMMISSION ACTION: None.

CEQA: This agreement does not constitute a project under CEQA

ATTACHMENTS:

1. Resolution awarding and authorizing the execution of a contract

2. Draft Agreement

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AWARDING A THREE-YEAR CONTRACT FOR ON-CALL

PROFESSIONAL PLANNING SERVICES TO WILLDAN ENGINEERING

AND AUTHORIZING THE CITY MANAGER TO NEGOTIATE, EXECUTE,

AND AMEND THE CONTRACT IN AN AMOUNT NOT-TO-EXCEED
$1,500,000 PER YEAR

WHEREAS, the City of Hollister desires to retain professional and technical planning division services on an on-call and as-needed basis to provide staffing support, current planning project review and management, long-range planning, related environmental review, and other services within the Planning Division of the Development Services Department; and

WHEREAS, the City issued a Request for Proposals to solicit proposals for those services; and

WHEREAS, the City received nine (9) qualified and responsive proposals; and

WHEREAS, following an evaluation of the qualifications of the responding Proposals, staff selected Willdan Engineering to provide the desired services.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister does hereby award a contract for Professional Planning Services to Willdan Engineering and authorizes the City Manager to negotiate, execute, and amend as necessary, a three- year (3-year) agreement for these services in an amount not -to-exceed $1,500,000 per year.

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a reg ular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT

This services agreement (“Agreement”) is made and entered into effective ____________, 20___ (the “Effective Date”), by and between the City of Hollister (“City”) and _______________________ (“Contractor” and together with City, the “Parties”).

1. SCOPE OF SERVICES.

Subject to the terms and conditions set forth in this agreement, Contractor shall provide to the City the services described in the Scope of Work, Exhibit A. Contractor shall provide the services at the time, place, and manner specified in Exhibits A and/or B. Contractor shall not be compensated for services outside the scope of Exhibit A unless prior to the commencement of the services: (a) Contractor notifies the City and City agrees the services are outside the scope of Exhibit A; (b) Contractor estimates the additional compensation required for these additional services; and (c) City after notice, approves in writing a supplemental agreement specifying the additional services and the amount of compensation therefore. City shall have no obligation whatsoever under this agreement or any supplemental agreement, unless and until the agreement or supplemental agreement is approved by the City Manager, the City Manager’s authorized designee, or by the Hollister City Council, as required by the Hollister Municipal Code or other local law or policy.

2. CONTRACTOR QUALIFICATIONS.

Contractor represents and warrants to City that Contractor, and all of Contractor’s employees, agents or volunteers (the “Contractor Parties”), have in effect and shall maintain in full force throughout the Term of this Agreement all licenses, credentials, permits and any other qualifications required by law to perform the Services and to fully and faithfully satisfy all of the terms set forth in this Agreement. Contractor and any Contractor Parties performing Services shall be competent to perform those Services.

3. TERM.

A. This Agreement shall become effective on the date that it is approved by both parties, set forth on the first page of the agreement, and shall continue in effect until [June 30, 2027] unless sooner terminated as provided herein.

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B. The services of Contractor are to commence upon execution of this Agreement and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit B.

C. This Agreement may be extended by no more than two additional one-year terms at City’s sole discretion. If the City intends to extend this Agreement, it will provide notice to Contractor at least thirty (30) days prior to the end of the then current contract term.

4. TERMINATION.

A. Either Party may terminate this Agreement at any time by giving thirty (30) days advance written notice to the other Party. Notwithstanding the foregoing, City may terminate this Agreement at any time by giving written notice to Contractor if (1) Contractor materially breaches any of the terms of this Agreement; (2) any act or omission of Contractor or the Contractor Parties exposes City to potential liability or may cause an increase in City’s insurance premiums; (3) Contractor is adjudged a bankrupt; (4) Contractor makes a general assignment for the benefit of creditors; or (5) a receiver is appointed because of Contractor’s insolvency. Such termination shall be effective immediately upon Contractor’s receipt of the notice.

B. Written notice by the City Manager or designee shall be sufficient to stop further performance of the Services by Contractor or the Contractor Parties. In the event of early termination, Contractor shall be paid for satisfactory Services performed to the date of termination. Upon payment by City, City shall be under no further obligation to Contractor, monetarily or otherwise, and City may proceed with the work in any manner City deems proper.

5. COMPENSATION.

A. The City shall pay Contractor for the services rendered pursuant to this Agreement at the times and in the manner set forth in the Scope of Services, Exhibit A, the Schedule for Performance, Exhibit B, and in accordance with the Schedule of Fees in Exhibit C, but in no event shall the total compensation exceed the total amount of $[1,500,000] per year. The payments specified in Exhibits A and/or B shall be the only payments to be made to Contractor for the services rendered pursuant to this agreement unless pursuant to Section 1, above, City approves additional compensation for additional services.

B. Contractor shall submit all billings/invoices for services to City in the manner specified in Exhibit B. Contractor’s fee shall be a specified in the Scope of Work, Exhibit A, or the Schedule of Fees as set forth in Exhibit C. All invoices submitted by Contractor shall contain the following information:
(1) Job/project name or description;

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(2) City’s current purchase order and/or work order number (if applicable); (3) Contractor’s invoice number;
(4) Date of invoice issuance;
(5) Description of services billed under invoice, including the description of tasks performed and the corresponding rate charged for the completion of that task; (6) Amount of invoice, itemizing all authorized reimbursable expenses; and (7) Total billed to date under agreement.

C. City agrees to make payment for services within sixty (60) days of receipt of a detailed invoice from Contractor based on percentage of work completed, including any additional supporting documentation that City reasonably requests. If Contractor’s performance is not in conformity with the Scope of Work, Exhibit A, or the Schedule of Performance, Exhibit B, or the provisions set forth above, payments may be delayed or denied, unless the Contractor ’s failure to perform is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 3. City shall not be responsible for delays in payment to Contractor resulting from Contractor’s failure to comply with the invoice format described above, or as set forth in the Schedule of Performance.

D. Contractor shall not be reimbursed directly for any of its expenses, as the fees to be paid under this Agreement include compensation for any and all of Contractor’s expenses.

E. During performance of this Agreement and for a period of three (3) years after completing all services, Contractor shall maintain all accounting and financial records related to this Agreement, including but not limited to records of Contractor’s costs for all services performed under this Agreement and records of Contractor’s reimbursable expenses, in accordance with generally accepted accounting practices, and shall keep and make the records available for inspection and audit by representatives of the City upon reasonable written notice.

6. INDEMNITY. Contractor shall defend, indemnify, and hold harmless City and its agents, representatives, officers, consultants, employees, and City Council (collectively, the “City Parties”), from and against any and all claims, demands, liabilities, damages, losses, suits and actions, and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and description (collectively, the “Claims”) directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful misconduct of Contractor, the Contractor Parties or their respective agents, subcontractors, employees, material or equipment suppliers, invitees, or licensees in the performance of or failure to perform Contractor’s obligations under this Agreement, including, but not limited to Contractor’s or the Contractor Parties’ use of the site, Contractor’s or the Contractor Parties’ performance of the Services, Contractor’s or the

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Contractor Parties’ breach of any of the representations or warranties contained in this Agreement, or for injury to or death of persons or damage to property or delay or damage to the City or the City Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this paragraph. The indemnification provided for in this Section 6 includes, without limitation to the foregoing, claims that may be made against City by any taxing authority asserting that an employer-employee relationship exists by reason of this Agreement, and any claims made against City alleging civil rights violations by Contractor or Contractor Parties under the California Fair Employment and Housing Act (“FEHA”).

7. EQUIPMENT AND MATERIALS. Contractor at its sole cost and expense shall provide and furnish all tools, labor, materials, equipment, transportation services and any other items (collectively, “Equipment”) which are required or necessary to perform the Services in a manner which is consistent with generally accepted standards of the profession for similar services. Notwithstanding the foregoing, City shall not be responsible for any damages to persons or property as a result of the use, misuse or failure of any Equipment used by Contractor or the Contractor Parties, even if such Equipment is furnished, rented or loaned to Contractor or the Contractor Parties by City. Furthermore, City may reject any Equipment or workmanship that does not conform to the requirements of this Agreement and Contractor must then promptly remedy or replace it at no additional cost to City and subject to City’s reasonable satisfaction.

8. INSURANCE. Without in any way limiting Contractor’s liability, or indemnification obligations set forth in Section 6 above, Contractor shall secure and maintain throughout the Term of this Agreement the following insurance:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Professional Liability (Errors and Omissions): Insurance appropriates to the Contractor’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Neither Contractor nor any of the Contractor Parties shall commence performing any portion of the Services until all required insurance has been obtained and certificates

Planning Professional Services – Sample Contract 5

indicating the required coverages have been delivered to and approved by City. All insurance policies shall include an endorsement stating that City and City Parties are named additional insureds. All of the policies shall be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice has been given to City. If such a notice is not given or even if City receives a notice, City may, at its sole option, terminate this Agreement. All insurance policies shall include an endorsement stating that it is primary to any insurance or self-insurance maintained by City and shall waive all rights of subrogation against City and/or the City Parties. A copy of the declarations page of Contractor’s insurance policies shall be attached to this Agreement as proof of insurance.

9. INDEPENDENT CONTRACTOR STATUS. The Parties agree that Contractor is free from the control and direction of City in connection with Contractor’s performance of the Services. Contractor is hereby retained to provide the specified Services for City, which are outside the usual course of City’s business. Contractor certifies that it is customarily engaged in an independently established trade, occupation, or business to provide the Services required by this Agreement. Contractor understands and agrees that Contractor and the Contractor Parties shall not be considered officers, employees, agents, partners, or joint venturers of City, and are not entitled to benefits of any kind or nature normally provided to employees of City and/or to which City’s employees are normally entitled.

10. TAXES. All payments made by City to Contractor pursuant to this Agreement shall be reported to the applicable federal and state taxing authorities as required. City will not withhold any money from fees payable to Contractor, including FICA (social security), state or federal unemployment insurance contributions, or state or federal income tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state and local taxes or contributions, including unemployment insurance, social security and income taxes with respect to Contractor and the Contractor Parties and otherwise in connection with this Agreement.

11. CONFIDENTIAL INFORMATION. All City information disclosed to Contractor during the course of performance of services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties excepts as authorized by City, or required by law.

12. ASSIGNMENT/SUCCESSORS AND ASSIGNS. Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations under this Agreement without the prior written consent of City. Subject to the foregoing, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective Parties.

13. CONFLICT OF INTEREST. Contractor warrants that neither Contractor, nor any of its employees, agents or subcontractors, has an actual or potential conflict of interest with the City in respect to the Services to be performed under this Agreement for the District.

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None of such individuals shall, during this term of this Agreement, acquire any interest which conflicts, or could potentially conflict, in any manner with the interests of the City.

14. NOTICE TO PROCEED; PROGRESS; COMPLETION. Upon execution of this Agreement by the parties and approval of it by the City Council, City shall give Contractor written notice to proceed with the Services. Such notice may authorize Contractor to render all of the Services contemplated herein, or such portions or phases as may be directed by the City. In the latter event, City shall, in its sole discretion, issue subsequent notices from time to time regarding further portions or phases of the Services. Upon receipt of such notices, Contractor shall diligently proceed with the Services authorized and complete it within the agreed time period.

15. SEVERABILITY. If any provision of this Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.

16. AMENDMENTS. The terms of this Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written agreement signed by both Parties and approved by the City Council.

17. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this Agreement shall be brought solely in the Superior Court of the State of California for the County of San Benito subject to transfer of venue under applicable State law, provided that nothing in this Agreement shall constitute a waiver of immunity to suit by the City.

18. WRITTEN NOTICE. Written notice shall be deemed to have been duly served if delivered in person to Contractor at the address located next to the party signatures below, or if delivered at or sent by registered or certified or overnight mail to the last business address known to the person who sends the notice.

19. COMPLIANCE WITH LAW. Each and every provision of law and clause required by law to be inserted into this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enforced as though it were included therein. Contractor shall comply with all applicable federal, state, and local laws, rules, regulations and ordinances.

Contractor agrees that it shall comply with all legal requirements for the performance of duties under this Agreement and that failure to do so shall constitute material breach.

20. NON-DISCRIMINATION. There shall be no unlawful discrimination in the contracting of persons under this Agreement because of race, color, national origin, age, ancestry, religion, sex, or sexual orientation of such persons.

Planning Professional Services – Sample Contract 7

21. ATTORNEYS’ FEES. If a party to this Agreement commences a legal action against the other party to enforce a provision of this Agreement or seek damages related to the services provided under this Agreement, the prevailing party in the legal action will be entitled to recover from the other party all of its reasonable litigation expense, costs, and fees actually incurred, including reasonable attorneys’ and experts’ fees.

22. LIABILITY OF CITY. Notwithstanding anything stated herein to the contrary, City shall not be liable for any special, consequential, indirect or incidental damages, including but not limited to lost profits in connection with this Agreement.

23. TIME. Time is of the essence for performance of the Services under this Agreement.

24. WAIVER. No delay or omission by either Party in exercising any right under this Agreement shall operate as a waiver of that or any other right and no single or partial exercise of any right shall preclude either Party from any or further exercise of any right or remedy.

25. REPORTS. Contractor shall maintain complete and accurate records with respect to the Services rendered and the costs incurred under this Agreement, including records with respect to any payments to employees and subcontractors. All such records shall be prepared in accordance with generally accepted accounting procedures. Upon request, Contractor shall make such records available to City for the purpose of auditing and copying such records for a period of five years from the date of final payment under this Agreement.

26. OWNERSHIP OF DOCUMENTS. All plans, studies, drawings, calculations, reports, specifications, estimates, and other documents or any other works of authorship fixed in any tangible medium of expression, including but not limited to physical drawings, data magnetically or otherwise recorded on computer disks, or other writings prepared or caused to be prepared by the Contractor under this Agreement (“Documents”) shall be and shall remain the property of the City for all purposes, not only as they relate or may relate to the Services but as they relate or may relate to any other project. Contractor will provide the City with a complete set of Documents, and will retain, on the City's behalf, the originals or reproducible copies of all Documents, however stored, in the Contractor’s files for a period of no less than fifteen (15) years. Contractor shall promptly make available to City any original documents it has retained under this Agreement upon request by the City.

27. LICENSING OF INTELLECTUAL PROPERTY. This Agreement creates a non-exclusive and perpetual license for the City to copy, use, modify, reuse or sublicense any and all copyrights, designs and other intellectual property embodied in the Documents (“Intellectual Property”) not only as they relate or may relate to the Services but as they

Planning Professional Services – Sample Contract 8

relate or may relate to other projects. The Contractor shall require any and all subcontractors and subconsultants to agree in writing that the City is granted a similar non-exclusive and perpetual license for the Intellectual Property of such subcontractors or consultants that they provided to Contractor as part of the Services. The compensation for the Services includes compensation not only for any such use of the Intellectual Property in connection with the Services, but also for any re-use of the Intellectual Property by the City in relation to other projects. Contractor represents and warrants that Contractor has the legal right to license the Intellectual Property that Contractor, its subcontractors, or its subconsultants prepare or cause to be prepared under this Agreement.

28. ENTIRE AGREEMENT. This Agreement is intended by the Parties as the final expression of their agreement with respect to such terms as are included herein and as the complete and exclusive statement of its terms and may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, nor explained or supplemented by evidence of consistent additional terms.

29. AMBIGUITY. The Parties to this Agreement, and each of them, hereby represent that the language contained herein is to be construed as jointly proposed and jointly accepted, and in the event of any subsequent determination of ambiguity, all Parties shall be treated as equally responsible for such ambiguity.

30. EXECUTION OF OTHER DOCUMENTS. The Parties to this Agreement shall cooperate fully in the execution of any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full force and effect to the terms and intent of this Agreement.

31. EXECUTION IN COUNTERPARTS. This Agreement may be executed in counterparts such that the signatures may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be deemed a fully executed agreement.

32. WARRANTY OF AUTHORITY. The persons who have signed this Agreement warrant that they are legally authorized to do so on behalf of the respective parties, and by their signatures to bind the respective parties to this Agreement.

33. MEDIATION. A party to this Agreement shall, as a condition precedent to initiating any litigation against the other party, demand mediation of any dispute. The parties shall endeavor to include any third-party claimant in the mediation. The parties shall select a mediator and schedule the mediation within thirty (30) days of the initial demand for mediation. If the parties cannot agree on a mediator, the mediator shall be appointed by JAMS. The parties to the mediation, including the parties to this Agreement, shall pay equal shares of the mediator’s fees. Each party shall bear its own attorney’s fees related to the mediation.

Planning Professional Services – Sample Contract 9

34. FORMS. Prior to performing any Services, Contractor shall prepare, execute, and submit all forms that may be required by law for this Agreement, including but not limited to an Iran Contract Act certification (Public Contract Code §2204). If a form is necessary, Contractor shall use the City’s versions of these forms, which the City shall make available upon request.

35. SANCTIONS IN RESPONSE TO RUSSIAN AGGRESSION. The City requires Contractor to comply with the Governor’s March 4, 2022, Executive Order N-6-22 (“Order”) relating to any existing sanctions imposed by the United States government and the State of California in response to Russia’s actions in Ukraine, including additional requirements for contracts of $5 million or more. Failure to comply may result in the termination of the Contract.

* * * * * * * * * * * * * * * * * * * *

CITY OF HOLLISTER CONTRACTOR:

By: By:

Name: Name:

Title: Title:

Address for City Notices: Address for Contractor Notices:

City of Hollister
375 Fifth Street
Hollister, CA 95023

EXHIBIT A

Contractor Proposal/Scope of Work

Consultant shall ensure its staff assigned to perform work for the City are compensated in accordance with requirements of state and federal law, and are provided affordable health care and workers’ compensation as required by law. Consultant shall ensure its staff assigned to perform work for the City of Hollister are informed of City policies and procedures, and adhere to the City’s policies and procedures. No employee of Consultant shall be assigned to work more than 960 hours per fiscal year on projects for the City of Hollister, and Consultant will immediately notify the City if any of its staff assigned to a City project is a CalPERS member.

Planning Professional Services – Sample Contract 10

EXHIBIT B

Schedule of Performance

Planning Professional Services – Sample Contract 11

EXHIBIT C

Schedule of Fees

Planning Professional Services – Sample Contract 12

EXHIBIT D

CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700

[Labor Code § 1861]

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

CONTRACTOR

By:

Title:

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Development Services-2024-11

AGENDA ITEM: A RESOLUTION APPROVING AN AGREEMENT WITH 4LEAF INC.

FOR ON-CALL PROFESSIONAL BUILDING SERVICES

DEPARTMENT: Development Services
DEPARTMENT HEAD: Rod Powell, Assistant City Manager
STAFF CONTACT: Eva Kelly, Planning Manager

RECOMMENDED ACTION: Adopt a resolution awarding a contract to 4LEAF Inc. and authorizing the City Manager to negotiate, execute, and amend as necessary an agreement for services.

DISCUSSION: The City issued a Request for Proposals (RFP) in March 2024 for Professional Building Services in support of the Building Division of the Development Services Department. These services included, but were not limited to, plan review of construction documents, structural engineering, field inspections, administration and staffing of the Building Division public counter. The RFP was posted on bidnetdirect.com, and resulted in eight (8) responsive and responsible proposals being submitted.

A review committee was formed to evaluate and score each proposal using criteria identified in the RFP. This committee consisted of the Assistant City Manager/Acting Director of Development Services, the Planning Manager, and the Building Official.

The scores were weighted for Experience and Qualifications (50%), Understanding of the Services Proposed (35%), and Completeness of the Proposal (15%). Each category was given an equivalent number of points, each category added, and a final score was granted out of 100 possible points. Each review committee member scored each respondent, and then the scores were added together and divided by the number of scorers to produce an average. 4LEAF Inc. received the highest score, which was 100 points out of 100 possible points.

4LEAF Inc. will provide comprehensive professional building services for the City as needed for the next three years. This will include provision of staffing (permit technicians, field inspectors, etc.) for the Building Division, as well as plan review services. The Building Division provides services to the community in direct response to applications submitted for residential and commercial construction projects. 4LEAF Inc. will provide services which are responsive to the business needs within the City’s Building Division, to ensure that the community’s needs are met.

FISCAL IMPACT: This agreement is for an amount not-to-exceed $2,000,000 per year.

PREVIOUS COUNCIL OR COMMISSION ACTION: None.

CEQA: This agreement does not constitute a project under CEQA

ATTACHMENTS:

1. Resolution awarding and authorizing the execution of a contract

2. Draft Agreement

RESOLUTION NO. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AWARDING A THREE-YEAR CONTRACT FOR ON-CALL
PROFESSIONAL BUILDING SERVICES TO 4LEAF INC. AND

AUTHORIZING THE CITY MANAGER TO NEGOTIATE, EXECUTE, AND AMEND THE CONTRACT IN AN AMOUNT NOT-TO-EXCEED $2,000,000

PER YEAR

WHEREAS, the City of Hollister desires to retain professional and technical building division services on an on-call and as-needed basis to provide staffing support, Plan Review, and other services within the Building Division of the Development Services Department; and

WHEREAS, the City issued a Request for Proposals to solicit proposals for those services; and

WHEREAS, the City received eight (8) qualified and responsive proposals; and

WHEREAS, following an evaluation of the qualifications of the responding Proposals, staff selected 4LEAF Inc. to provide the desired services.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister does hereby award a contract for Professional Building Services to 4LEAF Inc. and authorizes the City Manager to negotiate, execute, and amend as necessary, a three-year (3-year) agreement for these services in an amount not-to-exceed $2,000,000 per year.

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

____
Jennifer Woodworth, MMC, City Clerk Mary F. Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

Building Professional Services – Sample Contract 1

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT

This services agreement (“Agreement”) is made and entered into effective ____________, 20___ (the “Effective Date”), by and between the City of Hollister (“City”) and _______________________ (“Contractor” and together with City, the “Parties”).

1. SCOPE OF SERVICES.

Subject to the terms and conditions set forth in this agreement, Contractor shall provide to the City the services described in the Scope of Work, Exhibit A. Contractor shall provide the services at the time, place, and manner specified in Exhibits A and/or B.

Contractor shall not be compensated for services outside the scope of Exhibit A unless prior to the commencement of the services: (a) Contractor notifies the City and City agrees the services are outside the scope of Exhibit A; (b) Contractor estimates the additional compensation required for these additional services; and (c) City after notice, approves in writing a supplemental agreement specifying the additional services and the amount of compensation therefore. City shall have no obligation whatsoever under this agreement or any supplemental agreement, unless and until the agreement or supplemental agreement is approved by the City Manager, the City Manager’s authorized designee, or by the Hollister City Council, as required by the Hollister Municipal Code or other local law or policy.

2. CONTRACTOR QUALIFICATIONS.

Contractor represents and warrants to City that Contractor, and all of Contractor’s employees, agents or volunteers (the “Contractor Parties”), have in effect and shall maintain in full force throughout the Term of this Agreement all licenses, credentials, permits and any other qualifications required by law to perform the Services and to fully and faithfully satisfy all of the terms set forth in this Agreement. Contractor and any Contractor Parties performing Services shall be competent to perform those Services.

3. TERM.

A. This Agreement shall become effective on the date that it is approved by both parties, set forth on the first page of the agreement, and shall continue in effect until [June 30, 2027] unless sooner terminated as provided herein.

B. The services of Contractor are to commence upon execution of this Agreement and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit B.

Building Professional Services – Sample Contract 2
C. This Agreement may be extended by no more than two additional one-year terms at City’s sole discretion. If the City intends to extend this Agreement, it will provide notice to Contractor at least thirty (30) days prior to the end of the then current contract term.

4. TERMINATION.

A. Either Party may terminate this Agreement at any time by giving thirty (30) days advance written notice to the other Party. Notwithstanding the foregoing, City may terminate this Agreement at any time by giving written notice to Contractor if (1) Contractor materially breaches any of the terms of this Agreement; (2) any act or omission of Contractor or the Contractor Parties exposes City to potential liability or may cause an increase in City’s insurance premiums; (3) Contractor is adjudged a bankrupt; (4) Contractor makes a general assignment for the benefit of creditors; or (5) a receiver is appointed because of Contractor’s insolvency. Such termination shall be effective immediately upon Contractor’s receipt of the notice.

B. Written notice by the City Manager or designee shall be sufficient to stop further performance of the Services by Contractor or the Contractor Parties. In the event of early termination, Contractor shall be paid for satisfactory Services performed to the date of termination. Upon payment by City, City shall be under no further obligation to Contractor, monetarily or otherwise, and City may proceed with the work in any manner City deems proper.

5. COMPENSATION.

A. The City shall pay Contractor for the services rendered pursuant to this Agreement at the times and in the manner set forth in the Scope of Services, Exhibit A, the Schedule for Performance, Exhibit B, and in accordance with the Schedule of Fees in Exhibit C, but in no event shall the total compensation exceed the total amount of $[2,000,000] per year. The payments specified in Exhibits A and/or B shall be the only payments to be made to Contractor for the services rendered pursuant to this agreement unless pursuant to Section 1, above, City approves additional compensation for additional services.

B. Contractor shall submit all billings/invoices for services to City in the manner specified in Exhibit B. Contractor’s fee shall be a specified in the Scope of Work, Exhibit A, or the Schedule of Fees as set forth in Exhibit C. All invoices submitted by Contractor shall contain the following information:
(1) Job/project name or description;
(2) City’s current purchase order and/or work order number (if applicable); (3) Contractor’s invoice number;
(4) Date of invoice issuance;
(5) Description of services billed under invoice, including the description of tasks performed and the corresponding rate charged for the completion of that task;

Building Professional Services – Sample Contract 3
(6) Amount of invoice, itemizing all authorized reimbursable expenses; and (7) Total billed to date under agreement.

C. City agrees to make payment for services within sixty (60) days of receipt of a detailed invoice from Contractor based on percentage of work completed, including any additional supporting documentation that City reasonably requests. If Contractor’s performance is not in conformity with the Scope of Work, Exhibit A, or the Schedule of Performance, Exhibit B, or the provisions set forth above, payments may be delayed or denied, unless the Contractor’s failure to perform is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 3.

City shall not be responsible for delays in payment to Contractor resulting from Contractor’s failure to comply with the invoice format described above, or as set forth in the Schedule of Performance.

D. Contractor shall not be reimbursed directly for any of its expenses, as the fees to be paid under this Agreement include compensation for any and all of Contractor’s expenses.

E. During performance of this Agreement and for a period of three (3) years after completing all services, Contractor shall maintain all accounting and financial records related to this Agreement, including but not limited to records of Contractor’s costs for all services performed under this Agreement and records of Contractor’s reimbursable expenses, in accordance with generally accepted accounting practices, and shall keep and make the records available for inspection and audit by representatives of the City upon reasonable written notice.

6. INDEMNITY. Contractor shall defend, indemnify, and hold harmless City and its agents, representatives, officers, consultants, employees, and City Council (collectively, the “City Parties”), from and against any and all claims, demands, liabilities, damages, losses, suits and actions, and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and description (collectively, the “Claims”) directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful misconduct of Contractor, the Contractor Parties or their respective agents, subcontractors, employees, material or equipment suppliers, invitees, or licensees in the performance of or failure to perform Contractor’s obligations under this Agreement, including, but not limited to Contractor’s or the Contractor Parties’ use of the site, Contractor’s or the Contractor Parties’ performance of the Services, Contractor’s or the Contractor Parties’ breach of any of the representations or warranties contained in this Agreement, or for injury to or death of persons or damage to property or delay or damage to the City or the City Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this paragraph.

The indemnification provided for in this Section 6 includes, without limitation to the foregoing, claims that may be made against City by any taxing authority asserting that

Building Professional Services – Sample Contract 4
an employer-employee relationship exists by reason of this Agreement, and any claims made against City alleging civil rights violations by Contractor or Contractor Parties under the California Fair Employment and Housing Act (“FEHA”).

7. EQUIPMENT AND MATERIALS. Contractor at its sole cost and expense shall provide and furnish all tools, labor, materials, equipment, transportation services and any other items (collectively, “Equipment”) which are required or necessary to perform the Services in a manner which is consistent with generally accepted standards of the profession for similar services. Notwithstanding the foregoing, City shall not be responsible for any damages to persons or property as a result of the use, misus e or failure of any Equipment used by Contractor or the Contractor Parties, even if such Equipment is furnished, rented or loaned to Contractor or the Contractor Parties by City.

Furthermore, City may reject any Equipment or workmanship that does not conform to the requirements of this Agreement and Contractor must then promptly remedy or replace it at no additional cost to City and subject to City’s reasonable satisfaction.

8. INSURANCE. Without in any way limiting Contractor’s liability, or indemnification obligations set forth in Section 6 above, Contractor shall secure and maintain throughout the Term of this Agreement the following insurance:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Professional Liability (Errors and Omissions): Insurance appropriates to the Contractor’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Neither Contractor nor any of the Contractor Parties shall commence performing any portion of the Services until all required insurance has been obtained and certificates indicating the required coverages have been delivered to and approved by City. All insurance policies shall include an endorsement stating that City and City Parties are named additional insureds. All of the policies shall be amended to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice has been given to City. If such a notice

Building Professional Services – Sample Contract 5
is not given or even if City receives a notice, City may, at its sole option, terminate this Agreement. All insurance policies shall include an endorsement stating that it is primary to any insurance or self-insurance maintained by City and shall waive all rights of subrogation against City and/or the City Parties. A copy of the declarations page of Contractor’s insurance policies shall be attached to this Agreement as proof of insurance.

9. INDEPENDENT CONTRACTOR STATUS. The Parties agree that Contractor is free from the control and direction of City in connection with Contractor’s performance of the Services. Contractor is hereby retained to provide the specified Services for City, which are outside the usual course of City’s business. Contractor certifies that it is customarily engaged in an independently established trade, occupation, or business to provide the Services required by this Agreement. Contractor understands and agrees that Contractor and the Contractor Parties shall not be considered officers, employees, agents, partners, or joint venturers of City, and are not entitled to benefits of any kind or nature normally provided to employees of City and/or to which City’s employees are normally entitled.

10. TAXES. All payments made by City to Contractor pursuant to this Agreement shall be reported to the applicable federal and state taxing authorities as required. City will not withhold any money from fees payable to Contractor, including FICA (social security), state or federal unemployment insurance contributions, or state or federal income tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state and local taxes or contributions, including unemployment insurance, social security and income taxes with respect to Contractor and the Contractor Parties and otherwise in connection with this Agreement.

11. CONFIDENTIAL INFORMATION. All City information disclosed to Contractor during the course of performance of services under this Agreement shall be treated as confidential and shall not be disclosed to any other persons or parties excepts as authorized by City, or required by law.

12. ASSIGNMENT/SUCCESSORS AND ASSIGNS. Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations under this Agreement without the prior written consent of City. Subject to the foregoing, this Agreement shall be binding on the heirs, executors, administrators, successors, and assigns of the respective Parties.

13. CONFLICT OF INTEREST. Contractor warrants that neither Contractor, nor any of its employees, agents or subcontractors, has an actual or potential conflict of interest with the City in respect to the Services to be performed under this Agreement for the District.

None of such individuals shall, during this term of this Agreement, acquire any interest which conflicts, or could potentially conflict, in any manner with the interests of the City.

Building Professional Services – Sample Contract 6

14. NOTICE TO PROCEED; PROGRESS; COMPLETION. Upon execution of this Agreement by the parties and approval of it by the City Council, City shall give Contractor written notice to proceed with the Services. Such notice may authorize Contractor to render all of the Services contemplated herein, or such portions or phases as may be directed by the City. In the latter event, City shall, in its sole discretion, issue subsequent notices from time to time regarding further portions or phases of the Services. Upon receipt of such notices, Contractor shall diligently proceed with the Services authorized and complete it within the agreed time period.

15. SEVERABILITY. If any provision of this Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.

16. AMENDMENTS. The terms of this Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written agreement signed by both Parties and approved by the City Council.

17. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this Agreement shall be brought solely in the Superior Court of the State of California for the County of San Benito subject to transfer of venue under applicable State law, provided that nothing in this Agreement shall constitute a waiver of immunity to suit by the City.

18. WRITTEN NOTICE. Written notice shall be deemed to have been duly served if delivered in person to Contractor at the address located next to the party signatures below, or if delivered at or sent by registered or certified or overnight mail to the la st business address known to the person who sends the notice.

19. COMPLIANCE WITH LAW. Each and every provision of law and clause required by law to be inserted into this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enf orced as though it were included therein. Contractor shall comply with all applicable federal, state, and local laws, rules, regulations and ordinances. Contractor agrees that it shall comply with all legal requirements for the performance of duties under this Agreement and that failure to do so shall constitute material breach.

20. NON-DISCRIMINATION. There shall be no unlawful discrimination in the contracting of persons under this Agreement because of race, color, national origin, age, ancestry, religion, sex, or sexual orientation of such persons.

21. ATTORNEYS’ FEES. If a party to this Agreement commences a legal action against the other party to enforce a provision of this Agreement or seek damages related to the services provided under this Agreement, the prevailing party in the legal action will be

Building Professional Services – Sample Contract 7
entitled to recover from the other party all of its reasonable litigation expense, costs, and fees actually incurred, including reasonable attorneys’ and experts’ fees.

22. LIABILITY OF CITY. Notwithstanding anything stated herein to the contrary, City shall not be liable for any special, consequential, indirect or incidental damages, including but not limited to lost profits in connection with this Agreement.

23. TIME. Time is of the essence for performance of the Services under this Agreement.

24. WAIVER. No delay or omission by either Party in exercising any right under this Agreement shall operate as a waiver of that or any other right and no single or partial exercise of any right shall preclude either Party from any or further exercise of any right or remedy.

25. REPORTS. Contractor shall maintain complete and accurate records with respect to the Services rendered and the costs incurred under this Agreement, including records with respect to any payments to employees and subcontractors. All such records shall be prepared in accordance with generally accepted accounting procedures. Upon request, Contractor shall make such records available to City for the purpose of auditing and copying such records for a period of five years from the date of final payment under this Agreement.

26. OWNERSHIP OF DOCUMENTS. All plans, studies, drawings, calculations, reports, specifications, estimates, and other documents or any other works of authorship fixed in any tangible medium of expression, including but not limited to physical drawings, data magnetically or otherwise recorded on computer disks, or other writings prepared or caused to be prepared by the Contractor under this Agreement (“Documents”) shall be and shall remain the property of the City for all purposes, not only as they relate or may relate to the Services but as they relate or may relate to any other project.

Contractor will provide the City with a complete set of Documents, and will retain, on the City's behalf, the originals or reproducible copies of all Documents, however stored, in the Contractor’s files for a period of no less than fifteen (15) years. Contractor shall promptly make available to City any original documents it has retained under this Agreement upon request by the City.

27. LICENSING OF INTELLECTUAL PROPERTY. This Agreement creates a non- exclusive and perpetual license for the City to copy, use, modify, reuse or sublicense any and all copyrights, designs and other intellectual property embodied in the Documents (“Intellectual Property”) not only as they relate or may relate to the Services but as they relate or may relate to other projects. The Contractor shall require any and all subcontractors and subconsultants to agree in writing that the City is granted a similar non-exclusive and perpetual license for the Intellectual Property of such subcontractors or consultants that they provided to Contractor as part of the Services.

The compensation for the Services includes compensation not only for any such use of

Building Professional Services – Sample Contract 8
the Intellectual Property in connection with the Services, but also for any re-use of the Intellectual Property by the City in relation to other projects. Contractor represents and warrants that Contractor has the legal right to license the Intellectual Property that Contractor, its subcontractors, or its subconsultants prepare or cause to be prepared under this Agreement.

28. ENTIRE AGREEMENT. This Agreement is intended by the Parties as the final expression of their agreement with respect to such terms as are included herein and as the complete and exclusive statement of its terms and may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement, nor explained or supplemented by evidence of consistent additional terms.

29. AMBIGUITY. The Parties to this Agreement, and each of them, hereby represent that the language contained herein is to be construed as jointly proposed and jointly accepted, and in the event of any subsequent determination of ambiguity, all Parties shall be treated as equally responsible for such ambiguity.

30. EXECUTION OF OTHER DOCUMENTS. The Parties to this Agreement shall cooperate fully in the execution of any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full force and effect to the terms and intent of this Agreement.

31. EXECUTION IN COUNTERPARTS. This Agreement may be executed in counterparts such that the signatures may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be deemed a fully executed agreement.

32. WARRANTY OF AUTHORITY. The persons who have signed this Agreement warrant that they are legally authorized to do so on behalf of the respective parties, and by their signatures to bind the respective parties to this Agreement.

33. MEDIATION. A party to this Agreement shall, as a condition precedent to initiating any litigation against the other party, demand mediation of any dispute. The parties shall endeavor to include any third-party claimant in the mediation. The parties shall select a mediator and schedule the mediation within thirty (30) days of the initial demand for mediation. If the parties cannot agree on a mediator, the mediator shall be appointed by JAMS. The parties to the mediation, including the parties to this Agreement, shall pay equal shares of the mediator’s fees. Each party shall bear its own attorney’s fees related to the mediation.

34. FORMS. Prior to performing any Services, Contractor shall prepare, execute, and submit all forms that may be required by law for this Agreement, including but not limited to an Iran Contract Act certification (Public Contract Code §2204). If a form is

Building Professional Services – Sample Contract 9
necessary, Contractor shall use the City’s versions of these forms, which the City shall make available upon request.

35. SANCTIONS IN RESPONSE TO RUSSIAN AGGRESSION. The City requires Contractor to comply with the Governor’s March 4, 2022, Executive Order N-6-22 (“Order”) relating to any existing sanctions imposed by the United States government and the State of California in response to Russia’s actions in Ukraine, including additional requirements for contracts of $5 million or more. Failure to comply may result in the termination of the Contract.

* * * * * * * * * * * * * * * * * * * *

CITY OF HOLLISTER CONTRACTOR:

By: By:

Name: Name:

Title: Title:

Address for City Notices: Address for Contractor Notices:

City of Hollister
375 Fifth Street

Hollister, CA 95023

Building Professional Services – Sample Contract 10

EXHIBIT A

Contractor Proposal/Scope of Work

Consultant shall ensure its staff assigned to perform work for the City are compensated in accordance with requirements of state and federal law, and are provided affordable health care and workers’ compensation as required by law. Consultant shall ensure its staff assigned to perform work for the City of Hollister are informed of City policies and procedures, and adhere to the City’s policies and procedures. No employee of Consultant shall be assigned to work more than 960 hours per fiscal year on projects for the City of Hollister, and Consultant will immediately notify the City if any of its staff assigned to a City project is a CalPERS member.

Building Professional Services – Sample Contract 11

EXHIBIT B

Schedule of Performance

Building Professional Services – Sample Contract 12

EXHIBIT C

Schedule of Fees

Building Professional Services – Sample Contract 13

EXHIBIT D

CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700

[Labor Code § 1861]

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

CONTRACTOR

By:

Title:

STAFF REPORT

HOLLISTER CITY COUNCIL
MEETING DATE: June 18, 2024
REPORT # Human Resources-2024-01

AGENDA ITEM: A RESOLUTION APPROVING A MEMORANDUM OF

UNDERSTANDING (MOU) BETWEEN THE CITY OF HOLLISTER AND THE HOLLISTER FIREFIGHTERS UNION (HFFU) LOCAL 3395

DEPARTMENT: Human Resources
DEPARTMENT HEAD: Casey Estorga, Administrative Services Director STAFF CONTACT: Casey Estorga, Administrative Services Director

RECOMMENDED ACTION: Adopt a resolution approving and authorizing the City Manager to execute the amended MOU between the City of Hollister and HFFU Local 3395.

DISCUSSION: The MOU between the City of Hollister and HFFU is scheduled to expire on June 30, 2024. As a result, the City and HFFU have met and conferred in good faith over the past several months to discuss proposed changes to the MOU.

As a result, the City and HFFU have agreed to amend the MOU, including an amendment to the term of the MOU, now covering the period of July 1, 2024 – June 30, 2025. A complete copy of the updated MOU, including strike-through formatting to identify the changes, has been included as an attachment as part of this staff report.

FISCAL IMPACT: Funding for this item has been included in the FY 2024-25 Recommended Budget.

PREVIOUS COUNCIL OR COMMISSION ACTION: N/A

CEQA: Not a Project

ATTACHMENTS:

1. Resolution

2. Draft HFFU MOU

RESOLUTION No. 2024-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HOLLISTER

AUTHORIZING THE CITY MANAGER TO EXECUTE A MEMORANDUM

OF UNDERSTANDING (MOU) BETWEEN THE CITY OF HOLLISTER
AND THE HOLLISTER FIREFIGHTERS UNION (HFFU) LOCAL 3395

WHEREAS, representatives of the City of Hollister and the Hollister Firefighters Union (HFFU) Local 3395, an organization representing City of Hollister employees, have met and conferred in good faith concerning subjects of bargaining; and

WHEREAS, understandings and agreements have been reached between the bargaining representatives; and

WHEREAS, the agreement was ratified by the Hollister Firefighters Union (HFFU) Local 3395 members; and

WHEREAS, both parties have agreed to enter into a Memorandum of Understanding for the term of July 1, 2024 through June 30, 2025.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Hollister authorizes the execution of the Memorandum of Understanding between the City of Hollister and Hollister Firefighters Union (HFFU) Local 3395 for the term of July 1, 2024 through June 30, 2025, and the City Manager of the City of Hollister is hereby authorized to execute said Memorandum of Understanding.

PASSED AND ADOPTED, by the City Council of the City of Hollister at a regular meeting held on June 18, 2024 by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

________________________________
Mia Casey, Mayor

ATTEST: APPROVED AS TO FORM:

Lozano Smith Attorneys at Law

______________________________ _______________________________ Jennifer Woodworth, MMC, City Clerk Mary Lerner, City Attorney

Resolution No. 2024-XX

I, Jennifer Woodworth, MMC, City Clerk of the City of Hollister, do hereby certify that the attached Resolution No. 2024-XX is an original resolution, or true and correct copy of a City resolution, duly adopted by the Council of the City of Hollister at a regular meeting held on June 18, 2024 at which meeting a quorum was present.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Hollister on June 18, 2024.

Jennifer Woodworth, MMC
City Clerk of the City of Hollister

MEMORANDUM OF UNDERSTANDING

BETWEEN

THE CITY OF HOLLISTER
AND
THE HOLLISTER FIREFIGHTERS UNION (H.F.F.U.) – LOCAL 3395

July 1, 2021 2024 – June 30, 2024 2025

1 Table of Contents
ARTICLE 1. PREAMBLE .............................................................................................................. 4 ARTICLE 2. NO DISCRIMINATION ............................................................................................ 4 ARTICLE 3. RECOGNITION ........................................................................................................ 4 ARTICLE 4. MAINTENANCE OF BENEFITS ............................................................................... 4 ARTICLE 5. SALARY AND SPECIAL COMPENSATION ............................................................. 4 A. Salary Adjustments .......................................................................................................... 4 B. Fire Engineer Salary Separaঞon ....................................................................................... 5 C. Deferred Compensaঞon Plan........................................................................................... 5 D. Longevity Pay .................................................................................................................. 5 E. Reঞrement ...................................................................................................................... 6 F. Overঞme ......................................................................................................................... 6 G. Call Back Pay ................................................................................................................... 7 H. Bilingual Skills Pay ........................................................................................................... 7 I. Working Out Of Class Pay ............................................................................................... 7 J. Holiday Compensaঞon .................................................................................................... 8 K. Promoঞons ...................................................................................................................... 8 L. Compensatory Time Conversion to Cash ......................................................................... 8 ARTICLE 6. INSURANCE ........................................................................................................... 10 A. CalPERS Medical ........................................................................................................... 10 B. Health Insurance Opঞons .............................................................................................. 11 C. IRS Code Secঞon 125 Flexible Benefits/Cafeteria Plan ................................................. 11 D. Terms for Health Care Parঞcipaঞon ............................................................................... 12 E. Health Care Contribuঞons ............................................................................................. 12 F. Vision Insurance ............................................................................................................ 12 G. Dental Insurance ........................................................................................................... 12 H. Life Insurance ................................................................................................................ 13 I. Long Term Disability Insurance ...................................................................................... 13 J. Health Insurance Opt-out Waiver Cash Incenঞve Opঞon .............................................. 13 K. Opঞonal Health Benefits ............................................................................................... 13

2 L. Flexible Spending Accounts (FSA's) ................................................................................ 14 M. Voluntary Life Insurance ................................................................................................ 14 N. Miscellaneous ................................................................................................................ 14 ARTICLE 7. CAREER INCENTIVE PROGRAM ........................................................................... 14 A. Educaঞon Incenঞve Program ......................................................................................... 14 B. Specialty Incenঞve Program .......................................................................................... 15 ARTICLE 8. JOB RELATED DISABILITIES AND THE AMERICANS WITH DISABILITIES ACT .... 15 A. Job Related Disabiliঞes .................................................................................................. 15 B. Americans with Disabiliঞes Act ..................................................................................... 16 ARTICLE 9. UNIFORM ALLOWANCE AND SAFETY EQUIPMENT ............................................ 16 A. Uniform Allowance ........................................................................................................ 16 B. Safety Equipment .......................................................................................................... 16 ARTICLE 10. GRIEVANCE PROCEDURE ................................................................................... 16 A. Definiঞon ...................................................................................................................... 17 B. Stale Grievance .............................................................................................................. 17 C. Informal Discussion with Employee's Supervisor ........................................................... 17 D. Formal Wri‚en Grievance to Employee's Supervisor ..................................................... 17 E. Grievance to Department Head/City Manager .............................................................. 17 F. Waiver of Appeal Steps .................................................................................................. 18 G. Advisory Fact Finding of Grievances .............................................................................. 18 H. Selecঞon of a Fact Finder .............................................................................................. 18 I. Duty of Fact Finder ........................................................................................................ 18 J. Payment of Costs .......................................................................................................... 18 K. Effect of Failure Of Timely Acঞon .................................................................................. 18 ARTICLE 11. LEAVE .................................................................................................................. 19 A. Sick Leave ...................................................................................................................... 19 B. Bereavement Leave ....................................................................................................... 19 C. Family Sick Leave - Within Exisঞng Benefit ................................................................... 19 D. Emergency Sick Leave - Within Exisঞng Benefit ............................................................ 19 E. Vacaঞon ........................................................................................................................ 20 F. Leave ............................................................................................................................. 20 ARTICLE 12. WORKING HOURS .............................................................................................. 20

3 ARTICLE 13. MISCELLANEOUS ................................................................................................ 21 A. Residency ...................................................................................................................... 21 B. Professionalizaঞon ........................................................................................................ 21 C. Bulleঞn Board................................................................................................................ 22 D. Payroll Deducঞon Of Dues ............................................................................................ 22 E. Shi[ Exchanges ............................................................................................................. 22 F. Minimum Staffing Provisions ......................................................................................... 22 G. Unit Staffing .................................................................................................................. 23 H. Payroll Direct Deposit ................................................................................................... 23 I. Sick Leave Conversion to Cash ...................................................................................... 23 J. Physical Fitness and Wellness Program ......................................................................... 24 K. Tuiঞon Reimbursements ................................................................................................ 24 L. New Employee Orientaঞon ........................................................................................... 24 M. Order of Layoff .............................................................................................................. 24 N. Re-employment ............................................................................................................. 24 O. Bidding Procedure for Local 3395 .................................................................................. 25 ARTICLE 14. MAINTENANCE OF OPERATIONS .................................................................... 25 ARTICLE 15. PREVAILING M.O.U.............................................................................................. 26 ARTICLE 16. UNION BUSINESS ............................................................................................... 26 ARTICLE 17. DRUG FREE WORKPLACE POLICY ..................................................................... 26 ARTICLE 18. SAVINGS CLAUSE ................................................................................................ 26 ARTICLE 19. PROMOTIONAL PROBATION ............................................................................. 26 ARTICLE 20. LABOR AND MANAGEMENT COMMITTEE ........................................................ 27 ARTICLE 21. LAYOFF POLICY................................................................................................... 27 ARTICLE 22. BIDDING SYSTEM .............................................................................................. 27 ARTICLE 23. DISCIPLINARY APPEAL PROCEDURES .............................................................. 27 ARTICLE 24. TERM AND REOPENER ...................................................................................... 31 ARTICLE 25. INTEREST BASED BARGAINING AND VACANCIES ............................................. 31 A. Vacancies ....................................................................................................................... 31

4 ARTICLE 1. PREAMBLE

This Memorandum of Understanding is entered into by the City of Hollister, hereina[er referred to as "City", and the Hollister Firefighters Union, hereina[er referred to as "Union". This Memorandum of Understanding hereina[er referred to as "M.O.U.", is subject to Secঞons 3500- 3510 of the Government Code of the State of California, otherwise known as the Meyers-Milias- Brown Act and the Employer-Employee Relaঞons Resoluঞon of the City of Hollister.

ARTICLE 2. NO DISCRIMINATION

The City and the Union will cooperate in pursuing a policy of no discriminaঞon of affirmaঞve acঞon. Any management established City advisory employee commi‚ee relaঞng to affirmaঞve acঞon shall provide for Union representaঞon on said commi‚ee. The City and Union further agree that no person employed by, or applying for employment, shall be discriminated against because of race, religion, creed, poliঞcal affiliaঞons, color, naঞonal origin, ancestry, age, or sex, unless defined as a bona-fide occupaঞon qualificaঞon as defined by Federal or State law. The employer also agrees not to discriminate against any employee for his/her acঞvity on behalf of, or membership in, the Union. Any employee alleging a violaঞon of this arঞcle shall have the burden of proving the existence of a discriminatory act or acts and of proving that but for such act or acts the alleged injury or damage to the grievant would not have occurred.

ARTICLE 3. RECOGNITION

Pursuant to Secঞon 3500-3510 of the Government Code, the City cerঞfies the Union as the recognized employee organizaঞon for a unit including the classificaঞons of Ba‚alion Chief, Fire Captain, Fire Engineer, Firefighter and any other classes assigned to the Fire Department except clerical and management.

ARTICLE 4. MAINTENANCE OF BENEFITS

The arঞcles included in this agreement consঞtute a full and complete agreement with the City and Union on all ma‚ers within the scope of representaঞon for the period stated in Arঞcle 19.

Term. All present resoluঞons, ordinances, rules and regulaঞons, pracঞces and policies covering ma‚ers within the scope of representaঞon will conঞnue in force and effect during said period without change, except to conform to the terms of this M.O.U., subject to meet and confer.

Noঞce of any ma‚er proposed to be changed will be provided to the Union in a ঞmely fashion.

ARTICLE 5. SALARY AND SPECIAL COMPENSATION

A. Salary Adjustments

Effecঞve the first full pay period on or a[er July 1, 2021, City shall apply a three and three quarter percent (3.75%) across-the board increase to the base salary of all classificaঞons. All unit members shall receive a six percent (6.00%) increase to their base pay effecঞve the first full pay period a[er July 1, 2024.

5 Cost of Living Adjustment

A Cost of Living Adjustment (COLA) shall be applied to all unit classificaঞons effecঞve the first full pay period on or a[er July 1, 2022 and July 1, 2023. The COLA shall be applied by the following method:

The COLA shall be determined annually, based on increases in April's Consumer Price Index for All Urban Consumers in the San Francisco-Oakland-San Jose area (CPI-U), using base period 2021-2022 and 2022-2023. The raঞo is calculated and rounded to the nearest one- half percent (0.5%) with an annual maximum COLA of 3.5%.

B. Fire Engineer Salary Separaঞon

Effecঞve the pay period beginning January 29, 2022, the City shall implement a salary differenঞal increase between classificaঞons from ten percent (10%) to twelve and a half percent (12.5%). The twelve and a half percent (12.5%) salary differenঞal shall be maintained between all ranks beginning at Firefighter.

Also, effecঞve the first full pay period on or a[er July 1, 2023, the City shall implement a salary differenঞal increase between classificaঞons from twelve and a half percent (12.5%) to fi[een percent (15%). The fi[een percent (15%) salary differenঞal shall be maintained between all ranks beginning at Firefighter.

C. Deferred Compensaঞon Plan

The City shall conঞnue, during the term of this M.O.U., to provide a voluntary deferred compensaঞon plan for all employees of this unit.

D. Longevity Pay

Effecঞve 6/30/21, all All members in the bargaining unit, who complete the following specified consecuঞve years of service prior to or a[er 6/30/21, shall be paid the following:

Longevity Pay will be payable as part of the employee’s bi-weekly payroll.

Number of Consecutive Years Longevity Pay
5 – 9 Years Three percent (3%) of base salary
10 – 14 Years Three Six percent (3%) (6%) of base salary 15 – 19 Years Six Nine percent (6%) (9%) of base salary 20 Or More Years Nine Twelve percent (9%) (12%) of base salary

6 E. Reঞrement

1. Contribuঞon

Tier 1

a. Effecঞve the first full pay period a[er the execuঞon of the MOU, and the City’s subsequent adopঞon of the Resoluঞon changing the CalPERS Reঞrement Employee Contribuঞon Rate, all unit employees under the Public Safety - Fire CalPERS “3% @ age 50” Reঞrement Benefit Plan shall pay nine percent (9%) of their Compensaঞon as part of the Employees’ contribuঞon.

Tier 2

a. Effecঞve the first full pay period a[er the execuঞon of the MOU, and the City’s subsequent adopঞon of the Resoluঞon changing the CalPERS Reঞrement Employee Contribuঞon Rate, all unit employees under the Public Safety - Fire CalPERS “3% @ age 55” Reঞrement Benefit Plan shall pay nine percent (9%) of their Compensaঞon as part of the Employees’ contribuঞon.

Tier 3

a. Effecঞve on or a[er January 1, 2013, all new employees hired on or a[er January 1, 2013, and who are defined as a “new member” under the Public Employee Pension Reform Act of 2013 (PEPRA), AB 340 shall pay the employee contribuঞon rate as established by State of California law.

2. Survivor's Death Benefit

The City agrees to conঞnue the CalPERS Fourth Level Survivor Death Benefit for all eligible unit members. The City agrees to pay the employer rate contribuঞon. The employee agrees to pay the member rate contribuঞon.

3. Modificaঞons

a. The City agrees not to make any other modificaঞons in the current Cal PERS contract without a vote of all affected employees.

F. Overঞme

An employee authorized or required to work overঞme in excess of the assigned scheduled shi[ shall be compensated at the addiঞonal rate of ঞme and one-half.

1. Unit members may accrue up to a maximum of four-hundred eighty (480) hours of compensatory ঞme.