Agenda packet — Lathrop City Council, November 18, 2024 (part 2 of 2)

212
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES 8) Confidentiality
a) General. CONSULTANT agrees not to disclose any data submitted to CONSULTANT by CITY or obtained without the prior approval of the CITY, provided, however, that CONSULTANT shall not be required to keep confidential any information that is ( i) publicly available from other sources, or ( ii) required to be disclosed to governmental authorities.
b) Public Statements. CONSULTANT shall not issue nor cause the issuance of any public statement in a way regarding the Services without CITY' Sprior approval.
c) Public Release of Information. CONSULTANT shall not release any information concerning the Services or CITY without CITY' Sprior approval. CONSULTANT shall provide for CITY' Sapproval of both the material sought to be released and the identity of the publisher of such material.
d) Survival. The provisions of this Agreement governing the confidentiality of material delivered to or generated by CONSULTANT during the Term of this Agreement shall survive the termination or cancellation of this Agreement.
9) Assignment and Subcontracting
It is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of CONSULTANT. Neither this Agreement nor any interest therein may be assigned by CONSULTANT without the prior written approval of CITY' S City Manager. CONSULTANT shall not subcontract any portion of the performance contemplated and provided for herein, other than the subcontractors noted in the proposal, without prior written approval of the CITY' Sauthorized representative. 10) Insurance
On or before beginning any of the services or work called for by any term of this Agreement, CONSULTANT, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to the CITY the insurance specified in subsections ( a) through ( c) below with insurers and under forms of insurance satisfactory in all respects to the CITY. CONSULTANT shall not allow any subcontractor to commence work on any subcontract until all insurance required of the CONSULTANT has also been obtained for the subcontractor. Verification of this insurance shall be submitted and made part of this Agreement prior to execution.

Page 3 ends

213
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES a) Workers'
sole cost
Compensation.
and expense, maintain

CONSULTANT
Statutory
shall,
Workers'
at CONSULTANT' S
Compensation
Insurance and Employer' sLiability Insurance for any and all persons employed directly or indirectly by CONSULTANT. Said Statutory Workers' Compensation Insurance and Employer' sLiability Insurance shall be provided with limits of not less than one million dollars. In the alternative, CONSULTANT may rely on a self- insurance program to meet these requirements provided that the program of self- insurance complies fully with the provisions of the California Labor Code. The insurer, if insurance is provided, or the CONSULTANT, if a program of self- insurance is provided, shall waive all rights of subrogation against the CITY for loss arising from work performed under this Agreement. b) Commercial General and Automobile Liability Insurance.

CONSULTANT, at CONSULTANT' Sown cost and expense, shall maintain commercial general and automobile liability insurance for the period covered by this Agreement in an amount not less than one million dollars per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non -owned automobiles.

Coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 ( ed. 11/ 88) and Insurance Services Office Automobile Liability form CA 0001 ( ed. 12/ 90) Code 1 ( any auto).

Page 4 ends

214
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES officers, employees, agents, or volunteers.
ii) The insurance shall cover on an occurrence or an accident basis, and not on a claim made basis.
iii) An endorsement must state that coverage is primary insurance and that no other insurance affected by the CITY will be called upon to contribute to a loss under the coverage.
iv) Any failure of CONSULTANT to comply with reporting
provisions of the policy shall not affect coverage provided to CITY and its officers, employees, agents, and volunteers. v) Insurance is to be placed with California - admitted insurers with a Best' srating of no less than A: VII.
vi) Notice of cancellation or non -renewal must be received by CITY at least thirty days prior to such change.
c) Professional Liability. CONSULTANT, at CONSULTANT' Sown cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than One Million Dollars ($ 1, 000,0) per claim made and per policy aggregate covering the licensed professionals' errors and omissions, as follows:
i) Any deductible or self -insured retention shall not exceed 150, 00 per claim.
ii) Notice of cancellation, material change, or non -renewal must be received by the CITY at least thirty days prior to such change shall be included in the coverage or added as an endorsement to the policy.
iii) The following provisions shall apply if the professional liability coverages are written on a claims made form:

1. The retroactive date of the policy must be shown and must be before the date of the Agreement.

2. Insurance must be maintained and evidence of
insurance must be provided for at least five years after completion of the Agreement or the work, so long as
commercially available at reasonable rates.

3. If coverage is canceled or not renewed and it is not

Page 5 ends

215
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES replaced with another claims made policy form with a
retroactive date that precedes the date of this
Agreement, CONSULTANT must provide extended
reporting coverage for a minimum of five years after
completion of the Agreement or the work. The CITY
shall have the right
cost, any extended
to
reporting
exercise
provisions
at the CONSULTANT' S
of the policy
should the CONSULTANT cancel or not renew the
coverage.

During the period covered by this Agreement, upon express written authorization of the CITY' s City Manager, CONSULTANT may increase such deductibles or self -insured retentions with respect to CITY, its officers, employees, agents, and volunteers. The CITY' s City Manager may condition approval of an increase in deductible or self -insured retention levels upon a
requirement that CONSULTANT
procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.
e) Notice of Reduction in Coverage. In the event that any coverage required under subsections ( a), (b), or ( c) of this section of the Agreement is reduced, limited, or materially affected in any other manner, CONSULTANT shall provide written notice to CITY at CONSULTANT' Searliest possible opportunity and in no case later than five days after CONSULTANT is notified of the change in coverage.
f) In addition to any other remedies CITY may have if CONSULTANT fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, CITY may, at its sole option:
i) Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
ii) Order CONSULTANT to stop work under this Agreement or withhold any payment which becomes due to CONSULTANT
hereunder, or both stop work and withhold any payment, until

Page 6 ends

216
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES CONSULTANT demonstrates compliance with the
requirements hereof;
iii) Terminate this Agreement.

Exercise of any of the above remedies, however, is an alternative to other remedies CITY may have and is not the exclusive remedy for CONSULTANT' Sbreach. 11) Indemnification - CONSULTANT' SResponsibility
As to the CONSULTANT' S work hereunder, it is understood and agreed that ( a) CONSULTANT has the professional skills necessary to perform the work, (b) CITY relies upon the professional skills of CONSULTANT to perform the work in a skillful and professional manner, and ( c) CONSULTANT thus agrees to so perform.

Acceptance by CITY of the work performed under this Agreement does not operate as a release of said CONSULTANT from such professional responsibility for the work performed. It is further understood and agreed that CONSULTANT is apprised of the scope of the work to be performed under this Agreement and CONSULTANT agrees that said work can and shall be performed in a fully competent manner in accordance with the standard of care applicable to CONSULTANT' Sprofession.

CONSULTANT shall indemnify, defend, and hold CITY, its officers, employees, agents, and volunteers harmless from and against any and all liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused by the willful misconduct or negligent acts or omissions of CONSULTANT, its employees, subcontractors, or agents, or on account of the performance or character of this work, except for any such claim arising out of the negligence or willful misconduct of the CITY, its officers, employees, agents, or volunteers. It is understood that the duty of CONSULTANT to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance of insurance certificates and endorsements required under this Agreement does not relieve CONSULTANT from liability under this indemnification and hold harmless clause.

This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

Page 7 ends

217
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES 12) Licenses
If a license of any kind, which term is intended to include evidence of registration, is required of CONSULTANT, its employees, agents, or subcontractors by federal or state law, CONSULTANT warrants that such license has been obtained, is valid and in good standing, and CONSULTANT shall keep it in effect at all times during the term of this Agreement, and that any applicable bond has been posted in accordance with all applicable laws and regulations.
13) Business Licenses
CONSULTANT shall obtain and maintain a CITY of Lathrop Business License until all Agreement services are rendered and accepted by the CITY. 14) Termination
Either CITY or CONSULTANT may cancel this Agreement upon 30 days written notification to the other party. In the event of termination, the CONSULTANT shall be entitled to compensation for services performed to the effective date of termination; provided, however, that the CITY may condition payment of such compensation upon CONSULTANT' Sdelivery to the CITY of any or all documents, photographs, computer software, video and audio tapes, and other materials provided to CONSULTANT or prepared by or for CONSULTANT or the CITY in connection with this Agreement.
15) Funding
CONSULTANT agrees and understands that renewal of this agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII ( B) of the California Constitution and that the Council may determine not to fund this agreement in subsequent years. 16) Notices
All contracts, appointments, approvals, authorizations, claims, demands, change orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if ( 1) personally served, (2) sent by the United States mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed with two ( 2) Days by delivery of a hard copy of the material sent by facsimile transmission. Personal service shall include, without limitation, service by delivery and service by facsimile transmission.

Page 8 ends

218
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES To City: City of Lathrop
City Clerk
390 Towne Centre Drive
Lathrop, CA 95330
Copy to: City of Lathrop
Finance Department
390 Towne Centre Drive
Lathrop, CA 95330
To Consultant:

Main: (209) 941- 7320
Fax: (209) 941- 7339
NBS Government Finance Group
32605 Temecula Parkway
Suite 100
Temecula, CA 92592
17) Miscellaneous
a) Consent. Whenever in this Agreement the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent.
b) Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the Laws of the State of California.
c) Definitions. The definitions and terms are as defined in these specifications.
d) Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, which directly results from an Act of God or an act of a superior governmental authority.
e) Headings. The paragraph headings are not a part of this Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement.
f) Incorporation of Documents. All documents constituting the Agreement documents described in Section 1 hereof and all

Page 9 ends

219
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in the Agreement and shall be deemed to be part of this Agreement. g) Integration. This Agreement and any amendments hereto between the parties constitute the entire Agreement between the parties concerning the Project and Work, there are no other prior oral or written agreements between the parties that are not incorporated in this Agreement.

Modification of Agreement. This Agreement shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties.

Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Agreement shall define or otherwise control, establish or limit the performance required or permitted or to be required of or permitted by either party. All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions.

Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the provisions of this Agreement not so affected shall remain in full force and effect.

Status of CONSULTANT. In the exercise of rights and obligations under this Agreement, CONSULTANT acts as an independent contractor and not as an agent or employee of CITY. CONSULTANT shall not be entitled to any rights and benefits accorded or accruing to the City Council members, officers or employees of CITY, and CONSULTANT expressly waives any and all claims to such right and benefits.

Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties.

Time of the Essence. Time is of the essence of this Agreement and each of its provisions. In the calculation of time hereunder, the time in which an act is to be performed shall be computed by excluding the first Day and including the last. If the time in which an act is to be performed falls on a Saturday, Sunday or any Day observed as a legal holiday by CITY, the time for performance shall be extended to the following Business Day.

Page 10 ends

220
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES n) Venue. In the event that suit is brought by either party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin or in the United States District Court for the Eastern District of California. o) Recovery of Costs. The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement fees,
may recover
incurred
its
or expended
reasonable
in
costs,
connection
including
with such
reasonable
action against
attorney' s
the
non -prevailing party.
18) Notice to Proceed
Prior to commencing work under this agreement, CONSULTANT shall receive a written "Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall not be obligated to pay CONSULTANT for any services prior to issuance of the Notice to Proceed. 19) Signatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSULTANT and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

Page 11 ends

221
CITY OF LATHROP — NBS

MASTER AGREEMENT FOR SPECIAL DISTRICT ADMINISTRATION SERVICES Approved as to Form: City of Lathrop
City Attorney
Salvador Navarrete
Recommended for Approval: City of Lathrop
Director of Finance
to ‘:1 - 1/" -0 -1 -
Date
Cari James Date
Approved By: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
CONSULTANT:

Stephen J. Salvatore Date
City Manager
NBS Government Finance Group
32605 Temecula Parkway
Suite 100
Temecula, CA 92592
Fed ID #
Business License #
Michael Rentner Date
President and Chief Executive Officer

Page 12 ends

222

EXHIBIT A

CONSULTANT SCOPE OF SERVICES
1915 Act Assessment District Administration

KICK- OFF MEETING, PROJECT SCHEDULE
NBS will meet with City staff, legal counsel and other interested parties to:

Establish lines of communication.

Clarify the specific project goals and criteria that will meet the City' s preference.

Identify and resolve any special circumstances that may be involved in the administration of the districts.

Develop project schedules to meet legal requirements and provide for effective interaction of all involved parties.

Establish meeting dates consistent with schedule to achieve project milestones.

DATA COLLECTION
NBS will gather and review data relevant to the administration of the Assessment District. Data will be obtained from various sources, including City records, Assessor' sparcel maps, and County Assessor information. NBS will maintain and periodically update a database of all parcels within the district along with relevant parcel information.

POLICY REVIEW
NBS will review policies and procedures that have been established by the City for compliance with the governing documents and law. These policies will be incorporated into our service to the City.

COST RECOVERY
NBS will assist the City in identifying all costs associated with the administration of the Assessment District and recover those costs through the levy process as outlined in § 8682 and § 8682. 1of the California Streets and Highways Code. These costs may include, but not be limited to Registrar/ Transfer/ Paying Agent fees, Arbitrage Rebate calculation fees, bank fees, and expenses of the City and its consultants related to the administration of the district.

FUND ANALYSIS
NBS will determine the balance requirements and acquire the current cash balances for the district. We will make recommendations to ensure that the flow of funds and fund balances are in compliance with bond documents. Cash flow analysis will also be performed to determine any levy shortfall or surplus.

LEVY SUBMITTAL
NBS will submit the levy to the County Auditor - Controller in the required format. Assessments rejected by the County Auditor -Controller will be researched and resubmitted for collection on the County Tax NBSCity of Lathrop
Administration Services Master 1 Agreement
223
Roll. Any parcels that are not accepted by the County for collection will be invoiced with payment to be directed to the City.

MAINTAIN DISTRICT DATA
NBS will annually track all parcel changes to ensure that all changes are documented. Historical parcel change and assessment apportionment data will be maintained by NBS.

ANNUAL REPORT
NBS will provide a comprehensive Annual Report that will show a detailed listing of the amounts submitted to the County or directly billed for collection, details of delinquent assessments, fund analysis, paid off parcels, all bond call activity, and assessed valuation information.

DELINQUENCY MONITORING
NBS will provide a comprehensive list of delinquencies after each installment becomes due. The delinquency report will provide the district' s overall delinquency percentage as well as a detailed list of each delinquent parcel, with the name and address of the delinquent parcel owner, the delinquent amount, and penalties.

PREPAYMENT CALCULATION/ AMORTIZATION SCHEDULE
NBS will provide assessment prepayment calculations and amortization schedules to interested parties.

The requester will pay the cost of this service; however, there will be no charge to the City or property owners.

BOND CALLS
NBS will prepare the spread of principal to be called within maturities for all bond calls and coordinate the call with the Paying Agent/ Trustee.

RELEASE OF LIENS
NBS will prepare all documents required to release the liens of parcels that have prepaid the assessment.

NOTICE OF SPECIAL ASSESSMENT
NBS will provide a " Notice of Special Assessment" disclosure notice to requesting parties as required by 53754 of the Government Code of the State of California. The fee of any Notice of Special Assessment shall be paid by the party requesting the disclosure notice.

SENATE BILL 1029 CDIAC REPORTING
NBS will perform necessary reporting to the California Debt and Investment Advisory Commission as required by California Government Code Section 8855( k), including filing the report online by the January 31st annual deadline. This report is subject to additional fees per bond issue based on the requirements.

M FBS City of LathropAdministration Services Master Agreement 2 224

CONSULTING SUPPORT
NBS will provide a toll -free phone number for use by the City, other interested parties and all property owners. Our staff will be available to answer questions regarding the formation and ongoing collection of assessments for the district. Bilingual staff is available for Spanish- speaking property owners.

COUNTY ASSESSOR REPORTING
NBS will work with the County Assessor to aid in complying with the requirements of Revenue & Taxation Code 163. This includes providing data such as parcel number, original assessment and current principal balance to the County Assessor.

Community Facilities District Administration ( Bonded)

KICK- OFF MEETING, PROJECT SCHEDULE
NBS will meet with City staff, legal counsel and other interested parties to:

Establish lines of communication.

Clarify the specific project goals and criteria that will meet the City' s preference.

Identify and resolve any special circumstances that may be involved in the administration of the districts.

Develop project schedules to meet legal requirements and provide for effective interaction of all involved parties.

Establish meeting dates consistent with schedule to achieve project milestones.

DATA COLLECTION
NBS will gather and review data pertinent to the administration of the Community Facilities District.

Data will be obtained from various sources such as Assessor' s parcel maps, building permits and County Assessor information as determined to be necessary based on the requirements of the Rate and Method of Apportionment. NBS will maintain and periodically update a database of all parcels within the district, along with relevant parcel information.

ADMINISTRATIVE COST RECOVERY
NBS will identify all costs associated with the administration of the Community Facilities District and recover those costs through the levy process as outlined in § 53317( e) and § 53340 of the Government Code of the State of California. Such costs may include, but are not to be limited to: Bank fees, legal fees, county tax collection fees, and all costs and expenses of the City Council and its consultants related to district administration.

CASH FLOW ANALYSIS
NBS will determine the cash flow requirement, acquire current fund balances and make recommendations to keep the flow of funds and fund balances in compliance with the bond documents.

Fund transfers might include the transfer of available surplus funds to be used as levy credits or the transfer of reserve funds to the redemption fund upon the prepayment of special taxes. Cash flow analysis will also be performed to determine any levy shortfall or surplus collections.

NBSCity of Lathrop
Administration Services Master Agreement 3
225

SPECIAL TAX REQUIREMENT
NBS will calculate the annual Special Tax Requirement that will include all necessary components as outlined in the Rate and Method of Apportionment, such as principal and interest due, administrative expenses, collection for direct financing of services or facilities, and a fund credit or replenishment as determined from analysis of the district funds.

LEVY CALCULATION
NBS will calculate the annual special tax levy for each parcel within the Community Facilities District following the guidelines established in the Rate and Method of Apportionment.

MEETING ATTENDANCE
NBS will attend up to two ( 2) City Council meetings related to district administration, as requested by the City. NBS will attend additional meetings as requested by the City subject to additional expenses for time and travel.

LEVY SUBMITTAL
NBS will submit the levy to the County Auditor -Controller in the required format. Special Taxes rejected by the County Auditor -Controller will be researched and resubmitted for collection on the County Tax Roll. Any parcels that are not submitted by the County for collection will be invoiced with payment to be directed to the City.

MAINTAIN DISTRICT DATA
NBS will annually track all parcel changes to ensure that all changes are documented. Historical parcel change data will be maintained by NBS.

SPECIAL TAX LEVY REPORT
NBS will provide an annual Special Tax Levy Report. This report will include a parcel listing with levy amounts and other parcel information, the details of the annual Special Tax Requirement, current delinquency information, fund analysis, administrative expenses to be recovered, and status of the project and current issues affecting the district.

DELINQUENCY MONITORING
NBS will provide a comprehensive list of delinquencies after each installment becomes due. The delinquency report will provide the district' soverall delinquency percentage as well as a detailed list of each delinquent parcel, with the name and address of the delinquent parcel owner, the delinquent amount, and penalties.

PREPAYMENT CALCULATIONS
NBS will provide special tax prepayment calculations to interested parties. The party requesting the calculation shall pay the fee of any prepayment calculation.

M NBS City of LathropAdministration Services Master Agreement 4 226

BOND CALLS
NBS will prepare the spread of principal to be called within maturities for all bond calls and coordinate the call with the Paying Agent/ Trustee.

RELEASE OF LIENS
NBS will prepare all documents required to release the liens of parcels that have prepaid the special tax.

CDIAC REPORTING
NBS will perform the necessary reporting to the California Debt and Investment Advisory Commission as required by the Government Code of the State of California.

For each of the following reporting requirements, NBS will review all pertinent documents and obtain the information needed to:

Prepare and file the report online as required by GC § 53359.(b) and § 53359.(c) by the October 30th annual deadline.

Prepare and file the report online as required by GC § 8855( k) by the January 31st annual deadline.

This report is subject to additional fees per bond issue based on the requirements.

ADDITIONAL REPORTING
NBS will be a resource to the City by staying current and identifying any new legislation and reporting requirements as they relate to the CFD.

For each of the following reporting requirements, NBS will review all pertinent documents and obtain the information needed to:

Prepare the required reporting to the California State Controller' sOffice California Government Code, Section 12463. 2, enacted as part of AB 2109. Provide to City staff for inclusion in the annual financial transaction report.

Assist in the filing of the SB 165 report to the City Council each year to comply with legislation that enforces additional reporting requirements. California Government Code, Sections 50075. 3or 53411.

Prepare other reports as required by any State and/ or Federal disclosure reporting requirements pertaining to each CFD, as applicable, amended, or newly enacted and required.

This may be subject to additional fee.

NOTICE OF SPECIAL TAX DISCLOSURE
NBS will provide Notice of Special Tax Disclosure notices to requesting parties as required by § 53340. 2 and § 53341. of the Government Code of the State of California. The fee of any Notice of Special Tax shall be billed to the requesting party.

M NBS City of Lathrop
Administration Services Master Agreement 5
227

CONSULTING SUPPORT
NBS will provide a toll -free phone number for use by the City, other interested parties and property owners. Our staff will be available to answer questions regarding the CFD and ongoing collection of the special tax. Bilingual staff is available for Spanish- speaking property owners.

Community Facilities District Administration ( Non -Bonded)

DATA COLLECTION
NBS will gather and review data pertinent to the administration of the Community Facilities District CFD). Data will be obtained from various sources such as assessor' sparcel maps, building permits and county assessor information as determined to be necessary based on the requirements of the Rate and Method of Apportionment. NBS will maintain and periodically update a database of all parcels within the CFD and relevant parcel information.

ADMINISTRATIVE COST RECOVERY
NBS will assist the City in identifying all costs associated with the administration of the CFD and recover those costs through the levy process as outlined in § 53317( e) and § 53340 of the Government Code of the State of California. Such costs may include, but are not to be limited to: bank fees, legal fees, county tax collection fees, and costs and expenses of the City and its consultants related to administration of the CFD.

SPECIAL TAX REQUIREMENT
NBS will calculate the annual Special Tax Requirement that will include all necessary components as outlined in the Rate and Method of Apportionment, such as funds necessary for authorized services and maintenance, administrative expenses, collection costs for direct financing of services or facilities, and credits as determined from the analysis of the CFD funds.

LEVY CALCULATION
NBS will calculate the annual special tax levy for each parcel within the CFD following the guidelines established in the Rate and Method of Apportionment.

MEETING ATTENDANCE
NBS will attend CFD- related City Council meetings as requested by the City.

LEVY SUBMITTAL
deadline.

NBS will submit the levy to the County Auditor -Controller in the required format by the County' s Special Taxes rejected by the County Auditor -Controller will be researched and resubmitted for collection on the County Tax Roll. Any parcels that are not accepted by the County for collection will be invoiced directly to the parcel owner, with payment to be directed to the City.

SPECIAL TAX LEVY REPORT
NBS will provide an annual Special Tax Levy Report. This report will include a parcel listing with levy amounts and other parcel information, the details of the annual Special Tax Requirement, fund M NBS City of Lathrop
Administration Services Master Agreement 6
228
analysis, administrative expenses to be recovered, and status of the project and current issues affecting the CFD.

ADDITIONAL REPORTING
NBS will be a resource to the City by staying current and identifying any new legislation and reporting requirements as they relate to the CFD.

For each of the following reporting requirements, NBS will review all pertinent documents and obtain the information needed to:

Prepare other reports as required by any State and/ or Federal disclosure reporting requirements pertaining to each CFD, as applicable, amended, or newly enacted and required.

This may be subject to additional fee.

KICK- OFF MEETING, PROJECT SCHEDULE
NBS will meet with City staff, legal counsel and other interested parties to:

Establish lines of communication.

Clarify the specific project goals, components and criteria that will meet the City' s preference.

Identify and resolve any special circumstances that may be involved in the administration of the District.

Develop project schedules to meet legal requirements and provide for effective interfacing of all involved parties.

Establish meeting points consistent with schedule to achieve project milestones.

YT Establish and coordinate with City staff a schedule to assure completion of necessary actions and compliance with statutes.

M NBS City of Lathrop
Administration Services Master 7
Agreement
229

DATABASE DEVELOPMENT
NBS will update the database with current County Assessor' sinformation including property owner names and addresses, and any other available data that will augment the existing database.

BUDGET PREPARATION
NBS will meet with City staff to review the District budget for the coming fiscal year. This budget will be based on historical costs and actual and/ or projected changes in costs and/ orimprovements to be maintained. Cost categories may include, but are not limited to capital improvements and maintenance costs, incidental costs ( engineering, legal, City administration) and reserve funds.

ASSESSMENT COMPUTATION AND RATE ANALYSIS
NBS will compute the assessment for each parcel within the District according to the Method of Assessment. NBS will provide an assessment summary which will include the maximum assessments and current year assessments, separated by zone and method of assessment categories, if applicable.

ENGINEER' S REPORT PREPARATION
NBS will prepare the annual Engineer' sReport and provide to City staff. The annual Engineer' s Report does not require a Registered Professional Engineer ( PE) signature and stamp unless an assessment increase, as defined by Proposition 218, occurs. The Report will consist of:

District background information.

A detailed and technically supported Method of Assessment.

A description of the improvements and services that are being funded by the District.

A cost estimate for the improvements and services being funded.

Copy or reference to the original District Diagram.

A table showing assessment levies by zone and method of assessment categories.

An Assessment Roll listing assessments by parcel or reference a complete roll on file with the City.

REPORT REVIEW AND APPROVAL
NBS will meet via conference call with City staff to review the Engineer' sReport for modifications and approval.

NOTICING AND RESOLUTION COORDINATION
NBS will coordinate activities to ensure that required tasks are completed within the scheduled time frame. NBS will assist the City ( or the City' slegal counsel) with preparation of any notice of public hearing or other meetings requiring publication. NBS will assist the City ( or the City' slegal counsel) with preparation of the staff report, all legal notices and the associated resolutions described below:

Resolution describing improvements, initiating proceedings, and ordering the engineer to prepare and file a report for the City.

Resolution preliminarily approving the Engineer' sReport.

Resolution of Intention declaring the intention of the City Council to levy and collect assessments and setting a date for the public hearing.

City of Lathrop
Administration Services Master Agreement 8
230
Resolution authorizing the placement of assessments on the secured property tax bills.

PUBLIC HEARING ATTENDANCE
NBS will attend the public hearing as requested by the City.

LEVY SUBMITTAL
NBS will submit the levy to the County Auditor - Controller in the required format. Assessments rejected by the County Auditor -Controller will be researched and resubmitted for collection on the County Tax Roll. Any parcels that are not accepted by the County for collection will be invoiced with payment to be directed to the City.

MAINTAIN DISTRICT DATA
NBS will annually track all parcel changes to ensure that all changes are documented. Historical parcel change data will be maintained by NBS.

ANNUAL LEVY REPORT
NBS will provide an annual Levy Summary Report. The report will include a parcel listing with key rate identifiers and final levy amounts. Parcel and levy data can be provided via an emailed electronic file and printed, if desired.

CONSULTING SUPPORT
NBS shall provide a toll -free phone number for use by the City, other interested parties and all property owners. NBS will be available to answer questions regarding the District and the ongoing collection of assessments. Bilingual staff is available to assist Spanish- speaking property owners.

PROPOSITION 218 COMPLIANCE
NBS has worked with many public agencies to comply with the requirements of Proposition 218. Each agency has different requirements and resources to complete the necessary tasks of assessment balloting procedures. Therefore, NBS recommends an individually tailored approach to Proposition 218 compliance. Fees for such services will be negotiated at the appropriate time.

ASSESSMENT DIAGRAM
NBS will obtain the existing assessment diagram and will make reference to any annexations or parcel changes, as necessary, for an additional fee.

ENGINEER SIGNATURE AND STAMP OF ANNUAL ENGINEER' S REPORT ( OPTIONAL) NBS will have our Registered Professional Engineer (PE) review the Engineer' s Report for signature and stamp as requested by the City.

CONTINUING DISCLOSURE
In accordance with the Continuing Disclosure Certificate of the Bonds, NBS will support with the annual disclosure filing requirements of the SEC Continuing Disclosure Rule 15c2-. Specifically, NBS will perform the following:

BSCity of Lathrop
Administration Services Master Agreement 9
231

DOCUMENT REVIEW
NBS will review pertinent documents of the Bonds, including the Official Statement and Continuing Disclosure Certificate. We will identify material such as the Comprehensive Annual Financial Report and/ or other operating data that the City has agreed to provide in the Continuing Disclosure Certificate.

DATA COLLECTION
NBS will collect the bond issue - specific financial information and operating data that the City has agreed to provide in the Continuing Disclosure Certificate.

REPORT PREPARATION
NBS will prepare the Annual Disclosure Report as required in the Disclosure Certificate.

ANNUAL DISSEMINATION
NBS will disseminate the Annual Disclosure Report including City Financials to the Electronic Municipal Market Access system, or EMMA, to other required parties.

SIGNIFICANT EVENTS
NBS will prepare and disseminate a " Notice of Significant Events", as listed on the Continuing Disclosure Certificate, to EMMA, as required in the certificate. Action will commence upon notification by the City of the occurrence of any of the events.

CITY' S RESPONSIBILITIES FOR DISCLOSURE SERVICES:

The City shall:

Furnish NBS with any pertinent information that is available to the City and applicable to the services.

Designate a person to act with authority on its behalf in respect to the services.

Notify NBS of the occurrence of any events listed in the Continuing Disclosure Certificate.

Promptly respond to NBS' requests for reviews and approvals of its work, and to its requests for decisions related to the services.

Understand and agree that NBS is entitled to rely on all information, data and documents collectively, "Information") supplied to NBS by the City or any of its agents, contractors or proxies or obtained by NBS from other usual and customary sources including other government sources or proxies as being accurate and correct and NBS will have no obligation to confirm that such Information is correct and that NBS will have no liability to City or any third party if such Information is not correct.

Apportionments
Parts 10 and 10. 5 of the Streets and Highways Code detail the methodology and procedure that the City must follow in apportioning the assessment lien on parcels that are reconfigured and/ or subdivided.

With our experience in district formation and the development of methods of assessment, we are able to ensure that apportionments are properly performed.

BSCity of Lathrop
Administration Services Master Agreement 10
232
Assuming proceeding under the preferred procedure of Part 10. 5, NBS will perform the following:

APPLICATION FORMS
NBS will provide apportionment application forms and instructions to the City' s Engineering representative for inclusion as a condition of approval for subdivision within an assessment district.

SEGREGATION
NBS will apportion the special assessment according to the method of spread as described in the Engineer' sReport.

NOTICE OF APPORTIONMENT
NBS will prepare a Notice of Apportionment and send it via certified mail to the issuing underwriter, as required.

ASSESSMENT DIAGRAM
NBS will prepare an Amended Assessment Diagram and notice. The Diagram and Notice will be filed and recorded with the County Recorder.

AMORTIZATION SCHEDULE
NBS will prepare an amortization schedule for each newly created assessment.

APPORTIONMENT REPORT
NBS will prepare and submit to the City an Apportionment Report showing the finalized apportionment and the Amended Assessment Diagram.

In the event proceedings are undertaken under Part 10, the following additional items are required:

RESOLUTIONS
NBS will prepare the required resolutions to order the amended assessment, the Amended Assessment Diagram, notices to the property owner, and fix the amount of costs to perform the apportionment.

PUBLIC MEETINGS
NBS will be available to attend any public meetings required to complete the apportionment.

Delinquency Management
NBS will develop a comprehensive delinquency management program which includes a discussion and interpretation of the issuer' foreclosure covenant together with a review of the existing policies and procedures of the City. This service can be provided as part of overall annual administration or as a stand- alone service. When deemed as the appropriate course of action, NBS will perform the following.

City iofn Lathrop
Administration Services Master Agreement 11
233

DELINQUENCY REPORTS
NBS will provide the City with an updated list of delinquencies prior to sending any of the below letters.

This report will also detail each district' s percentage of delinquencies, as well as a detailed list of each delinquent parcel.

REMINDER LETTER
At the City' s direction, send a reminder letter to the property owner of each delinquent parcel for the December 10th installment. The purpose of the letter is to inform and educate the property owner of their obligation to pay the delinquent special tax and/ or assessment.

DEMAND LETTER
At the City' s direction, send a demand letter to the property owner of each delinquent parcel for the April 10th installment. This letter will be mailed to any property owner who remains delinquent for both installments or who is delinquent for April 10th only. The purpose of this letter is to further educate the property owner and advise them of a potential foreclosure.

LIENHOLDER LETTER
At the City' s direction, send a demand letter to the lienholders of loan -defaulted parcels where a Notice of Default has been filed, notifying them of the special tax and/ or assessment delinquency and the loss of their lien position when judicial foreclosure occurs. The purpose of this letter is to educate the lienholders and to spur quick payment of delinquencies in order to protect their interest in the property.

LIENHOLDER RESEARCH
At the City' s direction, perform detailed search of public records to identify lienholders on non -loan - defaulted parcels. The purpose of this is to allow further communication from the City to educate the lienholders and to spur quick payment of delinquencies in order to protect their interest in the property.

FORECLOSURE LETTER
This type of letter is typically sent after the installments for a parcel have been removed from the tax roll. The letter delineates what amount must be paid directly to the City to forestall the turnover of collection to foreclosure counsel.

TAX ROLL REMOVAL AND NOTICE
NBS will provide the information required to remove delinquencies from the tax roll and coordinate with the County Auditor Controller to verify the removal. This step is in preparation of turning the delinquencies over to foreclosure counsel. Once removed from the tax roll, each property owner will receive one final foreclosure letter indicating the amount due and payment instructions. NBS will file the Notice of Intent to Remove Delinquent Installments and remove such Notice upon payment of the delinquency.

City Lathrop
Administration Services Master Agreement 12
234

PAYMENT PLANS
At the City' s discretion, NBS will offer payment plans to property owners in lieu of turning delinquencies over to the City' sforeclosure counsel.

SUBSEQUENT FORECLOSURE SERVICES
NBS will prepare and deliver all information to the City' sforeclosure counsel. We will also continue to supply the City' s counsel with additional information throughout the foreclosure process. We will continue to respond to property owner and City staff phone calls regarding the status of all cases, and will coordinate and audit status reports on a bi- monthly basis from the City' sforeclosure counsel.

CONSULTING SUPPORT
NBS will provide a toll -free phone number for use by the City, other interested parties and all property owners. Our staff will be available to answer questions regarding the formation and ongoing collection of assessments and/ or special taxes for the districts. Bilingual staff is available for Spanish- speaking property owners.

Arbitrage Rebate
To assist in compliance with the IRS Code and U. S. Treasury Regulations, NBS will provide the following services, at the fees quoted, through the firm of Bond Logistix, LLC (" BLX"), the premier firm for the provision of these services. The following outlines the specific services provided relating to arbitrage rebate calculation and consulting services.

DOCUMENT REVIEW
Pertinent documents of the issue will be reviewed including the Official Statement, Trust Indenture, Tax Certificate, and IRS form 8038- Gto determine whether the issue is subject to the rebate requirement and identify what general and/ or elective exceptions are available to the issue.

DATA COLLECTION
Collect third -party data and other statistical, financial, and cash flow information required for the reports.

BOND YIELD
Sources and uses of all proceeds will be identified to determine how the rebate requirement applies to each fund. Produce a debt service schedule for the issue and calculate and/ or verify the bond yield.

EXCESS EARNINGS CALCULATION
Trust statements and/ or City accounting records will be utilized to create a cash flow report for each fund. These reports will be used to identify all investment activity and interest earnings attributable to the funds. Calculate the arbitrage earnings on investment of funds subject to rebate and determine the issuer' net rebate and/ or penalty liability.
o\ NBS City of Lathrop
Administration Services Master Agreement 13
235

INVESTMENT YIELD CALCULATION
The investment yield will be calculated for each fund as a " reality check" to reaffirm the accuracy of the cash flow report. This measure not only ensures the accuracy of the report but also is a useful tool when analyzing investment opportunities.

SUMMARY REPORT
A report will be prepared that summarizes the rebate liability of the issue, identifies the methodology employed, computational assumptions, conclusions, and any recommended changes in record keeping and investment policies. Analyze all transactions and explore every legally permissible avenue to minimize the rebate liability. Identify outstanding proceeds subject to the rebate requirement, and identify the instruments and yields of the investment vehicles utilized by each fund.

FILING REQUIREMENT
NBS will coordinate the preparation and filing of the IRS form 8038- T with the payment as required.

REVIEW
NBS will review the rebate report with City staff and discuss the policies and procedures as they relate to the rebate requirement to ensure compliance with treasury regulations. The review will also be used to determine the necessity of any future calculations.

LEGAL COUNSEL
Engage, upon request and at additional cost, the services of a tax counsel; whereupon, an independent legal opinion shall be rendered. All BLX reports include a legal opinion from Orrick at no additional charge.

ARBITRAGE COMPLIANCE
Keep abreast of enforcement actions and changes to the code/ regulations that affect arbitrage compliance requirements. Assist, upon request and at additional cost, the City in the event of a rebate calculation audit. Consult, upon request and at additional cost, with respect to the structuring of new bond issues and other matters that will affect any eventual arbitrage liability.

D -FAST Online Software
D - FAST® is an optional service enhancement for the City' s experience that allows direct access to the relevant data. This option is not part of the base Annual Administration services and fees.
6FAST' Software
NBS developed D -FAST®, an acronym for District Fees, Assessments, and Special Taxes, which has become the industry -leading software. We use this powerful administrative tool in- house to administer a wide range of special taxes, special assessments, and other parcel charges for our clients. It is also licensed to public agencies across the United States for their internal use. D -FAST® is an optional service enhancement for the District' s
experience to access the data; however, this selection is completely optional and is not conditional to perform the Annual Administration services.

BSCity of Lathrop
Administration Services Master Agreement 14
236
Our D -FAST' web portal, called D -FAST® Online Pro, is available to our clients ( small annual subscription fee) and uniquely combines real- time D - FAST data with County parcel boundaries and Google Maps. It provides " real- time" access to districts and
underlying parcel data, allowing the City to:

Gain enhanced insight with integrated
Google Map' ssatellite imagery, street
maps, and 360° street view.

View ownership, property information,
and boundaries for each parcel.

See detailed billing & payment history
for each account.

Understand a particular parcel' s
background and status.

Confirm if there are overlapping
districts on a single parcel.

With D -FAST® Online Pro, City staff have enhanced access to the data while NBS still provides the full administration and toll -free phone support.

Closeout Analysis
The goal of the closeout analysis (" Project") is to identify any unused funds related to the District and then determine the appropriate disposition of such funds.

FUND DISPOSITION ANALYSIS
NBS will perform an analysis of all remaining funds to determine their appropriate disposition in accordance with applicable laws, District documents, and City preferences.

DELINQUENCIES
NBS will verify the payment status for all District parcels against the County' srecords. NBS will prepare a detailed delinquency report for the District.

PARCEL LIST
If it is determined that property owner refunds will be provided, NBS will compile a detailed list of parcels within the District. The list will include property owner names and mailing addresses as shown on the most recent secured roll. The list will also include the lien amount for each parcel. If any parcels within the District do not have a lien amount assigned to them because they have been reconfigured or subdivided, additional work will be required to apportion the lien amounts to the new parcels. This apportionment work is described in the Apportionment of Liens section below, and is subject to additional fees. Any refunds will be processed by the City.

NOTICE OF COMPLETION
NBS will prepare or obtain a Notice of Completion of Public Work for the improvements related to the District.
71, NBS City of LathropAdministration Services Master Agreement 15 237

CLOSEOUT REPORT
NBS will prepare a detailed Closeout Analysis and Findings Report. The Report will provide a brief history of the District, the fund balances, the results of the Fund Disposition Analysis, a list of delinquencies, the requirements for fund disposition per the formation documents and applicable statutes, instructions for proper fund disposition, and the list of parcels and their refund amount if applicable.

RESOLUTIONS
NBS will prepare any resolutions necessary for the closeout of the District.

Apportionment of Liens for Closeout Services
If any parcels have been reconfigured or subdivided within the District, it may be necessary to apportion certain liens in order to determine each parcel' sproportionate share of any refund to be provided. After determining which, if any, parcels require an apportionment, NBS will perform the following:

RESEARCH
NBS will research historical and current Assessor' sdata including maps in order to determine the current parcel configuration in the District.

APPORTIONMENT
NBS will apportion a lien amount to each of the current parcels in accordance with the method of assessment for the District. The lien amount will be used to determine each parcel' s proportionate share of any refund to be provided.

REPORT INCLUSION
NBS will use the apportioned lien amounts in the Refund Analysis and include them in the Closeout Analysis and Findings Report.

Arbitrage Rebate for Closeout Services
To assist in compliance with the IRS Code and U. S. Treasury Regulations, NBS will provide the following services ( if necessary) through the firm of BLX Group, LLC (" BLX"), the premiere firm for the provision of these services.

DOCUMENT REVIEW
Pertinent documents of the issue will be reviewed including the Official Statement, Trust Indenture, Tax Certificate, and IRS form 8038- Gto determine whether each District is subject to the rebate requirement and to identify what general and/ or elective exceptions are available to each District.

BOND YIELD
Sources and uses of all proceeds will be identified to determine how the rebate requirement applies to each fund. A debt service schedule will be produced and the bond yield will be calculated and/ or verified for each District.
1NBS. City of Lathrop
Administration Services Master Agreement 16
238

EXCESS EARNINGS
Trust statements and/ or City accounting records will be utilized to create a cash flow report for each fund. These reports will be used to identify all investment activity and interest earnings attributable to the funds. In addition, the arbitrage earnings on investment of funds subject to rebate will be calculated and the City' s net rebate and/ or penalty liability will be determined.

INVESTMENT YIELD
The investment yield will be calculated for each fund as a " reality check" to reaffirm the accuracy of the cash flow report. This measure not only ensures the accuracy of the report but also is a useful tool when analyzing investment opportunities.

REPORTS
Reports will be prepared that summarize the rebate liability of each District, identify the methodology employed, computational assumptions, conclusions, and any recommended changes in record keeping and investment policies. All transactions will be analyzed and every legally permissible avenue to minimize the rebate liability will be explored. Outstanding proceeds subject to the rebate requirement as well as the instruments and yields of the investment vehicles utilized by each fund will be identified.

FORM 8038- T
NBS will coordinate the preparation and filing of the IRS Form 8038- Twith any required payments.

Single Fund Closeout Analysis

FUND DISPOSITION ANALYSIS
NBS will perform an analysis of the remaining Improvement Fund to determine the appropriate disposition in accordance with applicable laws, District documents, and City preferences.

PARCEL LIST
If it is determined that property owner refunds will be provided, NBS will compile a detailed list of parcels within the District. The list will include property owner names and mailing addresses as shown on the most recent secured roll. The list will also include the assessment lien amount for each parcel. If any parcels within the District do not have a lien amount assigned to them because they have been reconfigured or subdivided, additional work will be required to apportion the lien amounts to the new parcels. This apportionment work is described in the Apportionment of Liens section below and is subject to additional fees. Any refunds will be processed by the City.

NOTICE OF COMPLETION
NBS will prepare or obtain a Notice of Completion of Public Work for the improvements related to the District.

CLOSEOUT REPORT
NBS will prepare a detailed Closeout Analysis and Findings Report. The Report will provide a brief history of the District, the Improvement Fund balance, the results of the Fund Disposition Analysis, the requirements for fund disposition per the formation documents and applicable statutes, instructions MN BS City of Lathrop
Administration Services Master Agreement 17
239
for proper fund disposition, new auditor' srecords to reflect the adjusted principal amount of the remaining assessment, and a list of parcels and their refund amount, if applicable.

RESOLUTIONS
NBS will prepare any resolutions necessary for the closeout of the District' s Improvement Fund.

City Responsibilities for Closeout Services
The City shall furnish NBS with any pertinent information that is available to the City and applicable to the project. The City shall designate a person to act with authority on its behalf with respect to the project. The City shall promptly respond to requests for review and approval of work prepared by NBS, and to requests for decisions related to the project.

The City understands and agrees that NBS is entitled to rely upon all information and documents supplied to NBS by the City or any of its agents or contractors and other government sources or proxies thereof as being accurate and correct, that NBS will have no obligation to confirm that such information and documentation is correct, and that NBS will have no liability to the City or any third party if such information is not correct.

It is strongly recommended the City seek approval from the City' slegal counsel prior to proceeding with any disposition of funds recommended in the Closeout Analysis and Findings Report.

NBSCity of LathropAdministration Services Master Agreement 18 240

EXHIBIT B

COMPENSATION FOR SERVICES
Administration Services
District Name
1915 Act Assessment Districts
Sanitary Sewer Assessment District No. 1
Crossroads Assessment District Series 2015
Reassessment District No. 2015- 1 (Mossdale Village)
Reassessment District No. 2023- 1 (Mossdale Village)
Total
Fiscal Year
2024/5
7, 175. 74
4,84. 83
8, 192. 90
8, 145. 91
27, 999. 38
Bonded Community Facilities Districts
CFD No. 2003- 1 (Mossdale Village)
CFD No. 2003- (Joint Wastewater Project) Special Tax Bonds, Series 2003 CFD No. 2018- 1 (CLSP Facilities) Improvement Area 1
CFD No. 2018- 1 (CLSP Facilities) Improvement Area 2
CFD No. 2018- 1 (CLSP Facilities) Improvement Area 3
CFD No. 2018- 1 (CLSP Facilities) Improvement Area 4
CFD No. 2018- 1 (CLSP Facilities) Improvement Area 5
7, 409. 16
3, 704. 61
4, 250. 0
4, 250. 0
4, 250. 0
4, 250. 0
4, 250. 0
Total 32,63. 77
Non -Bonded Community Facilities Districts
CFD No. 2004- 01 (Mossdale Services)
CFD No. 2005- 1 (Historic Lathrop Services) (1)
CFD No. 2013- 1 (River Islands Public Svc & Facilities) CFD No. 2019- 1 (South Lathrop City Services)
CFD No. 2019- (Central Lathrop City Services) ( 1)
CFD No. 2021- 1 (Gateway Business Park City Services)
CFD No. 2023- 1 (River Islands Public Services & Facilities # 2) CFD No. 2024- 1 (Eagles Landing Services)
6, 791.5
4, 650. 0
6, 174. 32
5, 936. 84
5, 936. 84
5, 086.1
5, 185. 00
5, 185. 00
Total 44, 945. 76
1) 2024/5 Fee is based on two Tax Zones. Each Tax Zone added to the CFD will be added at the Per Zone Fee of $650 inflated to the applicable initial year.

M NBS City of Lathrop
Administration Services Master Agreement 19
241
Maintenance Districts
Industrial Lighting Maintenance District
Mossdale Landscape & Lighting Maintenance District
Residential Lighting Maintenance District
Stonebridge Drainage & Lighting Area of Benefit
Stonebridge Landscaping Maintenance District
L&MD No. 93- 1 (Woodfield Park Maintenance Zone)
City Zone 1 Storm Drainage
City Zone 1A Storm Drainage
1, 939. 02
7, 347. 70
4, 526. 65
2, 650. 30
2, 574. 86
2, 125. 07
4, 032. 28
2, 430. 56
Total 27, 626. 44
Administration Expenses
Estimated Expenses ( 1) $
750
1) See description of expenses below
Continuing Disclosure
Continuing Disclosure

11. 455 Loan Agreement ( Refi Revenue Bonds 2003)
CFD 2003- (Joint Wastewater Project) STB Series 2003
Refunding Revenue Bonds ( Mossdale Village Refundings) 2023 Series A Reassessment District Series No. 2015- 1 Mossdale Village Crossroads Assessment District LOB Improvement Series 2015 1, 362.4
2, 389. 05
5, 480. 64
1, 976. 51
1, 976. 51
Total 13,85. 0

CONTINUING DISCLOSURE ANNUAL REPORT FEES
New Report Fee per Additional Bond Issue $ 1, 500-$ 2, 500 Significant Event Notification ( As Needed) Hourly or $ 250 per event

DISSEMINATION SERVICES
Report Dissemination ( Per Bond Issue) $ 25
Significant Event Dissemination ( Per Recipient) $ 25
Annual GC § 8855( k) Report to CDIAC
Consulting Fee ( Per Bond Issue) $ 619. 80
1915 Act Apportionments
Part 10. 5
Apportionment Fee $ 1, 800 plus $ 50 per parcel
Recording Fee At Cost
City of Lathrop
Administration Services Master Agreement 20
242
Part 10 I
In addition to fees shown as Part 10. 5above
Resolutions $ 500
Meeting Attendance Hourly, plus travel costs*
Reasonable and customary travel costs, as needed
Delinquency Management
Reminder Letters ( 11 $
15 Demand Letters (1) $
30 Lienholder Letters ( 1.2) $
40 Lienholder Research ( Notice of Default Not Filed) Hourly Foreclosure Letters $ 50
Payment Plan Administration $ 300
Tax Roll Removal (3. 41 $
75 Removal of the Notice of Intent to Remove Delinquent Installments ( 4) $ 25 Subsequent Foreclosure Fees (4) $
100
All fees are based on a per-arcel/ per- distict basis, except as noted below.

1. This fee will be recovered as part of the next levy.

2. Letter is sent to lienholders where public Notice of Default has been filed. Fee reduced to $20 when sent jointly with Foreclosure Letter to same parcel.

3. This fee includes filing of the " Notice of Intent to Remove Delinquent Installments" but does not include County fees for removal from the tax roll.

4. This fee is per parcel/ per district/ per year from the initiation of the foreclosure.

Rebate Reporting
The following fees are for typical bond issues and analysis required. If there are unusual issues or commingled funds, there could be additional fees. We will recommend strategies to minimize the effort and fees for this work.

BASE FEES
Commitment Fee: $ Waived
Report Fee ( Per Report): $ 2,50

ADDITIONAL SERVICE FEES
Computation Periods in Excess of 18 Months ( per year): $ 500 Commingled Funds Analysis ( As Appropriate) $ 500
Transferred Proceeds Analysis ( As Appropriate) $ 500
Variable Rate Issues $ 500
TFBS City of Lathrop
Administration Services Master Agreement 21
243
D -FAST Online Pro Web Portal
Annual Fee $ 7, 338. 23
D -FAST® is an optional service enhancement for the City' s experience that allows direct access to the relevant data. This option is not part of the base Annual Administration services and fees.

District Closeout Analysis
District Closeout Analysis and Report TBD if and when services are needed Single Fund Closeout Analysis
Fund Closeout Analysis and Report TBD if and when services are needed

ANNUAL FEE INCREASES
Cost of living increases may be applied to the Administration services listed above on October 1 each year, beginning with the invoices issued on October 1, 2025. The COLA would be the actual cost of living increase based on the 12 - month change from April/ May to April/ May in the U. S. Department of Labor, Bureau of Labor Statistics, Consumer Price Index for all urban consumers for the applicable region for the City' slocation.

EXPENSES
Customary out-f- pocket expenses will be billed to the City at actual cost to NBS. These expenses may include, but not be limited to, mailing fulfillment, postage, reproduction, telephone, travel, meals and various third -party charges for data, maps, and recording fees.

ADDITIONAL SERVICES
The following table shows our current hourly rates. Additional services authorized by the City but not included in the scope of services will be billed at this rate or the then applicable hourly rate.

Title
Director
Hourly Rate
250
Associate Director/ Engineer 225
Senior Consultant / Manager 200
Consultant 175
Financial Analyst 150
Clerical / Support 110
B City of Lathrop
Administration Services Master Agreement 22
244
TERMS
Administration Services and Continuing Disclosure will be invoiced at the beginning of each quarter.

Expenses will be itemized and included in the next regular invoice. Fees for all other services will be invoiced upon completion of the task. If the project is prematurely terminated by either party, NBS shall receive payment for work completed. Payment shall be made within 30 days of submittal of an invoice. If payment is not received within 90 days simple interest will begin to accrue at the rate of

1.5% per month. Either party may cancel this contract with 30 days' written notice.

City' sResponsibilities For Administration Services
The City shall furnish NBS with any pertinent information that is available to City and applicable to the Services. The City shall designate a person to act with authority on its behalf in respect to the Services.

The City shall promptly respond to NBS' requests for reviews and approvals of its work, and to its requests for decisions related to the Services. City understands and agrees that NBS is entitled to rely on all information, data and documents ( collectively, "Information") supplied to NBS by City or any of its agents, contractors or proxies or obtained by NBS from other usual and customary sources including other government sources or proxies as being accurate and correct and NBS will have no obligation to confirm that such Information is correct and that NBS will have no liability to City or any third party if such Information is not correct.

NBS Ad
of Lathrop
k
Administration Services Master Agreement 23
245

PAGE LEFT

INTENTIONALLY
BLANK
246
ITEM 4. 14

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: APPROVE PROFESSIONAL SERVICE AGREEMENT
WITH PAVEMENT ENGINEERING, INC. FOR

PAVEMENT ASSESSMENT AND MANAGEMENT

SYSTEM AND APPROVE BUDGET AMENDMENT
RECOMMENDATION: Adopt a Resolution to Approve a Professional Service Agreement with Pavement Engineering, Inc. for
Pavement Assessment and Management System and
Approve Budget Amendment
SUMMARY:

The City receives funding for pavement maintenance and rehabilitation projects through the California State Transportation Improvement Program ( STIP). One of the requirements of STIP funding, is that Cities are required to maintain an updated certified Pavement Management System ( PMS). City staff is requesting approval to execute an Agreement with Pavement Engineering Inc., ( PEI) to perform an assessment of the City' s existing streets current conditions and update our PMS accordingly.

The PMS is a tool used to keep a running list of the current pavement condition of the City' s streets and help plan for a cost- effective repair based on the condition. It is important to maintain an updated PMS and Pavement Condition Indexing ( PCI) of our existing streets as the PCI of a street will determine the type of repair and funding for maintenance based on the need for each individual situation.

BACKGROUND:

The City of Lathrop has a license for Street Saver, the PMS needed to store the data that will be collected by Pavement Engineering, Inc. The last time this information was collected was in 2017 and at that time the City of Lathrop only maintained approximately 80 miles of streets. Currently, the City maintains over 90 miles of streets. With the increase in miles of road and new roads being accepted frequently, it is important this program is maintained accurately, and information is collected.

Pavement Engineering, Inc. (PEI) are pavement engineers and rehabilitation experts, specializing in evaluating, designing, implementing and maintaining asphalt and concrete surfaces for public and private entities throughout the west coast. Their services are needed to provide a survey and update of the condition of the City' sroad system and to assist with the data migration to our existing software. PEI will meet with the City and provide a report with recommended treatments and costs for the City' s street maintenance program.
247
CITY MANAGER' SREPORT PAGE 2
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING

APPROVE PROFESSIONAL SERVICE AGREEMENT WITH PAVEMENT
ENGINEERING, INC. FOR PAVEMENT ASSESSMENT AND MANAGEMENT

SYSTEM AND APPROVE BUDGET AMENDMENT
REASON FOR RECOMMENDATION:

Our PMS is in need of an update to effectively manage the City' s street maintenance program and to continue to qualify for STIP funding as well as to assist in qualifying for additional street improvement grant funding opportunities. Services from Pavement Engineering Inc. ( PEI) are needed to ensure the system is upgraded efficiently and correctly.

Staff requests City Council approve a contract with Pavement Engineering Inc. (PEI), and a budget amendment to proceed with the work as intended with the Professional Services Agreement ( Attachment B).

FISCAL IMPACT:

The cost proposal from PEI is $ 105, 000 and staff is requesting a 10% contingency to cover unanticipated costs. The cost of this work is available in Streets Reserves and is proposed to be transferred as shown below into the Streets Operating Budget.

Staff request City Council approve a budget amendment transferring $ 115, 500 from General Fund Street Reserve Fund 1010 to the Local Streets Fund 2080 as follows:

Decrease Street Reserves
1010- 251- 03-0
Increase Transfer Out
1010- 9900-90- 9010
Increase Transfer In
2080- 9900- 393- 0000
Increase Expenditure
2080- 5- 10- 420- 010
115, 500
115, 500
115, 500
115, 500
Staff requests that City Council approve a Professional Services Agreement with Pavement Engineering Inc., for pavement assessment and management system consulting services.
248
CITY MANAGER' SREPORT PAGE 3
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING

APPROVE PROFESSIONAL SERVICE AGREEMENT WITH PAVEMENT
ENGINEERING, INC. FOR PAVEMENT ASSESSMENT AND MANAGEMENT

SYSTEM AND APPROVE BUDGET AMENDMENT
ATTACHMENTS:

A. Resolution to Approve a Professional Service Agreement with Pavement Engineering, Inc. for Pavement Assessment and Management System and Approve Budget Amendment
B. Professional Services Agreement with Pavement Engineering Inc., for Pavement Management and Management System
249
Leisser P. Mazariegos Date
Project Manager
Bra aylor
City ngineer
Cari Ja s
Financ irector
Michael King
Assistant City Manager
CITY MANAGER' S REPORT PAGE 4
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING

APPROVE PROFESSIONAL SERVICE AGREEMENT WITH PAVEMENT
ENGINEERING, INC. FOR PAVEMENT ASSESSMENT AND MANAGEMENT

SYSTEM AND APPROVE BUDGET AMENDMENT

APPROVALS
if/ 13/ 2_02V
I /
Date
IS/ 702,- I
Date
Date
Salvador Navarrete Date
City Attorney
II. ty. 2ozy
ll•14-, vf
Stephen J. Salvatore Date
City Manager
250
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO

APPROVE A PROFESSIONAL SERVICE AGREEMENT WITH PAVEMENT
ENGINEERING, INC. FOR PAVEMENT ASSESSMENT AND MANAGEMENT

SYSTEM AND APPROVE BUDGET AMENDMENT
WHEREAS, the City receives funding for pavement maintenance and rehabilitation projects through the California State Transportation Improvement Program ( STIP). One of the requirements of STIP funding, is that Cities are required to maintain an updated certified Pavement Management System ( PMS); and
WHEREAS, City staff is requesting approval of a Professional Services Agreement with Pavement Engineering Inc., (PEI) to perform an assessment of the City' s existing streets current conditions and update our management system accordingly; and
WHEREAS, the PMS is a tool used to keep a
running list of our City' s streets
current pavement conditions and help plan for a cost- effective repair based on their conditions; and
WHEREAS, it is important to maintain an updated the PMS that can provide the Pavement Condition Indexing ( PCI) of our existing streets. The PCI of a street will determine necessary funding for maintenance based on what type of repair is needed for each individual situation; and
WHEREAS, PEI are pavement engineers and rehabilitation experts, specializing in evaluating, designing, implementing and maintaining asphalt and concrete surfaces for public and private entities throughout the west coast; and WHEREAS, their services are needed to provide a survey and update of the condition of the City' s road system and to assist with the data migration to our existing software; and
WHEREAS, the cost proposal from PEI is $ 105, 000 and staff is asking for a 10% contingency to cover unanticipated costs. The funds for this work is available in Streets Reserves and will be transferred as shown below into the Streets Operating Budget; and
WHEREAS, staff request City Council approve a budget amendment transferring $ 115, 500 from General Fund Street Reserve Fund 1010 to the Local Streets Fund 2080 as follows:

Decrease Street Reserves
1010- 251- 03-0
Increase Transfer Out
1010- 9900-90- 9010
115, 500
115, 500
251
Increase Transfer In
2080- 9900- 393- 0000
Increase Expenditure
2080- 5- 10- 420- 010
115, 500
115, 500
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop hereby approves the proposed Professional Services Agreement with Pavement Engineering, Inc., to perform an assessment of the City' s existing street conditions and update our pavement management system; and NOW, THEREFORE, BE IT FUERTHER RESOLVED, that the City Council of the City of Lathrop hereby approves the budget amendment as detailed above. 252
The foregoing resolution was passed and adopted this 18th day of November 2024, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 253
ATTACHMENT " B"

CITY OF LATHROP

AGREEMENT FOR PROFESSIONAL SERVICES WITH
PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
THIS AGREEMENT, dated for convenience this 1r day of November, is by and between Pavement Engineering Inc. ("CONSULTANT") and the City of Lathrop, a California municipal corporation (" CITY");
RECITALS:

WHEREAS, CONSULTANT is specially trained, experienced, and competent to perform Pavement Assessment and Management System, which are required by this agreement; and
WHEREAS, CITY selected the CONSULTANT pursuant to said qualifications; and WHEREAS, CONSULTANT is willing to render such Pavement Assessment and Management System, as hereinafter defined, on the following terms and conditions; NOW, THEREFORE, CONSULTANT and the CITY agree as follows:

AGREEMENT
1) Scope of Service
CONSULTANT agrees to perform Pavement Assessment and Management Systems Services in accordance with the scope of work and fee proposal provided by CONSULTANT, attached hereto as Exhibit " A" and incorporated herein by reference.

CONSULTANT represents it is prepared to and can diligently perform these services in accordance with the upmost standards of its profession and to CITY' Ssatisfaction. The fee proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved of in advance and in writing, by the CITY.
2) Compensation
CITY hereby agrees to pay CONSULTANT a sum not to exceed $ 115, 500 for the Professional Services set forth in Exhibit " A". CONSULTANT shall be paid any uncontested sum due and payable within thirty ( 30) days of receipt of billings containing all information pursuant to Paragraph 5 below. Compensation for any task must be equal to or less than the percentage of task complete. In no event shall CONSULTANT be entitled to compensation for work not included in Exhibit "A", unless a written change order or authorization describing the extra work and payment terms has been executed by CITY' s authorized representative prior to the commencement of the work. Payment is made based on a time and materials basis.

Page
254
1 of 11
CITY OF LATHROP — PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
3) Effective Date and Term
The effective date of this Agreement is November 18, 2024, and it shall terminate no later than November 30, 2025.
4) Independent Contractor Status
It is expressly understood and agreed by both parties that CONSULTANT, while engaged in carrying out and complying with any of the terms and conditions of this Agreement, is an independent contractor and not an employee of the CITY. As an independent contractor, CONSULTANT is responsible for controlling the means and methods to complete the scope of work described in Exhibit "A" to City' ssatisfaction. CONSULTANT expressly warrants not to represent, at any time or in any manner, that CONSULTANT is an employee of the CITY.
5) Billings
CONSULTANT shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONSULTANT' Sbills shall include a list of all tasks, a total amount due, the amounts previously billed, and the net amount due on the invoice. Except as specifically authorized by CITY, CONSULTANT shall not bill CITY for duplicate services performed by more than one person. In no event shall CONSULTANT submit any billing for an amount in excess of the rates or the maximum amount of compensation provided in section ( 2) for either task or for the entire Agreement, unless modified by a properly executed change order.
6) Advice and Status Reporting
CONSULTANT shall provide the CITY with timely reports, orally or in writing, of all significant developments arising during performance of its services hereunder, and shall furnish to CITY such information as is necessary to enable CITY to monitor the performance of this Agreement.

CONSULTANT shall submit to CITY such reports, diagrams, drawings and other work products developed pursuant to the Scope of Services.
7) Assignment of Personnel
CONSULTANT acknowledges that the CITY has relied on CONSULTANT' s capabilities
and on the qualifications of CONSULTANT' s
principals and staff as identified in its
proposal to CITY. The services shall be performed by, or under the direct supervision, of CONSULTANT' sAuthorized Representative: Joseph L Ririe. CITY shall be notified by CONSULTANT of any change of its Authorized Representative, and CITY is granted the right of approval of all original, additional, and replacement personnel at CITY' ssole Page
255
2of11
CITY OF LATHROP — PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
discretion,
project staff
and
prior
shall
to any
be
change.
notified by CONSULTANT of any changes of CONSULTANT' s
CONSULTANT shall assign only competent personnel to perform services pursuant to this Agreement. If CITY asks CONSULTANT to remove a person assigned to the work called for under this Agreement, CONSULTANT agrees to do so immediately, without requiring the City to process a reason or explanation for its request. 8) Assignment and Subcontracting
It is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of CONSULTANT. Neither this Agreement nor any interest therein may be assigned by CONSULTANT without the prior written approval of CITY' S authorized representative.

CONSULTANT shall not subcontract any portion of the performance contemplated and provided for herein, other than the subcontractors noted in the proposal, without prior written approval of the CITY' Sauthorized representative. 9) Insurance
On or before beginning any of the services or work called for by any term of this Agreement, CONSULTANT, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to the CITY the insurance specified in subsections ( a) through ( c) below with insurers and under forms of insurance satisfactory in all respects to the CITY. CONSULTANT shall not allow any subcontractor to commence work on any subcontract until all insurance required of the CONSULTANT has also been obtained for the subcontractor. Verification of this insurance shall be submitted and made part of this Agreement prior to execution. a) Workers' Compensation. CONSULTANT shall, at CONSULTANT' Ssole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer' s Liability Insurance for any and all persons employed directly or indirectly by CONSULTANT. Said Statutory Workers' Compensation Insurance and Employer' s Liability Insurance shall be provided with limits of not less than one million dollars ($ 1, 000,0). In the alternative, CONSULTANT may rely on a self- insurance program to meet these requirements provided that the program of self- insurance complies fully with the provisions of the California Labor Code. The insurer, if insurance is provided, or the CONSULTANT, if a program of self- insurance is provided, shall waive all rights of subrogation against the CITY for loss arising from work performed under this Agreement.
b) Commercial General and Automobile Liability Insurance. CONSULTANT, at CONSULTANT' Sown cost and expense, shall maintain commercial general and automobile liability insurance for the period covered by this Agreement in an amount not less than one million dollars ($ 1, 000,0) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general Page
256
3 of 11
CITY OF LATHROP — PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non -owned automobiles.

Each of the following shall be included in the insurance coverage or added as an endorsement to the policy:
i) CITY, its officers, employees, agents, and volunteers are to be covered as insured with respect to each of the following: liability arising out of activities performed by or on behalf of CONSULTANT, including the insider' s general supervision of CONSULTANT; products and completed operations of CONSULTANT; premises owned, occupied or used by CONSULTANT. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, employees, agents, or volunteers.
ii) The insurance shall cover on an occurrence or an accident basis, and not on a claim made basis.
iii) An endorsement must state that coverage is primary insurance and that no other insurance affected by the CITY will be called upon to contribute to a loss under the coverage.
iv) Any failure of CONSULTANT to comply with reporting provisions of the policy shall not affect coverage provided to CITY and its officers, employees, agents, and volunteers.
v) Insurance is to be placed with California - admitted insurers with a Best' srating of no less than A: VII.
vi) Notice of cancellation or non -renewal must be received by CITY at least thirty days prior to such change.
c) Professional Liability. CONSULTANT, at CONSULTANT' Sown cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than Two Million Dollars ($ 2, 000,0) per claim made and per policy aggregate covering the licensed professionals' errors and omissions, as follows:
i) Any deductible or self -insured retention shall not exceed $ 150, 00 per claim.
ii) Notice of cancellation, material change, or non -renewal must be received by the CITY at least thirty days prior to such change shall

Page 4 of 11 ends

257
f)
CITY OF LATHROP - PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
be included in the coverage or added as an endorsement to the policy.
iii) The policy must contain a cross liability or severability of interest clause.
iv) The following provisions shall apply if the professional liability coverages are written on a claims made form:

1. The retroactive date of the policy must be shown and must be before the date of the Agreement.

2. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially
available at reasonable rates.

3. If coverage is canceled or not renewed and it is not replaced with another claims made policy form with a retroactive date that precedes the date of this Agreement, CONSULTANT
must provide extended reporting coverage for a minimum of five years after completion of the Agreement or the work.

The CITY shall have the right to exercise at the
CONSULTANT' Scost, any extended reporting provisions of the policy should the CONSULTANT cancel or not renew
the coverage.

4. A copy of the claim reporting requirements must be
submitted to the CITY prior to the commencement of any
work under this Agreement.
d) Deductibles and Self -Insured Retentions. CONSULTANT shall disclose the self -insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, upon express written authorization of the CITY' s authorized representative, CONSULTANT may increase such deductibles or self -insured retentions with respect to CITY, its officers, employees, agents, and volunteers. The CITY' sauthorized representative may condition approval of an increase in deductible or self -insured retention levels upon a requirement that CONSULTANT procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.
e) Notice of Reduction in Coverage. In the event that any coverage required under subsections ( a), (b), or (c) of this section of the Agreement is reduced, limited, or materially affected in any other manner, CONSULTANT shall provide written notice to CITY at CONSULTANT' Searliest possible opportunity and in no case later than five days after CONSULTANT is notified of the change in coverage.

In addition to any other remedies CITY may have if CONSULTANT fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, CITY may, at its sole option:

Page
258
5of11
CITY OF LATHROP - PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
i) Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
ii) Order CONSULTANT to stop work under this Agreement or withhold any payment which becomes due to CONSULTANT
hereunder, or both stop work and withhold any payment, until CONSULTANT demonstrates compliance with the requirements hereof;
iii) Terminate this Agreement.

Exercise of any of the above remedies, however, is an alternative to other remedies CITY may have and is not the exclusive remedy for CONSULTANT' Sbreach.
10) Indemnification - CONSULTANT' SResponsibility
As to the CONSULTANT' Swork hereunder, it is understood and agreed that ( a) CONSULTANT has the professional skills necessary to perform the work, (b) CITY relies upon the professional skills of CONSULTANT to perform the work in a skillful and professional manner, and ( c) CONSULTANT thus agrees to so perform.

It is understood that the duty of CONSULTANT to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance of insurance certificates and endorsements required under this Agreement does not relieve CONSULTANT from liability under this indemnification and hold harmless clause.

This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.
11) Licenses
If a license of any kind, which term is intended to include evidence of registration, is required of CONSULTANT, its employees, agents, or subcontractors by federal or state

Page 6 of 11 ends

259
CITY OF LATHROP — PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
law, CONSULTANT warrants that such license has been obtained, is valid and in good standing, and CONSULTANT shall keep it in effect at all times during the term of this Agreement, and that any applicable bond has been posted in accordance with all applicable laws and regulations.
12) Business Licenses
CONSULTANT shall obtain and maintain a CITY of Lathrop Business License until all Agreement services are rendered and accepted by the CITY. 13) Termination
Either CITY or CONSULTANT may cancel this Agreement upon 30 days written notification to the other party. Upon termination, or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONSULTANT to CITY within ten ( 10) calendar days.
14) Funding
CONSULTANT agrees and understands that renewal of this agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII ( B) of the California Constitution and that the Council may determine not to fund this agreement in subsequent years.
15) Notices
All contracts, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if ( 1) personally served, (2) sent by the United States mail, postage prepaid, ( 3) sent by private express delivery service, or (4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed with two ( 2) Days by delivery of a hard copy of the material sent by facsimile transmission. Personal service shall include, without limitation, service by delivery and service by facsimile transmission.

Page 7 of 11 ends

260
g)
CITY OF LATHROP — PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
To City:

Copy to:

To Consultant:
16) Miscellaneous
City of Lathrop
City Clerk
390 Towne Centre
Lathrop, CA 95330
City of Lathrop
Department of Public Works
390 Towne Centre
Lathrop, CA 95330
MAIN: ( 209) 941- 7430
FAX: ( 209) 941- 7449
Pavement Engineering, Inc.
3485 Sacramento Dr. Ste A
San Luis Obispo, CA 93401- 7156
FED ID # 68- 0461866
Bus License #
a) Consent. Whenever in this Agreement the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent. b) Contract Terms Prevail. All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and attached exhibits, the terms of this Agreement shall prevail.
c) Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the Laws of the State of California. d) Definitions. The definitions and terms are as defined in these specifications. e) Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, which directly results from an Act of God or an act of a superior governmental authority. f) Headings. The paragraph headings are not a part of this Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement.

Incorporation of Documents. All documents constituting the Agreement documents described in Section 1 hereof and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such

Page 8 of 11 ends

261
CITY OF LATHROP - PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
reference incorporated in the Agreement and shall be deemed to be part of this Agreement.
h) Integration. This Agreement and any amendments hereto between the parties constitute the entire Agreement between the parties concerning the Project and Work, and there are no other prior oral or written agreements between the parties that are not incorporated in this Agreement.
i)
j )
Modification of Agreement. This Agreement shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties.

Ownership of Documents. All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of the CITY. Upon CITY' srequest, CONSULTANT shall allow CITY to inspect all such documents during the CONSULTANT' sregular business hours.
k) Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Agreement shall define or otherwise control, establish or limit the performance required or permitted or to be required of or permitted by either party. All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions.

Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties.

Venue. In the event that suit is brought by either party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin or in the United States District Court for the Eastern

Page 9 of 11 ends

262
CITY OF LATHROP — PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
District of California.
q) Recovery of Costs. The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs, including reasonable attorney' sfees, incurred or expended in connection with such action against the non - prevailing party.
17) Notice to Proceed
Prior to commencing work under this agreement, CONSULTANT shall receive a written Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall not be obligated to pay CONSULTANT for any services prior to issuance of the Notice to Proceed. 18) Signatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSULTANT and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

Page 10 of 11 ends

263
CITY OF LATHROP - PAVEMENT ENGINEERING INC.

TO PROVIDE PAVEMENT ASSESSMENT AND MANAGEMENT SYSTEM
Approved as to Form:

Recommended for Approval:

Approved by:

Consultant:

City of Lathrop
City Attorney
Y, Lo Lt(
Salvador Navarrete Date
City of Lathrop
Assistant City Manager
Michael King Date
City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Stephen J. Salvatore Date
City Manager
Pavement Engineering, Inc.
3485 Sacramento Dr. Ste A
San Luis Obispo, CA 93401- 7156
FED ID # 68- 0461866
Bus License #
Signature Date
Print Name and Title

Page 11 of 11 ends

264
Exhibit "A"
0 Pavement Engineering Inc.

August 23, 2024 MP24- 486
Leisser Mazariegos
City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Subject: Pavement Assessment and Management System
Dear Leisser:

We' ve enjoyed working with the City on past pavement maintenance projects and appreciate the City' s efforts to maintain it' s assets in a serviceable, safe condition.

Per our meeting on August 13, we are submitting this proposal to update the City' s Pavement
Management System. Within the scope of the proposal you will also find additional options for PEI to provide StreetSaver® training, a " Brown Bag" lunch / Pavement 101, and help develop a multi -year pavement maintenance plan for the City.

The scope of work and our cost for these services are outlined below.

BACKGROUND
The City of Lathrop maintains 92 centerline miles of road. In 2017, the City contracted with PEI to update their Pavement Management System using MTC' sStreetSaver® program. The City has not updated their Pavement Management System since that time and does not have a regular maintenance plan in place. The City reached out to Pavement Engineering, Inc. (PEI) to request assistance to bring the plan up to date and provide a maintenance program. In addition, City Staff requested training to help staff maintain the updated program. PEI is proposing to assist the City of Lathrop in completing this update.

SCOPE OF WORK
Task 1: Initial Planning and Kick- off Meeting
PEI will schedule a kick- off meeting with City staff to discuss project goals and expectations. Some items of discussion may include:

The scope of work, schedule and budget;
Existing pavement data, GIS files and drawings;
Addition of new streets, roadways and functional classifications; Current and past pavement maintenance history and budgets; Desired pavement service levels;
Quality control approach;
Safety, field work access and public notifications;
265
Leisser Mazariegos
M P24- 486
August 23, 2024

Page 2 ends

PEI personnel and project contacts;
The format of deliverables.

Reviewing these items prior to beginning work will help establish objectives and will save financial resources for actual pavement preservation.

PEI will meet with City staff at least three times throughout the project to coordinate and review specific project progress, address schedules, budgets and other items of business to ensure the work performed meets performance goals. Our objective is to deliver a quality project on time and on budget but also make sure City staff knows where we are at all times throughout the project
Task 2: Visual Evaluation of Pavement Condition and Quality Control PEI will manually inspect all 92 centerline miles of the City' s streets using MTC' s inspection procedures and will measure and evaluate the following pavement distresses: alligator cracking, block cracking, distortions, patches/ utility cuts, rutting/ depressions, longitudinal and transverse cracking, and weathering/ raveling.

The assessment will conform to ASTM Standard D 6433 standards. PEI' sinspectors are certified by MTC for quality and consistency and attend annual training to keep abreast of changes and hone skills.

PEI will assign a Pavement Condition Index ( PCI) for each street segment per StreetSaver® criteria and supported by PEI' s quality assurance standards, which are designed to ensure accuracy and consistency.

During the field review, PEI will use a vehicle -mounted digital measuring device to measure the length of each street segment and a hand-eld wheel to measure the width. Precise measurements are key to accurate cost projections, which are calculated based on pavement area.

PEI will sample locations on random test sites of ± 2, 500 sf and will annotate the sample location on our rating sheet using footage from the beginning of each road segment. Recording locations of inspected sample areas provides the necessary information to relocate the measured area for verification. This method produces reliable, reproducible data for current and future use.

At PEI we strive for accuracy and precision, so our Quality Control Plan compares the latest PCI' s of newly rated street segments to prior PCI' sfrom the last PMS update.

Street segments with PCI' sthat have increased in PCI, without any maintenance and rehabilitation, and street segments with PCI' s that have dropped more than 3 PCI points per year, since their last rating, will be identified and reviewed in the field by an engineer or senior engineering technician. At PEI, we strive for a +/- 5 PCI points when comparing initial ratings versus QC ratings. Any segment that exhibits a PCI Z:\ Shared\ R Drive\ Admin\ Text\ Marketing\ Proposals\ Proposals2024\ MP24- 486 Lathrop ( PMP)\ M24- 486. docx 266
Leisser Mazariegos
MP24- 486
August 23, 2024

Page 3 ends

difference outside of the + 1- 5 PCI points, will be re -rated by an engineer or a senior engineering technician. We will review a minimum of 10% of the segments as part of the QC review.

To ensure safety during the visual evaluation, PEI will provide its inspectors with reflective safety vests and will provide traffic control using a flashing beacon and a vehicle -mounted magnetic sign warning of frequent stops.

Task 3: Data Input
PEI will input all the data collected during the visual evaluations in the City' s StreetSaver database using MTC' s Mobile Rater. To make sure any analysis is consistent with the use of recommended maintenance and rehabilitation strategies, PEI will review the City' scurrent street segmentation and how the roads are being used. Our goal is to develop the most accurate database possible, one that will manifest in better and more precise recommendations and projections.

In addition, PEI can review the functional classifications of streets in its system to determine if they comply with Caltrans specifications and are therefore eligible for future federal funding. We can compare each road section contained in the updated PMS database with the California Road System ( CRS) maps found on the Caltrans website to verify functional classification accuracy.

PEI will also review both the StreetSaver® Decision Tree and PCI breakpoint table with the City to verify recommended treatments and associated unit prices to ensure costs being used by the program are current and reflect the construction costs the City is seeing. Revised information will be updated in StreetSaver®.

Task 4: Draft Report and Budget Recommendations
Once the visual evaluations are finished and the StreetSaver® database is completely updated, PEI will run reports that forecast the PCI based on proposed treatments.

This effort provides feedback for the treatment decisions necessary to achieve the City' sgoals.

Our analysis will demonstrate what the City can expect for their overall pavement condition based on current and proposed future funding levels. If shortfalls exist, PEI will recommend preventative maintenance strategies to improve and maintain the City' s street system within budgetary constraints. PEI has the knowledge and experience to assist the City in evaluating appropriate options and explore treatments and value engineering techniques to accomplish their objectives.

Z:\ Shared\ RDrlve\ Admin\ Text\ Marketing\ Proposals\ Proposals20241MP24- 486Lathrop ( PMP) 1MP24- 486. docx 267
Leisser Mazariegos
MP24- 486
August 23, 2024

Page 4 ends

Task 5: Final Report and Council Presentation
PEI will prepare one copy of the final report in PDF format for the City' s use. The report will include:

Executive summary
Budget needs scenarios
Network replacement costs
Proposed future budget levels
Budget scenarios including
a scenario to maintain roadways at the existing PCI;
a scenario to increase the current PCI by 5 points; and a scenario to show the potential PCI for roadways over five years using current funding levels.

A section description report for all street segments
Street sections selected for recommended treatments during the next five years Maps illustrating the PCI of the City
Task 6: StreetSaver® Training ( Optional)
StreetSaver® is a very useful tool to help manage and maintain your roadway network.

PEI will provide training on how to utilize StreetSaver® to help prioritize, manage, and maintain the City' sroadway network. We anticipate this training to be two, two hour virtual sessions. Prior to the training, PEI will discuss and agree on the training topics that will be presented.

Task 7: Brown Bag Lunchtime Training Session / Pavement 101 ( Optional) PEI will meet with City Staff and provide a tutorial on asphalt pavement, how they deteriorate, how they are rated, the effects of loading and weathering, types of maintenance and rehabilitation treatments, management principles and design techniques. The brown bag lunch will be on -site. The City will provide lunch to the attendees.

Task 8: Multi -Year Plan ( Optional)
PEI will meet with City Staff and develop a multi -year paving plan. This will assist the City in ways to strategically manage the pavement maintenance based on current and future budget scenarios.

PEI will work with City staff to identify and prioritize annual asphalt concrete preventative maintenance and rehabilitation treatments on a street by street or neighborhood by neighborhood basis and make recommendations based on a critical - point approach that incorporates pavements from all parts of the deterioration curve, not just the best nor just the worst. This approach optimizes every budget dollar by seeking to apply the right treatment at the right time: not too soon and not too late.

Z:\ Shared\ R Drive\ Admin\ Text\ Marketing\ Proposals\ Proposals2024\ MP24- 486 Lathrop ( PMP)\ MP24- 486. docx 268
Leisser Mazariegos
MP24- 486
August 23, 2024

Page 5 ends

Using StreetSaver® and working with City staff, we determine ( forecast) the best maintenance and rehabilitation approach for the next three to five years that will maintain the overall PCI at a level set by the City. We will do this by performing a budget analysis using several scenarios that will help the City evaluate various budget strategies. StreetSaver® GIS mapping will be used to visually illustrate these impacts.

SCHEDULE
We anticipate Tasks 1 through 5 will take six to eight weeks. The schedule may vary depending upon rain days. Tasks 6 through 7 will follow as needed. PEI will be ready to begin the project shortly after contracts have been signed, and we receive a notice to proceed.

FEES
Our fees for performing the outlined work for Tasks 1 through 5 will be $ 71, 335. The fees for the optional work, Tasks 6 through 7, are $ 32, 030. If all Tasks are selected, our total fees will be $ 103, 365. Our fees are summarized in the enclosed fee breakdown. We will invoice monthly according to the percentage of completed work. All costs associated with this project are subject to final negotiation with the City of Lathrop. The enclosed proposal conditions apply.

We value our relationship with the City of Lathrop and will continue our commitment to provide our services with honesty, trust and professionalism. As our slogan says, "You can ride on our reputation." Please don' t hesitate to contact me with any questions you may have regarding this proposal.

Very truly your
PAVE NT EERING INC.
s- : . Ririe, P. E.

Senior Principal Engineer
Enclosures: Fee Schedule Breakdown
Proposal Conditions
pc: C File
M File
MP File S/ P/ R
Z\ Shared\ RDrive\ Admin\ Text\ Marketing \ Proposals\ Proposals2024\ MP24- 486 Lathrop ( PMP)\ MP24- 486. docx 269
Leisser Mazariegos
MP24- 486
August 23, 2024

Page 6 ends

FEE BREAKDOWN SCHEDULE

FOR THE

CITY OF LATHROP
2024 CITYWIDE PAVEMENT MANAGEMENT SYSTEM UPDATE
Task 1 - Initial Planning & Kick- offMeeting
Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
3 3
8 270
215
165
Task 1 fee
810;
645:
1, 320
2, 775
Task 2 - Pavement Condition Surveys and Quality Control Position Units Unit Rate Total
Project Manager
PMS Data Technician
PMS Inspection Team
PMS Quality Control
Per diem
107
40 11
14 165
110
220
215
350
Task 2 fee
1, 815'''.
2,00:
23, 540
8, 600
4, 900'
41, 055
Task 3- Data Input and Decision Tree Update
Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
PMS Data Technician
PMS Clerical
6 6
17 33
4 270
215
165
110
85 Task 3 fee
1, 620
1, 290
2, 805
3, 630'
340
9, 685
Task 4 - Budget Analysis, Funding Scenarios, & Draft Report Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
PMS Data Technician
PMS Clerical
4 4
11 33
4 270
215
165
110
85 Task4fee
1, 080'..
860
1, 815
3, 630
340
7,25
Task 5 - Final Report & City Council Presentation
Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
PMS Data Technician
PMS Clerical
9 9
18 22
4 270
215
165
110
85 Task 5 fee
2, 430
1, 935
2, 970
2, 420
340
10, 095
Task 1-5 Estimated Fees) $ 71, 335
Z:\ Shared\ RDrive\ Admin\ Text\ Marketing\ Proposals\ Proposals2024\ MP24- 486 Lathrop (PMP)\ M24- 486. docx 270
Leisser Mazariegos
MP24- 486
August 23, 2024

Page 7 ends

FEE BREAKDOWN SCHEDULE

FOR THE

CITY OF LATHROP
2024 CITYWIDE PAVEMENT MANAGEMENT SYSTEM UPDATE
Continued)
Task 6 — Multi -Year Pavement Plan ( Optional)
Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
PMS Data Technician
PMS Clerical
8 8
15 45
5 270
215
165
110
85 Task 6 fee
2, 160,
1, 720
2, 475
4, 950
425'
11, 730
Task 7 - StreetSaver Training and On -Call StreetSaver Support for 1 Year ( Optional) Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
PMS Data Technician
10 10
30 60
270
215
165
110
Task 7 fee
2, 700,
2, 150
4, 950
6,00
16, 400
Task 8 - Pavement 101 Training ( Brown Bag) (Optional)
Position Units Unit Rate Total
Principal Engineer
Associate Engineer
Project Manager
6 6
270
215
165
Task 8 fee
1, 620:
1290,
990
3, 900
Task 1-8 Estimated Fees', $ 103, 365
Z:\ Shared\ RDrive\ Admin\ Text\ Marketing\ Proposals\ Proposals2024\ MP24- 486 Lathrop ( PMP)\ M24- 486. docx 271
Leisser Mazariegos
MP24- 486
August 23, 2024

Page 8 ends

PROPOSAL CONDITIONS

1. Proposal is valid for thirty days from the date of the proposal.

2. All work shall be performed utilizing common methods and practices of the civil engineering profession.

3. Fees for Lump Sum or Unit Price Proposals will be charged at the quoted price.

Fees for Engineering and PMS Technical Services on a Time and Materials Basis will be charged at the applicable hourly rates of the current PEI PMS Fee Schedule.

4. The proposal is based upon providing liability insurance with limits up to 1, 000,00.

5. One copy of a PMS Final Report will be provided to the Owner. Additional copies are $ 50 each.

6. Payment: Invoices will be submitted on a monthly basis. All invoices are due within 30 days. Attorney' sfees or other costs incurred in collecting any delinquent amount shall be paid by the client.

Z:\ Shared\ RDrive \Admin\ Text\ Marketing\ Proposals\ Proposals2024\ MP2- 486 Lathrop ( PMP)\ M24- 486. docx 272
ITEM 4. 15

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: APPROVE PROFESSIONAL SERVICES AGREEMENT
WITH PACE, INC. FOR INTEGRATION SERVICES AND
EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW
22- 38 AND APPROVE BUDGET AMENDMENT
RECOMMENDATION: Adopt Resolution to Approve Professional Services Agreement with Pacific Advanced Civil Engineering,
Inc. for Integration Services and Equipment for CTF
Phase 3 Expansion, CIP WW 22- 38 and Approve
Budget Amendment
SUMMARY:

On November 8, 2021, City Council approved a Professional Services Agreement PSA) with Pacific Advanced Civil Engineering ( PACE) for design of the Consolidated Treatment Facility ( CTF) Phase 3 Expansion, CIP WW 22- 38 (Project). City Council awarded a contract for the construction of the Project on August 12, 2024, and construction began on September 5, 2024.

Integration Services from the design engineer, PACE, will soon be needed to establish and implement a Programmable Logic Control ( PLC) system for the Phase 3 equipment, currently being constructed. Integration Services on large or complex projects like the CTF Phase 3 Expansion are typical, and essential to the automated control needed to properly operate complex equipment like that being installed at the CTF. Staff requested and received from PACE a proposal to provide Integration Services and Equipment for a fixed fee amount of $475, 000. Therefore, staff requests City Council approve a PSA with PACE ( Attachment B) for a fixed fee cost of $475, 000 to fund the requested Integration Services.

Pursuant to the Design and Construction Funding Agreement by and between the City of Lathrop and River Islands Development, LLC Related to the Phase 3 Expansion of the Existing Lathrop Consolidated Treatment Facility dated February 12, 2024 Funding Agreement), River Islands will pay 80% of this cost, which is $ 380, 00, and the City' sshare is $ 95, 000. Staff requests City Council approve a budget amendment of $475, 000 for the proposed Integration Services and Equipment.

BACKGROUND:

PACE' s proposal for the work contemplated by the PSA is comprised of 2 sub -tasks:

Equipment and Hardware Supply for a cost of $ 245, 000, and Integration and Start - Up Services for a cost of $ 230, 00.

The equipment and hardware supply will consist of two PLC 3A panels: one for main control, and the other for dewatering control. The Integration Services include 273
CITY MANAGER' SREPORT PAGE 2
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
APPROVE PSA WITH PACE, INC. FOR INTEGRATION SERVICES FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38 AND APPROVE BUDGET AMENDMENT configuration and programming of the PLC panels, start- up and commissioning services and system training for City and Veolia staff.

REASON FOR RECOMMENDATION:

Integration Services from PACE are needed to manufacture, install and configure the PLC systems for the additional wastewater treatment facilities being installed as a function of the Project.

FISCAL IMPACT:

Sufficient funds were not allocated to CIP WW 22- 38 in the adopted Fiscal Year 2024/5 budget for the City' s 20% share of the proposed Integration Services; therefore, a budget amendment transferring $ 95, 000from the Sewer Connection Fee Fund ( 6030) and $ 380, 00 from the Developer Fund ( 2710) to the CIP Project Fund is requested as detailed below:

Increase Revenue
2710- 8000- 372- 0100 $ 380, 00
Increase Transfer Out
6030- 9900-90- 9010 $ 95, 000
2710- 9900-90- 9010 $ 380, 00
Increase Transfer In
6090- 900- 393- 0000
Increase Appropriation
6090- 8000- 420- 10
WW 22- 38 $ 475, 000
WW 22- 38 $ 475, 000
The above funding contribution to the PSA for Integration Services is consistent with the 80% Developer/ 20% City funding responsibility agreed upon in the Funding Agreement.

ATTACHMENTS:

A. Resolution Approving Professional Services Agreement with Pacific Advanced Civil Engineering, Inc. for Integration Services for CTF Phase 3 Expansion - CIP WW 22- 38
B. Professional Services Agreement with Pacific Advanced Civil Engineering, Inc. for Integration Services for CTF Phase 3 Expansion - CIP WW 22- 38 274
CITY MANAGER' SREPORT PAGE 3
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
APPROVE PSA WITH PACE, INC. FOR INTEGRATION SERVICES FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38 AND APPROVE BUDGET AMENDMENT APPROVALS:
57- eAyr. f), 4eeeixt- e. 3 . z4
Steven Hollenbeak Date
Assistant Engineer
Keen Reed Date
Senior Construction Manager
Brad1Jl- aylor
City Engineer
Cari Ja
Finance D e tor
11/ 41/- ta
Date
Michael King Date
Assistant City Manager
1- !e •Zo2. Y
Salvador Navarrete Date
zz1- Y
City Attorney
11•' 4. 24+
Stephen J. Salvatore Date
City Manager
275
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO APPROVE PROFESSIONAL SERVICES AGREEMENT WITH PACE, INC. FOR INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38 AND APPROVE BUDGET AMENDMENT
WHEREAS, on November 8, 2021, City Council approved a Professional Services Agreement ( PSA) with Pacific Advanced Civil Engineering ( PACE) for design of the Consolidated Treatment Facility ( CTF) Phase 3 Expansion, CIP WW 22- 38 Project); and
WHEREAS, on August 12, 2024 City Council awarded a contract for the construction of the Project to GSE Construction, Inc., and construction commenced in early September of 2024; and
WHEREAS, the City will soon need Integration Services from the design engineer, PACE, to establish and implement a Programmable Logic Control ( PLC) system for the Phase 3 equipment, currently being constructed; and WHEREAS, City staff requested and received from PACE a proposal to provide Integration Services and Equipment for a fixed fee cost of $ 475, 000; and WHEREAS, staff requests City Council approve a Professional Services Agreement ( PSA) with PACE in the amount of $475, 000; and WHEREAS, pursuant to the Design and Construction Funding Agreement by and between the City of Lathrop and River Islands Development, LLC related to the Phase 3 Expansion of the Existing Lathrop Consolidated Treatment Facility dated February 12, 2024 ( Funding Agreement); River Islands will pay 80% of this cost, which is $ 380, 00, and the City' sshare is $ 95, 000. Therefore, a budget amendment transferring $ 95, 000from the Sewer Connection Fee Fund ( 6030) and $ 380, 00from the Developer Fund ( 2710) to the CIP Project Fund is requested as detailed below:

Increase Revenue
2710- 8000- 372- 0100 $ 380, 00
Increase Transfer Out
6030- 9900-90- 9010 $ 95, 000
2710- 9900-90- 9010 $ 380, 00
Increase Transfer In
6090- 900- 393- 0000 WW 22- 38 $ 475, 000
Increase Appropriation
6090- 8000- 420- 10 WW 22- 38 $ 475, 000
276
NOW THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby approve a PSA with PACE for a fixed fee cost of $ 475, 000 to provide Integration Services for the Project; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop does hereby approve a budget amendment as detailed above in the amount of $ 475, 000 to fund the proposed Integration Services and Equipment from PACE. 277
PASSED AND ADOPTED by the City Council of the City of Lathrop this 18th day of November 2024, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 278

ATTACHMENT
o
d
a

CITY OF LATHROP

AGREEMENT FOR PROFESSIONAL SERVICES WITH

PACIFC ADVANCED CIVIL ENGINEERS

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT
FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
THIS AGREEMENT, dated for convenience this 18th day of November 2024, is by and between PACIFIC ADVANCED CIVIL ENGINEERS (" CONSULTANT") and the City of Lathrop, a California municipal corporation (" CITY");
RECITALS:

WHEREAS, CONSULTANT is specially trained, experienced, and competent to perform Integration Services, which are required by this agreement; and WHEREAS, CITY selected the CONSULTANT pursuant to said qualifications; and WHEREAS, CONSULTANT is willing to render such Integration Services, as hereinafter defined, on the following terms and conditions;
NOW, THEREFORE, CONSULTANT and the CITY agree as follows:

AGREEMENT
1) Scope of Service
CONSULTANT agrees to perform Integration Services in accordance with the scope of work and fee proposal provided by CONSULTANT, attached hereto as Exhibit "A" and incorporated herein by reference. CONSULTANT represents it is prepared to and can diligently perform these services in accordance with the upmost standards of its profession and to CITY' Ssatisfaction. The fee proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved of in advance and in writing, by the CITY.
2) Compensation
CITY hereby agrees to pay CONSULTANT a sum not to exceed $ 475, 000 for the Professional Services set forth in Exhibit " A". CONSULTANT shall be paid any uncontested sum due and payable within thirty ( 30) days of receipt of billings containing all information pursuant to Paragraph 5 below. Compensation for any task must be equal to or less than the percentage of task complete. In no event shall CONSULTANT be entitled to compensation for work not included in Exhibit "A", unless a written change order or authorization describing the extra work and payment terms has been executed by CITY' s authorized representative prior to the commencement of the work. Payment is made based on a time and materials basis.

Page
279
1 of 11
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
3) Effective Date and Term
The effective date of this Agreement is November 18, 2024, and it shall terminate no later than December 30, 2026.
4) Independent Contractor Status
It is expressly understood and agreed by both parties that CONSULTANT, while engaged in carrying out and complying with any of the terms and conditions of this Agreement, is an independent contractor and not an employee of the CITY. As an independent contractor, CONSULTANT is responsible for controlling the means and methods to complete the scope of work described in Exhibit "A" to City' ssatisfaction. CONSULTANT expressly warrants not to represent, at any time or in any manner, that CONSULTANT is an employee of the CITY.
5) Billings
CONSULTANT shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONSULTANT' Sbills shall include a list of all tasks, a total amount due, the amounts previously billed, and the net amount due on the invoice. Except as specifically authorized by CITY, CONSULTANT shall not bill CITY for duplicate services performed by more than one person. In no event shall CONSULTANT submit any billing for an amount in excess of the rates or the maximum amount of compensation provided in section ( 2) for either task or for the entire Agreement, unless modified by a properly executed change order.
6) Advice and Status Reporting
CONSULTANT shall provide the CITY with timely reports, orally or in writing, of all significant developments arising during performance of its services hereunder, and shall furnish to CITY such information as is necessary to enable CITY to monitor the performance of this Agreement.

CONSULTANT shall submit to CITY such reports, diagrams, drawings and other work products developed pursuant to the Scope of Services.
7) Assignment of Personnel
CONSULTANT acknowledges that the CITY has relied on CONSULTANT' s capabilities
and on the qualifications of CONSULTANT' sprincipals and staff as identified in its proposal to CITY. The services shall be performed by, or under the direct supervision, of CONSULTANT' sAuthorized Representative: Andrew T. Komor. CITY shall be notified by CONSULTANT of any change of its Authorized Representative, and CITY is granted the right of approval of all original, additional, and replacement personnel at CITY' ssole discretion,
project staff
and
prior
shall
to any
be
change.
notified by CONSULTANT of any changes of CONSULTANT' s
Page
280
2of11
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
CONSULTANT shall assign only competent personnel to perform services pursuant to this Agreement. If CITY asks CONSULTANT to remove a person assigned to the work called for under this Agreement, CONSULTANT agrees to do so immediately, without requiring the City to process a reason or explanation for its request. 8) Assignment and Subcontracting
It is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of CONSULTANT. Neither this Agreement nor any interest therein may be assigned by CONSULTANT without the prior written approval of CITY' Sauthorized representative.

CONSULTANT shall not subcontract any portion of the performance contemplated and provided for herein, other than the subcontractors noted in the proposal, without prior written approval of the CITY' Sauthorized representative. 9) Insurance
On or before beginning any of the services or work called for by any term of this Agreement, CONSULTANT, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to the CITY the insurance specified in subsections ( a) through (c) below with insurers and under forms of insurance satisfactory in all respects to the CITY. CONSULTANT shall not allow any subcontractor to commence work on any subcontract until all insurance required of the CONSULTANT has also been obtained for the subcontractor. Verification of this insurance shall be submitted and made part of this Agreement prior to execution. a) Workers' Compensation. CONSULTANT shall, at CONSULTANT' Ssole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer' sLiability Insurance for any and all persons employed directly or indirectly by CONSULTANT. Said Statutory Workers' Compensation Insurance and Employer' s Liability Insurance shall be provided with limits of not less than one million dollars ($ 1, 000,00). In the alternative, CONSULTANT may rely on a self- insurance program to meet these requirements provided that the program of self- insurance complies fully with the provisions of the California Labor Code. The insurer, if insurance is provided, or the CONSULTANT, if a program of self- insurance is provided, shall waive all rights of subrogation against the CITY for loss arising from work performed under this Agreement.
b) Commercial General and Automobile Liability Insurance. CONSULTANT, at CONSULTANT' Sown cost and expense, shall maintain commercial general and automobile liability insurance for the period covered by this Agreement in an amount not less than one million dollars ($ 1, 000,0) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims

Page 3 of 11 ends

281
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non -owned automobiles.

Each of the following shall be included in the insurance coverage or added as an endorsement to the policy:
i) CITY, its officers, employees, agents, and volunteers are to be covered as insured with respect to each of the following: liability arising out of activities performed by or on behalf of CONSULTANT, including the insider' s general supervision of CONSULTANT; products and completed operations of CONSULTANT; premises owned, occupied or used by CONSULTANT. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, employees, agents, or volunteers.
ii) The insurance shall cover on an occurrence or an accident basis, and not on a claim made basis.
iii) An endorsement must state that coverage is primary insurance and that no other insurance affected by the CITY will be called upon to contribute to a loss under the coverage.
iv) Any failure of CONSULTANT to comply with reporting provisions of the policy shall not affect coverage provided to CITY and its officers, employees, agents, and volunteers.
v) Insurance is to be placed with California -admitted insurers with a Best' srating of no less than A: VII.
vi) Notice of cancellation or non -renewal must be received by CITY at least thirty days prior to such change.
c) Professional Liability. CONSULTANT, at CONSULTANT' Sown cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than Two Million Dollars ($ 2, 000,00) per claim made and per policy aggregate covering the licensed professionals' errors and omissions, as follows:
i) Any deductible or self -insured retention shall not exceed $ 150, 00 per claim.
ii) Notice of cancellation, material change, or non -renewal must be received by the CITY at least thirty days prior to such change shall be included in the coverage or added as an endorsement to the policy.

Page
282
4 of 11
CITY OF LATHROP - PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
iii) The policy must contain a cross liability or severability of interest clause.
iv) The following provisions shall apply if the professional liability coverages are written on a claims made form:

1. The retroactive date of the policy must be shown and must be before the date of the Agreement.

2. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially
available at reasonable rates.

The CITY shall have the right to exercise at the
CONSULTANT' Scost, any extended reporting provisions of the policy should the CONSULTANT cancel or not renew
the coverage.

4. A copy of the claim reporting requirements must be
submitted to the CITY prior to the commencement of any
work under this Agreement.
d) Deductibles and Self -Insured Retentions. CONSULTANT shall disclose the self -insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, upon express written authorization of the CITY' s authorized representative, CONSULTANT may increase such deductibles or self -insured retentions with respect to CITY, its officers, employees, agents, and volunteers. The CITY' sauthorized representative may condition approval of an increase in deductible or self -insured retention levels upon a requirement
that CONSULTANT procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.
e) Notice of Reduction in Coverage. In the event that any coverage required under subsections ( a), (b), or (c) of this section of the Agreement is reduced, limited, or materially affected in any other manner, CONSULTANT shall provide written notice to CITY at CONSULTANT' Searliest possible opportunity and in no case later than five days after CONSULTANT is notified of the change in coverage.
f)In addition to any other remedies CITY may have if CONSULTANT fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, CITY may, at its sole option:

Page 5 of 11 ends

283
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
i) Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
ii) Order CONSULTANT to stop work under this Agreement or withhold any payment which becomes due to CONSULTANT
hereunder, or both stop work and withhold any payment, until CONSULTANT demonstrates compliance with the requirements hereof;
iii) Terminate this Agreement.

This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

Page 6 of 11 ends

284
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
11) Licenses
If a license of any kind, which term is intended to include evidence of registration, is required of CONSULTANT, its employees, agents, or subcontractors by federal or state law, CONSULTANT warrants that such license has been obtained, is valid and in good standing, and CONSULTANT shall keep it in effect at all times during the term of this Agreement, and that any applicable bond has been posted in accordance with all applicable laws and regulations.
12) Business Licenses
CONSULTANT shall obtain and maintain a CITY of Lathrop Business License until all Agreement services are rendered and accepted by the CITY. 13) Termination
Either CITY or CONSULTANT may cancel this Agreement upon 30 days written notification to the other party. Upon termination, or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONSULTANT to CITY within ten ( 10) calendar days.
14) Funding
CONSULTANT agrees and understands that renewal of this agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII ( B) of the California Constitution and that the Council may determine not to fund this agreement in subsequent years.
15) Notices
All contracts, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if ( 1) personally served, (2) sent by the United States mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed with two ( 2) Days by delivery of a hard copy of the material sent by facsimile transmission. Personal service shall include, without limitation, service by delivery and service by facsimile transmission.

To City: City of Lathrop
City Clerk
390 Towne Centre
Lathrop, CA 95330

Page 7 of 11 ends

285
CITY OF LATHROP - PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
Copy to:

To Consultant:
16) Miscellaneous
City of Lathrop
Department of Public Works
390 Towne Centre
Lathrop, CA 95330
MAIN: ( 209) 941- 7430
FAX: ( 209) 941- 7449
Pacific Advanced Civil Engineering
17520 Newhope St.

Fountain Valley, CA 92708
FED ID # 33- 0265538
Bus License # 20319
a) Consent. Whenever in this Agreement the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent. b) Contract Terms Prevail. All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and attached exhibits, the terms of this Agreement shall prevail.
c) Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the Laws of the State of California. d) Definitions. The definitions and terms are as defined in these specifications. e) Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, which directly results from an Act of God or an act of a superior governmental authority. f) Headings. The paragraph headings are not a part of this Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement. g) Incorporation of Documents. All documents constituting the Agreement documents described in Section 1 hereof and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in the Agreement and shall be deemed to be part of this Agreement.
h) Integration. This Agreement and any amendments hereto between the parties constitute the entire Agreement between the parties concerning the Project and Work, and there are no other prior oral or written agreements between the parties that are not incorporated in this Agreement.
i) Modification of Agreement. This Agreement shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties.

Page 8 of 11 ends

286
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
j) Ownership of Documents. All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of the CITY. Upon CITY' srequest, CONSULTANT shall allow CITY to inspect all such documents during the CONSULTANT' sregular business hours.
k) Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Agreement shall define or otherwise control, establish or limit the performance required or permitted or to be required of or permitted by either party. All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions.

I) Severability. The invalidity in whole or part of any provision of this Agreement shall not void or affect the validity of any other provision of this agreement. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the provisions of this Agreement not so affected shall remain in full force and effect.
m) Status of CONSULTANT. In the exercise of rights and obligations under this Agreement, CONSULTANT acts as an independent contractor and not as an agent or employee of CITY. CONSULTANT shall not be entitled to any rights and benefits accorded or accruing to the City Council members, officers or employees of CITY, and CONSULTANT expressly waives any and all claims to such right and benefits.
n) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties. o) Time of the Essence. Time is of the essence of this Agreement and each of its provisions. In the calculation of time hereunder, the time in which an act is to be performed shall be computed by excluding the first Day and including the last. If the time in which an act is to be performed falls on a Saturday, Sunday or any Day observed as a legal holiday by CITY, the time for performance shall be extended to the following Business Day.

P)
q)
Venue. In the event that suit is brought by either party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin or in the United States District Court for the Eastern District of California.

Recovery of Costs. The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs, including reasonable attorney' sfees, incurred or expended in connection with such action against the non -prevailing party.
17) Notice to Proceed
Prior to commencing work under this agreement, CONSULTANT shall receive a written Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary

Page 9 of 11 ends

287
CITY OF LATHROP - PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
bonds and insurances have been received. City shall not be obligated to pay CONSULTANT for any services prior to issuance of the Notice to Proceed. 18) Signatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSULTANT and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

EXHIBITS
A. Proposal from PACE for Integration Services for CTF Phase 3 Expansion

Page 10 of 11 ends

288
CITY OF LATHROP — PACIFIC ADVANCED CIVIL ENGINEERING.

TO PROVIDE INTEGRATION SERVICES AND EQUIPMENT FOR CTF PHASE 3 EXPANSION, CIP WW 22- 38
Approved as to Form: City of Lathrop
City Attorney
Salvador Navarrete
Recommended for Approval: City of Lathrop
Assistant City Manager
Approved by:

Resolution # (
Consultant:

M—‘ eZv Zy
Date
Michael King Date
City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Stephen J. Salvatore Date
City Manager
Pacific Advanced Civil Engineering
17520 Newhope St.

Fountain Valley, CA 92708
FED ID # 33- 0265538
Bus License # 20319
Signature Date
Print Name and Title

Page 11 of 11 ends

289

EXHIBIT A
PACE Advanced WaterEnglneerMg

AGREEMENT BETWEEN CLIENT AND CONSULTANT
AGREEMENT ENTERED INTO AT Fountain Valley, CA made this 4th day of November 2024, by and between City of Lathrop, hereinafter called " Client," and Pacific Advanced Civil Engineering, Inc.

PACE), a California corporation, herein called " Consultant." Client and Consultant agree as follows:

OBJECTIVE:

Provide Integration Services for the supply, configuration, programming and commissioning of a new PLC - based control system, as identified here -in, for the automation of the City' s new treatment facility expansion.

The following proposal is based on a review of the Project Design Drawings, dated Feb 2024. PACE' s services include the supply, programming, configuration and commissioning of PLC -3A and Dewatering; programming/ re- programming of PLC 1, 1A, 2, 3, and A; and integration services to coordinate and control ancillary networked panels, equipment and processes being supplied by others as part of the project.

SCADA design and programming is by Primex Controls and address mapping and coordination will be provided for the SCADA system implementation by Primex under separate contract.

DESCRIPTION OF SERVICES:

Equipment Procurement
PACE shall prepare a complete Submittal Package for all equipment and materials supplied under this Scope of Work. PACE shall not proceed with ordering of equipment or materials for the project without an approved submittal or written authorization from the Client to proceed.

PACE shall procure the following required project components and materials:

PLC -3A Control Panel
PACE shall provide all hardware, software, labor and materials required to fabricate one ( 1) complete PLC control panel unit. The control panel shall be designed and fabricated to meet UL508A requirements and shall be supplied as a " UL Listed" unit.

Supply, Program and Configure a new Main Control Panel ( CP- 3A) as detailed in the project plans and specifications. The control panel shall consist of the following major components and as detailed in the attached Preliminary General Arrangement Drawing:
72" x 72" x 18" free- standing NEMA 4X Stainless Steel Enclosure 60" x 68" Painted Steel Backplane for control hardware
60" x 14" Painted Steel Backplane for networking hardware Allen Bradley CompactLogix Processor w/ Dual Ethernet IP Ports Allen Bradley I/O Expansion Cards to Provide:
60 Digital In / 32 Relay Out / 32 Analog In / 8 Analog out) Allen Bradley 2711P 12" PanelView Plus 7 Performance Series HMI Redundant 24VDC Aux Power Supplies
1500VA 120VAC APC UPS
Back- up 8 -Channel Hardwire Auto -Dial Alarm Unit
Field Wiring Terminal Blocks, Fuses and Circuit Breakers as required 17520 Newhope Street, Suite 200 Fountain Valley, CA 92708 P. (714) 481. 7300 F. (714) 481- 7299 www. pacewater. com 290
Lathrop Consolidated Treatment Facility— PLC Controls November 4, 2024 Pro/ ect # A713 Page 2 of 9
NOTE: Local and Network Switches to be provided by the City and installed by PACE PLC- Dewatering Control Panel
PACE shall provide all hardware, software, labor and materials required to fabricate one ( 1) complete PLC control panel unit. The control panel shall be designed and fabricated to meet UL508A requirements and shall be supplied as a " UL Listed" unit.

Supply, Program and Configure a new Main Control Panel ( CP- Dewatering) as detailed in the project plans and specifications. The control panel shall consist of the following major components and as detailed in the attached Preliminary General Arrangement Drawing:
48" x 72" x 18" free- standing NEMA 4X Stainless Steel Enclosure Painted Steel Backplane for control hardware
Painted Steel Backplane for networking hardware
Allen Bradley CompactLogix Processor w/ Dual Ethernet IP Ports Allen Bradley I/O Expansion Cards
Allen Bradley 2711P 12" PanelView Plus 7 Performance Series HMI Redundant 24VDC Aux Power Supplies
1500VA 120VAC APC UPS
Back- up 8 -Channel Hardwire Auto -Dial Alarm Unit
Field Wiring Terminal Blocks, Fuses and Circuit Breakers as required NOTE: Local and Network Switches to be provided by the City and installed by PACE Configuration and Programming
PLC 1, 1A, 2, 3, and A and New 3A and Dewatering Control Panels PACE shall supply and coordinate PLC and HMI programming with the City' sIntegration Consultant and City Information Technology Staff to ensure consistency in programming means and methods with existing City infrastructure.

PACE shall supply and coordinate the programming of to manage, control and/ or supervise operation of equipment directly networked to PLCs 1, 1A, 2, 3, and A and New 3A. In conformance with the requirements of the project, PACE shall prepare and submit a proposed Sequence of Operation description, for approval by the Client, prior to programming of the PLC and HMI systems.

Based on the Client' sand Process Engineer' sapproval of the Sequence of Operation, PACE shall provide all required configuration and programming to implement the approved sequences and graphics for the system.

PACE shall prepare and provide a tag -database which includes all local and remote I/O from ancillary devices, panels and components directly networked or connected, for use by the City' s Integration Consultant, in the development of a new SCADA system.

PACE shall conduct a functional test of the completed programming for the PLC and HMI, prior to commissioning, to ensure that the hardware and programming are fully operational. This test shall occur prior to deployment of the programming on -site.

PACE has included 60 additional hours of PLC/ HMI integration time during commissioning of the system to perform additional programing requested by the Client or Process Engineer after deployment of the system. The intent of this work is to add and/ or modify the system programming based on unforeseen or additional needs of the client that were not captured during facility design or during the submittal approval process.

PACE
291
Lathrop Consolidated Treatment Facility— PLC Controls November 4, 2024 Project # A713 Pape 3 of 9
Product Delivery
Once PACE has acquired, tested, configured and programmed the new PLC -3A and Dewatering panels, PACE shall deliver said equipment, and loose -ship components, to the work site for installation by the City' s Selected Contractor. PACE will coordinate and schedule delivery of the equipment with the City and the City' s
Contractor at least 2 -weeks in advance.

Upon delivery to the work site, the City' s
Contractor will be responsible for installation/ setting of the equipment in the field, all process connections, piping, valving and providing all electrical conduit, wire and networking wire, as indicated on the plans and specifications and/ or shown in the approved shop drawings provided by PACE.

Upon notified completion of the installation of all equipment and materials supplied, PACE shall conduct a field inspection to determine that the equipment is properly installed and complete. Once PACE has determined that the installation is complete and acceptable, PACE will be responsible for conducting field control wiring tests on control panels and instruments supplied by PACE. Termination of all wiring to all control panels, field devices, instruments and all 3 -phase power terminations, shall be made by the City' s
Contractor.

PACE shall be responsible for coordinating with the City' sIT Staff for the network configuration of the PLC - 3A and Dewatering panels to connect to the site' workgroup and provide intemet access and connection to the City' s existing remote SCADA servers.

PACE will be responsible for configuration of the industrial Ethernet network systems which connect PLC - 2 to ancillary systems directly networked to PLC -3A and Dewatering.

Start- up & Commissioning Services
PACE shall provide the services of its Instrumentation & Controls staff for the purpose of commissioning the PACE -supplied PLC control system and assisting the City' s Contractor and other Phase 3 vendors with
the start- up and commissioning of the facility control systems. PACE anticipates start- upof these systems can be completed within 3 consecutive weeks.

PACE will work with the City' s
Contractor and Operations Staff to commission and adjust the control system to operate based on the design treatment objectives.

System Training Services
PACE shall provide the services of its Instrumentation & Controls staff for the purpose of providing up to 16 hours ( 3 days) of on -site training on the proper operation and maintenance of the completed PLC control system. This training is assumed to take place at the completion of the Start- up & Commissioning Services, consecutive with this work.

SYSTEM WARRANTY:

PACE shall provide a warranty on all equipment and programming supplied under the contract for a period of 1 year from substantial completion of the project or 18 months from the delivery of equipment, whichever occurs first. The warranty shall include on -site and off -site troubleshooting, replacement or repair of defective equipment and correction of programming " bugs" or errors.

Modifications and/ or additional programming which are in addition to the functionality of the completed PLC/ HMI systems, but requested by the Client, will be completed for additional fee on a Time & Expense Basis. (See additional hours included in the Programming & Configuration Scope of Services).

PACE
292
Lathrop Consolidated Treatment Facility— PLC Controls November 4, 2024 Project # A713 Page 4 of 9
PROPOSED FEE:

PACE will bill a total fixed fee amount of $475, 000, which includes all taxes and reimbursable expenses.

PACE will complete the work outlined herein and invoice the Client in a total of Five ( 5) installment draws as follows:
20% of the Contracted Amount due with Notice to Proceed 10% of the Contracted Amount due upon Approval of Submittals 20% of the Contracted Amount due upon Progress of Programming 30% of the Contracted Amount due upon Delivery of Equipment to Site 10% of the Contracted Amount due upon Completion of Start- up & Commissioning 10% of the Contracted Amount due upon Final Completion
Task Description Professional Fee

76. 1 Equipment & Hardware Supply $ 245, 000

76. 2 Integration & Start- up Services $ 230, 00
475, 000
Total Engineering Fee: $ 475, 000

ASSUMPTIONS AND EXCLUSIONS
The Client' sresponsibilities shall include providing PACE with the base data and project information in a timely manner, coordination and management of other team consultants and contractors to assure that the project schedule can be met, and prompt payment of invoices in accordance with the terms and conditions included herein. The specific items that are to be provided by the Client ( City) or the City' s Contractor or
other consultants include the following:

1. City Integrations Consultant and City IT Staff input pertaining to project design issues and requirements including scheduling.

2. City SCADA, PLC and HMI programming standards

3. Copies of Existing Facility PLC and HMI Programs

4. Copies and Coordination with Other Project Equipment and Control Vendors

5. Any other data that directly impacts PACE ability to perform the services in an efficient and economic manner.

Any proposed project changes which affect work in progress or previously completed will be justification for additional compensation.

Local government approval meetings, hearings, etc., and preparation of presentation graphics will be under separate work authorization, if required.

This proposal is valid for 90 days from the date of issue.

The proposal includes coordination with the City' s selected General Contractor, the City' s Information Technology Staff and the City' sselected SCADA Integrations consultant for the project. The proposal does not include installation of equipment, conduit, wiring or wire termination on said equipment.

PACE
293
Lathrop Consolidated Treatment Facility- PLC Controls November 4, 2024 Project # A713 Page 5 of 9
A. This Agreement is subject to Provisions of Agreement 1 through 28 attached herewith, and the terms and conditions attached and made a part hereof.

IN WITNESS WHEREOF, the parties hereby execute this agreement upon the terms and conditions stated above and on the day and year indicated above.

Pacific advanced Civil Engineering, Inc. (PACE) CLIENT: City of Lathrop By: By:

Name: Andy Komor, PE Name:

Title: Sr. VP - Environmental Water Division Title:

Job #: A713 Date:

PACE
294
Lathrop Consolidated Treatment Facility — PLC Controls November 4, 2024 Project # A713 Page 6 of 9

GENERAL PROVISIONS ATTACHED TO THAT CERTAIN

AGREEMENT BETWEEN CLIENT AND CONSULTANT
DATED November 4, 2024 (collectively, the " Agreement") Pacific Advanced Civil Engineering, Inc. (PACE) shall be hereinafter referred to as " CONSULTANT" and City of Lathrop will be hereinafter referred to as " CLIENT" with respect to the "PROJECT" known as Lathrop Consolidated Treatment Facility — PLC Controls.

GENERAL

1. In the performance of the services under the Agreement, CONSULTANT shall at all times be an independent contractor, contracting services to CLIENT solely pursuant to the Agreement, and CONSULTANT is not, nor shall CONSULTANT represent CONSULTANT to be at any time, an agent or employee of CLIENT except as expressly set forth in the Agreement.

2. CLIENT agrees to cooperate in any and every way or manner with CONSULTANT on the PROJECT.

3. In addition to the printed provisions, the drawings and specifications shall become the property of CLIENT at completion of construction of the PROJECT. The CLIENT shall not reuse project design, drawings, and specifications without written consent of CONSULTANT. CONSULTANT will provide reproducible transparencies of the final PROJECT plans to CLIENT at completion of construction of the PROJECT. CONSULTANT, however, does not assume any professional responsibility or liability for use of the final plans and/ orthe drawings or specifications at any location other than this particular PROJECT site. CLIENT will defend, indemnify and hold CONSULTANT harmless from any errors and/ or omissions arising out of the use of the final plans and/ orthe drawings and specifications at any other location.

4. All agreements on CONSULTANT' Spart are contingent upon and subject to, the fact that CONSULTANT shall not be responsible for damages, or be in default or be deemed to be in default, by reason of delays in performance by reason of strike, lockouts, accidents, acts of God and other delays unavoidable or beyond CONSULTANT' Sreasonable control or due to shortages or unavailability of labor at established area wage rates or delays caused by failure of CLIENT or CLIENT' S agents to
furnish information or to approve or disapprove CONSULTANT' S work promptly, or due to late or slow, or faulty performance by CLIENT or Client' sconsultants or contractors, or by governmental agencies.

In the case of the happening of any such cause of delay, the time of completion of CLIENT' S work under the Agreement shall be extended accordingly.

5. In the event that all of the obligations of CONSULTANT or CLIENT, respectively, required to be performed under the Agreement have not been performed as agreed for any reason other than a default by other party hereto, the non -defaulting party shall have the right, upon giving 30 calendar days prior written notice to the other party hereto, to terminate the Agreement and CONSULTANT shall be paid to the date of termination for all services rendered and cost incurred hereunder.

6. CONSULTANT makes no warranty, either expressed or implied, as to CONSULTANTS findings, recommendations, specifications or professional advice except that these were promulgated after being prepared in accordance with generally accepted Civil Engineer practices and under the direction of a Civil Engineer and/ or a professional staff.

7. CONSULTANT makes no representations concerning soil conditions unless specifically included in writing in the Agreement and CLIENT is not responsible for any liability that may arise out of the making, or any failure to make, soil surveys or subsurface soil tests or general soil testing.

8. CONSULTANT makes no representation concerning construction cost figures estimated in connection with maps, plans, specifications or drawings other than that all cost figures are estimates only.

9. In consideration of CONSULTANT' Sfee for services, CLIENT agrees that, unless otherwise specked, CONSULTANT will perform no on site construction review for this PROJECT, unless specifically included in writing in this Agreement, that such services will be provided by others and that CLIENT shall defend, indemnify and hold CONSULTANT harmless from any and all liability, real or alleged, that might be occasioned by others performing construction review for this PROJECT.

10. CLIENT agrees that in accordance with generally accepted construction practices, the construction contractor will be required to assume sole and complete responsibility for the PROJECT site, including safety of all persons and property; that this requirement shall be made to apply continuously and not 1111
PACE
295
Lathrop Consolidated Treatment Facility— PLC Controls November 4, 2024 Project # A713 Page 7 of 9
be limited to normal working hours and CLIENT further agrees to defend, indemnify and hold CONSULTANT harmless from any and all liability, real or alleged, in connection with the performance of work of this PROJECT, except liability arising from the sole negligence of CONSULTANT.

11. Notwithstanding anything else to the contrary contained herein or in the Agreement, CLIENT agrees to limit CONSULTANT' Sexposure to liability and damages to CLIENT and to all contractors and subcontractors on the PROJECT, due to professional negligent acts, errors or omissions of CONSULTANT, to the lesser of the limits of CONSULTANT' Serrors and omissions and general liability insurance policies, or the fee paid to CONSULTANT for the performance of the services under the Agreement. IN NO EVENT WILL CONSULTANT BE LIABLE FOR ANY INCIDENTAL OR

CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, OR OTHER DAMAGES ARISING OUT

OF THE PERFORMANCE OR NON- PERFORMANCE OF THE SERVICES UNDER THE

AGREEMENT, EVEN IF CONSULTANT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THIS SECTION WILL SURVIVE THE TERMINATION OF THE AGREEMENT.

12. Upon written request, each of the parties hereto shall execute and deliver, or cause to be executed and delivered, such additional instruments and documents which may be necessary and proper to carry out the terms of the Agreement.

13. The terms and provisions of the Agreement shall not be construed to alter, waive or affect any lien or stop notice rights, which CONSULTANT may have for the performance of services under the Agreement.

14. No conditions or representations, altering, detracting from or adding to the terms of the Agreement or hereof shall be valid unless printed or written hereon or evidenced in writing by either party to the Agreement and accepted in writing by the other party hereto.

15. One or more waivers of any term, condition or covenant by CONSULTANT shall only be effective if in writing and shall not be construed as a waiver of any subsequent breach of the same or any other term, condition or covenant.

16. In the event any provision of the Agreement shall be held to be invalid and unenforceable, the other provisions of the Agreement shall be valid and binding on the parties hereto.

17. Should litigation be necessary to enforce any term or provision of the Agreement, or to collect any portion of the amount payable under the Agreement, then all litigation and collection expenses, witness fees and court costs and attorneys' fees shall be paid to the prevailing party.

18. The Agreement binds CONSULTANT and CLIENT and their successors and permitted assigns.

Neither party hereto shall assignor transfer, whether by operation of law or otherwise, all or any portion of such party' sinterest, rights or obligations in the Agreement without the prior written consent of the other party hereto.

19. The Agreement and the documents, drawings, plans and specifications referred to therein, and these General Provisions, constitute the entire agreement of the parties hereto with respect to the matters set forth therein and herein and are the final, complete and exclusive expression of the terms and conditions thereof. All prior or contemporaneous agreements, representations, negotiations and understandings of the parties hereto, oral or written, express or implied, are hereby superseded and merged herein.

20. The Agreement shall be construed and enforced in accordance with the laws of the State of California.

Each Party hereby irrevocably consents that all proceedings arising in connection with the Agreement shall be tried and litigated exclusively in the State and Federal courts located in the County of Orange, State of California. The aforementioned choice of venue is intended by the parties to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between the parties with respect to, or arising out of, the Agreement in any jurisdiction other than that specified in this Section.

21. All notices, demands or other communications given hereunder shall be in writing and shall be delivered personally, by facsimile or electronic mail transmission, or by United States certified or registered mail, return receipt requested, postage prepaid, addressed to the address for such party set forth in the Agreement. All notices shall be deemed given upon the earliest of receipt, confirmed facsimile or electronic mail transmission, or three 3 calendar days after deposit in the United States mail.

22. In the event of any conflict or inconsistency between the provisions of these General Provisions and the provisions of the Agreement, the provisions of these General Provisions shall control.

PACE
296
Lathrop Consolidated Treatment Facility— PLC Controls November 4, 2024 Project # A713 Page 8 of 9

PAYMENT

23. CONSULTANT shall present all invoices to CLIENT prior to the last day of each calendar month based upon percentage of completion, per the fee set forth in the Agreement. Invoices shall be due and payable when delivered. Payment is to be made at 17520 Newhope Street, Suite 200, Fountain Valley, CA 92708.

24. CLIENT shall promptly review invoices and notify CONSULTANT of any objection thereto; absent such objection in writing within 10 calendar days of the date of the invoice, the invoice shall be deemed proper and acceptable and immediately payable in full.

25. If the undisputed amount of any invoice is not paid within 30 calendar days of the date of the invoice, such undisputed amount shall commence bearing interest from the date of the invoice at the rate of

1.5% per month or the maximum rate allowed by law, whichever is greater, and CLIENT agrees to pay all accrued interest thereon, together with the undisputed amounts set forth in such invoice.

26. In the event that any undisputed amount of any invoice is not paid in full within 60 calendar days following the date of the invoice, such failure shall constitute a material breach of the Agreement and CONSULTANT may exercise all rights and remedies CONSULTANT may have at law, in equity or under the Agreement with respect to such material breach including, without limitation, termination of the Agreement following 10 calendar clays' written notice of such material breach to CLIENT and CLIENT' Sfailure to cure such breach within such 10 -day period.

27. CLIENT shall pay, in addition to the stated fee, the cost of all reimbursable items such as fees, permits, bond premiums, title company charges, delivery charges, blueprints, and reproductions and all other charges and expenses not specifically covered by the terms of the Agreement. In the event such reimbursable items are paid directly by CONSULTANT, then such charges and expenses shall be invoiced at CONSULTANT' Sdirect cost plus 10% for handling.

28. Any additional services not covered in the Scope of Work of the Agreement, which CLIENT requests CONSULTANT to perform, such as site reconnaissance and inspections during construction, additional visits out of town or to other places of business, will be requested in writing and will be invoiced on a time and material basis based on CONSULTANT' Sthen current schedule of fees and costs. ilit
PACE
297
Lathrop Consolidated Treatment Facility— PLC Controls
Project # A713
2024 HOURLY LABOR RATES
November 4, 2024
Pape 9 of 9
Principal 300
Sr. Project Manager ! Sr. Consulting Engineer 260
Project Manager! Consutting Engineer / Sr. t&C Specialist 250 Sr. Electrical Engineer! Sr. GIS Analyst 245
Sr. Project Engineer / Sr. Design Engineer 220
Project Engineer / Design Engineer II 190
Instrumentation & Controls Specialist 185
Sr. CAD Designer 175
Design Engineer 150
CAD Designer / GIS Analyst 145
Graphic Designer 125
Project Coordinator 105
Administrative Support 100
Assistant Designer 85
G. P. S. Survey Unit (w/ Operator) 290
Expert Witness / Legal Consultation 400 + Exp.

REIMBURSABLE EXPENSE RATES*
Units Cost
Travel
Mileage (Per Mile) Mile 0. 67
Airfare, Auto Rental, Hotel At Cost
Misc. Travel ( Parking, tax. tolls. meals. etc.) At Cost Per Diem ( Contract Rate) DAY Contract Rate
Outside Reproduction, At Cost
Shtpaina ( FedEx. UPS. Coder. etc. l
At Cost
Mist, (Review Fees. Seectfic Charaesl At Cost
Reproduction [ in- Housel
Sheet Bond - BAN Prints and Copies — All sizes SF 0. 16 8%x11to12 x18)
Sheet - Color Prints and Copies — All sizes SF 1. 20
Sheet - Glossy Color Print/hoto — All sizes SF 2. 60
Roll - Plots and Copies ( Roll Paper)
Bond ( B/ W) SF 0. 88
Bond ( Color) SF 1. 56
Roll - Vellum or Mylar Plots SF 2. 60
Roll - Glossy Color Plot Exhibits ( Roll Paper) SF 3. 12 Report 3 -Ring Binders
c 1. 5" EA 10. 40

1. 5" to 3" EA 15. 60
3" EA 26. 00
Coil or GBC Punch Binding EA 1. 04
Note. All reimbursable expenses will be invoiced at the above rates + 1111
PACE
298
ITEM 4. 16

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: AUTHORIZE THE POSTPONEMENT OF DELINQUENT

UTILITY TURN- OFFS
RECOMMENDATION: Adopt a Resolution to Approve the Suspension of Service Disconnections in the Month of December
2024 for All Delinquent Accounts
SUMMARY:

Since 1996, Council has suspended utility service disconnections during the month of December. As in years past, Council can authorize staff to forgo utility disconnections to residents scheduled in the month of December 2024. The City will still assess a 10% late fee to all accounts with balances not paid by December 31, 2024.

BACKGROUND:

The Finance Department produces monthly utility invoices for its water and wastewater customers. The cycle of the utility bills is as follows:

Invoice Production: Utility invoices are created and mailed to City residents at the beginning of each month. Utility invoice payments are due by the 25th of each month. A 10% penalty fee is assessed to all outstanding accounts on the last working day of the month.
10 -Day Notice: 10 -Day notices are sent to City residents ten ( 10) days before the disconnection date for all accounts with an outstanding balance more than 60 days past due. 10 -Day Notices inform the resident that their account is subject to disconnection.
48 Hour IVR Phone Campaign: An automated phone call is made to notify the residents of the pending disconnection if payment is not received in the 48 -hour timeframe. Multiple options are given to residents to submit payment or make payment arrangements.

Disconnection: Accounts with past due balances after the 10 -Day Notice deadline are subject to disconnection.

The City' s process for utility service disconnections is in compliance with Senate Bill 998, the State of California' s mandated process for discontinuation of residential water service. The State legislature has enacted Senate Bill 998 (" SB 998") known as the Water Shut Off Protection Act. It is intended to help residential water users who lose access to water service due to their inability to pay. It requires procedural protections before residential water service can be discontinued for non- payment.

The City' s SB 998 policy can be found on the City' s
website in seven languages. The
policy is currently available in English, Chinese, Korean, Punjabi, Spanish, Tagalog and Vietnamese. First reading of the reconnection fee to be reduced to $ 35. 00 was presented to Council at the regular meeting on October 14, 2024. Any account 299

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

POSTPONEMENT OF DELINQUENT UTILITY TURN- OFFS
disconnected for non- payment will be assessed a reconnection fee to cover the staff costs associated with this process.

Suspension of turn- offs in the month of December may increase account delinquency and potentially increase the amount of uncollectible accounts written -off ( referred to a collections agency) at the end of the fiscal year. Instead of disconnecting unpaid accounts in mid - December through the turn- off process, unpaid accounts are not disconnected until mid -January.

If Council decides to suspend turn- offs in the month of December, the service reconnection charges would not be assessed. However, the City will still apply a 10% late fee to all delinquent accounts if their balance is not paid by December 31, 2024.

REASON FOR RECOMMENDATION:

Interruptions of essential City services such as water service due to non- payment can be disruptive during the holidays. Therefore, Council may decide to suspend service disconnections during the month of December. This action has been approved by Council since 1996.

FISCAL IMPACT:

Suspension of turn- offs in the month of December has fiscal impacts, as noted below:

Potentially increases the number of customers who fail to pay their bills timely.

Service reconnection charges would not be assessed or collected.

Increases the likelihood of having a higher number of unpaid accounts referred to collections.

ATTACHMENTS:

A. Adopt a Resolution Approving the Suspension of Service Disconnections in the Month of December 2024 for All Delinquent Accounts. 300

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

POSTPONEMENT OF DELINQUENT UTILITY TURN- OFFS
APPROVALS:
jo/ ZZ-/ 211
Rod15ale Bulsara- Popal Date
Customer Service Supervisor
Cari James
Director of ' R'i ance
Date
2-3 • zy
Salvador Navarrete Date
City Attorney
Stephen J. Salvatore
City Manager
Date
301
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO

SUSPEND SERVICE DISCONNECTIONS IN THE MONTH OF DECEMBER 2024 FOR ALL DELINQUENT ACCOUNTS
WHEREAS, since 1996, the City has allowed utility services to remain uninterrupted during the month of December for all utility accounts, including delinquent accounts; and
WHEREAS, the City' s process for utility service disconnections is in compliance with Senate Bill 998, the State of California' s mandated process for discontinuation of residential water service; and
WHEREAS the City' s SB 998 policy can be found on the City' s website
in seven languages. The policy is currently available in English, Chinese, Korean, Punjabi, Spanish, Tagalog and Vietnamese; and
WHEREAS, a fee will be assessed to reconnect water service after disconnection for non- payment to cover the staff costs associated with this process; and
WHEREAS, the City will still apply a 10% late fee to all delinquent accounts if their balance is not paid by December 31, 2024; NOW, THEREFORE, BE IT RESOLVED that this City Council does hereby suspend turn- offs of water services in the month of December for all delinquent accounts.

Resolution No. 24- Page 1 of 2
302
The foregoing resolution was passed and adopted this 18th day of November 2024, by the following vote of the City Council:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Resolution No. 24- Page 2 of 2
303

PAGE LEFT

INTENTIONALLY
BLANK
304
ITEM 4. 17

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: AUTHORIZE THE RELEASE OF CONTRACT

RETENTION, AND PERFORMANCE AND PAYMENT

BONDS FOR THE LATHROP ROAD RESIDENTIAL
DRIVEWAY RECONSTRUCTION, CIP GG 24-7
RECOMMENDATION: Adopt Resolution to Release the Contract Retention, and Performance and Payment Bonds from Dirt
Dynasty, Inc. for the Lathrop Road Residential
Driveway Reconstruction, CIP GG 24-7
SUMMARY:

Dirt Dynasty Inc. (Dirt Dynasty) completed the construction of Capital Improvement Project ( CIP) GG 24-7 for Lathrop Road Residential Driveway Reconstruction Project). The Project consisted of reconstructing the concrete residential driveway at 570 Lathrop Road.

Staff inspected and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications. Dirt Dynasty has submitted lien releases, confirming all sub - contractors and suppliers have been paid in full, and a one- year warranty bond ( based on 10% of the construction contract) for the improvements to be accepted.

Staff requests City Council release the contract retention to Dirt Dynasty in the amount of $ 1, 831, and the performance and payment bonds for the Lathrop Road Residential Driveway Reconstruction, CIP GG 24-7.

BACKGROUND:

In 2017, the City constructed the Lathrop Road Widening that included installation of driveway transitions from the new roadway improvements to existing residential driveways. At that time, the contractor was unable to construct a driveway transition at the property of 570 Lathrop Road. On September 11, 2023, City Council created CIP GG 24-7 to reconstruct the residential driveway at 570 Lathrop Road.

On May 13, 2024, City Council awarded a construction contract to Dirt Dynasty for construction of the Project. The scope of work included sawcutting, removing the existing concrete residential driveway and sidewalk, and reconstructing a new driveway, vertical curb, gutter, and sidewalk improvements at 570 Lathrop Road.

The awarded contract was in the amount of $ 40,92 and a 10% construction contingency of $ 4, 049 was authorized for staff to use as necessary to achieve the goals of the project. The total construction budget for the Project was $ 44, 541. 305
CITY MANAGER' SREPORT PAGE 2
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

AUTHORIZE THE RELEASE OF CONTRACT RETENTION, AND PERFORMANCE

AND PAYMENT BONDS FOR THE LATHROP ROAD RESIDENTIAL DRIVEWAY RECONSTRUCTION, CIP GG 24-7
The Project has been completed within the available construction budget, original contract period, and in accordance with the plans, specifications, and City of Lathrop standards. Dirt Dynasty has also submitted lien releases, confirming all subcontractors and suppliers have been paid in full, and a one- year warranty bond based on 10% of the construction contract) for the improvements to be accepted.

Upon Council' sapproval, the performance and payment bonds ( Bond No. GM235983) will be released and replaced with a warranty bond ( Bond No. GM235983, $ 4, 049).

The warranty bond covers any repairs or replacements that become necessary during the one- year period, beginning with this authorization, due to defective materials or workmanship in connection with the completed improvements. Dirt Dynasty also provided the necessary lien releases for the materials supplied and completed work.

Staff requests City Council release the contract retention to Dirt Dynasty in the amount of $ 1, 831, and release the performance and payment bonds for CIP GG 24-

27. REASON FOR RECOMMENDATION:

The Project was completed by Dirt Dynasty pursuant to the contract documents dated May 13, 2024. Staff inspected the improvements and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications.

Upon Council' sapproval, the performance and payment bonds ( Bond No. GM235983) will be released and replaced with a one- year warranty bond ( Bond No. GM235983, 4, 049).

FISCAL IMPACT:

The awarded contract was in the amount of $ 40,92 with a 10% construction contingency for a total construction budget of $ 44, 541. Adequate funds were allocated within the fiscal year 2024/5 budget to close out CIP GG 24-7. With the completion of the Project, staff requests that unused funds be transferred back into the General Fund Street Repair Reserves ( 1010).

ATTACHMENTS:

A. Resolution to Release the Contract Retention, and Performance and Payment Bonds from Dirt Dynasty, Inc. for the Lathrop Road Residential Driveway Reconstruction, CIP GG 24-7
306
CITY MANAGER' S REPORT PAGE 3
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

AUTHORIZE THE RELEASE OF CONTRACT RETENTION, PERFORMANCE AND

PAYMENT BONDS FOR THE LATHROP ROAD RESIDENTIAL DRIVEWAY RECONSTRUCTION, CIP GG 24-7
APPROVALS:
0 - 29,- Zot' f
Angel Abarca Date
Assistant Engineer
Brad Ifiaylor
City Engineer
Cari Ja
Finance rector
Date
1o/ 3o/ 2rsv- 1
Date
Michael King Date
Assistant City Manager
Salvador Navarrete Date
City Attorney
20, y
0 • 3i • ZO ye
0 q._Zo' u(
li•7•ZLiSte en J. Salvatore Date
City Manager
307
RESOLUTION NO. 24 -

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO RELEASE

THE CONTRACT RETENTION, AND PERFORMANCE AND PAYMENT BONDS FROM DIRT DYNASTY, INC. FOR THE LATHROP ROAD RESIDENTIAL DRIVEWAY RECONSTRUCTION, CIP GG 24-7
WHEREAS, on September 11, 2023, City Council created Capital Improvement Project ( CIP) GG 24-7 for Lathrop Road Residential Driveway Reconstruction ( Project) to reconstruct the residential driveway at 570 Lathrop Road; and
WHEREAS, on May 13, 2024, City Council awarded a construction contract to Dirt Dynasty, Inc. (Dirt Dynasty) for construction of the Project; and WHEREAS, the scope of work included sawcutting, removing the existing concrete residential driveway and sidewalk, and reconstructing a new driveway, vertical curb, gutter, and sidewalk improvements at 570 Lathrop Road; and WHEREAS, the awarded contract was in the amount of $ 40,92 and a 10% construction contingency of $ 4, 049 was authorized for staff to use as necessary to achieve the goals for a total construction budget of $44, 541; and WHEREAS, Dirt Dynasty has completed the construction of the project; staff inspected and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications; and WHEREAS, Dirt Dynasty has provided the necessary lien releases for the materials supplied and completed work; and
WHEREAS, Dirt Dynasty has submitted a one- year warranty bond ( based on 10% of total project cost) for the improvements being accepted; and WHEREAS, upon City Council' s
approval, the performance and payment bonds
Bond No. GM235983) will be released and replaced with a one- year warranty bond Bond No. GM235983, $4, 049); and
WHEREAS, adequate funds were allocated within the fiscal year 2024/5 budget to close out CIP GG 24-7. With the completion of this project, staff requests that unused funds be transferred back into the General Fund Street Repair Reserves 1010); and
WHEREAS, staff requests City Council release the contract retention to Dirt Dynasty in the amount of $ 1, 831, and release the performance and payment bonds to CIP GG 24-7.
308
NOW THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby Release the contract retention to Dirt Dynasty in the amount of 1, 831, and the performance and payment bonds to CIP GG 24-7; and BE IT FURTHER RESOLVED, that City Council also authorizes the transfer of the unused project funds into the General Fund Street Repair Reserves ( 1010). 309
The foregoing resolution was passed and adopted this 18th day of November 2024, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 310
ITEM 4. 18

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY

DSS COMPANY DBA KNIFE RIVER CONSTRUCTION
FOR PAVEMENT REHABILITATION, CIP PS 24-9
RECOMMENDATION: Adopt Resolution to Accept Public Improvements Constructed by DSS Company dba Knife River
Construction for the Pavement Rehabilitation CIP PS
24-9, and Authorize the Filing of a Notice of
Completion, Release of Contract Retention, Release
of Performance and Payment Bonds, and File a
One -Year Maintenance Warranty Bond
SUMMARY:

DSS Company dba Knife River Construction ( Knife River) completed construction of the Capital Improvement Project ( CIP) PS 24-9 for Pavement Rehabilitation Project). The Project repaired the deteriorated pavement on Cherry Hills Drive, Cherry Hills Court, Kilarney Drive, and Kilarney Court. Staff inspected and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications.

Knife River has submitted lien releases, confirming all sub -contractors and suppliers have been paid in full, and a one- year maintenance bond ( based on 10% of the construction contract) for the improvements to be accepted.

Staff requests City Council accept the improvements constructed by Knife River for the Project. Staff also requests City Council authorize the filing of a Notice of Completion with the San Joaquin County Clerk, release of contract retention to Knife River in the amount of $ 31, 446 within forty-ive (45) days after the recording of the Notice of Completion, release of performance and payment bonds, and file of a oneyear maintenance warranty bond.

BACKGROUND:

On February 12, 2024, City Council awarded a construction contract to Knife River for construction of the Project to correct existing road deficiencies in the Woodfield community area. The scope of work consisted of a full -reconstruction pavement treatment on Cherry Hills Drive, Cherry Hills Court, Kilarney Drive, and Kilarney Court.

Knife River completed the construction of the Project. Staff inspected the improvements and deemed the improvements complete and in accordance with the approved plans and specifications by the City Engineer. 311
CITY MANAGER' S REPORT PAGE 2
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY DSS COMPANY DBA KNIFE RIVER CONSTRUCTION FOR PAVEMENT REHABILITATION, CIP PS 24- 29 The awarded contract was in the amount of $ 582, 982 and a 10% construction contingency of $ 58, 298 was authorized for staff to use as necessary to achieve the goals of the Project. The total construction budget for the Project was $ 641, 280.

During construction, contract change orders totaling $ 45, 934 were issued for a final contract amount of $ 628, 916. Theconstruction costs referenced below capture all expenditures.

Construction costs are as follows:

A. Construction Contract Amount $ 582, 982
B. Approved Change Order 1 $ 30,80
C. Approved Change Order 2 $ 15, 554
Total Construction Costs $ 628, 916
The Project has been completed within original contract period and in accordance with the plans, specifications, and City of Lathrop standards. Upon acceptance of the improvements, the performance and payment bonds ( Bond No. 190- 054- 038/ 107885655) will be released and replaced with a warranty bond ( Bond No. 190- 054-38/ 107885655, $62, 892). The warranty bond covers any repairs or replacements that become necessary during the one- year period, beginning with this acceptance, due to defective materials or workmanship in connection with the completed improvements. Knife River has also provided the necessary lien releases for the materials supplied and completed work.

Staff is requesting City Council accept the public improvements constructed by Knife River for the Project. Staff also requests City Council authorize the filing of a Notice of Completion with the San Joaquin County Clerk, the release of contract retention to Knife River in the amount of $ 31, 446 within forty-ive (45) days after the recording of the Notice of Completion, and the release of performance and payment bonds.

REASON FOR RECOMMENDATION:

The Project was completed by Knife River pursuant to the contract documents dated February 12, 2024. Staff inspected the improvements and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications. The performance and payment bonds ( Bond No. 190- 054- 038/ 107885655) will be released and replaced with a one- year warranty bond ( Bond No. 190- 054-38/ 107885655, $62, 892) upon City Council' s acceptance of the
improvements.
312
CITY MANAGER' S REPORT PAGE 3
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY DSS COMPANY DBA KNIFE RIVER CONSTRUCTION FOR PAVEMENT REHABILITATION, CIP PS 24- 29 FISCAL IMPACT:

The awarded contract was in the amount of $ 582, 982 with a 10% construction contingency for a total construction budget of $ 641, 280. During construction, contract change orders totaling $ 45, 934 were issued for a final contract amount of 628, 916.

Adequate funds were allocated in Fiscal Year 2024/5budget to close out CIP PS 24-

29. With the completion of this Project, staff requests that unused funds be transferred back into the General Fund Street Repair Reserves ( 1010).

ATTACHMENTS:

A. Resolution to Accept Public Improvements Constructed by DSS Company dba Knife River Construction for the Pavement Rehabilitation CIP PS 24- 29, and Authorize the Filing of a Notice of Completion, Release of Contract Retention, Release of Performance and Payment Bonds, and File a One -Year Maintenance Warranty Bond
B. Notice of Completion - Pavement Rehabilitation, CIP PS 24-9 313
CITY MANAGER' S REPORT PAGE 4
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY DSS COMPANY DBA KNIFE RIVER CONSTRUCTION FOR PAVEMENT REHABILITATION, CIP PS 24- 29 APPROVALS:
1/ - S - 202'f
Angel Abarca Date
Assistant Engineer
Brad( aylor
City Engineer
Cari Jam
Finance D'? ctor
Date
HA/ 707g
ii kl ao lLP
Date
Michael King Date
Assistant City Manager
it. S. zozy
f(- 5-- ze) of
Salvador Navarrete Date
City Attorney

11.4-- 24-
Stephei J. Salvatore Date
City Manager
314
RESOLUTION NO. 24 -

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY DSS COMPANY DBA KNIFE RIVER CONSTRUCTION FOR PAVEMENT REHABILITATION, CIP PS 24- 29, AND AUTHORIZE THE FILING OF A NOTICE OF COMPLETION, RELEASE

OF CONTRACT RETENTION, RELEASE OF PERFORMANCE AND PAYMENT

BONDS, AND FILE A ONE- YEAR MAINTENANCE WARRANTY BOND
WHEREAS, on February 12, 2024, City Council awarded a construction contract to DSS Company dba Knife River Construction ( Knife River) for construction of Capital Improvement Project ( CIP) PS 24-9 for Pavement Rehabilitation ( Project) to correct existing road deficiencies in the Woodfield community area; and WHEREAS, the Project repaired the deteriorated pavement on Cherry Hills Drive, Cherry Hills Court, Kilarney Drive, and Kilarney Court; and WHEREAS, the awarded contract was in the amount of $ 582, 982 and a 10% construction contingency of $ 58, 298 was authorized for staff to use as necessary to achieve the goals of the Project; and
WHEREAS, during construction, contract amendments totaling $ 45, 934 were issued for a final contract amount of $ 628, 916; and
WHEREAS, Knife River has completed the construction of the Project; staff inspected and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications; and WHEREAS, Knife River has provided the necessary lien releases for the materials supplied and completed work; and
WHEREAS, Knife River has submitted a one- year warranty bond ( based on 10% of total project cost) for the improvements being accepted; and WHEREAS, the performance and payment bonds ( Bond No. 190- 054- 038/ 107885655) will be released and replaced with a one- year warranty bond ( Bond No. 190- 054-38/ 10785655, $62, 892) upon City Council' s acceptance of the
improvements; and
WHEREAS, adequate funds were allocated in Fiscal Year 2024/5 budget to close out CIP PS 24-9. With the completion of this Project, staff requests that unused funds be transferred back into the General Fund Street Repair Reserves ( 1010); and WHEREAS, staff requests City Council accept the public improvements constructed by Knife River for Pavement Rehabilitation, CIP PS 24- 29; and 315
WHEREAS, staff also requests City Council authorize the filing of a Notice of Completion with the San Joaquin County Clerk upon acceptance of the improvements and the release of the contract retention to Knife Rive, in the amount of $ 31, 446, within forty-ive (45) days after the recording of the Notice of Completion and the release of the performance and payment bonds.

NOW THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby accept the public improvements constructed by Knife River for Pavement Rehabilitation, CIP PS 24- 29, pursuant to the contract documents dated February 12, 2024; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop authorizes the filing of the Notice of Completion with the San Joaquin County Clerk, the release of the contract retention to Knife River, in the amount of $ 31, 446, within forty-ive (45) days after the recording of the Notice of Completion, the release of the performance and payment bonds, and the file of a one- year maintenance warranty bond; and
BE IT FURTHER RESOLVED, that City Council also authorizes the transfer of the unused project funds into the General Fund Street Repair Reserves ( 1010). 316
The foregoing resolution was passed and adopted this 18th day of November 2024, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 317

ATTACHMENT

RECORDING REQUESTED BY, AND
WHEN RECORDED MAIL TO:

CITY OF LATHROP
ATTN: CITY CLERK
390 TOWNE CENTRE DRIVE
LATHROP, CA 95330
Exemptfrom payment ofrecording fees ( GC 11922)

SPACE ABOVE THIS LINE FOR RECORDER' SUSE

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN:

1. That the interest or estate stated in paragraph 3 herein in the real property herein described is owned by:

NAME STREET AND NO. CITY STATE
City of Lathrop 390 Towne Centre Drive Lathrop CA 95330 If more than one owner of the interest stated, the name and address of each must be stated)

2. That the full name and address of the owner of said interest or estate, if there is only one owner, and that the full names and addresses of all the co -owners who own said interest or estate as tenants in common, as joint tenants, or otherwise, if there is more than one owner, are set forth in the preceding paragraph.

3. That the nature oftitle or the stated owner, or if more than one owner, then of the stated owner and co -owners is:

Project No. CIP PS 24-9 Pavement Rehabilitation by DSS Company dba Knife River Construction

4. That on the 18th day of November 2024 a work of improvement on the real property herein described was completed.

5. That the name of the original contractor, if any, for said work of improvement was: DSS Company dba Knife River Construction

6. That the name and address of the transferor is:

NAME STREET AND NO. CITY STATE
DSS Company dba 655 West Clay Street Stockton CA 95206
Knife River Construction

7. That the real property herein referred to is situated in the State of California, and is described as follows:

City of Lathrop County of San Joaquin,
Project No. CIP PS 24-9 Pavement Rehabilitation by DSS Company dba Knife River Construction

CITY OF LATHROP
By:

Stephen J. Salvatore, City Manager Date
That the undersigned has knowledge of the contents herein and states under penalty of perjury that the foregoing is true and correct.

By:

Teresa Vargas, City Clerk Date
318

CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by the NOTICE OF COMPLETION dated November 18, 2024 by DSS Company dba Knife River Construction to the City of Lathrop, a political corporation and/ or governmental agency, is hereby accepted by the undersigned officer or agent on behalf of the City Council pursuant to authority conferred by minute action ofthe City Council adopted on November 18, 2024, and the grantee consents to recordation thereofby its duly authorized officer.

Dated By
Stephen J. Salvatore, City Manager
319

PAGE LEFT

INTENTIONALLY
BLANK
320
ITEM 4. 19

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY
MG & ) C CONCRETE, INC. FOR CTF SERVICE
DRIVEWAY, CIP WW 22- 38
RECOMMENDATION: Adopt Resolution to Accept Public Improvements Constructed by MG & ) C Concrete, Inc. for CTF
Service Driveway, CIP WW 22- 38, and Authorize the
Filing of a Notice of Completion, Release of Contract
Retention, Release of Performance and Payment
Bonds and Filing the One -Year Maintenance
Warranty Bond
SUMMARY:

MG & JC Concrete, Inc. ( MG & JC Concrete) has completed the construction of Consolidated Treatment Facility ( CTF) Service Driveway, CIP WW 22- 38 (Project).

Staff inspected the improvements and they have been deemed complete and in accordance with the approved plans and specifications by the City Engineer.

MG & JC Concrete has submitted lien releases confirming all subcontractors and suppliers have been paid in full and provided a one- year warranty bond ( based on 10% of the construction contract) for the improvements to be accepted.

Staff requests City Council accept the completed improvements constructed by MG & JC Concrete for the Project. Staff also requests City Council authorize the filing of a Notice of Completion with the San Joaquin County Clerk -Recorder, the release of contract retention to MG & JC Concrete of $ 1, 611 within forty-ive (45) days after filing the Notice of Completion, the release of performance and payment bonds and filing the one- year maintenance warranty bond.

BACKGROUND:

On August 30, 2024, City Council awarded a construction contract to MG & JC Concrete for the construction of the Project in the amount of $ 32, 225, and approved a 10% construction contingency of $ 3, 222 for staff to use as necessary to achieve the goals of the Project.

The Project scope consisted of constructing a concrete service driveway into the CTF from Christopher Way. This driveway is extra wide, allowing for the passage of large industrial and construction equipment not possible through the existing main driveway.

No contract change orders were issued during the construction of the project; therefore, the final contract price of the Project is $ 32, 225. 321
CITY MANAGER' S REPORT PAGE 2
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY MG & JC CONCRETE, INC. FOR CTF SERVICE DRIVEWAY, CIP WW 22- 38
Upon acceptance of the improvements, the performance bond ( Bond No. 66878, 32, 225) and payment bond ( Bond No. 66878, $32, 225) will be released and replaced with a one- year warranty bond ( Bond No. 66878, $3, 222). The one- year warranty bond covers any repairs or replacements that may become necessary during the one- year period beginning with this acceptance due to any defective materials or workmanship in connection with the completed improvements. MG & JC Concrete has also provided the necessary lien releases for the materials supplied and completed work.

Staff request City Council accept the improvements constructed by MG & JC Concrete for CIP WW 22- 38 CTF Service Driveway. Staff also requests City Council authorize the filing of a Notice of Completion with the San Joaquin County Clerk -Recorder, the release of contract retention to MG & JC Concrete of $ 1, 611 within forty-ive (45) days after the recording of the Notice of Completion, the release of performance and payment bonds and the filing of the one- year maintenance warranty bond.

REASON FOR RECOMMENDATION:

MG & JC Concrete has completed the Project pursuant to the contract documents dated July 11, 2024. Staff inspected the improvements, and they have been deemed complete and in accordance with the plans and specifications approved by the City Engineer.

MG & JC Concrete has submitted a one- year warranty bond for the improvements to be accepted ( based on 10% of the construction contract) and lien releases confirming all sub -contractors and suppliers have been paid in full. The warranty bond covers any repairs or replacements that become necessary during the one- year period, beginning with this acceptance, due to defective materials or workmanship in connection with the completed improvements.

The performance bond and payment bond will be released and replaced with the oneyear warranty bond upon City Council' s acceptance of the improvements.

FISCAL IMPACT:

The final construction contract amount with MG & JC Concrete for the Project is 32, 225. Adequate funds have been allocated in the FY 2024-5 budget to CIP WW 22- 38 to close out the Project. With the completion of the Project, staff request that unused funds be transferred back to the original funding source. 322
CITY MANAGER' S REPORT PAGE 3
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY MG & JC CONCRETE, INC. FOR CTF SERVICE DRIVEWAY, CIP WW 22- 38
ATTACHMENTS:

A. Resolution Accepting Public Improvements Constructed by MG & JC Concrete, Inc. for CTF Service Driveway, CIP WW 22- 38, Authorizing the Filing of a Notice of Completion, Release of Contract Retention, Release of Performance and Payment Bonds and Filing the One Year Maintenance Warranty Bond.

B. Notice of Completion - CTF Service Driveway, CIP WW 22- 38 323
CITY MANAGER' S REPORT PAGE 4
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY MG & JC CONCRETE, INC. FOR CIP WW 22- 38 CTF SERVICE DRIVEWAY
APPROVALS:
2A/• 04., /7 . ( e,
Steven Hollenbeak
Assistant Engineer
n( Lo•
Ken Reed Date
Senior Construction Manager
Date
t-5- Zoa--
Bra aylor
City Engineer
Cari Ja
Financ_ Director
I
l/y/ 7417A
Date
Date
Michael King Date
Assistant City Manager
Salvador Navarrete
City Attorney

11. 9. zozy
Date
Stephen J. Salvatore Date
City Manager

11. i4. 29-
324
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO ACCEPT PUBLIC IMPROVEMENTS CONSTRUCTED BY MG & 7C CONCRETE, INC. FOR CTF SERVICE DRIVEWAY, CIP WW 22- 38, AND AUTHORIZE THE FILING OF A

NOTICE OF COMPLETION, RELEASE OF CONTRACT RETENTION, RELEASE OF

PERFORMANCE AND PAYMENT BONDS AND FILING THE ONE- YEAR

MAINTENANCE WARRANTY BOND
WHEREAS, on August 30, 2024, the City Manager approved a construction contract with MG & JC Concrete, Inc. (MG & JC Concrete) for CTF Service Driveway, CIP WW 22- 38, (Project) in the amount of $ 32, 225 with a 10% construction contingency of $ 3, 222 for staff to use as necessary to achieve the goals of the Project; and
WHEREAS, the scope of work consisted of constructing a concrete service driveway into the CTF from Christopher Way; and
WHEREAS, staff inspected the improvements and the City Engineer deemed the improvements complete and in accordance with the approved plans and specifications; and
WHEREAS, MG & JC Concrete has provided the necessary lien releases for the materials supplied and completed work and a one- year warranty bond ( based on 10% of total Project cost) for the improvements being accepted; and WHEREAS, the performance bond ( Bond No. 66878, $32, 225) and payment bond ( Bond No. 66878, $32, 225) will be released and replaced with a one- year warranty bond ( Bond No. 66878, $3, 222) upon City Council' sacceptance of the improvements; and
WHEREAS, the one- year warranty bond covers any repairs or replacements that may become necessary during the one- year period beginning with this acceptance, due to defective materials or workmanship in connection with the completed improvements; and
WHEREAS, adequate funds have been allocated in the FY 2024-5 budget for CIP WW 22- 38 to close out the Project. With the completion of the Project, staff requests that unused funds be transferred back to the source Fund; and WHEREAS, staff requests City Council accept the public improvements constructed by MG & JC Concrete for CTF Service Driveway, CIP WW 22- 38,; and WHEREAS, staff also requests City Council authorize the filing of a Notice of Completion with the San Joaquin County Clerk - Recorder, the release of contract retention to MG & JC Concrete in the amount of $ 1, 611 within forty-ive (45) days after the recording of the Notice of Completion, the release of performance and payment bonds and filing the one- year maintenance warranty bond. 325
NOW THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby accept the completed public improvements constructed by MG JC Concrete for CTF Service Driveway, CIP WW 22- 38, pursuant to the contract documents dated August 30, 2024; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop authorizes the filing of the Notice of Completion with the San Joaquin County Clerk - Recorder, the release of the contract retention to MG & JC Concrete in the amount of 1, 611 within forty-ive (45) days after the recording of the Notice of Completion, the release of the performance and payment bonds and filing the one- year maintenance warranty bond; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop approves the transfer of unused funds back to the original funding source. 326
The foregoing resolution was passed and adopted this 18th day of November, 2024 by the following vote of the City Council, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 327
A t I

1.ACHMENT

RECORDING REQUESTED BY

CITY OF LATHROP
WHEN RECORDED MAIL TO:

CITY OF LATHROP
ATTN: CITY CLERK
390 TOWNE CENTRE DRIVE
LATHROP, CA 95330
Exempt from payment of recordingfees ( GC 11922)

SPACE ABOVE THIS LINE FOR RECORDER' S USE

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN:

1. That the interest or estate stated in paragraph 3 herein in the real property herein described is owned by:

NAME STREET AND NO. CITY STATE
City of Lathrop 390 Towne Centre Drive Lathrop CA 95330 If more than one owner of the interest stated, the name and address of each must be stated)

2. That the full name and address of the owner of said interest or estate, ifthere is only one owner, and that the full names and addresses of all the co - owners who own said interest or estate as tenants in common, as joint tenants, or otherwise, if there is more than one owner, are set forth in the preceding paragraph.

3. That the nature of the title of stated owner, or if more than one owner, then of the stated owner and co - owners is fee title ( e.g. fee title, leasehold, joint tenancy, etc.).

4. That on the 18th day of November, 2024 a work of improvement on the real property herein described was completed.

5. That the name of the original contractor, if any, for said work of improvement was: MG & JC Concrete, Inc.

6. That the name and address of the transferor is:

NAME STREET AND NO. CITY STATE
MG & JC Concrete, Inc. 401 Buckeye Street Vacaville, CA 95688

7. That the real property herein referred to is situated in the City of Lathrop County of San Joaquin, State of California, and is described as follows:

CTF Service Driveway, CIP WW 22- 38
That the undersigned has knowledge of the contents herein and states under penalty ofperjury that the foregoing is true and correct.

CITY OF LATHROP
By:

Stephen J. Salvatore, City Manager Date
By:

Teresa Vargas, City Clerk Date
328

CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by the NOTICE OF COMPLETION dated November 18, 2024 by MG & JC Concrete, Inc. to the City of Lathrop, a political corporation and/ or governmental agency, is hereby accepted by the undersigned officer or agent on behalf of the City Council pursuant to authority conferred by minute action of the City Council adopted on November 18, 2024, and the grantee consents to recordation thereof by its duly authorized officer.

Dated By
Stephen J. Salvatore, City Manager
329

ONCONDITIONAL WANNER AND RELEASE ON FINAL PAYMENT

NOTICE TO CLAIMANT THIS DOCUMENT WAIVES AND RELEASES UEN, STOP

PAYMENT NOTICE, AND PAYMENT BOND RIGHTS UNCONDITIONALLY AND STATES THAT YOU HAVE BEEN PAID FOR GIVING UP THOSE RIGHTS. THIS

DOCUMENT IS ENFORCEABLE AGAINST YOU IF YOU SIGN IT, EVEN IF YOU HAVE NOT BEEN PAID. IF YOU HAVE NOT BEEN PAID, USE A CONDITIONAL WAIVER AND RELEASE FORM.

Identifying' Information
Name of Claimant: }, 1C —I
Name of Customer: l i l- c ? l,cA4- sn
Jo Locatisin. L _gco kt s ., o -V- Wcti r
L a44tmC q R, 210 .

Unconditional Waiver and Release
This document waives and releases lien, stop: payment notice, and payment bond rights the daimant has for all labor and service provided, and equipment and material delivered, to the customer on this job. Rights based upon labor or service provided, orequipment or material delivered; pursuant to a written change order that has been fully executedby the parties prior to the date that thin document is signed by the claimant, are waived and released by this document, unless listed as an Exception below: The claimant has ben paid in MI

72. S . C9CM
Exceptions
This document does not affect any of the following:

Disputed claims fir extras in the Amount if_ $
Signature
ciaimants- signatuw Q: 11
Ctai =< tte: jgs
Dates of Sjgnebtr. etO 12y
330
ITEM 4. 20

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: CREATE CIP PS 25- 15 FOR STREET LIGHTS ON

MCKINLEY AVENUE, AWARD CONSTRUCTION

CONTRACT TO BEAR ELECTRICAL SOLUTIONS, LLC,

AND APPROVE BUDGET AMENDMENT
RECOMMENDATION: Adopt Resolution to Create Capital Improvement Project PS 25- 15 for Street Lights on McKinley
Avenue, Award a Construction Contract to Bear
Electrical Solutions, LLC, and Approve a Budget
Amendment
SUMMARY:

Capital Improvement Project ( CIP) PS 15- 02 for Louise Avenue and McKinley Avenue Intersection Improvements recently constructed new sidewalk, curb, and gutter along McKinley Avenue. Streetlights were not included within the scope of CIP PS 15- 02, therefore staff is proposing to create CIP PS 25- 15 for Street Lights on McKinley Avenue ( Project) to install street lighting along the new sidewalk on McKinley Avenue.

The Project scope of work includes installing 2" street light conduit at the back of walk, installing streetlight foundations, placing a new communication box, trenching and patching asphalt at existing driveway, and all wiring and connections to install nine ( 9) City furnished street light poles and fixtures.

Staff prepared the specifications and improvement plans that were advertised for formal bid on October 10, 2024 in accordance with Bidding Procedures in California Public Contract Code ( PCC) 22160 and Lathrop Municipal Code ( LMC) 2. 36. 060. The City Clerk received and opened five ( 5) bids on October 30, 2024. Based on the review and evaluation of the bids, the lowest responsive and responsible bidder for construction of the Project was determined to be Bear Electrical Solutions, LLC ( Bear Electrical) with a bid of $242, 365.

Staff requests City Council create CIP PS 25- 15 for Street Lights on McKinley Avenue and award a construction contract to Bear Electrical for construction of the Project in the amount of $ 242, 365 plus a 10% construction contingency in the amount of 24,37 for a total construction budget of $ 266, 602.

Staff is also requesting City Council approve a budget amendment transferring 300, 00 from the General Fund Street Repair Reserves ( 1010) to the CIP Project Fund ( 3310) to fund the construction contract, a 10% contingency, and additional funds for miscellaneous and unforeseen items. Any unused funds will be transferred back into General Fund Street Repair Reserves upon acceptance of the Project. 331
CITY MANAGER' S REPORT PAGE 2
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
CREATE CIP PS 25- 15 FOR STREET LIGHTS ON MCKINLEY AVENUE, AWARD

CONSTRUCTION CONTRACT TO BEAR ELECTRICAL SOLUTIONS, LLC, AND

APPROVE BUDGET AMENDMENT
BACKGROUND:

Through CIP PS 15- 02, the City constructed new sidewalk, curb and gutter on McKinley Avenue near the Louise Avenue intersection. To provide lighting along McKinley Avenue, staff is proposing to create CIP PS 25- 15 for Street Lights on McKinley Avenue. The Project will install conduit, foundations and ( 9) nine new street light poles and fixtures with corresponding connections at existing meter pedestals and street light boxes. The new conduit will be placed along the back of walk and cross through an existing driveway that will require trenching and patching with new asphalt. The City will furnish the new street lights and fixtures.

The bid solicitation package with plans and specifications for the construction of the Project was advertised on October 10, 2024, in accordance with Bidding Procedures in California PCC 22160 and LMC 2. 36. 060.

Five ( 5) bids were received; each determined to be responsive and responsible. The bid results are summarized in Table 1 below:

Table 1: Summary of Bid Results
Contractor Base Bid
Bear Electrical Solutions, LLC 242, 365
Pacific Excavation 263, 905
Koch & Koch, Inc. 266, 975
Bockmon & Woody Electric 282, 610
Tennyson Electric, Inc. 287, 460
Staff reviewed and evaluated the bids, and determined that the lowest responsive and responsible bidder is Bear Electrical. Staff requests City Council adopt a resolution to award a construction contract to Bear Electrical for the amount of 242, 365.

Staff also requests City Council authorize a 10% construction contingency of $24,37 and authorize staff to spend the contingency as necessary to achieve the goals of the Project for a total construction budget of $ 266, 602.

REASON FOR RECOMMENDATION:

Creation of CIP PS 25- 15 is needed to provide lighting for pedestrians walking along the new sidewalk and vehicles approaching the Louise Avenue and McKinley Avenue intersection. Awarding a construction contract to Bear Electrical will allow the Project to proceed with the installation of street lighting on McKinley Avenue and improve the visibility for pedestrians and vehicles.
332
CITY MANAGER' S REPORT PAGE 3
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
CREATE CIP PS 25- 15 FOR STREET LIGHTS ON MCKINLEY AVENUE, AWARD

CONSTRUCTION CONTRACT TO BEAR ELECTRICAL SOLUTIONS, LLC, AND

APPROVE BUDGET AMENDMENT
FISCAL IMPACT:

Sufficient funds were not allocated in the approved Fiscal Year 24-5 budget, thus staff is also requesting the approval of a budget amendment transferring $ 300, 00 from the General Fund Street Repair Reserves ( 1010) to the CIP Project Fund ( 3310) as follows:

Decrease Street Repair Reserves
1010- 251- 03-0
Increase Transfer Out
1010- 9900-90- 9010
Increase Transfer In
3310- 9900- 393- 0000
Increase Appropriation
3310- 8000- 420- 10
ATTACHMENTS:
300, 00
300, 00
PS 25- 15 $ 300, 00
PS 25- 15 $ 300, 00
A. Resolution to Create Capital Improvement Project PS 25- 15 for Street Lights on McKinley Avenue, Award a Construction Contract to Bear Electrical Solutions, LLC, and Approve a Budget Amendment
B. Construction Contract with Bear Electrical Solutions, LLC, for CIP PS 25- 15 for Street Lights on McKinley Avenue
333
CITY MANAGER' SREPORT PAGE 4
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
CREATE CIP PS 25- 15 FOR STREET LIGHTS ON MCKINLEY AVENUE, AWARD

CONSTRUCTION CONTRACT TO BEAR ELECTRICAL SOLUTIONS, LLC, AND

APPROVE BUDGET AMENDMENT
APPROVALS:
l/ /sj12o '
Angel barca Date
Assistant Engineer
Brad fl aylor
City Engineer
Cari Jam
Finance Dikl ctor
11/ 6/? may
Date
Date
II. co • zoz'
Michael King Date
Assistant City Manager
w-- Y
Salvador Navarrete Date
City Attorney
ei• it'I- • 7q,
Stephen J. Salvatore Date
City Manager
334
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO CREATE CIP PS 25- 15 FOR STREET LIGHTS ON MCKINLEY AVENUE,

AWARD CONSTRUCTION CONTRACT TO BEAR ELECTRICAL SOLUTIONS, LLC,

AND APPROVE BUDGET AMENDMENT
WHEREAS, Capital Improvement Project ( CIP) PS 15- 02 for Louise Avenue and McKinley Avenue Intersection Improvements recently constructed new sidewalk, curb, and gutter along McKinley Avenue; and
WHEREAS, streetlights were not included within the scope of CIP PS 15- 02, therefore staff is proposing to create CIP PS 25- 15 for Street Lights on McKinley Avenue ( Project) to install street lighting along the new sidewalk on McKinley Avenue; and
WHEREAS, the Project scope of work includes installing 2" street light conduit at the back of walk, installing streetlight foundations, placing a new communication box, trenching and patching asphalt at existing driveway, and all wiring and connections to install nine ( 9) City furnished street light poles and fixtures; and WHEREAS, staff prepared the specifications and improvement plans that were advertised for formal bid on October 10, 2024 in accordance with Bidding Procedures in California Public Contract Code ( PCC) 22160 and Lathrop Municipal Code ( LMC)

2. 36. 060; and
WHEREAS, the City Clerk received and opened five ( 5) bids on October 30, 2024; and
WHEREAS, based on the review and evaluation of the bids, the lowest responsive and responsible bidder for construction of the Project was determined to be Bear Electrical Solutions, LLC ( Bear Electrical) with a bid of $ 242, 365; and WHEREAS, staff requests City Council create CIP PS 25- 15 for Street Lights on McKinley Avenue and award a construction contract to Bear Electrical for construction of the Project in the amount of $ 242, 365 plus a 10% construction contingency in the amount of $ 24,37 for a total construction budget of $ 266, 602; and
WHEREAS, to fund the construction contract, a 10% contingency, and miscellaneous and unforeseen items, staff is also requesting City Council approve a budget amendment transferring $ 300, 00 from the General Fund Street Repair Reserves ( 1010) to the CIP Project Fund ( 3310) as follows:
335
Decrease Street Repair Reserves
1010- 251- 03-0
Increase Transfer Out
1010- 9900-90- 9010
Increase Transfer In
3310- 9900- 393- 0000
Increase Appropriation
3310- 8000- 420- 10
300, 00
300, 00
PS 25- 15 $ 300, 00
PS 25- 15 $ 300, 00
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop hereby creates Capital Improvement Project PS 25- 15 for Street Lights on McKinley Avenue; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop hereby approves a construction contract with Bear Electrical Solutions, LLC for construction of CIP PS 25- 15 for Street Lights on McKinley Avenue; and BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop hereby approves a 10% construction contingency of $24,37 for a total construction budget of $ 266, 602 and authorizes staff to spend up to this amount as necessary to accomplish the goals of the Project; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop hereby approves a budget amendment transferring $ 300, 00 from the General Fund Street Repair Reserves ( 1010) to the CIP Project ( 3310) as detailed above. 336
The foregoing resolution was passed and adopted this 18th day of November 2024, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 337

ATTACHMENT

CONSTRUCTION CONTRACT
This Contract, dated November 18t11 2024, is entered into by and between the City of Lathrop, a municipal corporation of the State of California ( City), and Bear Electrical Solutions, LLC, (Contractor), whose Taxpayer Identification Number is For and in consideration of the following covenants, terms and conditions, City and Contractor ( the parties) agree:

1. Term. This Contract shall commence on, and be binding on the parties on, the date of execution of this Contract, and shall expire on the date of recordation of the Notice of Substantial Completion, or, if no such notice is required to be filed, on the date that final payment is made hereunder, subject to the earlier termination of this Contract.

2. General Scope of Project and Work. Construction Documents for Street Lights on McKinley Avenue, CIP PS 25- 15 (Project). Contractor shall furnish labor, services, materials and equipment in connection with the construction of the Project and complete the Work in accordance with the covenants, terms and conditions of this Contract to the satisfaction of City. The Project and Work is generally described as follows:

The work to be performed under this contract is generally described as, but not necessarily limited to; installing 2" street light conduit at back of walk, (9) street light poles and fixtures, sweeping fiber optic conduit, placing a new communication box, trenching and patching asphalt at existing driveway, removing and replacing sidewalk panels, and performing all appurtenant work in place and ready for use, all as shown in the Contract Plans and Specifications.

The work shall be completed within 30 working days following issuance of Notice to Proceed.

The Work shall be complete, and all appurtenant work, materials, and services not expressly shown or called for in the Construction Documents which may be necessary for the complete and proper construction of the Work in good faith shall be performed, furnished, and installed by the Contractor as though originally specified or shown. The Contractor will be compensated for work actual work performed in accordance with the unit prices and provisions contained in these Construction Documents.

Base Bid Total: $242, 365.

3. Construction Documents. This Contract shall include the Construction Documents which are on file with Public Works Department and are hereby incorporated by reference ( i.e.

Project Specifications, Project Plans, addenda, performance bond, labor and materials bond, certification of insurance, workers compensation certification, and guaranty) and the Bid Documents submitted by Bear Electrical Solutions, LLC on October 30, 2024.

For the purposes of construing, interpreting and resolving inconsistencies between the provisions of this Contract, these documents and the provisions thereof are set forth in the order of precedence described in Article 3 of the General Conditions. 338

4. Compensation. In consideration of Contractor' sperformance of its obligations hereunder, City shall pay to Contractor the amount set forth in Contractor' sBid in accordance with the provisions of this Contract and upon the receipt of written invoices and all necessary supporting documentation within the time set forth in the Construction Documents.

Contractor hereby shall not be permitted to invoice the City nor accept compensation for work not yet complete. In no event, shall the Contractor be entitled to payment for work not included in the approved scope of work, a written task order, or change order signed by the City' s Public Works Director prior to commencement of any work.

5. Insurance. On or before the Date of Execution, Contractor shall obtain and maintain the policies of insurance coverage described in Section 5. 2 of the General Conditions on terms and conditions and in amounts as may be required by the City. City shall not be obligated to take out insurance on Contractor' spersonal property or the personal property of any person performing labor or services or supplying materials or equipment under the Project.

Contractor shall furnish City with the certificates of insurance and with original endorsements affecting coverage required under this Contract on or before the Date of Execution. The certificates and endorsements for each insurance policy shall be signed by a person who is authorized by that insurer to bind coverage in its behalf. Proof of insurance shall be mailed to the Project Manager to the address set forth in Section 15 of this Contract.

6. Indemnification. Contractor agrees to protect, defend, indemnify and hold City, its City Council members, officers, employees, engineer, and construction manager harmless from and against any and all claims, demands, liabilities, losses, damages, costs, expenses, liens, penalties, suits, or judgments, arising in whole or in part, directly or indirectly, at any time from any injury to or death of persons or damage to property as a result of the willful or negligent act or omission of Contractor, or which results from Contractor' snoncompliance with any Law respecting the condition, use, occupation or safety of the Project site, or any part thereof, or which arises from Contractor' sfailure to do anything required under this Contract or for doing anything which Contractor is required not to do under this Contract, or which arises from conduct for which any Law imposes strict liability on Contractor in the performance of or failure to perform the terms and conditions of this Contract, except as may arise from the sole willful or negligent act or omission of City or any of its City Council members, officers, employees. This indemnification shall extend to any and all claims, demands, or liens made or filed by reason of any construction, renovation, or remodeling work performed by Contractor under this Contract at any time during the term of this Contract, or arising thereafter.

7. Assumption of Risk. Contractor agrees to voluntarily assume any and all risk of loss, damage, or injury to the property of Contractor which may occur in, on, or about the Project site at any time and in any manner, excepting such loss, injury, or damage as may be caused by the sole willful or negligent act or omission of City or any of its City Council members, officers, or employees.

8. Waiver. The acceptance of any payment or performance, or any part thereof, shall not operate as a waiver by City of its rights under this Contract.

A waiver by City of any breach of any part or provision of this Contract by Contractor shall not operate as a waiver or continuing waiver of any subsequent breach of the same or any other provision, nor shall any custom or practice which may arise between the parties in 339
the administration of any part or provision of this Contract be construed to waive or to lessen the right of City to insist upon the performance of Contractor in strict compliance with the covenants, terms and conditions of this Contract.

9. Compliance with Laws. Contractor shall comply with all Laws now in force or which may hereafter be in force pertaining to the Project and Work and this Contract, with the requirement of any bond or fire underwriters or other similar body now or hereafter constituted, with any discretionary license or permit issued pursuant to any Law of any public agency or official as well as with any provision of all recorded documents affecting the Project site, insofar as any are required by reason of the use or occupancy of the Project site, and with all Laws pertaining to nondiscrimination and affirmative action in employment and hazardous materials.

DEPARTMENT OF INDUSTRIAL RELATIONS- COMPLIANCE MONITORING UNIT DIR Registration.
a) Contractor and Subcontractor Compliance. Strict compliance with DIR registration requirements pursuant to Labor Code Section 1725. 5is a material obligation of the Contractor under the Contract Documents. The foregoing includes without limitation, compliance with DIR Registration requirements at all times during performance of the Work by the Contractor and all Subcontractors of any tier. The failure of the Contractor and all Subcontractors of every tire to be DIR registered at all times during the performance of the Work is the Contractor' sdefault of a material obligation of the Contractor under the Contract Documents.
b) No Subcontractor Performance of Work Without DIR Registration. No portion of the Work is permitted to be performed by a Subcontractor of any tier unless the Subcontractor is a DIR Registered contractor.
c) Contractor Obligation to Verify Subcontractor DIR Registration Status. An affirmative and on -going obligation of the Contractor under the Contract Documents is the Contractor' sverification that all Subcontractors, of all tiers, are at all times during performance of Work in full and strict compliance with DIR Registration requirements.

The Contractor shall not permit or allow any Subcontractor of any tier to perform any Work without the Contractor' sverification that all such Subcontractors are in full and strict compliance with DIR Registration requirements.
d) Contractor Obligation to Request Substitution of Non- DIR Registered Subcontractor. If any Subcontractor identified in the Contractor' sSubcontractor List submitted with the Contractor' s
proposal for the Work is not DIR Registered at the time of opening of proposals for the Work or if a Subcontractor' sDIR registration lapses prior to or during a Subcontractor' sperformance of Work, the Contractor shall request the CITY' sconsent to substitute the non- DIR registered Subcontractor pursuant to Labor Code Section 1771.(c)( 3) and/ or Labor Code Section 1771.(d).
340
Certified Payroll Records
a) Compliance with Labor Code Section 1771. 4and 1776. A material obligation of the Contractor under the Contract Documents is: (i) the Contractor' sstrict compliance with the requirements pursuant to Labor Code Section 1771. 4 and 1776 for preparation and submittal of Certified Payroll Records (" CPR"); and ( ii) the Contractor' senforcement of CPR preparation and submittal for all Subcontractors of every tier. b) Express Condition Precedent to Payment of Contact Price. Strict compliance with CPR requirements established pursuant to Labor Code Section 1776 is an express condition precedent to the CITY' sobligation to: (i) process any request for payment of any portion of the Contract Price; or ( ii) to disburse any portion ofthe Contract Price to the Contractor.

The Contractor shall demonstrate strict compliance with CPR preparation and submittal requirements by delivery to the CITY of electronic files or hard copies of all CPR' s submitted by the Contractor and/ or Subcontractors for Work pursuant to Labor Code Section 1771. 4 and 1776 concurrently with the submittal thereof to the Labor Commissioner. The CITY: (i) shall not be obligated to process or disburse any portion of the Contract Price; or ( ii) shall not be deemed in default of the CITY' sobligations under the Contract Documents unless the Contractor' sdemonstrates strict compliance with CPR preparation and submittal requirements.
c) PWR Monitoring and Enforcement. During the Work pursuant to Labor Code Section 1771. 4(a)(), the Department of Industrial Relations shall monitor and enforce the obligation of the Construction and Subcontractors of every tier to pay the laborers performing any portion of the work the PWR established for the classification of work/ labor performed.

RECORD OF WAGES PAID: INSPECTION
Pursuant to Labor Code section 1776, Contractor stipulates to the following:
a) Contractor and each subcontractor shall keep an accurate payroll record, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work under the Facilities lease and Construction Provisions. Such records shall be on forms provided by the Division of Labor Standards Enforcement or shall contain the same information of such forms. The payroll records may consist of payroll data that are maintained as computer records, if printouts contain the same information as the forms provided by the division and the printouts are verified as specified in subdivision ( a) of Labor Code section 1776.
b) The payroll records enumerated under subdivision ( a) shall be certified and shall be available for inspection at all reasonable hours at the principal office of Contractor on the following basis:
341
1) A certified copy of an employee' s payroll record shall be made available for inspection or furnished to such employees or his or her authorized representative on request.
2) A certified copy of all payroll records enumerated in subdivision (a) shall be made available for inspection or furnished upon request to a representative of the CITY,
the Division of Labor Standards Enforcement, and Division of Apprenticeship Standards of the Department of Industrial Relations.
3) A certified copy of all payroll records enumerated in subdivision ( a) shall be made available upon request by the public for inspection or copies thereof. However, a request by the public shall be made through either the CITY, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement. If the requested payroll records have not been provided pursuant to paragraph ( 2), the requesting party shall, prior to being provided the records, reimburse the costs of preparation by Contractor, subcontractors, and the entity through which the request was made. The public shall not be given access to such records at the principal office of Contractor.
c) Contractor shall file a certified copy of the records enumerated in subdivision ( a) with the entity that requested such records within ten ( 10) days after receipt of the written request. d) Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency, by the CITY, the Division of Apprenticeship Standards, or the division of Labor Standards Enforcement shall be marked or obliterated in such a manner as to prevent disclosure of an individual' s name, address and social security number. The name and address of contractor awarded the contract or performing the contract shall not be marked or obliterated.
e) Contractor shall inform the CITY of the location of the records enumerated under subdivision ( a), including the street address, city, and county, and shall, within (5) working days, provide a notice of a change of location and address. f) In the event of noncompliance with the requirements of this Article, Contractor shall have ten ( 10) days in which to comply subsequent to receipt of written notice specifying in what respects Contractor must comply with this Article. Should noncompliance still be evident after such 10 -day period, Contractor shall pay a penalty of One- Hundred Dollars ($ 100. 00) to the CITY for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement, such penalties shall be withheld from the progress payment then due.

The responsibility for compliance with this Article shall rest upon Contractor.

10. Bonds. As a condition precedent to City' sobligation to pay compensation to Contractor, and on or before the date of Execution, Contractor shall furnish to the Project Manager the Bonds as required under the Notice to Contractors.
342

11. Representations and Warranties. In the supply of any materials and equipment and the rendering of labor and services during the course and scope of the Project and Work, Contractor represents and warrants:
1) Any materials and equipment which shall be used during the course and scope of the Project and Work shall be vested in Contractor;
2) Any materials and equipment which shall be used during the course and scope of the Project and Work shall be merchantable and fit to be used for the particular purpose for which the materials are required;
3) Any labor and services rendered and materials and equipment used or employed during the course and scope of the Project and Work shall be free of defects in workmanship for a period of one ( 1) year after the recordation of the Notice of Substantial Completion, or, if no such notice is required to be filed, on the date that final payment is made hereunder;
4) Any manufacturer' swarranty obtained by Contractor shall be obtained or shall be deemed obtained by Contractor for and on behalf of City. 5) Any information submitted by Contractor prior to the award of Contract, or thereafter, upon request, whether or not submitted under a continuing obligation by the terms of the Contract to do so, is true and correct at the time such information is submitted or made available to the City;
6) Contractor has not colluded, conspired, or agreed, directly or indirectly, with any person in regard to the terms and conditions of Contractor' sBid, except as may be permitted by the Notice to Contractors;
7)
8)
9)
Contractor has the power and the authority to enter into this Contract with City, that the individual executing this Contract is duly authorized to do so by appropriate resolution, and that this Contract shall be executed, delivered and performed pursuant to the power and authority conferred upon the person or persons authorized to bind Contractor;
Contractor has not made an attempt to exert undue influence with the Project Manager or any other person who has directly contributed to City' s decision to award the Contract to Contractor;
There are no unresolved claims or disputes between Contractor and City which would materially affect Contractor' s
ability to perform under the Contract;
10) Contractor has furnished and will furnish true and accurate statements, records, reports, resolutions, certifications, and other written information as may be requested of Contractor by City from time to time during the term of this Contract; 11) Contractor and any person performing labor and services under this Project is duly licensed as a contractor with the State of California as required by California Business & Professional Code Section 7028, as amended; and 343
12) Contractor has fully examined and inspected the Project site and has full knowledge of the physical conditions of the Project site.

12. Assignment. This Contract and the performance required hereunder is personal to Contractor, and it shall not be assigned by Contractor. Any attempted assignment shall be null and void.

13. Claims of Contractor. All claims pertaining to extra work, additional charges, or delays within the Contract Time or other disputes arising out of the Contract shall be submitted by Contractor in accordance with the General Conditions.

14. Audits by City. During the term of this Contract and for a period of not less than three ( 3) years after the expiration or earlier termination of this Contract, City shall have the right to audit Contractor' sProject -related and Work -related writings and business records, as such terms are defined in California Evidence Code Sections 250 and 1271, as amended, during the regular business hours of Contractor, or, if Contractor has no such hours, during the regular business hours of City.

15. Notices. All contracts, agreements, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if (1) personally served, (2) sent by the United States mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed with two (2) days by delivery of a hard copy of the material sent by facsimile transmission, in accordance with ( 1), (2) or ( 3) above.

Personal service shall include, without limitation, service by delivery and service by facsimile transmission.

To City:

To Contractor:

Phone:

Fax:

ATTN:

City of Lathrop
City Clerk
390 Towne Centre Drive
Lathrop, CA 95330
209) 941- 7430
FAX: (209) 941- 7449
ATTN: Senior Construction Manager
344

16. Miscellaneous.
1) Bailee Disclaimer. The parties understand and agree that City does not purport to be Contractor' sbailee, and City is, therefore, not responsible for any damage to the personal property of Contractor.
2) Consent. Whenever in this Contract the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent. 3) Controlling Law. The parties agree that this Contract shall be governed and construed by and in accordance with the Laws of the State of California. 4) Definitions. The definitions and terms are as defined in these specifications. 5) Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Contract, which directly results from an Act of God or an act of a superior governmental authority. 6) Headings. The paragraph headings are not a part of this Contract and shall have no effect upon the construction or interpretation of any part of this Contract. 7) Incorporation of Documents. All documents constituting the Construction Documents described in Section 3 hereof and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in this Contract and shall be deemed to be part of this Contract.

Integration. This Contract and any amendments hereto between the parties constitute the entire contract between the parties concerning the Project and Work, and there are no other prior oral or written contracts between the parties that are not incorporated in this Contract.
8)
9) Modification of Contract. This Contract shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties. 10) Provision. Any contract, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Contract shall define or otherwise control, establish, or limit the performance required or permitted or to be required of or permitted by either party. All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions.
11) Resolution. Contractor shall submit with its Bid a copy of any corporate or partnership resolution or other writing, which authorizes any director, officer or other employee or partner to act for or on behalf of Contractor or which authorizes Contractor to enter into this Contract.
12) Severability. If a court of competent jurisdiction finds or rules that any provision of this Contract is void or unenforceable, the provisions of this Contract not so affected shall remain in full force and effect.
345
13) Status of Contractor. In the exercise of rights and obligations under this Contract, Contractor acts as an independent contractor and not as an agent or employee of City. Contractor shall not be entitled to any rights and benefits accorded or accruing to the City Council members, officers or employees of City, and Contractor expressly waives any and all claims to such rights and benefits. 14) Successors and Assigns. The provisions of this Contract shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties. 15) Time of the Essence. Time is of the essence of this Contract and each of its provisions. In the calculation of time hereunder, the time in which an act is to be performed shall be computed by excluding the first Day and including the last. If the time in which an act is to be performed falls on a Saturday, Sunday, or any Day observed as a
legal holiday by City, the time for performance shall be extended to the following Business Day.
16) Venue. In the event that suit is brought by either party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin or in the United States District Court for the Eastern District of California.
17) Recovery of costs. The prevailing party in any action brought to enforce the terms of this Contract or arising out of this Contract, including the enforcement of the indemnity provision( s), may recover its reasonable costs, including reasonable attorney' sfees, incurred or expended in connection with such action against the non -prevailing party.
18) Contractor and subcontractors must comply with all applicable standards, orders, or requirements issued under Section 306 of the Clean Air Act (42 USC 1857( h)), Section 508 of the Clean Water Act ( 33 USC1368), Executive Order 11738, and Environmental Protection Agency Regulations at 40 CFR Part 15. 19) Contractors and subcontractors must comply with mandatory standards and policies relating to the energy efficiency which are contained in the State Energy Conservation Plan issued in compliance with the Energy Policy and Conservation ACT ( Public Law 94- 163, 89 stat 871).
20) The Contractor shall provide access to the site for the Environmental Protection Agency and its duly authorized representatives, and the City. 21) If during the course of construction evidence of deposit of historical or archaeological interest is found, the Contractor shall cease operation affecting the find and shall notify the City, who shall notify the EPA and the State Historic Preservation Officer. No further disturbance of the deposits shall ensue until the Contractor has been notified by the City that construction may proceed. The City will issue a notice to proceed only after the state official has surveyed the find and made a determination to the EPA and the City.
346
Compensation to the contractor, if any, for lost time or changes in construction to avoid the find, shall be determined in accordance with changed conditions or change order provisions of the Construction Documents.
22) Notice to Proceed. Prior to commencing work under this Contract, CONTRACTOR shall receive a written " Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall not be obligated to pay CONTRACTOR for any services prior to issuance of the Notice to proceed.
23) Signatures. The individuals executing this Contract represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Contract on behalf of the respective legal entities of the CONTRACTOR and the CITY. This Contract shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.
24) This project is a public works project: Contractor shall comply with requirements of California Labor Code § 1700 and following, and prevailing wages shall be paid for work performed on this project.
25) The statutory provisions for penalties for failing to comply with the State of California wage and labor laws be enforced, as well as that for failing to pay prevailing wages.

EXHIBITS:

EXHIBIT A: Contractor' sSubmitted Bid Item List
Certification of insurance, performance and payment bonds, and worker' s compensation certification shall be furnished to the City by the Contractor after City Council' sapproval with resolution.
347
IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above stated in Lathrop, California.

CONTRACTOR:

By:

Name:

Title:

CITY OF LATHROP

APPROVED AS TO FO
By:

Salvador Navarrete, City Attorney
RECOMMENDED FOR APPROVAL:

By:

Michael King, Assistant City Manager
APPROVED:

By:

Stephen J. Salvatore, City Manager
348
EXHIBIT " A "
SECTION 00300

STREET LIGHTS ON MCKINLEY AVENUE BID PROPOSAL FORMS
CIP PS 25- 15

BID PROPOSAL FORMS
TO: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
ATTENTION: City Clerk
FOR: STREET LIGHTS ON MCKINLEY AVENUE, CIF' PS 25- 15
THE UNDERSIGNED, AS BIDDER, HEREBY AGREES AND DECLARES THAT:

LEGAL COMPLIANCE
The onlypersons or parties interested in this Bid as Principals are those named herein; that this Bid is made without collusion with any other person, firm, partnership, corporation, or association; that he has carefully examined the location ofthe proposed work and the Construction Documents; and he proposes and agrees that ifthis Bid is accepted he will contract with the City ofLathrop, in the form of the Contract as set forth in the Construction Documents for said project, to provide all the necessary labor, services, materials, and equipment, and to do all the work and furnish all the materials; and that he will accept in full payment therefore the price as proposed in the following Bid Schedule.

SCHEDULE OF PRICES
All applicable permit fees, licensing costs, sales taxes, State, and/ or Federal, and any other taxes, patent rights, or royalties are included in the prices quoted in the Bid. All blank spaces must be filled in.

BASIS OF AWARD
The basis for award of the contract will be the price of the base bid. The City of Lathrop reserves the right to award the work contemplated by only the Base Bid, or none of the work. 00300- 1
349
SECTION 00300

STREET LIGHTS ON MCKINLEY AVENUE
CIP PS 25- 15

BID PROPOSAL FORMS
STREET LIGHTS ON MCKINLEY AVENUE, CIP PS 25- 15

BID SCHEDULE
BID
ITEM

DESCRIPTION QUANTITY UNITS
UNIT
PRICE

EXTENDED
TOTAL
1 Mobilization, Bonds &
Insurance
1 LS 10, 0000 10, 000.
2 Traffic Control 1 LS 15, 000. 15, 000.
3 Erosion and Sediment Control
Plan (ESCP)
1 LS
4, 500. 0 4, 500. 0
4 Trenching/ Boring and
Backfilling 1, 285 LF

60. 00 77, 100. 0
5 Trench and Patch Asphalt
Driveway
90 SF

60. 00 5, 400. 0
6 Furnish and Insta11 2" Schedule
40 Conduit 1, 285 LF

8. 00 10, 280. 0
7 Furnish and Install 10 AWG
Tracer Wire
1, 285 LF

1. 00 1, 280. 0
8 Assembly and Install City of
Lathrop Furnished Street
Lights
9 EA
3, 500. 0 31, 500. 0
9 Install N9 Pull Box 9 EA 1, 200. 0 10, 800. 0
10 Street Light Concrete
Foundation
9 EA
5, 000. 45, 000.
11 Wiring to Connect Poles to
Power and Boxes
1 LS
7, 000. 7, 000.
12 Install B2436 Pull Box w/
Traffic Rated Lid
Sweep Fiber Optic Conduit)
1 EA
24, 500. 0 24, 500. 0
TOTAL BID: $242, 365. 00
TOTAL BID IN WORDS: Two Hundred Forty Two Thousand Three Hundred Sixty Five Dollars and Zero Cents 00300- 2
350
ITEM 4. 21

CITY MANAGER' SREPORT
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING
ITEM: APPROVE FINAL MAP, CFD ANNEXATION, AND
SUBDIVISION IMPROVEMENT AGREEMENT FOR 33
LOTS IN TRACT 4244 VILLAGE 28 UNIT 1 WITHIN

WEST VILLAGE DISTRICT OF RIVER ISLANDS
RECOMMENDATION: Adopt Resolution to Approve Final Map for Tract 4244 Village 28 Unit 1 within the West Village
District, Totaling 33 Single Family Lots, Annexation
into CFD 2023- 1, and a Subdivision Improvement
Agreement with River Islands Development Area 1,
LLC
SUMMARY:

The proposed Final Map for Tract 4244 Village 28 Unit 1 ( Tract 4244), included as Attachment " E", is within the West Village District of Phase 2 for the River Islands Project. Tract 4244 will be the first tract map within the Village 28 area. River Islands Development Area 1, LLC ( River Islands) is proposing thirty- three (33) residential lots. A Vicinity Map is included as Attachment " B".

Staff recommends City Council approve the proposed Final Map for Tract 4244, to be recorded pursuant to the terms of the Escrow Instructions, included as Attachment D", and a Subdivision Improvement Agreement ( SIA), included as Attachment " C", with River Islands Development Area 1, LLC, by Resolution, included as Attachment A„
BACKGROUND:

On June 14, 2021, the City Council adopted resolutions and ordinances approving the River Islands modified Phase 2 Project and Vesting Tentative Subdivision Map ( VTM) 6716. On August 12, 2024, City Council approved a Large Lot Map ( LLM) Tract 4235 to create 8 undevelopable parcels. On December 7, 2023, Planning Commission approved the West Village Non - Age Restricted Neighborhood Development Plan and Architectural Design Guidelines and Development Standards. The land for the proposed Final Map for Tract 4244 is within the geographic boundaries of VTM 6716, LLM Tract 4235, and the West Village Non - Age Restricted Neighborhood.

As required by the Lathrop Municipal Code Chapter 16.6, all final maps must include a SIA to guarantee specific offsite and onsite improvements.

Construction of the public improvements associated with Tract 4244 are substantially complete. Performance and labor & materials securities have been provided with the SIA for Tract 4244 that guarantee the unfinished improvements for Village 28 as detailed in Table 1.
351

CITY MANAGER' S REPORT
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING

APPROVE FINAL MAP, CFD ANNEXATION, AND SUBDIVISION IMPROVEMENT AGREEMENT FOR 33 LOTS IN TRACT 4244 VILLAGE 28 UNIT 1 WITHIN WEST

VILLAGE DISTRICT OF RIVER ISLANDS
Table 1 - Bond Values
PAGE 2
Unfinished Improvement Total:

Performance Security ( 110% of Unfinished Improvements) Bond No. 0844470
493, 550
542, 905
Labor & Materials Security ( 50% of Performance Security) Bond No. 0844470
271, 453
The conditions, terms and requirements associated with Off -Site Improvements as well as the use of temporary wastewater pump and haul are documented in the Tract 4155 SIA approved by City Council on September 11, 2023, and are applicable to this Tract 4244.

Potential acceptance of the public improvements will be processed by staff at a later date. Prior to acceptance, River Islands will be required to provide a one ( 1) year warranty bond.

Tract 4244 will need to be annexed into three different Community Facilities Districts CFDs) for maintenance purposes. The CFDs are for the City of Lathrop, Island Reclamation District ( RD) 2062, and River Islands Public Financing Authority ( RIPFA).

Approval of Annexation into City of Lathrop CFD 2023- 1is proposed with this Council item. Annexation into additional CFDs administered by RD 2062 and RIPFA is required as part of the escrow instructions prior to recording of the final map.

As a precondition to record the Final Map, River Islands must satisfy the Escrow Instructions by depositing necessary sums to guarantee the payment of all fees and providing required documents.

REASON FOR RECOMMENDATION:

River Islands has fulfilled all of the requirements of the City' s subdivision ordinance as listed below:

Documents Status

1. Final Map ready for signature Completed

2. Subdivision Improvement Agreement Completed

3. Performance Security - Uncompleted Landscaping and
Miscellaneous Improvements Received

4. Labor and Materials Security - Uncompleted Landscaping and Miscellaneous Improvements
Received

5. Street Improvement, Landscape, Light & Joint Trench Completed

6. Geotechnical Report Completed

7. Agreement for Backbone Improvements and Parks
Agreement for Dedication, Inspection and Guarantee of
Streets and Public Improvements)
Completed
352

CITY MANAGER' S REPORT
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING

APPROVE FINAL MAP, CFD ANNEXATION, AND SUBDIVISION IMPROVEMENT AGREEMENT FOR 33 LOTS IN TRACT 4244 VILLAGE 28 UNIT 1 WITHIN WEST

VILLAGE DISTRICT OF RIVER ISLANDS
PAGE 3

8. Approval of 3rd Amendment to Development Agreement that guarantees creation of CFD for City Maintenance and
Shortfalls, and Guarantee of Developer CFDs for
Developer/ other public agency Maintenance
Completed

9. Allocation of Water and Sewer capacity Completed

10. Recommendation for approval from Stewart Tract
Design Review Committee Completed

11. Submitted Certificate of Insurance, Tax Letter Completed

12. Submitted Preliminary Guarantee of Title Completed

13. Escrow Instructions Completed

14. Tract 4244 Village 28 - City of Lathrop Community Facilities District No. 2023- 1 Annexation
Pending
Approval
Fees Status

1. Final Map plan check fee Paid

2. Improvement Plans - Plan check and inspection fees Paid

3. Sierra Club Settlement fee To be paid in
escrow
FISCAL IMPACT:

There is no fiscal impact to the City as all costs are covered by development fees and any shortfalls in the City' s maintenance and operating costs are covered by the CFDs.

ATTACHMENTS:

A. Resolution Approving Final Map for Tract 4244 Village 28 Unit 1 within the West Village District, Totaling 33 Single Family Lots, Annexation into CFD 2023- 1, and a Subdivision Improvement Agreement with River Islands Development Area 1, LLC
B. Vicinity Map - Tract 4244 Village 28 Unit 1
C. Subdivision Improvement Agreement between the City of Lathrop and River Islands Development Area 1, LLC, a Delaware limited liability company, for Tract 4244 Village 28 Unit 1
D. Escrow Instructions for Final Map Tract 4244 Village 28 Unit 1 Annexation into City of Lathrop CFD 2023- 1 (B2 of Attachment " D") E. Final Map - Tract 4244 Village 28 Unit 1
353
CITY MANAGER' S REPORT PAGE 4
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING

APPROVE FINAL MAP, CFD ANNEXATION, AND SUBDIVISION IMPROVEMENT AGREEMENT FOR 33 LOTS IN TRACT 4244 VILLAGE 28 UNIT 1 WITHIN WEST

VILLAGE DISTRICT OF RIVER ISLANDS

APPROVALS
Bellal Nabizad' ah Date
Assistant Engineer
Brad Taylor
City Engineer
Cari Ja
Finance
s
i rector
Date
11/ 6A32. 4
Date
II• c.0• 2ozy
Michael King Date
Assistant City Manager
Salvador Navarrete Date
City Attorney
lt• 14 -24-
Stephen Salvatore Date
City Manager
354
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP APPROVING FINAL MAP FOR TRACT 4244 VILLAGE 28 UNIT 1 WITHIN THE WEST VILLAGE DISTRICT, TOTALING 33 SINGLE FAMILY LOTS,
ANNEXATION INTO CFD 2023- 1, AND A SUBDIVISION IMPROVEMENT AGREEMENT WITH RIVER ISLANDS DEVELOPMENT AREA 1, LLC
WHEREAS, on June 14, 2021, the City Council adopted resolutions and ordinances approving the River Islands modified Phase 2 Project and Vesting Tentative Subdivision Map ( VTM) 6716; and
WHEREAS, on August 12, 2024, City Council approved a Large Lot Map ( LLM) Tract 4235 to create 8 undevelopable parcels; and
WHEREAS, on December 7, 2023, Planning Commission approved the West Village Non -Age Restricted Neighborhood Development Plan and Architectural Design Guidelines and Development Standards; and
WHEREAS, the land for the proposed Final Map for Tract 4244 Village 28 Unit 1 ( Tract 4244) is within the geographic boundaries of VTM 6716, LLM Tract 4235, and the West Village Non -Age Restricted Neighborhood; and WHEREAS, as required by the Lathrop Municipal Code Chapter 16. 16, all final maps must include a Subdivision Improvement Agreement ( SIA) to guarantee specific offsite and onsite improvements; and
WHEREAS, River Islands Development Area 1, LLC ( River Islands), provided performance and labor & material securities with the SIA for Tract 4244 that guarantee the unfinished improvements for Tract 4244 in the amount as follows:

Unfinished Improvement Total:

Performance Security ( 110% of Unfinished Improvements) Bond No. 0844470
493, 550
542, 905
Labor & Materials Security ( 50% of Performance Security) Bond No. 0844470
271, 453
and
WHEREAS, the conditions, terms and requirements associated with Off -Site Improvements as well as the use of temporary wastewater pump and haul are documented in Tract 4155 SIA approved by City Council on September 11, 2023, and are applicable to this Tract 4244; and
WHEREAS, potential acceptance of the public improvements will be processed by staff at a later date and when the unfinished improvements are completed. Prior to acceptance, River Islands will be required to provide a one ( 1) year warranty bond; and
355
WHEREAS, Tract 4244 needs to be annexed into three different Community Facilities Districts ( CFDs) for maintenance purposes. Staff recommends that Council approve Annexation into City of Lathrop CFD 2023- 1. Additional CFDs administered by Island Reclamation District ( RD) 2062 and River Islands Public Financing Authority RIPFA) are recorded and included as part of the Escrow instructions; and WHEREAS, River Islands must satisfy the Escrow Instructions, included as Attachment " D" to the City Manager' s Report, by depositing necessary sums to guarantee the payment of all fees and providing required documents.

NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Lathrop that approves and accepts the following actions:

1. The Final Map for Tract 4244 and is hereby approved as submitted and recordation with the San Joaquin County Assessor/ Recorder/ County Clerk Office is authorized in substantially the form attached to the November 18, 2024 staff report once the terms and conditions of the Escrow Instructions, included as Attachment" D" to the City Manager' s Report, are met.

2. The City Manager, or their designee, is authorized to execute a Subdivision Improvement Agreement with River Islands Development Area 1, LLC in substantially the form as attached to the November 18, 2024 staff report.

3. Annexation into the City of Lathrop Community Facilities District No. 2023- 1 River Islands Public Services and Facilities) in substantially the form as attached to the November 18, 2024 staff report.
356
PASSED AND ADOPTED by the City Council of the City of Lathrop this 18th day of November 2024 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 357
FUTURE

PARADISE CUT

VILLAGE CENTER
N
O
VILLAGE 28
FUTURE UNIT 2 LOTS
VILLAGE 30 CAMQAV PARKWAY
VILLAGE 31
VILLAGE 32 /
ATT? C', ! gym,'= r.n

VILLAGE EE
VILLAGE 42
ATTACHMENT " B"
TRACT 4244
VILLAGE 28 UNIT 1

VICINITY MAP
358
SEPTEMBER 2024

ATTACHMENT
C. I.

SUBDIVISION IMPROVEMENT AGREEMENT

BY AND BETWEEN THE CITY OF LATHROP AND
RIVER ISLANDS DEVELOPMENT AREA 1, LLC,

DELAWARE LIMITED LIABILITY COMPANY
FOR TRACT 4244 VILLAGE 28 UNIT 1 33 RESIDENTIAL LOTS

RECITALS
A. This Agreement is made and entered into this 18th day of November 2024, by and between the CITY OF LATHROP, a municipal corporation of the State of California (hereinafter "CITY") and River Islands Development Area 1, LLC, a Delaware limited liability company, (hereinafter SUBDIVIDER").

B. Pursuant to Division 2 of Title 7 of the Government Code of the State of California and the CITY' s Subdivision Regulations ( City of Lathrop, Code of Ordinances, Chapter 16), SUBDIVIDER is required to make dedications and improve Tract 4244 Village 28 Unit 1 ( Tract 4244). However, SUBDIVIDER has completed a significant portion of public infrastructure improvements associated with Tract 4244 located within the West Village District of River Islands Phase 2, which also includes major streets necessary to access the site. Performance and Labor & Material securities have been provided for Village 28 by SUBDIVIDER that guarantee the unfinished improvements for Tract 4244, in the amount shown in Table 1 of this agreement.

C. SUBDIVIDER is required to construct certain off -site improvements ( Off -Site Improvements) that support the West Village, Lake Harbor, and Paradise Cut Village Center Neighborhoods of River Islands Phase 2 ( Neighborhoods). The Offsite Improvements are needed to provide public access, emergency vehicle access, and wastewater discharge for the Neighborhoods as described below. Since construction of the Offsite Improvements are not complete, SUBDIVIDER has provided security with the Subdivision Improvement Agreement for Tract 4155 West Village Unit 1 ( Tract 4155 SIA) as detailed in Table 1 of the Tract 4155 SIA.

The conditions, terms and requirements associated with the Off -Site Improvements stated in the Tract 4155 SIA are applicable to Tract 4173, Tract 4189, Tract 4221, Tract 4231, Tract 4237, and this Agreement.

D. As a condition of Final Map approval, SUBDIVIDER is required to provide wastewater conveyance to the City' s
Consolidated Treatment Facility ( CTF) and treatment capacity to each parcel within the Final Map boundary. However, construction of the Callerton Lift Station, which is guaranteed with the Tract 4155 SIA, is incomplete and the wastewater conveyance system for Phase 2 of the Project south/ west of the main drain does not have the ability to convey wastewater to the CTF. Therefore, SUBDIVIDER requested approval with Tract 4155 SIA for the use of 359
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
temporary pump and haul of wastewater until the Callerton Avenue Lift Station is constructed and conveyance of wastewater to the CTF is possible.

The conditions, terms and requirements associated with the pump and haul agreement as detailed in Section 10 of the Tract 4155 SIA are applicable to Tract 4173, Tract 4189, Tract 4221, Tract 4231, Tract 4237, and this Agreement.

E. SUBDIVIDER has completed a portion of the joint trench improvements for Tract 4244 and as noted in Recital B, security shall be required for the unfinished portion of these improvements, along with other required infrastructure associated with Tract 4244. Improvement plans, and street light plans have already been approved by the City. The street, sidewalk, underground utility, storm drainage, streetlight and joint trench improvements ( hereinafter Improvements") are substantially completed, and minor improvements not yet constructed as part of the required infrastructure for Tract 4244 are required security as outlined in this Agreement.

NOW THEREFORE in consideration of CITY' S
pending approval and acceptance of the
Improvements upon their
construction of Improvements
satisfactory
in strict accordance
completion,
with
and
the
in
terms
consideration
of this Agreement,
of SUBDIVIDER' S
all applicable
laws, statutes, ordinances, rules and regulations currently in force and effect in CITY, the terms and conditions of which are incorporated herein by this reference, the parties hereto mutually covenant and agree as follows:

1. SUBDIVIDER shall complete construction of, or cause construction to be completed at its sole cost and expense, the Improvements for all of the lots within the West Village - Village 28 neighborhood, to the limits identified in Exhibit " A", including the public landscaping, streetlight and joint trench improvements. A Vicinity Map is included as Exhibit " B".

All improvements shall be constructed to the satisfaction and approval of the City Engineer, in a good and workmanlike manner in accordance with the above referenced improvement plans and specifications, the improvement standards and specifications of the CITY' S Department of Public Works, the applicable Ordinances of the City of Lathrop and the California Subdivision Map Act.

2. SUBDIVIDER shall complete the Improvements, including all deferred and unfinished improvements as defined in this agreement, prior to issuance of certificate of occupancy of the last home constructed in Tract 4244, or November 18, 2025, whichever comes first.

3. CITY, or its agent( s), shall, at any time during the progress of the Improvements, have free access thereto, and shall be allowed to examine the same and all material to be used therein. If the Improvements or any part thereof are not completed in strict compliance with the standards set forth in Paragraph 1 above, CITY may refuse to accept and may reject the defective Improvements and/ or materials therein.

4. SUBDIVIDER shall secure the services of skilled personnel necessary to construct the Improvements. CITY is not skilled in these matters and relies upon the skill of the SUBDIVIDER to ensure that the construction of the Improvements is in the most skillful and durable manner. 360
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1

5. CITY' Sacceptance of the Improvements does not operate as a release of SUBDIVIDER from any guarantee hereunder.

6. SUBDIVIDER guarantees and warrants that the Improvements shall be constructed in compliance with the standards set forth in Paragraph 1 above, free from any defects in work or labor done, and from any defects in materials furnished. Further, SUBDIVIDER shall repair and maintain the Improvements in good condition and in accordance with CITY specifications for one 1) year after CITY' Sacceptance of the Improvements. As required by this Agreement, prior to acceptance of the Improvements, SUBDIVIDER shall deposit with the City Engineer a Warranty Bond equal to 10% of the estimated cost of the Improvements for the West Village - Village 28 entire area as included in the Engineer' s estimate attached to this Agreement as Exhibit " D", to insure SUBDIVIDER' Srepair and warranty of the Improvements in accordance with the terms of this Agreement. The Warranty Bond shall be released at the end of the one- year guarantee period, provided there are no claims against it are then outstanding.

7. If SUBDIVIDER, in whole or in part, abandons the Improvements, or unnecessarily or unreasonably delays construction of the Improvements, or fails to complete construction of the Improvements within the time specified in this Agreement, or fails to repair, replace or reconstruct any defects, as set forth in Paragraph 6 above, CITY may, but is not required to, proceed to complete and/ orrepair, replace, or reconstruct the Improvements, either by itself or by contract for such service, and CITY may cause to be forfeited such portion of any security deposited therein as is necessary to cover the costs of completion, repair, replacement, or reconstruction incurred by CITY.

Once action is taken by CITY to complete, repair, replace and/ or reconstruct the Improvements, SUBDIVIDER shall be responsible for all costs incurred by CITY, even if SUBDIVIDER subsequently completes the work.

The CITY shall have recourse against SUBDIVIDER for any and all amounts necessary to complete the obligations of SUBDIVIDER in the event the security ( including but not limited to any Letter of Guarantee, Certificate of Deposit, cash, bond for performance, labor and materials and repair and maintenance, letter of credit or cash deposit) therefore is insufficient to pay such amounts. All administrative costs, including reasonable attorney' sfees pursuant to Government Code Section 66499. 4, incurred by the CITY, in addition to the costs of the improvements shall be a proper charge against the security and SUBDIVIDER. In the event it becomes necessary for CITY to bring an action to compel performance of this Agreement or to recover costs of completing such improvements, SUBDIVIDER shall pay reasonable attorney' sfees, costs of suit and all other expenses of litigation incurred by CITY in connection therewith.

8. Because the Improvements are not entirely complete, the SUBDIVIDER is required to only post Performance or Labor & Materials bonds to guarantee the unfinished improvements associated with Tract 4244 as included and described in Exhibit " D" of this Agreement.

Performance and Labor & Material securities have been provided in the amount shown in Table 1 below. SUBDIVIDER shall also comply with CITY' Sinsurance requirements set forth on Exhibit C" attached hereto and incorporated herein.
361
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
Table 1— Bond Values
Tract 4244 Improvements
Unfinished Improvement Total: 493, 550
Performance Bond ( Bond No. 0844470) 542, 905
Labor & Materials Bond ( Bond No. 0844470) 271, 453

9. SUBDIVIDER is required to construct certain off -site improvements ( Off -Site Improvements) that support the West Village, Lake Harbor, and Paradise Cut Village Center Neighborhoods of River Islands Phase 2 ( Neighborhoods). The Offsite Improvements are needed to provide public access, emergency vehicle access, and wastewater discharge for the Neighborhoods as described below. Since construction of the Offsite Improvements are not complete, SUBDIVIDER has provided security with the Subdivision Improvement Agreement for Tract 4155 West Village Unit 1 ( Tract 4155 SIA) as detailed in Table 1 of the Tract 4155 SIA.

10. As a condition of Final Map approval, SUBDIVIDER is required to provide wastewater conveyance to the City' s Consolidated Treatment Facility ( CTF) and treatment capacity to each parcel within the Final Map boundary. However, construction of the Callerton Lift Station, which is guaranteed with the Tract 4155 SIA, is incomplete and the wastewater conveyance system for Phase 2 of the Project south/ west of the main drain does not have the ability to convey wastewater to the CTF. Therefore, SUBDIVIDER requested approval with Tract 4155 SIA for the use of temporary pump and haul of wastewater until the Callerton Avenue Lift Station is constructed and conveyance of wastewater to the CTF is possible. The conditions, terms and requirements associated with the pump and haul agreement as detailed in Section 10 of the Tract 4155 SIA are applicable to Tract 4173, Tract 4189, Tract 4221, Tract 4231, Tract 4237, and this Agreement.

11. Any alteration( s) made to the plans and specifications, which are a part of this Agreement, or any provision of this Agreement shall not operate to release any surety or sureties from liability on any bond or bonds attached hereto and made a part thereof. The above referenced sureties hereby consent to such alterations and waive the provisions of California Civil Code Section 2819.

12. Neither the CITY nor any of its officers, employees or agents shall be liable to SUBDIVIDER, and/ or SUBDIVIDER' Sagents, contractors or subcontractors for any error or omission arising out of or in connection with any work to be performed under this Agreement.

13. Neither the CITY nor any of its officers, employees, or agents, shall be liable to the SUBDIVIDER or to any person, entity, or organization, for any injury or damage that may result to any person or property by or from any cause in, on, or about the subdivision of all or any part of the land covered by this Agreement.

14. SUBDIVIDER hereby agrees to, and shall hold CITY, its elective and appointive boards, commissions, officers, agents and employees ( collectively, " Indemnitees"), harmless from any liability
contractors,
for
subcontractors,
damage or claims
agents,
which
or employees'
may arise
operations
from SUBDIVIDER
under this Agreement,
and/ or SUBDIVIDER' S
whether such
362
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
operations be by SUBDIVIDER or by any SUBDIVIDER contractors, subcontractors, or by any one or more persons directly or indirectly employed by, or acting as agent for, SUBDIVIDER or any of SUBDIVIDER' Scontractors or subcontractors. SUBDIVIDER shall, at its own cost and expense, defend any and all actions, suits, or legal proceedings or any type that may be brought or instituted against CITY and indemnities on any claim or demand, of any nature whatsoever, and pay or satisfy any judgment that may be rendered against CITY and the Indemnitees in any such action, suit or
performance or
legal
non- performance
proceedings, resulting
of his duties
from
and
or alleged
obligations
to have
under
resulted
this Agreement,
from SUBDIVIDER' S
or from the
negligent act or omission of himself, his agents, contractors, representatives, servants or employees. The promises and Agreement to indemnify and hold harmless set forth in this section is not conditioned or dependent on whether or not any indemnity has prepared, supplied or approved any plan or specification in connection with this work or subdivision, whether or not any such indemnity has insurance or indemnification covering any of these matters. CITY does not and shall not; waive any rights against SUBDIVIDER which it may have by reason of the aforesaid hold harmless agreement, because of the acceptance by CITY of any deposit with CITY by SUBDIVIDER. The aforesaid hold harmless agreement by SUBDIVIDER shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations referred to in this paragraph, regardless of whether or not CITY has prepared, supplied or approved of, plans and/ or specifications for the subdivision.

15. Neither SUBDIVIDER nor any of SUBDIVIDER' Sagents, contractors or subcontractors are, or shall be, considered to be agents of CITY in connection with the performance of

SUBDIVIDER' S
obligations under this Agreement.

16. Prior to acceptance of the Improvements by the City Council, the SUBDIVIDER shall be solely responsible for maintaining the quality of the Improvements and maintaining safety at the project site. The SUBDIVIDER' Sobligation to provide the Improvements shall not be satisfied until after the City Engineer has made a written determination that all obligations ofthe Agreement have been satisfied and all outstanding fees and charges have been paid, and the City Council has accepted the Improvements as complete. The CITY and SUBDIVIDER have formed Community Facilities Districts to finance maintenance and improvements. The CITY expects to preserve the ability to use future special taxes of the CFD for payment of the cost of acquisition of the Improvements, which may require that acceptance of improvements by CITY be subject to the provisions of an acquisition agreement to be entered into by the CITY and SUBDIVIDER providing that CITY expects to be paid or reimbursed acquisition costs through future CFD special taxes. SUBDIVIDER shall cooperate to facilitate such method of acquisition.

17. SUBDIVIDER shall pay service fees for the utility services from the time the Improvements are accepted by the CITY to the end of the fiscal year, or up to a one ( 1) year period, whichever is needed to ensure an opportunity for the Improvements to be included in the next fiscal year annual assessment.

18. SUBDIVIDER shall be responsible to sweep streets within the subdivision every two weeks as directed by the City Engineer, on all streets where lots are occupied and all streets providing access to occupied lots until the Improvements are accepted by the CITY. 363
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1

19. SUBDIVIDER shall not assign this Agreement without the prior written consent of CITY.

If such consent is given, the terms of this Agreement shall apply to and bind the heirs, successors, executors, administrators and assignees of SUBDIVIDER, and any heirs, successors, executors, administrators and assignees of the SUBDIVIDER and shall be jointly and severally liable hereunder.

20. The SUBDIVIDER shall, at the SUBDIVIDER' Sexpense, obtain and maintain all necessary permits and licenses for construction of the Improvements. Prior to the commencement of Improvement construction, the SUBDIVIDER shall obtain a City of Lathrop Business License.

The SUBDIVIDER shall comply with all local, state and federal laws, whether or not said laws are expressly stated in this Agreement.

21. This Agreement and any amendments hereto comprise the entire understanding and agreement between the parties regarding the improvements to be constructed and dedications for Tract 4244.

22. The following miscellaneous provisions are applicable to this Agreement:
a. Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the laws of the State of California. b. Definitions. The definitions and terms are as defined in this Agreement. c. Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, which directly results from an Act of God or an act of a superior governmental authority.
d. Headings. The paragraph headings are not a part of this Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement. e. Incorporation of Documents. All documents referred to herein and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated herein and shall be deemed to be part of this Agreement. f. Modification of Agreement. This Agreement shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties. g. Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the provisions ofthis Agreement not so affected shall remain in full force and effect.
h. Successors and Assigns. Except as otherwise expressly provided herein, the provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties.
i. Time of the Essence. Time is of the essence of this Agreement and each of its provisions.

In the calculation of time hereunder, the time in which an act is to be performed shall be computed 364
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
by excluding the first Day and including the last. If the time in which an act is to be performed falls on a Saturday, Sunday or any Day observed as a
legal holiday by CITY, the time for
performance shall be extended to the following Business Day. j. Venue. In the event either party brings that suit hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin.

ATTACHMENTS:

EXHIBIT A

EXHIBIT B

EXHIBIT C

EXHIBIT D
FINAL MAP - TRACT 4244 VILLAGE 28 UNIT 1
TRACT 4244 VILLAGE 28 UNIT 1 AREA

CITY INSURANCE REQUIREMENTS
WEST VILLAGE - VILLAGE 28 UNFINISHED IMPROVEMENTS AND FULL

IMPROVEMENTS COST ESTIMATE
365
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this 18th day of November 2024, at Lathrop, California.

ATTEST: TERESA VARGAS
City Clerk of and for the City
of Lathrop, State of California
CITY OF LATHROP, a
municipal corporation of the
State of California
BY: BY:

Teresa Vargas Date Stephen J. Salvatore Date
City Clerk City Manager

APPROVED AS TO FORM BY THE CITY OF LATHROP CITY ATTORNEY BY:

Salvador Navarrete
City Attorney
Date
366
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1

SUBDIVIDER
River Islands Development Area 1, LLC,
a Delaware limited liability company
BY:

Susan De11' Osso
President
367
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
EXHIBIT " A"
FINAL MAP - TRACT 4244 VILLAGE 28 UNIT 1
368
OW
2 1
2 RECO
N
REPAIR

AND MAINTAIN
POLES
WIRES

CABLES,
PIPES,
AND

CONDUITS
AND
THEIR

APPURTENANCES
UPON,
OVER
AND
UNDER
THE
STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP

DESIGNATED P
AS "
U. E." (
PUBLIC

UTILITY
EASEMENT).

3. A

NON- EXCLUSIVE

EASEMENT TO
THE
CITY
OF

LATHROP,

TOGETHER
WITH
THE
RIGHT
TO

CONSTRUCT,

RECONSTRUCT,
REPAIR
AND MAINTAIN.

PIPELINES,

DRAINS,

DRAINAGE

SYSTEMS
AND
THEIR

APPURTENANCES
UPON,
OVER
AND
UNDER
THE
STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP

DESIGNATED
S. DE.

AS "
STORM
DRAIN
EASEMENT).

4. A

NON- EXCLUSIVE

EASEMENT TO
THE
CITY
OF

LATHROP,

TOGETHER
WITH
THE
RIGHT
TO

CONSTRUCT,

RECONSTRUCT,
REPAIR

AND MAINTAIN

THE SOUND
W
ALLS
UPON
AND
OVER

THE STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP
DESIGNATED AS "
WE." (
WALL
EASEMENT).

THE
REAL

PROPERTY

DESCRIBED

BELOW IS

DEDICATED IN
FEE
FOR PUBLIC 1
PURPOSES:

PARCELS A
AND
B
TO
THE
CITY
OF

LATHROP

FOR PURPOSES OF
OPEN
SPACE,

LANDSCAPING,
PUBUC

UTILITIES,
FENCE
MAINTENANCE.

AND

APPURTENANCES
THERETO.

FOR
THE

BENEFIT
OF
THE

PUBLIC,
AS
SHOWN
ON
THIS
MAP.

FINAL

THE UNDERSIGNED
DOES
HEREBY

RELINQUISH TO
THE
CITY
OF

LATHROP
ALL

ABUTTERS
RIGHT
OF
ACCESS
TO
LOTS
5,
21,
22,
AND
33 ALONG
THE
LOT
LINES
AS

INDICATED BY
THE
SYMBOL %/ ///////
AS
SHOWN
ONTHIS
MAP.

FINAL
TO
ENSURE

MUNICIPAL
WATER

SERVOS TO
ALL
LOTS
SHOWN
UPO
N
THIS
FINAL
MAP,
ALL
GROUND
WATER
RIGHTS
THAT

THE UNDERSIGNED
MAY
HAVE
WITHIN

THE DISTINCTIVE
BORDER
UPON
THIS
MAP,
HEREBY
ARE

DEDICATED TO
THE
CITY
OF
LATHROP. THE UNDERSIGNED
DOES
HEREBY

RESERVE

PARCELS I
THROUGH 6
AS
SHOWN
ON
THIS
MAP
FOR
FUTURE
DEVELOPMENT.

THE UNDERSIGNED
DOES
HEREBY

RESERVE
THE
NON- EXCLUSIVE "
LAKE
FILL

PIPELINE
EASEMENTS" AND
THE "
LAKE

CIRCULATION

PIPELINE
EASEMENTS",

TOGETHER
WITH

THE RIGHT
TO

CONSTRUCT,
RECONSTRUCT.

REPAIR
AND

MAINTAIN,
THE

EASEMENTS
AND
THEIR

APPURTENANCES,
UPON,
OVER
AND
UNDER
THE
STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP
DESIGNATED AS "
LAKE

FILL PIPELINE

EASEMENT'
AND "
LAKE

CIRCULATION

PIPELINE
EASEMENT'.

THESE

EASEMENTS
ARE
NOT

DEDICATED

HEREON, BUT WILL
BE

CONVEYED TO
RIVER

ISLANDS
PUBLIC

FINANCE

AUTHORITY BY
A

SEPARATE

DOCUMENT

SUBSEQUENT TO
THE
FILING
OF
THIS
FINAL
MAP.

OWNER

INTENDS TO

SUBDIVIDE
THE
LAND

SUBJECT
TO
THIS
MAP
WITH
ANY
AND

ALL RIPARIAN
RIGHTS
OR
OTHER
WATER

INTERESTS TO
WHICH
THE

SUBJECT
LAND
IS

ENTITLED

THEREIN

APPURTENANT OR

RELATING TO
THE
LANDS,

WHETHER
SUCH
WATER
RIGHTS
SHALL
BE

RIPARIAN,

OVERLYING,

LITTORAL

PERCOLATING,

PRESCRIPTIVE,

ADJUDICATED,

STATUTORY
OR

CONTRACTUAL
OWNER
DOES
NOT
INTEND
BY

THE RECORDATION OF
THIS
MAP
TO
SEVER

THE RIPARIAN
RIGHTS
OF
THE

SUBJECT
LANDS
WITHIN
THE

BOUNDARIES OF
THIS
MAP
OR
THE

SURROUNDING
PROPERTIES.

OWNER:

RIVER

ISLANDS

DEVELOPMENT
AREA
1,
LLC,
A

DELAWARE

LIMITED

LIABILITY

COMPANY
BY: NAME:

SUSAN

DEMOSSO
DATE
ITS:

PRESIDENT
SEE

STRUSTEE'

STATEMENT
ON
SHEET 2
CITY

SCLERK'

STATEMENT
I,
TERESA

VARGAS,
CITY
CLERK
AND
CLERK
OF
THE
CITY

COUNCIL
OF
THE
CITY
OF

LATHROP,
STATE
OF

CALIFORNIA,
DO
HEREBY
STATE
THAT

THE HEREIN

EMBODIED
MAP
ENTITLED "
TRACT
4244,
RIVER

ISLANDS -
PHASE 2.

VILLAGE
28, I
UNIT
FINAL
MAP,
CITY
OF

LATHROP,
CALIFORNIA.

CONSISTING OF

SEVEN (
7)

SHEETS,
THIS

STATEMENT
WAS

PRESENTED TO
SAID
CITY

COUNCIL
AS

PROVIDED BY
LAW,
AT
A

MEETING

THEREOF,
HELD
ON
THE _
DAY
OF ,
2024,
AND
THAT
SAID
CITY

COUNCIL
DID

THEREUPON BY
NO. RESOLUTION
DULY
PASSED
AND

ADOPTED AT
SAID

MEETING,

APPROVE
SAID
MAP,
AND

AUTHORIZED ITS

RECORDATION,
AND

ACCEPTED ON
BEHALF
OF
THE
CITY
OF

LATHROP,
FOR
PUBLIC
USE,

THE RELJNQUISHMENT OF
ACCESS
RIGHTS
TO
LOTS
5,
21,
22,
AND
33 ALONG
THE

LOT ONES
AS

INDICATED BY
THE

SYMBOL '/ ////////,

THE DEDICATION OF
ALL
PUBUC

UTILITY
EASEMENTS.

STORM
DRAIN

EASEMENTS
AND
WALL

EASEMENTS,

THE DEDICATION OF
GROUND
WATER

RIGHTS, THE DEDICATION IN
FEE
OF

PARCELS A
AND
B,
AND

ACCEPTED THE OFFER
OF

DEDICATION OF

BOARDMAN

AVENUE,
BLUE
CANYON

AVENUE,

BILTMORE

STREET,

DARNOCH

AVENUE,

ALDERGROVE

STREET,

ALDERGROVE ELDERWCOURT,
OOD
COURT,
AND

CALLEDONIA
COURT,
AS
SHOWN
ON
SAID
MAP,

SUBJECT
TD
THE

IMPROVEMENTS
BEING

COMPLETED IN

ACCORDANCE
WITH
CHAPTER 16,
TITLE

16. 16
OF
THE
CITY
OF
LATHROP CODE.MUNICIPAL
I

FURTHER
STATE
THAT
ALL
BONDS
AS

REQUIRED BY
LAW
TO

ACCOMPANY THE WITHIN
MAP,
IF

APPLICABLE,
HAVE
BEEN

APPROVED BY
THE
CITY

COUNCIL
OF

LATHROP
AND
FILED
IN
MY
OFFICE.

TERESA
VARGAS
CITY
CLERK
AND
CLERK
OF
THE
CITY

COUNCIL
OF
THE
CITY
OF

LATHROP,

COUNTY OF
SAN

JOAQUIN,
STATE
OF

CALIFORNIA ACKNOWLEDGEMENT

CERTIFICATE (
OWNER)
A
NOTARY
PUBUC
OR
OTHER

OFFICER

COMPLETING
THIS

CERTIFICATE

VERIFIES
ONLY
THE

IDENTITY
OF
THE

INDIVIDUAL
WHO
SIGNED

THE DOCUMENT TO
WHICH
THIS

CERTIFICATE IS

ATTACHED,
AND
NOT
THE

TRUTHFULNESS,

ACCURACY,
OR

VALIDITY OF
THAT

DOCUMENT
STATE
OF

CALIFORNIA

COUNTY OF
SAN

JOAQUIN
ON ,
2024
BEFORE
ME,
A
NOTARY

PUBLIC,

PERSONALLY

APPEARED,
WHO
PROVED
TO
ME
ON
THE
BASIS
OF

SATISFACTORY

EVIDENCE TO
BE
THE

PERSON( S)
WHOSE

NAME( S)

IS/ ARE

SUBSCRIBED
TO

THE WHIN

INSTRUMENT,
AND

ACKNOWLEDGED TO
ME
THAT

HE/ SHE/ THEY

EXECUTED THE
SAME
IN

HIS/ HER/ THEIR

AUTHORIZED

CAPACITY( IES),
AND
THAT
BY

HIS/ HER/ THEIR

SIGNATURE( S)
ON
THE

INSTRUMENT

THE PERSON( S),
OR
THE
ENTITY
UPON
BEHALF
OF
WHICH

THE PERSON( S)
ACTED,

EXECUTED THE
INSTRUMENT.

CERTIFY
UNDER

PENALTY OF

PERJURY
UNDER
THE
LAWS
OF
THE
STATE
CF

CALIFORNIA
THAT
THE

FOREGOING

PARAGRAPH IS
TRUE
AND
CORRECT.

WITNESS MY
HAND:

SIGNATURE: NAME (
PRINT): PRINCIPAL

COUNTY OF

BUSINESS
MY

COMMISSION
NUMBER:

COMMISSION
EXPIRES:

EXEMPT
FROM
FEE
PER

GOVERNMENT
CODE
27388. 1;

DOCUMENT

RECORDED IN

CONNECTION
WITH
A

CONCURRENT

TRANSFER

SUBJECT TO
THE

IMPOSITION OF

DOCUMENTARY

TRANSFER TAX

VICINITY
MAP
NOT
TO
SCALE

SECRETARY
OF
THE

PLANNING

COMMISSION' S

STATEMENT
THIS
MAP

CONFORMS TO

VESTING

TENTATIVE
MAP
NO.
6716

RECOMMENDED BY
THE

PLANNING

COMMISSION
AND

APPROVED BY
THE
CITY

COUNCIL
PER RESOLUTION NO.
21- 4908.

DATED
THIS
DAY
OF

RICARDO

CAGUTAT,

COMMUNITY

DEVELOPMENT

DIRECTOR
OTT
OF

LATHROP
CITY

ENGINEER' S

STATEMENT
2024 .

I,
BRAD
R.

TAYLOR,
HEREBY
STATE
THAT I
AM
THE
CITY

ENGINEER OF
THE
CITY
OF

LATHROP,

CALIFORNIA
AND
THAT I
HAVE

EXAMINED
THIS
FINAL
MAP
OF "
TRACT
4244,
RIVER

ISLANDS -
PHASE 2,

VILLAGE
28,
UNIT 1
ORAL
MAP,
CITY
OF

LATHROP,

CALIFORNIA,
AND
THAT
THE

SUBDIVISION
SHOWN

HEREON IS

SUBSTANTIALLY THE
SAME
AS
IT

APPEARED ON
THE

VESTING

TENTATIVE
MAP
NO .
6716.

AND
ANY

APPROVED

ALTERATIONS
THEREOF .

FURTHER
STATE
THAT
THIS
FINAL
MAP

COMPLIES
WITH
ALL

PROVISIONS OF
CHAPTER 2
OF
THE

CALIFORNIA
STATE

SUBDIVISION
MAP
ACT
AND

APPLICABLE

ORDINANCES OF
THE
CITY
OF

LATHROP,
AND
ANY

AMENDMENTS
THERETO.

APPUCABLE AT
THE
TIME
OF

APPROVAL OF

VESTING

TENTATIVE
MAP.

DATED
THIS
DAY
OF
BRAD
R.

TAYLOR,
R. C. E .
92823
CITY

ENGINEER OF
THE
CITY
OF

LATHROP,

CALIFORNIA

SRECORDER'

STATEMENT
2024.

FILED
THIS
DAY
OF
2024,
AT .

IN
BOOK
OF
MAPS
AND
PLATS,
AT
PAGE
AT

THE REQUEST OF

OLD REPUBLIC
TITLE
COMPANY.

FEE: $ STEVE

BESTOLARIDES

ASSESSOR -

RECORDER -
COUNTY
CLERK
SAN

JOAQUIN

COUNTY,

CALIFORNIA
BY

ASSISTANT/ DEPUTY

RECORDER
SHEET
1 OF
7 369

ALEXANDER
S

SSURVEYOR'

STATEMENT
THIS
MAP
WAS

PREPARED BY
ME
OR
UNDER
MY

DIRECTION
AND
IS
BASED
UPON
A
FIELD
SURVEY
IN

CONFORMANCE
WITH

THEREQUIREMENTS OF

THE SUBDIVISION
MAP
ACT
AND
LOCAL

ORDINANCE
AT

THE REQUEST OF
RIVER

ISLANDS

DEVELOPMENT, LLC,
ON
JUNE
14,
2024.

I
HEREBY
STATE
ALL

THE MONUMENTS ARE
OF

THE CHARACTER
AND
OCCUPY

THE POSITIONS

INDICATED OR
THAT
THEY
WILL
BE
SET
IN
THOSE

POSITIONS
BEFORE
JULY
1,
2025,
AND
THAT

THE MONUMENTS
ARE,
OR
THAT
THEY
WILL
BE,

SUFFICIENT TO
ENABLE
THIS

SURVEY TO
BE

RETRACED,
AND
THAT
THIS
FINAL
MAP

SUBSTANTIALLY

CONFORMS TO

THE CONDITIONALLY

APPROVED

VESTING

TENTATIVE
MAP.

DATED
THIS
DAY
OF
2024.

DYLAN

CRAWFORD,
P. L. S.

NO
7788

RECITALS RIGHT
TO
FARM
STATEMENT:

PER
CITY
OF

LATHROP

MUNICIPAL
CODE
OF

ORDINANCES,
ERE
15,
CHAPTER 15. 48. 04,
THE
CITY
OF

LATHROP

PERMITS

OPERATION OF

PROPERLY

CONDUCTED

AGRICULTURAL

OPERATORS
WITHIN
THE
CITY

LIMITS,

INCLUDING
THOSE
THAT

UTILIZE

CHEMICAL

FERTILIZERS
AND
PESECDES.

YOU

ARE HEREBY

NOTIFIED
THAT

THE PROPERTY
YOU

ARE PURCHASING
MAY
BE

LOCATED
CLOSE
TO

AGRICULTURAL
LANDS
AND OPERATIONS.

YOU
MAY
BE

SUBJECT
TO

INCONVENIENCE OR

DISCOMFORT

ARISING
FROM
THE
LAWFUL
AND
PROPER
USE
OF

AGRICULTURAL

CHEMICALS
AND

PESTICIDES
AND
FROM
OTHER

AGRICULTURAL

ACTIVITIES,

INCLUDING

WITHOUT

LIMITATIONS,

CULTIVATION,

PLOWING,

SPRAYING,

IRRIGATION,
PRUNING.

HARVESTING,

BURNING OF

AGRICULTURAL
WASTE

PRODUCTS,

PROTECTION OF
CROPS
AND

ANIMALS
FROM

DEPREDATION,
AND
OTHER

ACTIVITIES
WHICH
MAY

GENERATE
DUST,
SMOKE,
NOISE,
ODOR,

RODENTS
AND
PESTS.

BE
AWARE
ALSO,
THAT
THIS

PROPERTY
MAY
BE

LOCATED

ADJACENT TO

AGRICULTURAL

OPERATIONS

OUTSIDE

THE CITY'
S
JURISDICTION.

NSEQUENTLY,

DEPENDING ON
THE

LOCATIO
N
OF
YOUR

PROPERTY,
IT
MAY
BE

NECESSARY
THAT
YOU
BE

PREPARED TO
ACCEPT
SUCH

INCONVENIENCES OR

DISCOMFORT AS
NORMAL
AND

NECESSARY
ASPECT
OF

LIVING IN
AN

AGRICULTURALLY
ACTIVE
REGION.

2. A
SOILS
REPORT
ENTITLED °

GEOTECHNICAL

EXPLORATION,
RIVER

ISLANDS
PHASE 1,

LATHROP,

CALIFORNIA',

REFERENCED AS

PROJECT
NO.
5044.

5. 001.
01 AND
DATED
JULY
29,
2005,
HAS
BEEN

PREPARED FOR
THIS

PROJECT
BY
ENGEO,

INCORPORATED,
JOSEF
J.

TOOTLE,
G. E.

NO.
2677,
AND
IS
ON

FILE WITH
THE
CITY
OF LATHROP.

TRACT
4244,
RIVER

ISLANDS -
PHASE
2,

VILLAGE
28,
UNIT
1 FINAL
MAP,
CONTAINS 33
LOTS
14TH
A
TOTAL
OF 4.
624
ACRES,
MORE
OR
LESS,
PARCELS 1
THROUGH 6
WHICH
INCLUDE 8.
944
ACRES,
MORE
OR
LESS,

PARCELS
A
AND
B
WHICH
INCLUDE 2.
157
ACRES,
MORE
OR
LESS,
AND

ROADWAYS
THAT
ARE
BEING

DEDICATED BY
THIS
FINAL
MAP
WHICH

INCLUDE

4. 964
ACRES,
MORE
OR
LESS
AS
SHOWN
ON
THIS
FINAL
MAP (
PLEASE
REFER
TO
THE
AREA
TABLE
BELOW):

TRACT
4244
AREA

SUMMARY
LOTS I
THROUGH 33

4. 624
ACA

PARCELS A
AND
B

2. 157
AC4
PARCELS 1
THROUGH 6

8. 944
AC/
STREET

DEDICATIONS

4. 964
ACA
TOTAL

20. 689
AC3
4 BASED
ON

INFORMATION

CONTAINED IN

THE PRELIMINARY
PRE

REPORT,
ORDER
NUMBER
1214023544- 1R,
VERSION 3)
DATED
SEPTEMBER 19,
2024,

PROVIDED BY

OLD REPUBLIC
TITLE
COMPANY.

PESCADE
LATHRO

STRUSTEE'

STATEMENT

OLD REPUBLIC
TITLE

COMPANY,
A

CALIFORNIA

CORPORATION AS

TRUSTEE,
UNDER
THE
DEED
OF
TRUST

RECORDED
SEPTEMBER 19,
2024
AS

DOCUMENT
NUMBER
2024- 079836,

OFFICIAL

RECORDS OF
SAN

JOAQUIN
COUNTY. DATED
THIS
DAY
OF
BY, NAME: ITS:
2024.

ACKNOWLEDGEMENT

CERTIFICATE (

TRUSTEE)
A
NOTARY
PUBLIC
OR
OTHER

OFFICER

COMPLETING
THIS

CERTIFICATE

VERIFIES
ONLY
THE

IDENTITY
OF
THE

INDIVIDUAL
W
HO
SIGNED

THE DOCUMENT TO
WHICH
THIS

CERTIFICATE IS

ATTACHED,
AND
NOT
THE
TRUTHFULNESS.

ACCURACY,
OR

VALIDITY OF
THAT

DOCUMENT
STATE
OF

CAUFORNIA

COUNTY OF
SAN

JOAQUIN
ON
2024
BEFORE
ME,
A
NOTARY
PUBUC,

PERSONALLY

APPEARED
WHO
PROVED
TO
ME
ON
THE
BASIS
OF

SATISFACTORY

EVIDENCE TO
BE

THE PERSON( S)
WHOSE

NAME( S)

IS/ ARE

SUBSCRIBED
TO

THE WITHIN

INSTRUMENT,
AND

ACKNOWLEDGED TO
ME
THAT

HE/ SHE/ THEY

EXECUTED THE
SAME
IN

HIS/ HER/ THEIR

AUTHORIZED

CAPACITY( IES),
AND
THAT
BY

HIS/ HER/ THEIR

SIGNATURE( S)
ON
THE

INSTRUMENT
THE

PERSON( S),
OR
THE
ENDTY
UPON
BEHALF
OF
WHICH

THE S) PERSON(
ACTED,

EXECUTED THE
INSTRUMENT.

CERTIFY
UNDER

PENALTY OF

PERJURY
UNDER
THE
LAWS
OF
THE
STATE
OF

CALIFORNIA
THAT
THE

FOREGOING

PARAGRAPH IS
TRUE
AND
CORRECT.

WITNESS
MY
HAND:

SIGNATURE: NAME (
PRINT): PRINCIPAL

COUNTY OF
BUSINESS:

COMMISSION
NUMBER:

COMMISSION
EXPIRES:

LINE
AND
CURVE
TABLES
FOR
SHEET 3
ONLY
LINE
TABLENGT LINE #DIRECTION LE
L1
N13° 22' 05' E
49 02 '
L2
N15° 06' 21 "
E
52 .
00 L3
N23° 13 '
47 '
E

60. 09'
L4
N73. 19' 25' W
344
L5
1480 .
54' 41 "
E

35. 36'
L6N54
05' 19" W

70. 55'
L7
N54° 05' 19'
W
34 .
00'
L8
N35° 54 '
41 "
E
111 .
00'
L9
N54° 1949' W60 .
00 L10
N56 °
30' 25'
W

57. 00
L11
N58 °
53' 00" W

49. 00'
L12
N61 °
04 '
49" W

49. 00 '
L13
N63 °
1037W
4900'
N65° 28
L1d
26' W
49 .
00'
L15
N67 °
40 '
15' W
49 .
00 LI6
N69° 52' 04 "
W
4900
L17
42 °
03' 53" W
49 .
00'
L18
N7455' 42' W49. 00'
L19
N76 °
27' 15' W

48. 80'
L20
N78 °
42' 34' W
48 .
00'
L21
N80° 24' 22 "
W

57. 0
LINE
TABLE
LINE #

DIRECTION

65. 6
L32
N80° 39' 24" W
00'
L31
N54° 19' 49" W30. 30. 00'N54° 19' 49" W
L30
8748'
L28
N80° 39' 24' W
L27
N54 °
20 '
36' E
35 36'

60. 00
L26
N80 °
39' 24" W

35. 36'
L25
N35° 39' 24' W
00 N9° 20' 36" E

60. L24
N54° 20' 36' E
35 .
36 '
L23
20' 36" E

86. 00'
122
N9 °
LENGT
L33
N9° 20' 36" E

30. 00
N9
L34
20' 36" E

30. 00'
L35
N80° 39 '
24" W

30. 0
L36
N80° 39' 24" W30. 00
CURVE
TABLE
CURVE #
RADIUS
DELTA
LENGTH
C1
113 .
00'
15° 12' 13 '

29. 98'
C2

87. 00'
15 °
12 '
13'

23. 09'
C3
580. 00'
7 °
00' 20"
70 .
92 '
C4
850 .
00'
29 °
04' 06 "
431. 24' SHEET
2 OF
7 370
COUNTY
NOTES

1. SEE
SHEET 2
FOR
LINE
AND
CURVE
TABLES.
0 0'
50'
100'
200'
SCALE
I"
100'
PARCEL 1
TRACT
4235)
52)

MONUMENTATION
NOTES
FOUND
3/ 4"
IRON
PIPE
WITH

PLASTIC
PLUG " PLS
7788"
PER (
R1)
FOUND

MONUMENT
PER (
R1),( R2)&( R5)
FOUND 1.
00'

WITNESS

CORNER (
W. C.),
IN

SIDEWALK
ALONG
RADIAL
OR

PERPENDICULAR TO

CENTERLINE,

1. 17
BRASS
DISK
STAMPED "
PLS
7788"
LEGEND 200. 00' (Al)
NT)
M -
M)
M -
B)

LFE LCE R) B)
P.

U. E.

S. D. E.

D. N
L1/ C1

MEASURED
AND
RECORD
DATA

PER REFERENCE
SHOWN

DENOTES

REFERENCE (
R1)-

SEE REFERENCE
UST
ON
SHEET 2

MONUMENT TO

MONUMENT

MONUMENT TO

BOUNDARY

BOUNDARY RADIAL

BEARING

TOTAL LAKE

CIRCULATION

PIPELINE

EASEMENT
LAKE
FILL

PIPELINE

EASEMENT
PUBLIC

UTILITY

EASEMENT
STORM
DRAIN

EASEMENT
W
ALL

EASEMENT RECORDED

DOCUMENT

NUMBER,
SAN

JOAQUIN
COUNTY

RECORDER

LINE, BOUNDARY CURVE
LOT
LINE
OR

RIGHT- OF- WAY
LINE

EASEMENT
LINE

RESTRICTED CENTERLINE
ACCESS
MO
J
C R
4231
PARCEL 3
TRACT
4149)
RI)
N62' 0349
377.

N27'
26'
03' S8'
E( R) / NO2'
20'
16"
E( R)
p=17 L35
0 Qs
I0
h
J
Ng jq
7AA 1
elMkl \
33 od \
OPPN0, N
oy$\ S
O %921 -
1 l
72 PARCEL 2
TRACT
4235)( R2)

20. 689
ACRES
3 SHO
PARCEL 3 (
52)
BS
E- 28' 11' 32
L=264. 69
N11' 59' E( 43" R)
do
V16
1 c
LI
N4976' W42"
382. 28'
N40' 11' E( 15" R)
4=24 '
02' 43"
L- 125. 90'_
R=300. 00'
L10
0 EXO
w1-
LU o¢w
9 L31L30
N54 '
05' 19 "
W
228. 00

52. 00 ' L4
N35' 54' 41 "E 1429. 03'( T)

52. 00'
j
z \ ..,,,
L7 *[
C
1 L6J \

CALLERTON AVENUE
N54TJ5' 19W
496 .
56 (
T) -
111 .
03 oCQIwti
a

4. 561

BOLLARD
LANE/

0. (
21_
492. 00'( M -
M) _
N54T7519 " W
496 .
56'( T)
DETAIL "
A "
SCALE I "=
20'
PARCEL 2
LLA
24- 53)
52'
1p
N83' 09' 25 "
W( R)
PARCEL
9 44- M- 52 R1)
HARBOR
VIEW
AVE-.

N54 '
05' 19" W
307. 91'( M) M- 1\ r

VILLAGE
41 UNIT 1
44- M- 74
SHEET
3 OF
7 371
DEL
SHEET
INDEX
PARCEL 1
44- M- 124) IR2)
NOTES

1. SEE
SHEET 3
FOR REFERENCES.

2. SEE
SHEET 3
FOR
BASIS
OF

BEARINGS,

LEGEND, AND

MONUMENTATON
NOTES.

LEGEND

BOUNDARY LOT UNE SHEET
NUMBER
SHEET
LIMIT
LINE
1 PARCEL 3
TRACT
4149)
RI)
PARCEL
pARCEL PARCEL A
6 PARCEL 4
PARCEL 5
PARCEL 3 (
R2)
PARCEL 2
TRACT
4231)
IRS)

DARNOCH
AVENUE

BULLARD
LANE
PARCEL 3
PARCEL 2
LLA
24- 63)
PARCEL 1

PARCEL A

CALLERTON AVENUE
PARCEL 9
TRACT
4149)
RI)
HARBOR
VIEW
AVE.

VILLAGE
41 UNIT
1 44- M- 74
SHEET
4 OF
7 372
9 133H 33S
9 1
I
m
to--
0=15' 392fi
I^ ).
387] 7
A
LM -
4)
0 26
p
P
p58
pc
15 1455
35 23
42 13964
F
19)
3' 9
22'
15"
L=85. 25
5806
F
S.
1458' 55' 34' W( R)
118. 90'
20 6057
S.

12. 49' N54'
05' 19% 4115. 98' 21
IS
6408
S. F.
0=

3. 22' 15"
L=85. 25'
d)-)
R=
144900'
0=
64430
L=
170.
49 0.
10'
54'
39'
L=210. 22'( 4 -
M)
0-1419. 0
34' 05'
L=653. 99' 110
0=1389. 00
A=24' 2915
L=
593.
64'( 7)
23 C18 _ 5683 S.

F. -
R) 7
T
N54' 05' 19' W
292. 56•( T)
424
5910
S. N724a09 F.
1 I1•
7)\
ps. E6724 9 F
S.
0T)
8 nl
6831
S. F.
1457. 07" 43'
W( R)
115. 40'
CI
6 6019
F.

12. 26' 42
N54•
05' 19' W114. 00'
5 N
6185
S. F.

89. 00'
PARCEL 3
1,
185
AC

89. 154' 00'-
05' 19' W1

8. 00'( 7)
288. 00'( M) 4-
8)8
o

DARNOCH
AVENUE N54'
05' 19" W
178. 00'
6424
S. F.
65419' W49'

60. 00
SEE
DETAIL
A
ON
THIS
SHEET PARCEL 2
24663
S. F.
i--
5'
P.

TRACT
4231)
1125)
CO

BULLARD
LANE
454.05.19'W
228. 00'
24 19
00 P. 10'
U. E.-
5'
P. U. E.- 7
ri
30'
do
1), z
m
30' 0 0 0 v
7`
L21®
14 49
so .
00'
N%
L23
C29
C30 19) 1
PARCEL

1. 1
057
AC
P. U. E. N54 '
05 '
19" W
119. 00'
5496 4
S. F.

N54' 05' 19" W110. 00' 3
5280 2
S. F .
654' 05' 19"
W
110. 00'
5280 3
S .

N54' 05' 19 "
W
110. 00 3'
L24

1. 601

AC PARCEL A
x3' W. C-50
BIlZL 3, lb, bS.5

52. 00' 311N3AV NOLH311V0
0 0'
25'
52 100'
SCALE
I' =
50'
NOTES

1. SEE
SHEET 3
FOR 2
REFERENCES.

SEE
SHEET 3

FOR BASS
OF

BEARINGS
AND
LEGEND.

SEE SHEET 63
FOR

MONUMENTATION
NOTES.

4. SEE SHEET 7
FOR
UNE
AND
CURVE
TABLES.
cc 00 0 U

DARNOCH
AVENUE
d=10' 54' 39"

4. 56'( 4- 4)
1, 270 .
22' W0`'
288 .
00'( 4- M)
I
R=1419. 00'
d=26 '
34' 05"
954 '
0519* W
292- 56'( 0)
L=657. 99'( 0)
CO
HARBOR
VIEW
AVENUE
8) 18
ly

DETAIL A
FROM
THIS
SHEET
1"= 20')

67. 21'( 7)
N49 '
27' W35"
0=50 .
00'
d= 5270'

DETAIL B
FROM
THIS
SHEET
1"= 20')
SHEET
5 OF
7 373
ARC
O1
398
W
0•( 7)
N63'
OI
41' 63' 4. 1WJ96
2l7( 5'( R_ M- .
40'( 7)

66. 46'
N6J' 4I' W01'
1 '

99. 3'
1 I
I
II
I
I
I
I
1 I
I
II
I
N
II
I
I
I
I
1111
I
SEE

EASEMENT
I
I
I(
z

DETAILS
ON
SHEET 7
I
III.111 PARCELB I
m
PARCEL6
I•
557
AC
I /
3,
785
AC
Ilm
11t
111
1 IN
I
I
I
I
I
III
I
I
I
I
I
I
I
I
II
111
I
11 10'
P. U. E.

I
I
1 11II
1 111
PA
7 111 11I
I
1111

1. 4a'
I
C39
9) 16
O/
p,( 3'
2 6
1651'( M
O

MONUMENTATION
NOTES
680' 3924W87, 48'( 7
68039' 2915 ( T)
142, 48( 44- M) SEE
DETAIL
C
ON
THIS
SHEET
R)
rn 84 13 Z0 m
03 50
578
174
210
3 058
R= AC 670. Op'
BOARDM
AN
AVENUE
o 8' 3= 37"23'
L= 98. 15'
179. 625'( M - _
o
R-- 7°"°'•
d= 823' 37"
4l' N63'
W ( 07'

5. 66'
nl
L'
10255'( MT

86. 48
I
8; 19
N092036 [
3 rt
R= 730. 00
0 23' 5.

J7 ' 8' d=
23' 37 -
106. L=
94'
R=
270. 00'
2=1737. 03"
L=7. 62' \

84. 82'
R= 740. 00'
0= 23' 8'
37"
L=106. 41'
16,
0 45( 7)
e
4 SET

STANDARD
CITY
OF

LATHROP

MONUMENT
WELL

STAMPED ' PLS
7788"
I.

SET

3. 00'

WITNESS

CORNER (
WC.),
UNLESS

OTHERWISE
NOTED,

MEASURED
ALONG
LOT
LINE.
5/
8'
x
24'
REBAR
W/

PLASTIC
PLUG " PLS
7788"
C)
FOUND

STANDARD
CITY
OF

LATHROP

MONUMENT
WELL
STAMPED "
PLS
7788'
FOUND 1.
00'

WITNESS

CORNER (
W. 7 ),
IN

SIDEWALK
ALONG
RADIAL
OR

PERPENDICULAR TO

CENTERLINE,

1. 17"
BRASS
DISK
STAMPED "
PLS
7788"
X
SET

1. 00'

WITNESS
CORNER
ova ),
IN

SIDEWALK
ALONG
RADIAL
OR

PERPENDICULAR TO

CENTERLINE,

1. 17"
BRASS
DISK
STAMPED "
P75
7788"
T

65. 67' 04-5S -
00' N- 73
SET
5/ 8"
x
24"
REBAR
W/

PLASTIC
PLUG " PLS
7788'
FOR
ALL
REAR
LOT

CORNERS (
UNLESS

OTHERWISE
NOTED). SET
3/ 4"
IRON

PIPE W/

PLASTIC
PLUG " PLS 7788" 1.
00'
INTO

PROPERTY
ALONG

PROPERTY
LINE
FOR
ALL
FRONT

LOT CORNERS
N80'
39' 24"
W

10. 67'
PARCEL 5

2. 292
AC
N72' 0438W 154. N72'
78'
04' W38'
22267'( 6)6-
672' 38"W04'
184. 45'
101. 45'
1 31' 612'
51' E
I

5. 0302'
I
I
I
R= 1454. 00' 3' 0=
37' 50"
L=92. 14'
R=
1454.
00'
4=
755'
49" 1=74. 36'
609' 20' 36' E
1,,

5.01'
N25' 00' 020
a
h
R=1459. 00'
d=7' 17
28'
L=183. 12'
5 .
02'
1 32 5569
a
R=1449. 00
2=13' 3407"
L=341. 89'
I
R) 20
L (
R) 21
8=
15'
39'
26" L=387. 77'( 4 -
M)

DARNOCH
AVENUE
C26
C25
C24
30 5683
s
S .

L15 F.

R) 15
43 281
67 9
16 10'

18. 11
E.

PARCEL 4
3 .
058
AC
10'
P. U .

E.
5a
R) 10
R= 1419. 00
2=56' 34' 05 ' ®
d= 70' 5439 '
M
L= 270. 22 '(
6 R= 1369. 00'
d=24' 29' 15' L
C22 =
593. 64'( 4)
26 5683
S .

F .

L11
26 g.
5683
O
TRACT
4231)
05)
5683 S .

F.
25 5683 S .

F.
yO
193554' 19 '
4(
24 S 133HS 33S
0'
25'
50'
100'
SCALE'
1' =
50'1

NOTES SEE
SHEET 3
FOR REFERENCES.

2. SEE SHEET 3
FOR
BASIS
OF

BEARINGS
AND
LEGEND.

3. SEE
SHEET 7
FOR
LINE

AND CURVE
TABLES.

4. SEE
SHEET 7
FOR
S. D. E.,
LFE,
AND
LCE DIMENSIONS.

Iw
680 '
39' 24' 6

65. 67'( 14- 44)
C)
55 .
00'( 6- 8)
O m
FROM
THIS
SHEET
1 "=
2p)
m
6 7
OF

SHEET CDETAIL
374
1 1°lu
L5D( B- M) AVENUE DARNOC
S46
41 26'
54 49
41 N9
S56
5709
558
561
L10
563
16' E37'
49 00
L11
565° 28' 26" E

49. 00'
L12
S67°
40' 15' E

49. 00'
L13
S69° 52' 04" E
49 00
L14 S72°
03' 53" E

49. 09
3422
39 10
36 30
19 S59
50 L
05 S
1 E
3 0
N54
L24
05'
70 19" W
55'
L25
N80° 54' E41"

35. 36'
L26
S9° 05' 19" E

35. 36'
L27
54'
N80°

41. 3

35. 36'
L28
N80°
41"
54'
E

35. 36'
CURVE
TABLE
CURVE #
RADIUS
DELTA
LENGTH
C1
17 00'
66° 14'
06'
19 65'
C2
580
00' 3°
37'
48'

36. 75'
C3
580
00'
4" 50' 31"
4901' C4
580
00 4°
50' 31"

49. 01'
C5
580
00'
4° 50'
31"
49 01'
C6
580
00'°
33' 29"
565'
37 1700'
45° 2711"
1349'
08 5000'
112°
06' 36'
97 83'
C9

50. 00'
81°

50. 47"
71 42'
C10
50 00'
56° 1036"
4902'
C11

50. 00'
20"
46'
23"
18 IT
C12
1700' 45°
27' 11"

13. 49'
C13
520
00'
0°
42' 04"
636'
C14
520
00'
6°
35' 16"
59 79'
C15
520
00'
6°
35'
16"
5979'
C16
520
00'
4°50' 15'

43. 90'
017
1389
00'
1"
3656"

39. 17
018
1389. 00'
2"11'
49"

53. 26'
S59
4035
S54
38 81
N50
46 25
34 519
35 570575
L
54 1
E
4 0
N68
L38
55' 52" E

34. 69'
L39 31' N12°
43" E

43. 96
L40 12° N
31' 82. 43" E
21'
N23° 13'L41
47" E

60. 09'
N63° 38'19"
L42
E

39. 76'
CURVE
TABLE
CURVE #
RADIUS
DELTA
LENGTH
027
1389.
00' 2°9
08"
17 52.

C28
1389.
0°
00'
5722'
2316'
C29
87 00'
15° 12' 13"
23 09'
C30
113. 00'
15° 12'
13"29. 98'
C31
405
00'
14" 03' 38'
99 39
C32
87 00'
17"'
17"

26. 25
C33
345
00'
12°
28' 19"

75. 10'
C34
375
00'
12°
28' 19"
81 63'
C35

12. 00'
84°
36'
21'
1772'
036
87 00'
15° 26'
05 "
23 4
4'
C37
300
00'
15°
05' 10"
78 99'
C38
330
00'
6°26' 34'
37 11'
C39
580
00'
7°
00' 20"

70. 92'
C40
17 00'
66° 14' 06'
1960
C41
580
00'
2` 34'
27'
2#06
042
580
00' 1°
58' 42"
2003
C43
580
00'
2° 27'
11'

24. 83'
C44
580
00'
045' 34'

38. 06'
C19
1389. 00'
2°
11' 40

53. 26'
C20
1389
00'
2°
11' 49'
53 26'
045
580
00'
2°49' 46'

28. 64
C46
580
00'
9'
164
6'
2 83'
C21 1389.
00'
2°
11' 49"
532
6'
C22
1389. 00'
2°
11'
49'

53. 26'
023
1389. 00'

53. 26'
C24
1389
00'
2° 11' 49
53 26'
C25
138900'
2°11' 49"
5326'
026
138900'
2°
11'
17'

53. 05'
047
51900
1°59' 39'
1806'
C48
519. 00'
3°
40' 38"

33. 31'
C49
481
00'
10° 34' 25"
88 77
050
519. 00'
2" 11'
37'
1987'
C51
481
00'
1°
58' 21"
1656'
C52
580
00'
0°
31' 51"

5. 37'
56 31
96 535
35 6
580
24 20
35 6
57 5726
2 N
N80
67 L5
N27
11 2
E
7 N5
27 L52
26" 0

26. 13'
L53
N
27"
5726" E

16. 90'
N5° L54
27' 26' E
26 13' N13° L55
22' 05" E

30. 29'
L56
N15° 21" 06' 18, 3
36'
RADIAL

BEARINGS
LINE #

DIRECTION
R11
N20° 42' E28"
R) 2
N59° 40' 35' E
R)
N27°
3 58" 20'
W
9814
541° 22" 18'
E
R) 5
N82" 31' 020
R) 6
N61° 44' 39' E
R) 7
533° 55' 01" W
9)8
533° 49' 51" W
9)9
S27°
10' 31" W
99) 10
S22° 51'
43" W
6) 11
S79. 03'
36' E
9) 12
N61°
46'
19" W
8) 13
S65°
34'
14"
E
R) 14
S74°
12' 50' E
9) 15
S2' 29' 17" W
R) 16
52°
20' 16" W
R) 17
N39°
35'
52" E
R) 18
N40° 32'
25" E
9) 19
N79° 02' 21" W
9) 20
N12°
16' 25" E
R) 21
N19°
26' 08' E
9) 22
N4°
54'
44"
E
R) 23
36'
53' 26" W
R) 24
59' 03'
51"W
RADIAL

BEARINGS
LINE #

DIRECTION
R) 30
N82°
37' 45' 9
9) 31
N82° 51' 01' W
9) 25
N6°14'04"E
6) 26
55' 42' 14" W
6) 27
5212831 "
W
9) 28
569° 36' 46" E
9) 29
N70° 04' 59" 9
N8114' W37'
T20. 00.

R) 23
N80' 39' 24 '
W
87 .
48'( T)
DETAIL
FOR
S. D. E.

FROM
SHEET 6
1 '=
4( T)
NOTES

1. SEE
SHEET 3
FOR REFERENCES.

2. SEE
SHEET 3

FOR BASIS
OF

BEARINGS
AND
LEGEND.
3 SEE
SHEET 6

FORMONUMENTATDN
NOTES.
i
9)25( 8=580') (
R) 2
1 '-
40')

DETAILS
FOR
LFEs
AND
LCEs
FROM
SHEET 6
SHEET
7 OF
7 375
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
EXHIBIT " B"
TRACT 4244 VILLAGE 28 UNIT 1 AREA
376
i
VILLAGE 30
VILLAGE 28
FUTURE UNIT 2 LOTS
VILLAGE 31
EXHIBIT " 1j "
VILLAGE 40
VILLAGE' 33
EXHIBIT "B"
TRACT 4244
VILLAGE 28 UNIT 1

VICINITY MAP
377
SEPTEMBER 2024
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
EXHIBIT " C"

CITY INSURANCE REQUIREMENTS

1. The Subdivider shall obtain commercial general liability insurance companies licensed to do business in the State of California with an A. M. Best Company rating Insurance rating of no less than A: VII which provides coverage for bodily injury, personal injury and property damage liability in the amount of at least $ 1, 000,00for each occurrence and $ 2, 000,00 in the aggregate.

Said insurance coverage shall be evidenced by a certificate of insurance with policy endorsements, executed by an authorized official of the insurer( s). All parties to the Subdivision Improvement Agreement must be named insured on the policy. The policy endorsements to be attached to the certificate must provide all the following:
a. Name the City of Lathrop, its officers, City Council, boards and commissions, and members thereof, its employees and agents as additional insured as respects to any liability arising out of the activities of the named insured. A CG 2010 or CG 2026 endorsement form or the equivalent is the appropriate form.
b. State that " the insurance coverage afforded by this policy shall be primary insurance as respects to the City of Lathrop, its officers, employees and agents. Any insurance or self- insurance maintained by the City of Lathrop, its officers, employees, or agents shall be in excess of the insurance afforded to the named insured by this policy and shall not contribute to any loss.
c. Include a statement that, "the insurer will provide to the City at least thirty ( 30) days prior notice of cancellation or material change in coverage." The above language can be included on the additional insured endorsement form or on a separate endorsement form. d. The policy must contain a cross liability or severability of interest clause. e. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates.
378
RIVEISL- 01 LENGLISH
4 R CERTIFICATE OF LIABILITY INSURANCE

DATE ( MM/ DD/ YYYY)
9/ 19/ 2024
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

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

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

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

PRODUCER License # 0C36861
Los Angeles- Alliant Insurance Services, Inc.
333 S Hope St Ste 3700
Los Angeles, CA 90071

CONTACT
NAME:

PHONE 1
FAX
A/ C, No, Ext): ( A/ C, No):

ADDRESS:

INSURER( S) AFFORDING COVERAGE NAIC #
INSURER A: United Specialty Insurance Company 12537

INSURED
River Islands Development Area 1, LLC
73 W. Stewart Rd.

Lathrop, CA 95330
INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

COVERAGES CERTIFICATE NUMBER:

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

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLIC ES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR

LTR TYPE OF INSURANCE
ADDL
INSD
SUBR

WVD POLICY NUMBER

POLICY EFF

MM/ DD/ YYYY)

POLICY EXP

IMM/ DD/ YYYYI LIMITS

A X COMMERCIAL GENERAL LIABILITY
X ATN2418343P 3/ 19/ 2024 3/ 19/ 2027
EACH OCCURRENCE 2, 000,00
CLAIMS - MADE X OCCUR PREMISES Ea occurrence) 50, 000
MED EXP ( Any one person)
0 PERSONAL & ADV INJURY 1, 000,00

GEN' L AGGREGATE LIMIT APPLIES
PROPER:

LOC
GENERAL AGGREGATE 2, 000,00
PRODUCTS - COMP/ O AGG 2, 000,00

AUTOMOBILE LIABILITY

ANY AUTO

OWNED SCHEDULED
AUTOS

NON- OWNEDUUT

COMBINED SINGLE LIMIT
Ea accident).

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

UMBRELLA LIAB

EXCESS LIAB
OCCUR

CLAIMS - MADE

EACH OCCURRENCE

AGGREGATE
DED RETENT ON $

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

ANY PROPRIETOR/ PARTNER/ EXECUTIVE
OFFICER/ MEMBER EXCLUDED?
Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y / N
N / A
PER

STATUTE
OTHER
E. L. EACH ACCIDENT
E. L. DISEASE - EA EMPLOYEE
E. L. DISEASE - POLICY LIMIT
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) Tract 4244
City of Lathrop, its officers, City Council, boards and commissions and members thereof, its employees and agents are included as Additional Insureds as respects to General Liability. General Liability shall be Primary and Non -Contributory with any other insurance in force for or which may be purchased by City of Lathrop, its officers, employees and agents. 30 days advanced written notice to Certificate Holder in the event of cancellation, except 10 days for non- payment of premium

CERTIFICATE HOLDER CANCELLATION
City of Lathrop
390 Towne Center Drive
Lathrop, CA 95330

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

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

The ACORD name and logo are registered marks of ACORD
379
POLICY NUMBER: ATN2418343P COMMERCIAL GENERAL LIABILITY CG 2012 0413
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED — STATE OR GOVERNMENTAL

AGENCY OR SUBDIVISION OR POLITICAL
SUBDIVISION — PERMITS OR AUTHORIZATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
State Or Governmental Agency Or Subdivision Or Political Subdivision:

City of Lathrop its officers, City Council, boards and commissions and members thereof, its employees and agents 390 Towne Centre Drive Lathrop, CA 95330 Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II — Who Is An Insured is amended
to include as an additional insured any state or
governmental agency or subdivision or
political subdivision shown in the Schedule,
subject to the following provisions:

1. This insurance applies only with respect to
operations performed by you or on your
behalf for which the state or governmental
agency or subdivision or political
subdivision has issued a permit or
authorization.

However:
a. The insurance afforded to such
additional insured only applies to the
extent permitted by law; and
b. If coverage provided to the additional
insured is required by a contract or
agreement, the insurance afforded to
such additional insured will not be
broader than that which you are
required by the contract or agreement to
provide for such additional insured.

2. This insurance does not apply to:
a. "Bodily injury", "property damage" or
personal and advertising injury" arising
out of operations performed for the
federal government, state or
municipality; or
b. "Bodily injury" or " property damage"
included within the " products -
completed operations hazard".

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

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

1. Required by the contract or agreement; or

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

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

CG 2012 0413 Insurance Services
380
Office, Inc., 2012 Page 1 of 1
Policy# ATN2418343P
United Specialty Insurance Company
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

VEN 051 00 ( 02/ 20)

PRIMARY AND NON- CONTRIBUTING INSURANCE ENDORSEMENT
This endorsement modifies the Conditions provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
The following is added to SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS of the COMMERCIAL GENERAL LIABILITY COVERAGE PART, and supersedes any provision to the contrary:

Primary and Non -Contributory Insurance
Any coverage provided to an Additional Insured under this policy shall be excess over any other valid and collectible insurance available to such Additional Insured whether primary, excess, contingent or on any other basis unless:
a. ( 1)
and
The Additional Insured is a Named Insured under such other insurance; 2) A fully written contract fully executed prior
commencement of
to the Named Insured' s
work for such Additional Insured for the specific project that is the subject of the claim, "suit," or " occurrence" expressly requires that this insurance:
i)
ii)
or
apply on a primary and non- contributory basis;
and
would not seek contribution from any other insurance available to the additional insured.
b. Prior to a loss, you request in writing and we agree in writing that this insurance shall apply on a primary and non- contributory basis.

As
Name Of Person( s) Or Organization( s)
Required By Written Contract, Fully Executed Prior To The Named Insured' sWork.

All other terms, conditions and exclusions under this policy are applicable to this Endorsement and remain unchanged.

VEN 051 00 ( 02/ 20) Page 1 of 1 381
Policy: ATN2418343P

UNITED SPECIALTY INSURANCE COMPANY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

VEN 064 00 ( 01/ 15)

THIRD PARTY CANCELLATION NOTICE ENDORSEMENT
This endorsement modifies the Conditions provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
If we cancel this policy for any reason other than nonpayment of premium, we will mail notification to the persons or organizations shown in the schedule below ( according to the number of days listed below) once the Named Insured has been notified.

If we cancel this coverage for nonpayment of premium, we will mail a copy of such written notice of
cancellation to the name and address below at least 10 days prior to the effective date of such cancellation.

Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy.

SCHEDULE
Name and Address of Other Person/ Organization
City of Lathrop, its officers, City Council,
boards and commissions and members thereof,
its employees and agents
390 Towne Centre Drive
Lathrop, CA 95330
Number of Days Notice
30 All other terms, conditions and exclusions under this policy are applicable to this Endorsement and remain unchanged.

VEN 064 00 ( 01/ 15) Page 1 of 1
382
Subdivision Improvement Agreement ( River Islands Development Area 1, LLC) Tract 4244 Village 28 Unit 1
EXHIBIT " D"
WEST VILLAGE — VILLAGE 28 UNIT 1

UNFINISHED IMPROVEMENTS AND FULL IMPROVEMENTS COST ESTIMATE 383
Westwood

ENGINEER' SBOND ESTIMATE

COST TO COMPLETE
RIVER ISLANDS - PHASE 2
VILLAGE 28

CITY OF LATHROP, SAN JOAQUIN COUNTY, CALIFORNIA
Item Description
EXHIBIT "a"
6200 Stoneridge Mall Rd. Suite 300
Pleasanton, CA 94588
main ( 925) 223- 8340
September 16, 2024
Job No.: 25505- 35
Quantity Unit Unit Price Amount
1 Joint Trench ( 60% Completion)
2 Wet Utilities ( 95% Completion)
3 Striping & Monuments (0% Completion)
Notes:
1) Estimate for cost to complete based on contractor' snote for Village 28 as of date 10/4/ 2024 1 LS $ 369, 230. 0 $ 369, 230. 0
1 LS $ 87, 750. 0 $ 87, 750. 0
1 LS $ 36, 570. 0 $ 36, 570. 0
TOTAL COST TO COMPLETE $ 493, 550. 0
westwoodps. com
888) 937- 5150
T: 125504 -River Islands\ Phase 86 - Phase 2 Del Webb South IPMWord & Excel\ Cost to Complete\ 2024- 09- 1612024- 16Ph2 Village 28 Cost To Complete 1Improvements 384
EXHIBIT •• p ••

ENGINEERING
Item Description

DRAFT ENGINEER' SOPINION OF PROBABLE COST
RIVER ISLANDS - PHASE 2
VILLAGE 28 ( 93 UNITS)

CITY OF LATHROP, SAN JOAQUIN COUNTY, CALIFORNIA
October 13, 2023
Job No.: 25504- 86
Quantity Unit Unit Price Amount

STREET WORK
1 Fine Grading
2 3. 0" AC Paving
3 4. 5" AC Paving
4 6" Aggregate Base
5 8" Aggregate Base
6 Vertical Curb and Gutter ( with AB cushion)
7 Rolled Curb and Gutter ( with AB cushion)
8 Concrete Sidewalk
9 Driveway Approach
10 Handicap Ramps
11 Survey Monuments
12 Traffic Striping & Signage
13 Dewatering ( budget)
221, 500 SF $ 0. 45 $ 99, 675. 00
53, 200 SF $ 1. 50 $ 79, 800. 0
87, 900 SF $ 2.5 $ 197, 75. 00
53, 200 SF $ 0. 90 $ 47, 880. 0
87, 900 SF $ 1. 20 $ 105, 480. 0
2,10 LF $ 15. 00 $ 33, 150. 0
4, 870 LF $ 15. 00 $ 73, 050.
36,00 SF $ 5. 00 $ 181, 500. 0
94 EA $ 600. 00 $ 56, 400. 0
10 EA $ 2, 500. 0 $ 25, 000.
8 EA $ 300. 00 $ 2, 400. 0
3, 520 LF $ 5. 00 $ 17, 600. 0
3, 520 LF $ 100. 00 $ 352, 000.

Subtotal Street Work $ 1, 271, 710. 0

STORM DRAIN
14 Catch Basins ( type I inlet over type I manhole base) 15 Catch Basins ( type 1 inlet over type 11 manhole base) 16 Catch Basins ( type C inlet over type 1 manhole base) 17 15" Storm Drain Pipe (polypropylene)
18 18" Storm Drain Pipe ( polypropylene)
19 24" Storm Drain Pipe (polypropylene)
20 30" Storm Drain Pipe ( polypropylene)
21 36" Storm Drain Pipe (polypropylene)
22 Manholes ( type 1)
23 Manholes ( type 11)
24 Connect to Existing

SANITARY SEWER
25 8" Sanitary Sewer Pipe ( PVC)
26 Manholes ( type I)
27 Sewer Service
28 Connect to Existing
Subtotal Storm Drain
Subtotal Sanitary Sewer
23 EA $ 2, 800. 0 $ 64, 400. 0
4 EA $ 5, 000. $ 20, 000.
2 EA $ 1, 200. 0 $ 2, 400. 0
1, 260 LF $ 18. 00 $ 22, 680. 0
780 LF $ 20. 00 $ 15, 600. 0
690 LF $ 31. 00 $ 21, 390. 0
650 LF $ 45. 00 $ 29,50. 0
180 LF $ 60. 00 $ 10, 800. 0
2 EA $ 3, 000. $ 6, 000.
2 EA $ 5, 000. $ 10, 000.
3 EA $ 1, 700. 0 $ 5, 100. 0
207, 620. 0
3, 250 LF $ 28. 00 $ 91, 007. 31
10 EA $ 4, 000. $ 40, 000.
93 EA $ 600. 00 $ 55, 800. 0
4 EA $ 3, 000. $ 12, 000.
198, 807. 31
ONERiDG E ROAD SUITE 33C P_EA ANTON CA 545, 38 P 922EE 2_-': 34= • F < i+9571 24r-:,€.

T:\ 25504 - River Islands\ Phase 86 - Phase 2 Del Webb South IP\ Phase 2 Del Webb IP ( Area 8)\ Word & 385 Excel 6Cost Estimate \ PHASE 2 DEL WEBB AREA 8 COST ESTIMATE ( City Unit Prices). xlsx\ AREA 8

ENGINEERING
Item Description

WATER SUPPLY
29 8" Water Line ( including all appurtenances) (PVC)
30 12" Water Line (including all appurtenances) (PVC)
31 Water Service
32 2" Water Lateral
33 Fire Hydrants
34 8" Resilient Gate Valve
35 12" Butterfly Valve
36 Connect to Existing
Subtotal Water Supply

LAKE FILL LINE
37 24" Lake Fill Line ( including all appurtenances) (PVC) 38 Connect to Existing
Subtotal Lake Fill Line

DRY UTILITIES
39 Street Lighting/ Joint Trench ( including all appurtenances) - lump sum Subtotal Dry Utilities
Quantity Unit Unit Price Amount
3, 050 LF $ 32. 00 $ 97, 600. 0
640 LF $ 48. 00 $ 30, 720. 0
93 EA $ 2, 000. $ 186, 000.
1 EA $ 2, 000. $ 2, 000.
9 EA $ 4, 000. $ 36, 000.
14 EA $ 1, 550. 0 $ 21, 700. 0
4 EA $ 3, 000. $ 12, 000.
5 EA $ 4, 000. $ 20, 000.
406, 020.
490 LF $ 32. 00 $ 15, 680. 0
2 EA $ 4, 000. $ 8, 000.
23, 680. 0
1 LS $ 1, 600, 000. $ 1, 600, 00.
1, 600, 000.

TOTAL CONSTRUCTION COST ( nearest $1, 000)
Notes:
1) This estimate does not include surveying, engineering, landscaping, irrigation, or street trees. 2) Unit prices are based on estimated current construction costs and no provision for inflation is included. 3, 708, 000.
lam_ _ 3TON L r Ul E 3K. LEA= SANTON, CA 44ESJ 5,? 2E., 223 2340 1 4.; c T:\ 25504 - River Islands \ Phase 86 - Phase 2 Del Webb South IP\ Phase 2 Del Webb IP ( Area 8)\ Word & 386 Excel\ Cost Estimate\ PHASE 2 DEL WEBS AREA 8 COST ESTIMATE ( City Unit Prices). xlsx\ AREA 8

ATTACHMENT

JOINT ESCROW INSTRUCTIONS

RECORDATION OF FINAL MAPS

RIVER ISLANDS AT LATHROP)
November 18, 2024
Via Email and Hand Delivery
Old Republic Title Company
1215 W. Center Street, Suite 103
Manteca, CA 95337
Attn: Lori Richardson
Re: Recordation of Final Map 4244; Escrow No. 1214023544 Dear Lori:

This letter constitutes the joint escrow instructions (" Escrow Instructions") of River Islands Development Area 1, LLC, a Delaware limited liability company (" RIDA1") and the City of Lathrop (" City') in connection with the above -referenced escrow ("Escrow'). The Escrow was opened in connection with recordation of the above -referenced final map Final Map"). Recordation of the Final Map is subject to the conditions set forth below.

The transactions described in these Escrow Instructions are referred to as the Transaction." Old Republic Title Company is referred to as "you" or "ORTC." A. Date for Closings
The Final Map will be recorded at the time designated by RIDA1 as set forth below. The Final Map can only be recorded after the City has approved the map in writing. The closing date for the Transaction is intended to occur by December 31, 2024, at the time designated in writing by RIDA1, subject to satisfaction of the conditions set forth below ( each a Closing"). If the Final Map has not been recorded by June 30, 2025, ORTC will return the Final Map to the City.

B. Documents to be Delivered and Recordation Documents
In connection with the Transaction, you have in your possession or will receive the following documents from City and RIDA1 for recordation in the Official Records of San Joaquin County, California (" Official Records").

B. 1. One original Final Map for Tract 4244, executed and acknowledged by the City ( provided to title by City).

B. 2. A fully executed and acknowledged Amendment to Notice of Special Tax Lien for the City of Lathrop Community Facilities District No. 2023- 1 (River Islands Public Services and Facilities) Annexation No. 14 ( provided to title by City).

B. 3. A fully executed and acknowledged Amendment to Notice of Special Tax Lien for Island Reclamation District 2062 Community Facilities District No. 2013- 1 (Levee and Lake Maintenance Services) (provided to title by RIDA1).

B. 4. A fully executed and acknowledged Amendment to Notice of Special Tax Lien for River Islands Public Financing Authority Community Facilities District No. 2013- 1 (River Islands Public Services) (provided to title by RIDA1).

B. 5. A fully executed and acknowledged Amendment to Notice of Special Tax Lien for River Islands Public Financing Authority Community Facilities District No. 2023- (Public Facilities Supplemental) ( provided to title by RIDA1). 1 387

JOINT ESCROW INSTRUCTIONS

RECORDATION OF FINAL MAPS

RIVER ISLANDS AT LATHROP)
The documents listed in Items B. 1, B. 2, B. 3, B. 4 and B. 5 above are referred to as the Recordation Documents." The Recordation Documents shall be recorded in the order referred to above. The date on which the Recordation Documents are recorded in the Official Records is the Recordation Date.

Prior to recording the Recordation Documents, please confirm that you have received copies or originals of the following documents: (i) Unanimous Approval of Annexation to a Community Facilities District and Related Matters, City of Lathrop Community Facilities District No. 2023- 1 (River Islands Public Services and Facilities); (ii) Consent to, and Ballot in favor of, Annexation of Real Property to Island Reclamation District No. 2062 Community Facilities District No. 2013- 1 (Levee and Lake Maintenance); ( iii) Consent to, and Ballot in favor of, Annexation of Real Property to the River Islands Public Financing Authority Community Facilities District No. 2013- 1 (River Islands Public Services) and iv) Consent to, and Ballot in favor of, Annexation of Real Property to Improvement Area No. 2 of the River Islands Public Financing Authority Community Facilities District No. 2023- (Public Facilities Supplemental). The original City of Lathrop Unanimous Approval must be delivered to the City of Lathrop. The original Consents and Ballots for River Islands Public Financing Authority CFD Nos. 2013- 1, 2023- and Island Reclamation District No. 2013- 1 must be delivered to Jeanne Zolezzi at Herum\ Cabtree\ Suntag, 5757 Pacific Ave., Suite 222, Stockton, CA 95207. Copies should be sent via email to Cari James (cjames( ci. lathrop. ca. us), Cindy Yan at Goodwin Consulting Group, cindv( goodwinconsultingqroup. net, Susan Dell' Osso sdellosso( riverislands. com) and Debbie Belmar ( dbelmartc7i riverislands. com) together with conformed copies of the amendments to notices of special tax that are recorded as part of the Recordation Documents.

C. Funds and Settlement Statement
You also have received, or will receive from RIDA1, prior to the recordation of the Recordation Documents, in immediately available funds, the following amounts, in accordance with the settlement statement prepared by you and approved in writing by both RIDA1 and City (" Settlement Statement"): recordation costs, escrow fees and other amounts as set forth in the Settlement Statement. Such costs, fees and other amounts are the sole responsibility of RIDA1.

Funds to be wire transferred directly to the entity set forth below, immediately upon recordation of the Final Map, in accordance with the wire transfer instructions for each entity are as follows: The amount of $44, 325. 63, payable to the City pursuant to that certain Agreement to Settle Litigation Regarding River Islands at Lathrop as amended " Sierra Club Agreement"), constituting the amount of $3, 774. 00 multiplied by 11. 745 acres (or portion thereof) included in the Final Map, is to be transferred to the City upon recordation of the Final Map. The City' s
wire instructions are set forth below.

The amounts set forth in Section C are referred to as the " Closing Funds." D. Closing Requirements
When the following has occurred, you are authorized to close the Escrow at the time( s) and in accordance with the process set forth below:

D. 1. You have delivered copies of your Settlement Statement by email transmission to: (a) Susan Dell' Osso (sdellosso( ariverslands. com); ( b) Debbie Belmar 2 388

JOINT ESCROW INSTRUCTIONS

RECORDATION OF FINAL MAPS

RIVER ISLANDS AT LATHROP)
dbelmar riverislands. com); ( c) Brad Taylor ( btaylora( ci. lathrop. ca. us); ( d) Salvador Navarrete ( snavarrete( ci. lathrop. ca. us; and have confirmation ( by telephone or email) from Susan Dell' Osso and Brad Taylor that the Settlement Statement is accurate and acceptable;
D. 2. You have not received any instructions contrary to these Escrow Instructions;
D. 3. The Recordation Documents and all other documents described herein as being held by you or delivered to you have been received by you and have been fully executed and, where applicable, acknowledged, and you have attached all legal descriptions or have confirmed that all exhibits and legal descriptions are attached; D. 4 You are prepared to record the Recordation Documents, as designated, release funds in accordance with the Settlement Statement and complete the Transaction in compliance with these Escrow Instructions; D. 5. You have delivered a copy of these instructions, executed by an authorized signatory of ORTC with authority to bind ORTC, and initialed all pages, by email transmission ( with original hard copy to follow by U. S. Mail) to Debbie Belmar and Brad Taylor at the email addresses set forth above; and D. 6. You have received confirmation ( by email or other writing) from Susan Dell' Osso and Stephen Salvatore or Brad Taylor to record the Recordation Documents and complete the Transaction.

E. Closing Process and Priorities
When you have fully satisfied all of the closing requirements set forth in Section D, then you are authorized and instructed to do the following in the chronological order given:

E. 1. Date the Recordation Documents to be recorded;
E. 2. Record the Recordation Documents in the Official Records; E. 3. Pay the costs associated with the Transaction;
E. 4. Refund any funds delivered to you by RIDA1 that are not disbursed at the time of the final Closing pursuant to these Escrow Instructions to the following entity and address:

River Islands Development Area 1, LLC
73 W. Stewart Road
Lathrop, CA 95330
Attn: Susan Dell' Osso
E. 5. Notify Susan Dell' Osso ( sdellosso a(, riverslands. com), Debbie Belmar ( dbelmar( ariverislands. com), Brad Taylor ( btavlor( aci. lathrop. ca. us), Monica Garcia ( mgarciac ci. lathrop. ca. us), Teresa Vargas ( tvargasa, ci. lathrop. ca. us), Sarah Pimentel ( spimentel anci. lathrop. ca. us), and Jose Molina ( JMolina sigov. orq) of the completion of the Transaction;
E. 6. Within five ( 5) business days after each Recordation Date, deliver by overnight delivery via recognized, national, overnight delivery carrier to: (1) Susan Dell' Osso, River Islands Development Area 1, LLC, 73 W. Stewart Road, Lathrop, CA 3 389

JOINT ESCROW INSTRUCTIONS

RECORDATION OF FINAL MAPS

RIVER ISLANDS AT LATHROP)
95330; and ( 2) Mr. Brad Taylor, City Engineer, City Attorney, City of Lathrop, 390 Towne Centre Drive, Lathrop, CA 95330:

A) a certified copy of the Recordation Documents, showing all recording information of the Recordation Documents; and B) a certified copy of the final Settlement Statement.

F. Additional Instructions
When assembling the final documents, signature pages from all parties shall be inserted into each respective final document in creating fully executed counterparts.

Please acknowledge receipt of these instructions and your agreement to act as Escrow agent in connection with this Transaction in accordance with these Escrow Instructions, by executing and dating a copy of these Escrow Instructions where indicated below, initialing all pages and returning it to both of the undersigned.

The Escrow Instructions may be modified only in a writing signed by both of the undersigned.

Very truly yours,
Stephen J. Salvatore
City Manager
City of Lathrop
Date Susan DeII' Osso Date
President
River Islands Development Area 1, LLC
4 390

JOINT ESCROW INSTRUCTIONS

RECORDATION OF FINAL MAPS

RIVER ISLANDS AT LATHROP)

ESCROW INSTRUCTIONS
ACKNOWLEDGEMENT AND AGREEMENT:

Receipt of the foregoing Escrow Instructions from RIDA1 and the City is hereby acknowledged. The undersigned agrees, for itself, and on behalf of ORTC, to proceed in strict accordance with these Escrow Instructions. The undersigned represents and warrants to RIDA1 and the City that the undersigned is authorized to execute this Acknowledgement and Agreement, for itself, and on behalf of ORTC.

Old Republic Title Company
By:

Its:

Date:
5 391
2 RECORDING REQUESTED BY AND
AFTER RECORDATION RETURN TO:

City Clerk
City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Recorded for the benefit of the City of Lathrop
pursuant to Government Code Section 27383

FOURTEENTH AMENDMENT TO NOTICE OF SPECIAL TAX LIEN
City of Lathrop
Community Facilities District No. 2023- 1
River Islands Public Services and Facilities # 2)
Annexation No. 14
Pursuant to the requirements of Section 3117. 5of the Streets and Highways Code of California and the Mello -Roos Community Facilities Act of 1982, as amended, Section 53311, et. seq., of the California Government Code ( the " Act"), the undersigned City Clerk of the City of Lathrop (the " City"), County of San Joaquin, State of California, hereby gives notice that a lien to secure payment of a special tax is hereby imposed by the City Council of the City on the property described in Exhibit A hereto. The special tax secured by this lien is authorized to be levied for the purpose of paying principal and interest on bonds, the proceeds of which are being used to finance the acquisition and construction of all or a portion of the public facilities authorized to be funded by the City of Lathrop Community Facilities District No. 2023- 1 (River Islands Public Services and Facilities # 2) (the " CFD"), and to pay costs of the public services and facilities authorized to be funded by the CFD, both as described in Exhibit A to the Notice of Special Tax Lien heretofore recorded in the Office of the County Recorder for the County of San Joaquin, State of California ( the " County Recorder") on June 28, 2023 as Document No. 2023- 050810 ( the Original Notice"), and said special tax is to be levied according to the Rate and Method of Apportionment of Special Tax set forth in Exhibit B to the Notice of Special Tax Lien, to which recorded Notice of Special Tax Lien reference is hereby made and the provisions of which are hereby incorporated herein in full by this reference.

This Fourteenth Amendment to Notice of Special Tax Lien amends the Notice of Special Tax Lien to add to the territory within the City of Lathrop Community Facilities District No. 2023- 1 ( River Islands Public Services and Facilities # 2) certain real property identified in Exhibit A hereto (the "Property") and shown within the future annexation area on the boundary map of the community facilities district recorded on April 19, 2023, in Book 7 of Maps of Assessment and Community Facilities Districts at Page 55 ( Document No. 2023- 030264), in the Office of the County Recorder, which map is the final boundary map of the community facilities district. The Property is being annexed into Tax Zone 1 of the community facilities district, as described in the 392
Rate and Method of Apportionment of Special Tax attached as Exhibit B to the Notice of Special Tax Lien, with the maximum special tax rates identified in Exhibit B hereto.

The assessor' s tax parcel( s) numbers of all parcels or any portion thereof which are included in this Fourteenth Amendment to Notice of Special Tax Lien, together with the name( s) of the owner( s) thereof, as they appear on the latest secured assessment roll as of the date of recording hereof or as are otherwise known to the Authority are as set forth in Exhibit A hereto which is by this reference made a part hereof.

For further information concerning the current and estimated future tax liability of owners or purchasers of real property or interests therein subject to the special tax lien, interested persons should contact the Finance Director, City of Lathrop, 390 Towne Centre Drive, Lathrop, California 95330; Telephone: (209) 941- 7320.

Dated: , 2024.

By:

Teresa Vargas, City Clerk,
City of Lathrop
2-
393

EXHIBIT A

CITY OF LATHROP
COMMUNITY FACILITIES DISTRICT NO. 2023- 1
RIVER ISLANDS PUBLIC SERVICES AND FACILITIES # 2)
ANNEXATION NO. 14

ASSESSOR' SPARCEL NUMBER( S) AND OWNER( S) OF LAND
WITHIN ANNEXATION NO. 14 TO CITY OF LATHROP
COMMUNITY FACILITIES DISTRICT NO. 2023- 1
RIVER ISLANDS PUBLIC SERVICES AND FACILITIES # 2)
Name( s) of Property
Owner( s)

RIVER ISLANDS
DEVELOPMENT AREA 1,
LLC
73 W. STEWART RD.,
LATHROP, CA 95330
San Joaquin County Legal Description
Assessor' sParcel No.
213- 610- 54 (Por.)
of Property
Parcel 2 of Tract 4235 as shown in the Large Lot
Final Map recorded in the office of the San Joaquin
County Recorder on August 22, 2024 in Book 44 of
Maps and Plats, at Page 124 as Document Number
2024- 070599.

A- 1
394

EXHIBIT B

CITY OF LATHROP
COMMUNITY FACILITIES DISTRICT NO. 2023- 1
RIVER ISLANDS PUBLIC SERVICES AND FACILITIES # 2)
ANNEXATION NO. 14
MAXIMUM SERVICES SPECIAL TAX FOR ZONE 1 OF THE CFD
The table below identifies the Maximum Services Special Tax for Developed Property within Tax Zone 1, both before and after the Trigger Event:

Type of Property Lot Size
Maximum Services
Special Tax in Tax
Zone 1 Prior to the
Trigger Event
Fiscal Year 2022-
23)*
Maximum Services
Special Tax in Tax
Zone 1 After the
Trigger Event
Fiscal Year 2022 -
23)*
Residential Property:

Greater than 7, 000 SqFt
5, 801 to 7, 000 SqFt
4, 801 to 5, 800 SqFt
4, 000 to 4, 800 SqFt
Less Than 4, 000 SqFt
Not Applicable
Not Applicable
432. 29 per SFD Lot
349. 02 per SFD Lot
320. 21 per SFD Lot
272. 18 per SFD Lot
252. 96 per SFD Lot

0.0 per Unit

0.0 per Unit
205. 02 per SFD Lot
165. 53 per SFD Lot
151. 87 per SFD Lot
129. 09 per SFD Lot
119. 97 per SFD Lot

0.0 per Unit

0.0 per Unit
Single Family Detached Property
Single Family Detached Property
Single Family Detached Property
Single Family Detached Property
Single Family Detached Property
Single Family Attached Property
Multi -Family Property
Non -Residential Property Not Applicable

0.0 per NonResidential Square
Foot

0.0 per Non -
Residential Square
Foot
On July 1, 2023, and on each July 1
thereafter, all figures shown in the table above shall be increased by the Escalation Factor.

B- 1
395
MAXIMUM FACILITIES SPECIAL TAX FOR ZONE 1 OF THE CFD
The table below identifies the Maximum Facilities Special Tax for Developed Property within Tax Zone 1, both before and after the Trigger Event:

Type of Property Lot Size
Maximum
Facilities Special
Tax in Tax Zone 1
Prior to the Trigger
Event (Fiscal Year
2022-3)*
Maximum
Facilities Special
Tax in Tax Zone 1
After the Trigger
Event ( Fiscal Year
2022-3)*
Residential Property:

Greater than 7, 000 SqFt
5, 801 to 7, 000 SqFt
4, 801 to 5, 800 SqFt
4, 000 to 4, 800 SqFt
Less Than 4, 000 SqFt
Not Applicable
Not Applicable

0.0 per SFD Lot

0.0 per Unit

0.0 per Unit
227.7 per SFD Lot
183. 49 per SFD Lot
168. 34 per SFD Lot
143. 09 per SFD Lot
132. 99 per SFD Lot

0.0 per Unit

0.0 per NonResidential Square
Foot

0.0 per Non -
Residential Square
Foot
On July 1, 2023, and on each July 1
thereafter until the first Fiscal Year after the Trigger Event, all figures shown in the table above shall be increased by the Escalation Factor. On July 1 of the first Fiscal Year after the Trigger Event, and on each July 1
thereafter, the Maximum Facilities Special Taxes shall increase by two percent ( 2%) of the amount in effect in the prior Fiscal Year.

B- 2
396

UNANIMOUS APPROVAL
of Annexation to a Community Facilities District
and Related Matters

CITY OF LATHROP
Community Facilities District No. 2023- 1
River Islands Public Services and Facilities # 2)
To the Honorable City Council,
City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Members of the City Council:

This constitutes the Unanimous Approval (the " Unanimous Approval") of River Islands Development Area 1, LLC, the record owner( s) (the " Property Owner") of the fee title to the real property identified below ( the " Property") contemplated by Section 53339. 3et seq. of the Mello - Roos Community Facilities Act of 1982, as amended ( the " Act") to annexation of the Property to the " City ofLathrop, Community Facilities District No. 2023- 1 (River Islands Public Services and Facilities # 2)" (the " CFD"), and it states as follows:

1. Property Owner. This Unanimous Approval is submitted by the Property Owner as the record owner( s) of fee title to the Property. The Property Owner has supplied to the City current evidence of its ownership of fee title to the Property.

2. Approval of Annexation. This Unanimous Approval constitutes the unanimous approval and unanimous vote by the Property Owner in favor of the annexation of the Property to the CFD. The CFD was formed to finance the municipal services and facilities ( the " Services and Facilities") described in Exhibit A hereto and made a part hereof.

3. Approval of Special Tax and the Facilities and Services. This Unanimous Approval constitutes the unanimous approval and unanimous vote by the Property Owner in favor of the levy of special taxes ( the " Special Taxes") on the Property to finance the Services and Facilities, according to the Rate and Method of Apportionment of Special Taxes for the CFD attached hereto as Exhibit B and made a part hereof (the " Rate and Method"). Exhibit B includes the cost estimate for the Facilities and Services. The Property is being annexed into Tax Zone 1 of the CFD with the maximum special tax rates identified in Exhibit C hereto. The City will create a special account into which the Special Taxes will be deposited, when collected. The City will prepare the annual report required by Government Code Section 50075. 3.

4. Approval of the Appropriations Limit. This Unanimous Approval constitutes the unanimous approval and unanimous vote by the Property Owner in favor of the appropriations limit established for the CFD.

B- 1
397

5. Waivers and Vote. The Property Owner hereby confirms that this Unanimous Approval constitutes its approval and unanimous vote as described herein and as contemplated by Section 53339. 3et seq. of the Act and Article XIIIA of the California Constitution. The Property Owner hereby waives all other rights with respect to the annexation of the Property, the levy of the Special Taxes on the Property and the other matters covered in this Unanimous Approval.

6. Recordation ofAmendment to Notice ofSpecial Tax Lien. The Notice of Special Tax Lien for the CFD was recorded in the Office of the County Recorder of the County of San Joaquin, State of California on June 28, 2023, as Document No. 2023- 050810 in the Office of the County Recorder of the County of San Joaquin. The Property Owner hereby authorizes and directs the City Clerk to execute and cause to be recorded in the office of the County Recorder of the County of San Joaquin an amendment to the Notice of Special Tax Lien for the CFD as required by Section 3117. 5of the California Streets and Highways Code. The amendment to the Notice of Special Tax Lien shall include the Rate and Method as an exhibit thereto.

7. Authority Warranted. The Property Owner warrants to the City that the presentation of this Unanimous Approval, any votes, consents or waivers contained herein, and other actions mandated by the City for the annexation of the Property to the CFD shall not constitute or be construed as events of default or delinquencies under any existing or proposed financing documents entered into or to be entered into by the Property Owner for the Property, including any " due -on -encumbrance" clauses under any existing security instruments secured by the Property.

8. Due Diligence and Disclosures. The Property Owner agrees to cooperate with the City and its attorneys and consultants and to provide all information and disclosures required by the City about the Special Taxes to purchasers of the Property or any part of it.

9. Agreements. The Property Owner further agrees to execute such additional or supplemental agreements as may be required by the City to provide for any of the actions and conditions described in this Unanimous Approval, including any cash deposit required to pay for the City' scosts in annexing the Property to the CFD.

10. The Property. The Property is identified as follows:

Assessor' sParcel No. 213- 610- 54 (Por.)
Property Address: N/ A
Legal Description of Property: Parcel 2 of Tract 4235 as shown in the Large Lot Final Map recorded in the office of the San Joaquin County Recorder on August 22, 2024 in Book 44 of Maps and Plats, at Page 124 as Document Number 2024- 070599.

B- 2
398
By executing this Unanimous Approval, the Property Owner agrees to all of the above.

Tax Zone #: 1
Property Owner

RIVER ISLANDS DEVELOPMENT
AREA 1, LLC
a Delaware limited liability company
By:

Name: Susan Dell' Osso
Title: President
Notice Address:

River Islands Development Area 1, LLC
73 W. Stewart Rd.,
Lathrop, CA 95330
Attach acknowledgment)
B- 3
399

EXHIBIT A

CITY OF LATHROP
Community Facilities District No. 2023- 1
River Islands Public Services and Facilities # 2)

DESCRIPTION OF AUTHORIZED SERVICES AND FACILITIES
Services
The services to be funded, in whole or in part, by the community facilities district ( CFD) include all direct and incidental costs related to providing public services and maintenance of public infrastructure within the River Islands area including the area initially included in the CFD, as well as any future annexation area of the CFD and areas adjacent to the foregoing. More specifically, the services shall include, but not be limited to: (i) police protection services, including City contracts with the San Joaquin Sheriff' sOffice or other police services providers, or costs of a City police department if and when one is established, ii) maintenance of open space, including trails and habitat areas, with services to include, but not be limited to, irrigation and vegetation control; (iii) maintenance of roads and roadways, with services to include, but not be limited to, regularly scheduled street sweeping, repair of public streets, striping of streets and repair and repainting of sound walls and other appurtenances; ( iv) storm protection services, including, but not limited to, the operation and maintenance of storm drainage systems, (v) landscaping in public areas and in the public right of way along public streets, including, but not limited to, irrigation, tree trimming and vegetation maintenance and control; and ( vi) any other public services authorized to be funded under Section 53313 of the California Government Code that are not already funded by another community facilities district on the property within the CFD.

The CFD may fund any of the following related to the services described in the preceding paragraph: obtaining, constructing, furnishing, operating and maintaining equipment, apparatus or facilities related to providing the services and/ or equipment, apparatus, facilities or fixtures in areas to be maintained, paying the salaries and benefits of personnel necessary or convenient to provide the services, payment of insurance costs and other related expenses and the provision of reserves for repairs and replacements and for the future provision of services. The services to be financed by the CFD are in addition to those provided in the territory of the CFD before the date of formation of the CFD and will not supplant services already available within that territory when the District is created.

Facilities
The CFD may also fund all or any portion of the costs of the following facilities to be located within or in the vicinity of the CFD:

Roadway and related improvements, including, but not limited to, construction of the roadways currently identified on Vesting Tentative Map No. 3694 as Stewart Road, Golden Valley Parkway, South River Islands Parkway, North River Islands Parkway, Broad Street, Commercial Street, J8 Street, B5 Street, B6 Street and C1 Street, as well as other backbone and A- 1
400
arterial streets, including, but not limited to, grading, fill, pavement section, curb gutter and sidewalk, joint trench, water, sewer, reclaimed water, storm drainage, and other utility improvements necessary for, or incidental to, road construction. Roadway improvements may also include landscaping, street lights and signage, and traffic signals and striping.

Bradshaw' sCrossing Bridge improvements, including, but not limited to, design, construction, utility connections, mitigation payments, right- of- way acquisition, and other improvements required for, or incidental to, construction of the bridge.

Water infrastructure, including, but not limited to, tanks, pump stations, distribution lines, and other improvements necessary for, or incidental to, the delivery of potable or reclaimed water.

Sewer infrastructure, including, but not limited to, treatment facilities, sanitary sewer collection lines and force mains, effluent holding and storage, pump stations, lift stations, and other improvements necessary for, or incidental to, the delivery of sanitary sewer service.

Public landscaping and recreational features along rivers, lakes, within parks, and along and including pathways.

Offsite public infrastructure, including, but not limited to, the extension of sanitary sewer lines and payment of license fees ( e.g., to Caltrans or UPRR) and any other incidental fees or exactions.

The facilities authorized to be funded by the CFD shall include the costs of design, engineering, surveys, reports, environmental mitigation, soils testing, permits, plan check, inspection fees, impact fees, insurance, construction management, and any other costs or appurtenances related to any of the foregoing.

Administrative Expenses
The administrative expenses to be funded by the CFD include the direct and indirect expenses incurred by the City of Lathrop (City) in carrying out its duties with respect to the CFD including, but not limited to, the levy and collection of the special taxes, the fees and expenses of attorneys, any fees of the County of San Joaquin related to the CFD or the collection of special taxes, an allocable share of the salaries of any City staff directly related thereto and a proportionate amount of the City' s general administrative overhead related thereto, any amounts paid by the City from its general fund with respect to the CFD or the services authorized to be financed by the CFD, and expenses incurred by the City in undertaking action to foreclose on properties for which the payment of special taxes is delinquent, and all other costs and expenses of the City in any way related to the CFD.

A- 2
401
Other
The incidental expenses that may be funded by the CFD include, in addition to the administrative expenses identified above, the payment or reimbursement to the CFD of all costs associated with the establishment and ongoing administration of the CFD.

A- 3
402

EXHIBIT B

CITY OF LATHROP
COMMUNITY FACILITIES DISTRICT No. 2023- 1
RIVER ISLANDS PUBLIC SERVICES AND FACILITIES # 2)

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
Special Taxes applicable to each Assessor' sParcel in the City of Lathrop Community Facilities District No. 2023- 1 (River Islands Public Services and Facilities # 2) shall be levied and collected according to the tax liability determined by the City or its designee, through the application of the appropriate amount or rate for Taxable Property, as described below. All of the property in the CFD, unless exempted by law or by the provisions of Section F below, shall be taxed for the purposes, to the extent, and in the manner herein provided, including property subsequently annexed to the CFD unless a separate rate and method of apportionment of Special Tax is adopted for the annexation area.

A. DEFINITIONS
The terms hereinafter set forth have the following meanings:

Accessory Unit" means a second residential unit of limited size ( e.g., granny cottage, second unit) that shares a Parcel with a single- family detached unit.

Act" means the Mello -Roos Community Facilities Act of 1982, as amended, being Chapter 2. 5 commencing with Section 53311), Part 1, Division 2, of Title 5 of the Government Code of the State of California.

Administrative Expenses" means any or all of the following: expenses of the City in carrying out its duties with respect to the CFD, including, but not limited to, the levy and collection of Special Taxes, the fees and expenses of its legal counsel, costs related to annexing property into the CFD, charges levied by the County in connection with the levy and collection of Special Taxes, costs related to property owner inquiries regarding the Special Taxes, costs associated with appeals or requests for interpretation associated with the Special Taxes and this RMA, costs associated with foreclosure and collection of delinquent Special Taxes and all other costs and expenses of the City and County in any way related to the establishment or administration of the CFD.

Administrator" means the person or firm designated by the City to administer the Special Taxes according to this RMA.

Assessor' sParcel" or "Parcel" means a lot or parcel shown on a County Assessor' sParcel map with an assigned County Assessor' sParcel number.

Authorized Facilities" means the public facilities authorized to be financed, in whole or in part, by Facilities Special Taxes collected within the CFD, pursuant to the documents adopted by the City Council at CFD Formation.

B- 1
403
Authorized Services" means those services that are authorized to be funded by Services Special Taxes collected within the CFD, pursuant to the documents adopted by the City Council at CFD Formation.

CFD" means the City of Lathrop Community Facilities District No. 2023- 1 (River Islands Public Services and Facilities # 2).

CFD Formation" means the date on which the Resolution of Formation to form the CFD was adopted by the City Council.

City" means the City of Lathrop.

City Council" means the City Council of the City of Lathrop.

County" means the County of San Joaquin.

Developed Property" means, in any Fiscal Year, the following:
for Single Family Detached Property, all Parcels of Taxable Property for which a Final Map was recorded on or prior to June 30 of the preceding Fiscal Year for Multi -Family Property and Single Family Attached Property, all Parcels of Taxable Property for which a building permit for new construction of a residential structure was issued on or prior to June 30 of the preceding Fiscal Year for Non -Residential Property, all Parcels of Taxable Property for which a building permit for new construction of a structure was issued on or prior to June 30 of the preceding Fiscal Year.

Development Agreement" means the 2003 Amended and Restated Development Agreement dated
Office
February
as Document
4, 2003
No.
and
2003-
recorded on March 31, 2003 in the San Joaquin County Recorder' s 069319, as has been amended and as may be amended in the future.

Escalation Factor" means, in any Fiscal Year, the lesser of (i) the increase from the prior Fiscal Year, if any, in the Local Consumer Price Index ( CPI) for the San Francisco - Oakland -San Jose Area for All Urban Consumers, or ( ii) four percent ( 4%). The CPI used shall be as determined by the Bureau of Labor Statistics from April to April beginning with the period from April 2022 to April 2023.

Facilities Special Tax" means a special tax levied in any Fiscal Year after the Trigger Event has taken place to pay the Facilities Special Tax Requirement.

Facilities Special Tax Requirement" means the amount necessary in any Fiscal Year after the Trigger Event to pay the costs of Authorized Facilities to be funded directly from Facilities Special Tax proceeds.

Final Map" means a final map, or portion thereof, approved by the City and recorded by the County pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq) B- 2
404
that creates SFD Lots. The term " Final Map" shall not include any large lot subdivision map, Assessor' sParcel Map, or subdivision map or portion thereof, that does not create SFD Lots, including Assessor' sParcels that are designated as remainder parcels.

Fiscal Review Process" means the River Islands Annual Fiscal Review Process, which is required pursuant to the Development Agreement, and which process is described in detail in Exhibit B of the Development Agreement.

Fiscal Year" means the period starting July 1 and ending on the following June 30.

Maximum Facilities Special Tax" means the greatest amount of Facilities Special Tax that can be levied on a Parcel in any Fiscal Year after the Trigger Event, as determined in accordance with Section C below.

Maximum Services Special Tax" means the greatest amount of Services Special Tax that can be levied on a Parcel in any Fiscal Year, as determined in accordance with Section C below.

Maximum Special Taxes" means, collectively, the Maximum Facilities Special Tax and the Maximum Services Special Tax that can be levied on a Parcel in any Fiscal Year.

Multi -Family Property" means, in any Fiscal Year, all Parcels of Taxable Property for which a building permit or use permit has been issued or is expected to be issued for construction of a residential structure with five or more Units that share a single Assessor' s Parcel number, are offered for rent to the general public, and cannot be purchased by individual homebuyers.

Non -Residential Property" means all Assessor' sParcels of Taxable Property for which a building permit was or is expected to be issued for an office, commercial, retail, industrial or mixed -use building, as determined by the City.

Non -Residential Square Footage" means the net leasable square footage used by or designated for non- residential uses within a building as reflected on the condominium plan, site plan, building permit for new construction, or other such document. If a structure on a Parcel ofNon -Residential Property includes Units, such Units shall be categorized and taxed as Residential Property, and the square footage of such Units shall not be counted as Non -Residential Square Footage for purposes of determining the Maximum Special Taxes pursuant to Section C below.

Proportionately" means, for the Services Special Tax, that the ratio of the actual Services Special Tax levied in any Fiscal Year to the Maximum Services Special Tax authorized to be levied in that Fiscal Year is equal for all Assessor' sParcels of Developed Property. For the Facilities Special Tax, "Proportionately" means that the ratio of the actual Facilities Special Tax levied in any Fiscal Year to the Maximum Facilities Special Tax authorized to be levied in that Fiscal Year is equal for all Assessor' sParcels of Developed Property.

Public Property" means any property within the boundaries of the CFD that is owned by or irrevocably offered for dedication to the federal government, State of California, County, City, or other local governments or public agencies.

B- 3
405
Residential Property" means, collectively, Single Family Detached Property, Single Family Attached Property, and Multi -Family Property. If a building includes both Units and Non - Residential Square Footage, the Units within the building shall be categorized as Residential Property for purposes of this RMA.

RMA" means this Rate and Method of Apportionment of Special Tax.

Services Special Tax" means a special tax levied in any Fiscal Year to pay the Services Special Tax Requirement.

Services Special Tax Requirement" means the amount of revenue needed in any Fiscal Year to pay for: (i) Authorized Services, ( ii) Administrative Expenses, and ( iii) amounts needed to cure any delinquencies in the payment of Services Special Taxes which have occurred or ( based on delinquency rates in prior years) may be expected to occur in the Fiscal Year in which the tax will be collected. In any Fiscal Year, the Services Special Tax Requirement shall be reduced by surplus amounts available ( as determined by the City) from the levy of the Services Special Tax in prior Fiscal Years, including revenues from the collection of delinquent Services Special Taxes and associated penalties and interest.

SFD Lot" means an individual residential lot, identified and numbered on a recorded Final Map, on which a building permit was or is permitted to be issued for construction of a single family detached unit without further subdivision of the lot and for which no further subdivision of the lot is anticipated pursuant to an approved tentative map.

Single Family Attached Property" means, in any Fiscal Year, all Parcels of Taxable Property for which a building permit was or is expected to be issued for construction of a residential structure consisting oftwo or more Units that share common walls, have separate Assessor' sParcel numbers assigned to them ( except for a duplex unit, which may share an Assessor' sParcel with another duplex unit), and may be purchased by individual homebuyers ( which shall still be the case even if the Units are purchased and subsequently offered for rent by the owner of the unit), including such residential structures that meet the statutory definition of a condominium contained in Civil Code Section 4125.

Single Family Detached Property" means, in any Fiscal Year, all Parcels of Taxable Property for which a building permit was or is expected to be issued for construction of a Unit that does not share a common wall with another Unit. An Accessory Unit that shares a Parcel with a singlefamily detached unit shall not be considered a separate Unit for purposes of this RMA.

Special Taxes" means, collectively, the Facilities Special Tax and the Services Special Tax.

Taxable Property" means all of the Assessor' sParcels within the boundaries of the CFD which are not exempt from the Special Taxes pursuant to law or Section F below.

Tax Zone" means a mutually exclusive geographic area within which Special Taxes may be levied pursuant to this RMA. All ofthe property within the CFD at the time of CFD Formation is within Tax Zone 1. Additional Tax Zones may be created when property is annexed to the CFD, and separate Maximum Special Taxes shall be identified for property within the new Tax Zone at the time of such annexation. The Assessor' sParcels included within a new Tax Zone established B- 4
406
when such Parcels are annexed to the CFD shall be identified by Assessor' sParcel number in the Unanimous Approval Form that is signed by the owner( s) of the Parcels at the time of annexation.

Unanimous Approval Form" means that form executed by the record owner of fee title to a Parcel or Parcels annexed into the CFD that constitutes the property owner' s approval and unanimous vote in favor of annexing into the CFD and the levy of Special Taxes against his/er Parcel or Parcels pursuant to this RMA.

Trigger Event" will be deemed to have occurred in any Fiscal Year if, on or before June 30 of the prior Fiscal Year, the City has made a
finding that, for the third year in a row, the Fiscal Review Process has demonstrated that fiscal surpluses will be generated to the City' s general fund from development within the River Islands Master Plan area, and, as part of the Fiscal Review Process in each of the prior three years, the Services Special Tax revenue factored into the fiscal analysis was based on the Services Special Tax being levied at only 47.3% of the Maximum Services Special Tax that could have been levied in each of those three years. Once the Trigger Event has occurred, the reduced Services Special Taxes and the Facilities Special Taxes determined for each Tax Zone pursuant to Section C shall be the applicable Maximum Special Taxes in all future Fiscal Years regardless of the results of future Fiscal Review Processes.

Unit" means a single family detached unit or an individual unit within a duplex, triplex, halfplex, fourplex, condominium, townhome, live/ work, or apartment structure.

B. DATA FOR ADMINISTRATION OF SPECIAL TAXES
On or about July 1 of each Fiscal Year, the Administrator shall identify the current Assessor' s Parcel numbers for all Parcels of Developed Property within the CFD. The Administrator shall also determine: ( i) within which Tax Zone each Parcel is located; (ii) which Parcels of Developed Property are Residential Property and Non -Residential Property; ( ii) the Non -Residential Square Footage of buildings on each Parcel ofNon -Residential Property; ( iii) for Single Family Detached Property, the square footage of each SFD Lot, (iv) by reference to the condominium plan, site plan, or other document, the number of Units on each Parcel of Single Family Attached Property and Multi -Family Property; ( v) whether the Trigger Event has occurred; and (vi) the Services Special Tax Requirement and, if the Trigger Event has occurred, the Facilities Special Tax Requirement for the Fiscal Year. To determine the square footage of each Parcel of Single Family Detached Property, the Administrator shall reference Assessor' sParcel Maps or, if the square footage is not yet designated on such maps, the small lot subdivision map recorded to create the individual lots.

In any Fiscal Year, if it is determined that: (i) a parcel map for property in the CFD was recorded after January 1 of the prior Fiscal Year ( or any other date after which the Assessor will not incorporate the newly -created parcels into the then current tax roll), (ii) because of the date the parcel map was recorded, the Assessor does not yet recognize the new parcels created by the parcel map, and ( iii) a building permit was issued on or prior to June 30 of the prior Fiscal Year for development on one or more of the newly -created parcels, the Administrator shall calculate the Special Taxes for Units and/ or Non -Residential Square Footage within the subdivided area and levy such Special Taxes on the master Parcel that was subdivided by recordation ofthe parcel map.

B- 5
407
C. MAXIMUM SPECIAL TAXES

1. Services Special Tax, Tax Zone 1
Table 1 below identifies the Maximum Services Special Tax for Developed Property within Tax Zone 1, both before and after the Trigger Event. A different Maximum Services Special Tax may be identified for property that annexes into the CFD and is part of a separate Tax Zone.

TABLE 1

MAXIMUM SERVICES SPECIAL TAX
TAX ZONE 1
Type of Property Lot Size
Maximum Services
Special Tax
in Tax Zone 1
Prior to
the Trigger Event
Fiscal Year 2022- 23)*
Maximum Services
Special Tax
in Tax Zone 1
After the
Trigger Event
Fiscal Year 2022-3)*
Residential Property:

Greater than 7, 000 SqFt
5, 801 to 7, 000 SqFt
4, 801 to 5, 800 SqFt
4, 000 to 4, 800 SqFt
Less than 4, 000 SqFt
Not Applicable
Not Applicable
432. 29 per SFD Lot
349. 02 per SFD Lot
320. 21 per SFD Lot
272. 18 per SFD Lot
252. 96 per SFD Lot

0.0 per Unit

0.0 per Unit
205. 02 per SFD Lot
165. 53 per SFD Lot
151. 87 per SFD Lot
129. 09 per SFD Lot
119. 97 per SFD Lot

0.0 per Unit

0.0 per
Non -Residential
Square Foot

0.0 per
Non -Residential
Square Foot
On July 1, 2023 and on each July 1 thereafter, all figures shown in Table 1 above shall be increased by the Escalation Factor.

B- 6
408

2. Facilities Special Tax, Tax Zone 1
Table 2 below identifies the Maximum Facilities Special Tax for Developed Property within Tax Zone 1 both before and after the Trigger Event; a different Maximum Facilities Special Tax may be identified for property that annexes into the CFD and is part of a separate Tax Zone.

TABLE 2

MAXIMUM FACILITIES SPECIAL TAX
TAX ZONE 1
Type of Property Lot Size
Maximum Facilities
Special Tax
in Tax Zone 1
Prior to
the Trigger Event
Fiscal Year 2022-3)*
Maximum Facilities
Special Tax
in Tax Zone 1
After the
Trigger Event
Fiscal Year 2022-3)*
Residential Property:

Greater than 7, 000 SqFt
5, 801 to 7, 000 SqFt
4, 801 to 5, 800 SqFt
4, 000 to 4, 800 SqFt
Less than 4, 000 SqFt
Not Applicable
Not Applicable

0.0 per SFD Lot

0.0 per Unit

0.0 per Unit
227.7 per SFD Lot
183. 49 per SFD Lot
168. 34 per SFD Lot
143. 09 per SFD Lot
132. 99 per SFD Lot

0.0 per Unit

0.0 per
Non -Residential
Square Foot

0.0 per
Non - Residential
Square Foot
On July 1, 2023 and on each July 1 thereafter until the first Fiscal Year after the Trigger Event, all figures shown in Table 2 above shall be increased by the Escalation Factor. On July 1 of the first Fiscal Year after the Trigger Event, and on each July 1 thereafter, the Maximum Facilities Special Taxes shall increase by two percent (2%) of the amount in effect in the prior Fiscal Year.

3. Maximum Special Taxes for Mixed -Use Buildings
If, in any Fiscal Year, the Administrator determines that a Parcel of Developed Property is built or proposed to be built with both Units and Non -Residential Square Footage, the Maximum Special Taxes for the Parcel shall be the sum of (i) the aggregate Maximum Special Taxes for all Units on the Parcel, and ( ii) the Maximum Special Taxes determined for all of the Non -Residential Square Footage on the Parcel.

4. Reduction ofthe Maximum Special Taxes
If, in any Fiscal Year, the City determines pursuant to the Fiscal Review Process that the Maximum Special Taxes within one or more Tax Zones should be reduced, the Maximum Special Taxes within the Tax Zones may be reduced without a vote of the qualified CFD electors. An Amended Notice of Special Tax Lien reflecting the reduced Maximum Special Taxes shall be recorded against the Parcels within such Tax Zones.

B- 7
409
D. METHOD OF LEVY OF THE SPECIAL TAXES

1. Services Special Tax
Each Fiscal Year, the Administrator shall determine the Services Special Tax Requirement for the Fiscal Year, and the Services Special Tax shall be levied on each Parcel of Developed Property within the CFD in the amount of either ( i) the Maximum Services Special Tax, or ( ii) the Proportionately determined percentage of the Maximum Services Special Tax required to generate the Services Special Tax Requirement, whichever is less.

2. Facilities Special Tax
Each Fiscal Year after the Trigger Event, the Administrator shall determine the Facilities Special Tax Requirement for the Fiscal Year, and the Facilities Special Tax shall be levied on each Parcel of Developed Property within the CFD in the amount of either ( i) the Maximum Facilities Special Tax, or ( ii) the Proportionately determined percentage of the Maximum Facilities Special Tax required to generate the Facilities Special Tax Requirement, whichever is less.

E. MANNER OF COLLECTION OF SPECIAL TAXES
The Special Taxes shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that the City may directly bill, collect at a different time or in a different manner, and/ or collect delinquent Special Taxes through foreclosure or other available methods.

The Facilities Special Tax shall be levied for thirty (30) Fiscal Years, beginning the first Fiscal Year after the Trigger Event has taken place. Under no circumstances may the Facilities Special Tax on a Parcel in residential use be increased in any Fiscal Year as a consequence of delinquency
or default in payment of the Facilities Special Tax levied on another Parcel or Parcels by more than ten percent ( 10%) above the amount that would have been levied in that Fiscal Year had there never been any such delinquencies or defaults. The Services Special Tax may be levied and collected in perpetuity.

F. EXEMPTIONS
No Special Taxes shall be levied on Public Property or any other Parcels in the CFD that are not Residential Property or Non -Residential Property, as defined herein.

G. INTERPRETATION OF SPECIAL TAX FORMULA
The City may interpret, clarify, and/ orrevise this RMA to correct any inconsistency, vagueness or ambiguity as it relates to the Special Tax rates, the method of apportionment, the classification of properties or any definition applicable to the CFD, by resolution or ordinance. The City, upon the request of an owner of land within the CFD which is not Developed Property, may also amend this RMA in any manner acceptable to the City, by resolution or ordinance following a public hearing, upon the affirmative vote of such owner to such amendment and without the vote of owners of any other land within the CFD, provided such amendment only affects such owner' sland.

B- 8
410

EXHIBIT C

0.0 per Unit

0.0 per Unit
205. 02 per SFD Lot
165. 53 per SFD Lot
151. 87 per SFD Lot
129. 09 per SFD Lot
119. 97 per SFD Lot

0.0 per Unit

0.0 per NonResidential Square
Foot

0.0 per Non -
Residential Square
Foot
On July 1, 2023, and on each July 1
thereafter, all figures shown in the table above shall be increased by the Escalation Factor.

C- 1
411
MAXIMUM FACILITIES SPECIAL TAX FOR ZONE 1 OF THE CFD
The table below identifies the Maximum Facilities Special Tax for Developed Property within Tax Zone 1, both before and after the Trigger Event:

Type of Property Lot Size
Maximum
Facilities Special
Tax in Tax Zone 1
Prior to the Trigger
Event ( Fiscal Year
2022-3)*
Maximum
Facilities Special
Tax in Tax Zone 1
After the Trigger
Event ( Fiscal Year
2022-3)*
Residential Property:

Greater than 7, 000 SqFt
5, 801 to 7, 000 SqFt
4, 801 to 5, 800 SqFt
4, 000 to 4, 800 SqFt
Less Than 4, 000 SqFt
Not Applicable
Not Applicable

0.0 per SFD Lot

0.0 per Unit

0.0 per Unit
227.7 per SFD Lot
183. 49 per SFD Lot
168. 34 per SFD Lot
143. 09 per SFD Lot
132. 99 per SFD Lot

0.0 per Unit

0.0 per NonResidential Square
Foot

0.0 per Non -
Residential Square
Foot
On July 1, 2023, and on each July 1
thereafter until the first Fiscal Year after the Trigger Event, allfigures shown in the table above shall be increased by the Escalation Factor. On July 1 of the first Fiscal Year after the Trigger Event, and on each July 1
thereafter, the Maximum Facilities Special Taxes shall increase by two percent ( 2%) of the amount in effect in the prior Fiscal Year.

C- 2
412
OW
2 1
RECO
STREET
2 A
NO
EXCLU
EASEM
TO
TH
CIT
O
LATHR
TOGETH
NT
THE
RIGH
TO

CONSTRU

RECONSTR
REPAIR
AND

MAINTAIN,
POLES,
WIRES,

CABLES,
PIPES,
AND

CONDUITS
AND
THEIR

APPURTENANCES
UPON,
OVER
AND
UNDER
THE
STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP

DESIGNATED AS ' U
E
P.

PUBLIC

UTILITY
3 EASEMENT).

NON- EXCLUSIVE

EASEMENT TO
THE
CITY
OF

LATHROP,

TOGETHER
WITH
THE
RIGHT
TO

CONSTRUCT,

RECONSTRUCT,
REPAIR
AND

MAINTAIN,

PIPELINES,

DRAINS,

DRAINAGE

SYSTEMS
AND
THEIR

APPURTENANCES
UPON,
OVER
AND
UNDER

THE STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP
DESIGNATED AS "
O
E
D,
STORM
DRAIN
EASEMENT).
4 A

NON- EXCLUSIVE

EASEMENT TO
THE
CITY
OF
LATHROP.

TOGETHER
W
TH
THE
RIGHT
TO

CONSTRUCT,

RECONSTRUCT,
REPAIR
AND

MAINTAIN

THE SOUND
WALLS
UPON

AND OVER
THE
STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP
DESIGNATED AS "
WE." (
WALL
EASEMENT).

THE REAL

PROPERTY

DESCRIBED

BELOW IS

DEDICATED IN
FEE
FOR
PUBLIC 1
PURPOSES:

PARCELS A
AND
B
TO
THE
CITY
OF

LATHROP

FOR PURPOSES OF
OPEN
SPACE,

LANDSCAPING,
PUBUC

UTIUTIES,
FENCE

MAINTENANCE,
AND

APPURTENANCES

THERETO,
FOR
THE

BENEFIT
OF
THE

PUBLIC,
AS
SHOWN
ON
THIS
MAP.

FINAL

THE UNDERSIGNED
DOES
HEREBY

REUNQUISH TO
THE
CITY
OF

LATHROP
ALL

ABUTTERS
RIGHT
OF
ACCESS
TO
LOTS
5,
21,
22,
AND
33 ALONG
THE
LOT
LINES
AS

INDICATED BY

THE SYMBOL '/ //// ////
AS
SHOWN
ON
THIS
FINAL
MAP.

TO
ENSURE

MUNICIPAL
WATER

SERVICES TO
ALL
LOTS
SHOWN
UPON
THIS
FINAL
MAP,

ALL GROUND
WATER
RIGHTS
THAT

THE UNDERSIGNED
MAY
HAVE
WITHIN

THE DISTINCTIVE
BORDER
UPON
THIS
MAP,
HEREBY

ARE DEDICATED TO
THE
CITY LATHROP.OF

THEUNDERSIGNED
DOES
HEREBY

RESERVE
PARCELS 1
THROUGH 6
AS
SHOWN
ON
THIS
MAP
FOR
FUTURE
DEVELOPMENT.

THE UNDERSIGNED
DOES
HEREBY

RESERVE
THE
NON- EXCLUSIVE "
LAKE

FILL PIPELINE
EASEMENTS" AND
THE "
LAKE

CIRCULATION

PIPELINE
EASEMENTS" ,

TOGETHER
WITH

THE RIGHT
TO

CONSTRUCT,

RECONSTRUCT,
REPAIR
AND

MAINTAIN,
THE

EASEMENTS
AND
THEIR

APPURTENANCES,
UPON,
OVER

AND UNDER
THE
STRIPS
OF
LAND
AS
SHOWN
ON
THIS
FINAL
MAP
DESIGNATED AS "
LAKE

FILL PIPELINE
EASEMENT"
AND '
LAKE

CIRCULATION

PIPEUNE
EASEMENT'.

THESE

EASEMENTS

ARE NOT

DEDICATED

HEREON, BUT WILL
BE

CONVEYED TO
RIVER

ISLANDS
PUBLIC

FINANCE

AUTHORITY BY
A

SEPARATE

DOCUMENT

SUBSEQUENT TO
THE
FILING
OF
THIS
FINAL
MAP.

OWNER

INTENDS TO

SUBDIVIDE THE
LAND

SUBJECT
TO
THIS
MAP
WITH
ANY
AND
ALL

RIPARIAN
RIGHTS
OR
OTHER
WATER

INTERESTS TO
WHICH
THE

SUBJECT
LAND
IS

ENTITLED

THEREIN

APPURTENANT OR

RELATING TO
THE
LANDS,
WH
ETHER
SUCH
WATER
RIGHTS
SHALL
BE

RIPARIAN,

OVERLYING,

LITTORAL,

PERCOLATING,

PRESCRIPTIVE,

ADJUDICATED,

STATUTORY
OR
CONTRACTUAL.

OWNER
DOES
NOT
INTEND
BY

THERECORDATION OF
THIS
MAP
TO
SEVER

THE RIPARIAN
RIGHTS
OF
THE

SUBJECT
LANDS
WITHIN
THE

BOUNDARIES OF
THIS
MAP
OR

THE SURROUNDING
PROPERTIES.

OWNER:

RIVER

ISLANDS

DEVELOPMENT
AREA
1,
LLC,
A

DELAWARE

LIMITED

LIABILITY

COMPANY
BY:

NAME.

SUSAN

DELL' OSSO
DATE
ITS:

PRESIDENT
SEE

TRUSTEE' S

STATEMENT
ON
SHEET 2
CITY

CLERK' S

STATEMENT
I,
TERESA

VARGAS,
CITY
CLERK
AND
CLERK
OF
THE
CITY

COUNCIL
OF
THE
CITY
OF

LATHROP,
STATE
OF

CALIFORNIA,
DO
HEREBY
STATE
THAT

THE HEREIN

EMBODIED
MAP
ENTITLED "
TRACT
4244,
RIVER

ISLANDS -
PHASE 2,

VILLAGE
28, I" UNIT
FINAL
MAP,
CITY
OF

LATHROP,

CALIFORNIA,

CONSISTING OF

SEVEN (
7)

SHEETS,
THIS

STATEMENT
WAS

PRESENTED TO
SAID
CITY

COUNCIL
AS

PROVIDED BY
LAW,
AT
A

MEETING

THEREOF,
HELD
ON
THE _
DAY
OF ,
2024,
AND
THAT
SAID
CITY

COUNCIL
DID

THEREUPON BY
RESOLUTION NO.

DULY
PASSED

AND ADOPTED AT
SAID

MEETING,

APPROVE
SAID
MAP,

AND AUTHORIZED ITS

RECORDATION,
AND

ACCEPTED ON
BEHALF
OF
THE
CITY
OF

LATHROP,

FOR PUBLIC
USE,

THERELINQUISHMENT OF
ACCESS
RIGHTS
TO
LOTS
5,
21,
22,
AND
33 ALONG
THE

LOT ONES
AS

INDICATED BY
THE

SYMBOL'/////////

THE DEDICATION OF
ALL
PUBUC

UTILITY

EASEMENTS,
STORM
DRAIN

EASEMENTS
AND
WALL

EASEMENTS,

THE DEDICATION OF
GROUND
WATER

RIGHTS, THE DEDICATION IN
FEE
OF

PARCELS A
AND
B,
AND

ACCEPTED THE OFFER
OF

DEDICATION OF

BOARDMAN

AVENUE,
BLUE
CANYON

AVENUE,

BILTMORE

STREET,

DARNOCH

AVENUE,

ALDERGROVE

STREET,

ALDERGROVE
COURT,

ELDERWOOD
COURT,
AND

CALEDONIA
COURT,
AS
SHOWN
ON
SAID
MAP,

SUBJECT
TO
THE

IMPROVEMENTS
BEING

COMPLETED IN

ACCORDANCE
WTH 16, CHAPTER
PILE

16. 16
OF
THE
CITY
OF

LATHROP

MUNICIPAL
CODE.

FURTHER
STATE
THAT
ALL
BONDS
AS

REQUIRED BY
LAW
TO

ACCOMPANY THE WTHIN
MAP,
IF

APPUCABLE,
HAVE
BEEN

APPROVED BY
THE
CITY

COUNCIL
OE

LATHROP
AND
FILED
IN
MY
OFFICE.

TERESA
VARGAS
CITY
CLERK

AND CLERK
OF
THE
CITY

COUNCIL
OF
THE
CITY
OF

LATHROP,

COUNTY OF
SAN

JOAQUIN,
STATE
OF
CALIFO

RNIA ACKNOWLEDGEMENT

CERTIFICATE (
OWNER)
A
NOTARY
PUBUC
OR
OTHER

OFFICER

COMPLETING
THIS

CERTIFICATE

VERIFIES
ONLY
THE

IDENTITY
OF
THE

INDIVIDUAL
WHO
SIGNED

THE DOCUMENT TO
WHICH
THIS

CERTIFICATE IS

ATTACHED,
AND
NOT

THE TRUTHFULNESS,

ACCURACY,
OR

VALIDITY OF
THAT

DOCUMENT
STATE
OF

CALIFORNIA

COUNTY OF
SAN

JOAQUIN
ON
2024
BEFORE
ME,
A
NOTARY

PUBLIC,

PERSONALLY

APPEARED,
WHO
PROVED
TO
ME
ON
THE
BASIS
OF

SATISFACTORY

EVIDENCE TO
BE
THE
PERSON( S) %
HOSE

NAME( S)

IS/ ARE

SUBSCRIBED
TO

THE WITHIN

INSTRUMENT,
AND

ACKNOWLEDGED TO
ME
THAT

HE/ SHE/ THEY

EXECUTED
THE
SAME
IN

HIS/ HER/ THEIR

AUTHORIZED

CAPACITY( IES),
AND
THAT
BY

HIS/ HER/ THEIR

SIGNATURE( S)
ON
THE

INSTRUMENT

THE PERSON( S),
OR
THE
ENTITY
UPON
BEHALF
OF
WHICH
THE

PERSON( S)
ACTED,

EXECUTED THE
INSTRUMENT.

CERTIFY
UNDER

PENALTY OF

PERJURY
UNDER
THE
LAWS
OF
THE
STATE
OF

CAUFORNIA
THAT

THE FOREGOING

PARAGRAPH IS
TRUE
AND CORRECT.

WITNESS
MY
HAND:

SIGNATURE: NAME (
PRINT): PRINCIPAL

COUNTY OF
BUSINESS:

COMMISSION
NUMBER:

COMMISSION
EXPIRES:

EXEMPT
FROM
FEE

PERGOVERNMENT
CODE
1; 27388.

DOCUMENT

RECORDED IN

CONNECTION
WITH
A

CONCURRENT

TRANSFER

SUBJECT
TO
THE

IMPOSITION OF

DOCUMENTARY

TRANSFER TAX

VICINITY
MAP
NOT
TO
SCALE

SECRETARY
OF
THE

PLANNING

COMMISSION' S

STATEMENT
THIS
MAP

CONFORMS TO

VESTING

TENTATIVE
MAP
NO .
6716

RECOMMENDED BY
THE

PLANNING

COMMISSION
AND

APPROVED BY
THE
CITY

COUNCIL
PER RESOLUTION NO.
21- 4908 .

DATED
THIS
DAY
OF
2024.

RICARDO

CAGUTAT,

COMMUNITY

DEVELOPMENT

DIRECTOR
OTT
OF

LATHROP
CITY

ENGINEER' S

STATEMENT
I,
BRAD
R.

TAYLOR,
HEREBY
STATE
THAT I
AM
THE
CITY

ENGINEER OF
THE
CITY
OF

LATHROP,

CALIFORNIA
AND
THAT I
HAVE

EXAMINED
THIS
FINAL
MAP
OF "
TRACT
4244,
RIVER

ISLANDS -
PHASE 2,

VILLAGE
28,
UNIT 1
FINAL
MAP,
CITY
OF

LATHROP,

CALIFORNIA,
AND
THAT

THE SUBDIVISION
SHOW

HEREON IS

SUBSTANTIALLY THE
SAME
AS
IT

APPEARED ON
THE

VESTING

TENTATIVE
MAP
NO.
6716,
AND
ANY

APPROVED

ALTERATIONS
THEREOF.

FURTHER
STATE
THAT
THIS
FINAL
MAP

COMPLIES
WITH
ALL

PROVISIONS OF
CHAPTER 2
OF
THE

CALIFORNIA
STATE

SUBDIVISION
MAP
ACT

AND APPLICABLE

ORDINANCES OF
THE
CITY
OF

LATHROP,
AND
ANY

AMENDMENTS

THERETO,

APPLICABLE AT
THE
TIME
OF

APPROVAL OF

VESTING

TENTATIVE
MAP .

DATED
THIS
DAY
OF
2024.

BRAD
R.

TAYLOR,
R. C. E.
92823
CITY

ENGINEER OF
THE
CITY
OF

LATHROP,

CALIFORNIA

RECORDER' S

STATEMENT
FILED
THIS
DAY
OF
2024,
AT
IN
BOOK
OF
MAPS
AND
PLATS,
AT
PACE
AT

THE REQUEST OF

OLD REPUBLIC
TITLE
COMPANY.

FEE:
1 BY:

STEVE

BESTOLARIDES

ASSISTANT/ DEPUTY

RECORDER

ASSESSOR -

RECORDER -
COUNTY
CLERK
SAN

JOAQUIN

COUNTY,

CALIFORNIA
SHEET
1 7OF
413
I
A
1 AMENDED

CORRECT
AS

SURVEYOR' S

THSTATEMENT
IS
MAP
WAS

PREPARED BY
ME
OR
UNDER
MY

DIRECTOR
AND
IS
BASED
UPON A
FIELD
SURVEY
IN

CONFORMANCE
WITH

THE REQUIREMENTS OF
THE

SUBDIVISION
MAP
ACT
AND
LOCAL

ORDINANCE
AT

THE REQUEST OF
RIVER

ISLANDS

DEVELOPMENT,
LLC,
ON
JUNE
2024.
14,
I
HEREBY
STATE
ALL

THE MONUMENTS ARE
OF

THE CHARACTER
AND
OCCUPY

THE POSITIONS

INDICATED OR
THAT
THEY
WILL
BE
SET
IN
THOSE

POSITIONS
BEFORE
JULY
1,
2025, AND
THAT

THE MONUMENTS
ARE,
OR
THAT
THEY
BI
LL
BE,

SUFFICIENT TO
ENABLE
THIS

SURVEY TO
BE

RETRACED,
AND
THAT
THIS
FINAL
MAP

SUBSTANTIALLY

CONFORMS TO

THECONDITIONALLY

APPROVED

VESTING
MAP.

TENTATIVE
DATED
THIS
DAY
OF
2024.

DYLAN

CRAY/ FORD,
P. L. S.

NO
7788

RECITALS

1. RIGHT
TO
FARM
STATEMENT:

PER OTT
OF

LATHROP

MUNICIPAL
CODE
OF

ORDINANCES,
TILE
15,
CHAPTER 15. 48. 04,
THE
CITY
OF

LATHROP

PERMITS

OPERATOR OF

PROPERLY

CONDUCTED

AGRICULTURAL

OPERATIONS
WITHIN
THE
CITY

LIMITS,

INCLUDING
THOSE
THAT
UTIUZE

CHEMICAL

FERTILIZERS
AND
PESTICIDES.

YOU

ARE HEREBY

NOTIFIED
THAT
THE

PROPERTY
YOU
ARE

PURCHASING
MAY
BE

LOCATED
RA
SE
TD

AGRICULTURAL
LANDS
AND
OPERATORS.

YOU
MAY
BE

SUBJECT
TO

INCONVENIENCE OR

DISCOMFORT

ARISING
FROM
THE
LAWFUL
AND
PROPER
USE
OF

AGRICULTURAL

CHEMICALS
AND

PESTICIDES
AND
FROM
OTHER

AGRICULTURAL

ACTIVITIES,

INCLUDING

WITHOUT

LIMITATIONS,

CULTIVATION,

PLOWING,

SPRAYING,

IRRIGATION,

PRUNING,

HARVESTING,

BURNING OF

AGRICULTURAL
WASTE

PRODUCTS,

PROTECTION OF
CROPS
AND

ANIMALS
FROM

DEPREDATION,
AND
OTHER

ACTIVITIES
WH
ICH
MAY

GENERATE
DUST,
SMOKE,
NOISE,
ODOR,

RODENTS
AND
PESTS.

BE
AWARE
ALSO,
THAT
THIS

PROPERTY
MAY
BE

LOCATED

ADJACENT TO

AGRICULTURAL

OPERATORS

OUTSIDE
THE

CITY' S
JURISDICTION.

CONSEQUENTLY,

DEPENDING ON
THE

LOCATOR OF
YOUR

PROPERTY,
IT
MAY
BE

NECESSARY
THAT
YOU
BE

PREPARED TO
ACCEPT
SUCH

INCONVENIENCES OR

DISCOMFORT AS
NORMAL
AND

NECESSARY
ASPECT
OF
LIVING
IN
AN

AGRICULTURALLY
ACTIVE
REGION.
2 A
SOILS
REPORT

ENTITLED '

GEOTECHNICAL

EXPLORATION,
RIVER

ISLANDS
PHASE 1,

LATHROP,

CALIFORNIA' ,

REFERENCED AS

PROJECT
NO.
5044. 5. 001. 01
AND
DATED
JULY
29,
2005,
HAS
BEEN
PR
PARED
FOR
THIS

PROJECT
BY
ENGEO,

INCORPORATED,
JOSEF J.

TOOTLE,
G. E.

NO.
2677,
AND
IS
ON

FILE WITH
THE
CITY
OF
LATHROP.

3. TRACT
4244,
RIVER

ISLANDS -
PHASE
2,

VILLAGE
28,
UNIT 1
FINAL
MAP,
CONTAINS 33
L
TS
WITH
A
TOTAL
OF

4. 624
ACRES,
MORE
OR
LESS,
PARCELS 1
THROUGH 6
WHICH
INCLUDE 8.
944
ACRES,
MORE
OR
LESS,

PARCELS
A
AND
B
W
HICH

INCLUDE

2. 157
ACRES,
MORE
OR

LESS, AND ROADWAYS
THAT
ARE
BEI
G

DEDICATED BY
THIS
FINAL
MAP
WHICH
INCLUDE 4.
964
ACRES,
MORE
OR
LESS
AS
SHOWN
ON
THIS
FINAL
MA (
PLEASE
REFER
TO
THE
AREA
TABLE
BELOW):

TRACT
4244
AREA

SUMMARY
LOTS 1
THROUGH 33

4. 624
ACV

PARCELS A
AND
B

2. 157
ACV
PARCELS 1
THROUGH 6

8. 944
ACV
STREET

DEDICATIONS

4. 964
ACV
TOTAL

20. 689
ACV
4 BASED
ON

INFORMATION

CONTAINED IN

THE PRELIMINARY
TITLE

REPORT,
ORDER
NUMBER
1214023544- LR,
VERSION 3)
DATED
SEPTEMBER 19,
2024,

PROVIDED BY

OLD REPUBLIC
TITLE
COMPANY.

ELL

TRUSTEE' S

STATEMENT

OLD REPUBLIC
TITLE

COMPANY,
A

CALIFORNIA

CORPORATOR AS

TRUSTEE,
UNDER
THE
DEED
OF
TRUST

RECORDED
SEPTEMBER 19,
2024
AS

DOCUMENT
NUMBER
2024- 079836,

OFFICIAL

RECORDS OF
SAN

JOAQUIN
COUNTY. DATED
THIS
DAY
OF
BY, NAME: ITS:
2024.

ACKNOWLEDGEMENT

CERTIFICATE (

TRUSTEE)
A
NOTARY
PUBLIC
OR
OTHER

OFFICER

COMPLETING
THIS

CERTIFICATE

VERIFIES
O
NLY
THE

IDENTITY
OF
THE

INDIVIDUAL
WHO
SIGNED

THE DOCUMENT TO
WHICH
THIS

CERIIRCATE IS

ATTACHED,
AND
NOT
THE

TRUTHFULNESS, ACCURACY, OR

VALIDITY OF
THAT

DOCUMENT
STATE
OF

CALIFORNIA

COUNTY OF
SAN

JOAQUIN
ON ,
2024
BEFORE
ME
A
NOTARY

PUBLIC,

PERSONALLY

APPEARED
WHO
PROVED
TO
ME
ON
THE
BASIS
OF

SATISFACTORY

EVIDENCE TO
BE
THE

PERSON( S)
WHOSE

NAME( S)

IS/ ARE

SUBSCRIBED
TO

THE WITHIN

INSTRUMENT,

AND ACKNOWLEDGED TO
ME
THAT

HE/ SHE/ THEY

EXECUTED THE
SAME
IN

HIS/ HER/ THEIR

AUTHORIZED

CAPACITY( IES),
AND
THAT
BY

HIS/ HER/ THEIR

SIGNATURE( S)
ON
THE

INSTRUMENT
THE

PERSON( S),
OR
THE
ENTITY
UPON
BEHALF
OF
WHICH

THE PERSON( S)

ACTED ,

EXECUTED THE
INSTRUMENT.

CERTIFY
UNDER

PENALTY OF

PERJURY
UNDER
THE
LAWS
OF
THE
STATE
OF

CALIFORNIA
THAT
THE

FOREGOING

PARAGRAPH IS
TRUE
AND
CORRECT.

WITNESS MY
HAND:

SIGNATURE: NAME (
PRINT): PRINCIPAL

COUNTY OF
BUSINESS:

COMMISSION
NUMBER:

COMMISSION
EXPIRES:
1 J
LINE
AND
CURVE
TABLES
FOR
SHEET 3
ONLY
LINE
TABLE
LINE#

DIRECTION
LENGTH
T1
N13' 22' 05 '
E

49. 02 '
L2
N15" 06' 21' E

52. 00'
L3
N23 °
13' 47" E

60. 09'
L4
N73 °
19' 25' W
3440'
L5
N80' 54' 41" E

35. 36'
L6
N54 °
05' 19' W

70. 55'
L7
N54° 05' 19" W34. 00'
L8
N35 °
54' 41 "
E
111. 00'
L9
N54 °
19 '
49 "
W

60. 00'
LI0
N56° 30' 25 ' W

57. 00'
L11
N58 °
53' 00 "
W
4900
112
N61 .
04'
61 N

49. 00'
N63. 16' 37
L13
W

49. 00'
L14
N65° 28' 26" W49 .
00 '
L15
N67' 40' 15" W49. 00'
L16
N69° 52 '
04 "
W

49. 00'
L17
N7203 ' S3" W
49 .
00'
L18
N74 °
15' 42" W
49 .
00'
L19
N76" 27' 15 "
W

48. 80'
L20
N78 °
42 '
34' W

48. 00'
L21
N80 °
24' 22 "
W

57. 00'
LINE

TABLEDIRECTI
LINE #
LENGTH
L22
N920' 36 "
E
8600'
L23
N54 °
20' 36' E

35. 36'
L24
N9° 20' 36" E

60. 00'
L25
1435° 39' 24 "
W

35. 36
L26N80
39' 24' W

60. 00'
L27
N54T20' 36" E
3536
1_
28 N80° 39' 24" W87 .
48'
L30
N54 .
19' 49 " W

30. 00'
L31
N54 u19
49" W

30. 00'
L32
N80° 39' 24" W65 .
67'
L33
N9 °
20' 36" E

30. 00'
L34
N920' 36" E

50. 00
L35
NB0° 39 ' 24" W

30. 00'
L36
N80S39
24 W30 .
00 CURVE
TABLE
CURVE #
RADIUS
DELTA
LENGTH
C1
113 .
00'
15 .
12' 13"

29. 98'
C2
87 .
00'
15° 12 '
13'

23. 09'
C3
580. 00'
7 "
00' 20"
70 .
92'
04 850. 00
2904' 06 "
43124' SHEET
2 7OF
414
NOTES

1. SEE
SHEET 2
FOR
LINE

AND CURVE
TABLES.
0 0'
So'
100'
100' SCALE
1" =
100'
PARCEL 1
TRACT
4235)
R2)

MONUMENTATION
NOTES
FOUND
3/
4"
IRON
PIPE
WITH

PLASTIC
PLUG " PLS
7788"
PER (
R1)
C
FOUND

MONUMENT
PER (
R1),( R2)&( R5)
x
FOUND 1.
00'

WITNESS

CORNER (
W.

SIDEWALK
ALONG
RADIAL

OR PERPENDICULA
R
TO

CENTERLINE,

1. 17"
BRASS
DISK
STAMPED "
PLS
7788"
LEGEND 200. 00' (
R1)

MEASURED
AND
RECORD
DATA

PER REFERENCE
SHOWN
R1)

DENOTES

REFERENCE (
R1)-

SEE REFERENCE
UST
ON
SHEET 2
M -
M)

MONUMENT TO

MONUMENT
M -
B)

MONUMENT TO

BOUNDARY
B)

BOUNDARY
R)
RADIAL

BEARING
T)
TOTAL
LCE
LAKE

CIRCULATION

PIPELINE

EASEMENT
LIE
LAKE
FILL

PIPELINE

EASEMENT
P. U. E.

PUBLIC

UTILITY

EASEMENT
S. D. E.

STORM
DRAIN

EASEMENT
W .

W
ALL

EASEMENT
D
N.

RECORDED

DOCUMENT

NUMBER,
SAN

JOAQUIN
COUNTY

RECORDER
LI/ CI

LINE, BOUNDARY CURVE
LOT
LINE
OR

RIGHT- OF- WAY
LINE

EASEMENT
LINE

CENTERLINE

V////////

RESTRICTED
ACCESS
2 S
J
R
4235
S
J
C R
C R
PARCEL 3
TRACT
4149)
R1)
0S
A9
9" W
37726
N27' 58' E( 03" R)
NO2' 20' E( 16" R) ,^
0,0
L35 p=1
025
P6 L33
0 }
9 \
41 NVE1
5 }
0 0
0 \-.
e5
CG,
FV" . y\
e
N, F, ` al
cFu,

74.-. H> 17" ,,,,,. . O/
s
6 ms \
o.

Q
3 N10' 50" 41'
E( R)
PJ
0 9
I -
U
P
319
PARCEL 8 (
R2)
28' 11' 32
L=264. 69
N71. 59' E( 43" R)
PARCEL 2
TRACT
4235(( R2)

20.699
ACRES
is
2 L11
N4011' E( 15" R) L10
L9( T)In Cr
CI
wLUCL CC 0 LU
N491642W
382. 28
A=24' 02' 43 "
L=125. 90'_
R=300. 00'
455' 19W 228 .
00'

52. 00' L4
L7
rr02
492. 00'( M -
M)
N20' 42' 28
E( R)\ C1
LB
1 N54715. 19W
496. 56 (
T)
o 7 0
fr

4. 56'
a CC
N
10 BULLARD
LANE
492. DO'( M) MP
Ns4" 05. 19 "
W
496. 56 '(
7)
F
DETAIL "
A"
SCALE
1"=
20'
PARCEL 2
ILLA
24- 63)
52'
PARCEL
9 44- M- 52 R1)
52'
O
53 N83' 09' 25 "
W( R) _
HARBOR
VIEW
AVE.

N54' 0519" W
307. 91'( M -
M)
VILLAGE 41
UNIT 1
44- M- 74
SHEET
3 OF
7 415
SHEET
INDEX
PARCEL 1
144- M- 124) 92)
NOTES
1 SEE
SHEET 3
FOR REFERENCES.

2. SEE
SHEET 3
FOR
BASIS
OF

BEARINGS,

LEGEND,
AND

MONUUENTATION
NOTES.

LEGEND

BOUNDARY LOT

LINE SHEET
NUMBER
SHEET
LIMIT
LINE
1 PARCEL 3
TRACT
4149)
RI)

DARNOCH
AVENUE

BULLARD
LANE
PARCEL 2
LLA
24- 63)

CALLERTON AVENUE
PARCEL 9
TRACT
4149)
191)
HARBOR
VIE
AVE.

VILLAGE 41
UNIT
1 44- M- 74
SHEET
4 OF
7 416
9 133H 33S
1)
P
P
p5B
PG
om
o.

N=15' 39'
26"
31 '' 8717
264
X67
N55
32 N492
S
F
R) 9
S
p=3' 22' 15"
L=

85. 25'
p=3' 22' 15"
L=

65. 25' •
0=1449. 00
5=6' 44'
30"
L=170. 49T
p=
10'
54'
39"
L=270. 22'( 4 -
M)
R_ 1419. 00
26' 34' 05"
L=
65799'( TT
R=
138900'
5=24' 29'
15"
L5936''( 1)
5806
F
S.

N58' 55' 34" W( R)
118. 90'
20 I
0)
6 6057
S.

F.
m
S. F
6019
W26
00 F
S.
1 62'
al
33 38. 94( R)
12)
66'
6378 F.S.
42 382
5910
S. F.
25 PARCEL 3

1. 185
AC
30 30
R) 7
q( R) 8
rn O
N57' 43' 07" W( R)
115. N54' 40'

05. W19"
114. 00
5 N
6185
S. F.

89. 00'.
954'
0519' W
1 8. 00'( 0)
288. 00'( M) 4- N54' 05'
19" W
292. 56'( 0)

DARNOCH
AVENUE 854'
05'
19"
W
178.
00'
SEE

DETAIL A
ON
THIS
SHEET
m m
P. U. E.

30. 00
65419
49 W

60. 00'
TRACT
4231)
R5)

BULLARD
LANE
10'
P. U. E.-
02 30'
O

99. PARCEL 2
24683
S.

F.
1154' 05'
19"W
228. 00'
19 S l' 3,1), Z BZS 14, 4S. S£N
30' C) 0 v C)
0 I®
75PARCEL I

1. 057
AC
P. U. E. N54' 05' 19 '
W
119. 00'
L21C)
5496 4
S. F.
854 '
05' 19" W110. 00' 3
W .

E .
5280 3
S. F.
854 '
05' 19' W110 .
00'
5280 2
S. F.
654 '
05' 19" W110. 00'
1 6171
S. F. '
0 R) 2
1 L
86256 42 L24
ZO m C)
m
In m

52. 00
0) 18

DETAIL B
54 9 . 27(
0=50. 00'
0=
W
35 " 44927'7)67. 21'(
1 "=
20')
FROM
THIS
SHEET

DETAIL A HIV
L=657 .
99'( T)
f
m
T)
R=1419. 00'
292. 56'(
N54' 0288
4=26' 34b5 "
Q
L=270. 22'( 4 -
M)
M)
288 .
00'( 4-
M)

4. 56'( M -
9=10' 54' 39 "
DARNOC
AVENUE
IN
trt

ALDERWOOD CT

4. SEE
SHEET 7
FOR
LINE
AND
CURVE
TABLES .

SHEET

FORMONUMENTATION
NOTES .

3. SEE
6 SHEET
BASIS
OF

BEARINGS
AND
LEGEND.

2. SEE
3 FOR REFERENCES .

1. SEE SHEET 3

FOR NOTES
SCALE 1
50'
too'
0'
25'
50'

3. FROM
THIS
SHEET
1 "-
20')
CI)
HARBOR
VIEW
AVENUE
SHEET
5 7OF
417
53 N -
663'
41'
01'
1 66,
46'
I
I
I
I
I
I
I
I
I
I
1 I
I
1 LL1L
I
III
I
I
III
I
1111III III, PARCEL B
557
AC
I
ARC39
WN634101"
396
01'
T)
663' 41' 07 "
W
21775'( 8_ 4- 306
40'( 7)

66. 35'( 7) SEE

EASEMENT DETAILS
ON
SHEET 7
PARCEL 6
785
AC
80' 39' 24

87. 48 (
T)
8116
680' 39' 215-( T)
R=
55000
O
O

MONUMENTATION
NOTES
377
30'
03 BO
ARD,,,
AN
AVENUE
179,
25( 663' 01"
41'
I
T

86. 98
W
11 NN1
of
578
49 17
PARC
4 3.
058
R= AC 670. 00'
d= 8' 23' 37"
1=98. 15'
I Io
I;
70_. 00' 8 4=
23' 37"
102. L=
55'( 4
M
20' 609'
36' E --,
T
R= 7
2337
8) 19
J
h

5. 23.

31. 47'

30. 00'
d=8'
L= 106. 94'
R=270. 00'
1'
A=
03" 37'
L=7. 62'
gIl ml
m
1 I
1 30'
I

1. 45( 7)
SEE
DETAIL
C
ON
THIS
SHEET
0 SET STANDARD
CITY
OF

LATHROP

MONUMENT
WELL
STAMPED "
PLS
7788"
SET 3.
00'

WITNESS

CORNER (
W. C.),
UNLESS

OTHERWISE
NOTED,

MEASURED
ALONG
LOT
LINE.
5/
8"
x
24"
REBAR
W/

PLASTIC
PLUG " PLS
7788"
C)
FOUND

STANDARD
CITY
OF

LATHROP

MONUMENT
WELL
STAMPED "
PLS 7788"
FOUND

1. 00'

WITNESS

CORNER (
W.

C. ),
IN

SIDEWALK
ALONG
RADIAL
OR

PERPENDICULAR TO

CENTERLINE,

1. 17"
BRASS
DISK
STAMPED "
PLS
7788"
tZ
SET

1. 00'

WITNESS

CORNER (
W.

C. ),
IN

SIDEWALK
ALONG
RADIAL
OR

PERPENDICULAR TO

CENTERLINE,

1. 17"
BRASS
DISK
STAMPED "
PLO
7788"

65. 67'( 4- 4

55. 00'( 4- 8)
T
SET
5/
8"
x
24"
REBAR
W/

PLASTIC
PLUG " PLS
7788"
FOR
ALL
REAR
LOT

CORNERS (
UNLESS

OTHERWISE
NOTED). SET
3/
4"
IRON

PIPE W/

PLASTIC
PLUG " PLS
7788"

1. 00'
INTO

PROPERTY
ALONG

PROPERTY
LINE
FOR
ALL
FRONT

LOT CORNERS
I
o,
872' 04' 154. W38" N72' 78
04' 38" W
222. 67( M) 4-
872' 38" 04' 184. W
45' 84. r
82'
LL
R= 740. 00' 8 d=
23' 37" 108. 41'1= PARCEL 5

2. 292
AC 101. 45' N12' 1
31' 5. 02'
51" E
I.
9) 15
0 C
I2, 10' E.--- 1P.U. 17,
0'
PALE. .

Ip
R=
1449. 00'
d=
13' 3107" L=341. 89' -
18) 10
8) 20 - (
8) 21
R=1454. 00' 3' A=
37' 50"
L=92. 14
FR=
1454.
00'
A=2' 55'
49' 1=

74. 36'
N09' 20'
36" E
N80' 39'
24'
W
w

5. 01' =
625' 00' 02" E
R=1459. 00'
4=
7' 1028"
L= 183_ 12'

5. 02'
a

10. 67' ______ ____' 0
32 5569 S. F.

L17 43
9) 11
3 16
PARCEL 4

3. 058
AC
10'
P .

U. E.
4=15' 39'
26" L=
77(387.4 - M)

DARNOCH
AVENUE
R= 1ats. oD'
d=zs •
3a'
L=os " s57ss,( T
d, 1D• s' Js•
ti
R= 1389. 00'
d- 24 '
29'
1 270__ 4)
C23
C22
C26
C25
C24
72 g
0 28 5683 S .

F.
31 30
5660 ^
5683 '-
S.

S .

F. ,.
8 Lib
L15
29 a
5683 S .

F.
o
L14
L13
TRACT
4231)
251
9"
L
Try
593 .
64'( 7) 25 5683 S. F.
1) 0
24 0
S3534 ' 19'
IR)
S 133HS 33S
0'
25'
50'
SCALE.
1' =
50'
18 NOTES

1. SEE
SHEET 3
FOR 2
REFERENCES.

SEE
SHEET 3
FOR
BASIS
OF

BEARINGS
AND
LEGEND.

3. SEE
SHEET 7
FOR
LINE
AND
CURVE

TABLES ,

4. SEE
SHEET 7
FOR
S. D. E.,
LEE,
AND
LCE
DIMENSIONS .

N80' 30' 24 "

65. 67( 4- 4)
O65. 00'( 4-B)C r- Fri O
Iw

DARNOCH
I
AVENUE
L50( B- M)
8 DETAIL 0
1 C
FROM
THIS
SHEET
1"= SHEET 20')
6 OF
7 418
52 N9
19 535
4 5700
S3
L9
S61
04 49
E
49 00
L10
563
1637" E
49 00
L11
S65°
28' 26" E

49. 00'
L12 S6P40'
15" E

49. 00'
L13
S69° 52' 04' E
49 00
L14
972° 0053' E

49. 00'
LENG
S74
15a
49 27
48 S78
34 48
580
22 N80
19 S59
00 L23
S5
19" 05
E
0034
N54
L24
05' 19" W
55'70.

L25
N80. 54' 417

35. 36' 59°
L26
0019" 6
3635.

L27
N80°
41"
54'
E

35. 36'
L28
N80° 54' 41" E

35. 36'
CURVE
TABLE

CURVE B
RADIUS
DELTA
LENGTH
C1
1700
6674'
06"
1965'
C2
580
00'
3'7 48

36. 75'
C3
580
00'
4° 50' 31
49 01'
04 58000
4°
50' 30

49. 01'
C5
580
00'
4° 50' 31"

49. 01'
C6
580
00'
0°33' 29'

5. 65' LIN

DIRECTIO
059
S54
38 34
319
35 070
55 47
L3
57 1
5 E
4 0
L38
N68° 52
55' 34
69 E
N23
31 39
580
654
N
27 627
57 N275180
1 6
5 2
E
1 7
N5
L52
27' 26' E
2610
1412° L39
31' 43" E
43 98'
N12° L40
31' 43" E 21'82.

L41
N23° 13' 47" E
6009'
L42
N63' 19" 38'
E
39 76'
L53
N27° 57' 26" E
1690
L54
6 5' 26 27'
6 2610
N13° L55
22' 30. 05" E
29'
L56
N15° 21" 06'
E
CURVE
TABLE
CURVE 8
RADIUS
DELTA
LENGTH
027
2°
138900'
09' 08"
52 17'
C28
1389
0°
00 57' 22'

23. 16'
C29
87 00'
15° 12'
13"23
09'
C30
113.
00'
15° 12' 13"

29. 9E
031
405
00'
14°
03' 38"
99 39'
C32
8700'
17° 17'
17"26. 25'
C7
1700'
45°
27' 11"
13 40
C33
345
DO'
12°
28' 19"

75. 10'
C8
5000
112°
06'
36'
97 80
C9

50. 00
81'
50' 47"
71 42'
010
5000'
5670' 36'

49. 02'
C11

50. 002°
46' 23"
18 13
C34
375
00'
12°
2019"
81 63'
035

12. 00'
84° 36'
21"
17 72'
C36
97 00'
15° 26'
05" 23. 44
C37
300
00'
15° 0'
10"
78 99'
C12

17. 00'
45° 27'
11'
13 40
C13
520
00'
0°
42'
04'

6. 36
C14
520
00'
6°
35' 16'
5979'
C38
330
00'
6° 26'
34"
37 11'
R
ADIAL

BEARINGS
LINE B

DIRECTION
R) N20° 1
42' 28' E
R)
659° 40'35"
2 E
R) 3
627° 20' 58" W
8) 4
18' 541'
22' E
R) 5
N82° 31' 02' E
8)6
N61' 39' 44'
E
R) 7
S33° 55' 01" W
8) 9
533° 49'
51 "
W
R) 9
527° 10' 31" W
8) 10
522°1'
43" W
8) 11
579' 03' 36" E
C39
580
00 7°00' 20"

70. 92'
8) 12
N61°
46' 19'
W
C40
17 00
66° 14'
06'
19 65'
R) 13
S65°
34' 147
C15
520 006°
35' 16'

59. 70
C16
520. 03
4°50'
15'

43. 90'
017
1389
00 1. 3656'
39 17'
C18
1389. 00
2' 11'
49"

53. 26'
C41
580. 00'
2' 34' 27"

26. 06'
C42
580
00'
1°
58' 42"

20. 03'
C43
580
00'
2°
27' 11"

24. 83'
044
580
00'
3°45' 34"

38. 06'
C19
138900'
271' 49"

53. 26'
C45
580. 00'
2°49'
46" 28.
64 C20
1389
0 0'
2°
11' 49"
53 26
021
1389. 03
211' 49"
532
6'
C22
1389. 00'

53. 26'
046
580
00 0°
16'
46'
2 83'
C
47 519 00' 1°
59' 39"
18 06'
048
51900'
3°
4038" 33.
31'
023
1389.
00'
2°
11'
49' 53. 26'
049
481
00'
10°
34' 25"
88 77'
024
1389
00 2°
11'
49'
53 26'
C50
519
00'
2°
11' 37"

19. 87'
C25
138900
2°
11' 49"

53. 26'
026
1389.
00 53.
06 C51
481
00'
1°
58'
21"
1656'
C52
580
00' 0°
31' 51"

5. 37'
9) 14
574°
12' 50" 6
8) 15
02' 29' 17" W
8) 96
52'
20' 16" W
9) 17
N39°
3052" E
8) 18
640" 32'
25"
E
8) 19
1479°
02'
21"
W
8) 20
612° 1625" E
8) 21
N19°
26' 08" E
8) 22

64. 54'
44" E
6 )
23 S6'
53' 26" W
8) 24
R 09' 0351'W
ADIAL

BEARINGS
LINE
R

DIRECTION
6) 30
682° 374
5"W
8) 31
N8251' 01" W
8) 25
N6°04'14'E
8) 26
S5' 42' 14" W
8) 27
02' 28' 31" W
6) 28
069° 36 '
46" E
8) 29
670. 0
59' 4'W

18. 36'
PAR CEL 6
8) 16
N80 '

39. 24 '
61 87
qg•( T
8) 23 )
DETAIL
FOR
S. D. E.

FROM
SHEET 6
1 '=
40')
O
790
N6JC7'
1"
20') I
8) 24
8) 30( 8=481 ') (
8)25( 8=580')
NOTES

1. SEE
SHEET 3
FOR REFERENCES .

2. SEE
SHEET 3
FOR
BASIS
OF

BEARINGS
AND
LEGEND.

3. SEE
SHEET 6

FORMONUMENTATION
NOTES .
1"=
40')

DETAILS
FOR
LFEs
AND
LCEs
FROM
SHEET 6
SHEET
7 OF
7 419

PAGE LEFT

INTENTIONALLY
BLANK
420
ITEM 4. 22

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: ACCEPT N8 AND N9 PUBLIC PARK IMPROVEMENTS
WITH CONDITIONS WITHIN TRACTS 4020 AND 4089

FROM RIVER ISLANDS
RECOMMENDATION: Adopt Resolution to Accept N8 and N9 Public Park Improvements with Conditions within Tracts 4020
and 4089 from River Islands
SUMMARY:

River Islands Stage 2A, LLC and River Islands Stage 2B, LLC, (collectively " River Islands") have completed the construction of the N8 Park and the N9 Park as required by the Subdivision Improvement Agreements ( SIA' s) for Tracts 4020 and 4089.

Vicinity Maps are included as Attachment" B".

Staff has inspected the public park improvements, and they have been deemed substantially complete to City specifications, by the City Engineer with the exceptions noted below. River Islands has provided warranty bonds based on 10% of the construction costs, as well as conditional lien releases for the improvements offered for acceptance.

All required improvements have been completed with the exception of two pending items. A portion of the grass within the N8 park is still in its establishment phase and will be maintained by River Islands after the City conditional acceptance until the establishment phase has been confirmed to be complete by the City Engineer. Due to delays in manufacturing, an architectural feature within the N9 park has not been installed. The Performance and Labor and Materials bonds associated with the SIAs will remain in place until the City Engineer determines that both pending improvements are complete.

The approximate value of the improvements proposed to be accepted is 4, 722, 501. 27 as shown in the GASB 34 Reports, included in Attachment " C".

Staff recommends City Council accept the completed improvements and accept the two listed pending improvements contingent on their completion.

BACKGROUND:

On March 27, 2007, Council approved Vesting Tentative Map ( VTM) 3694, which was amended with updated Conditions of Approval ( COA) on June 1, 2015. On July 18, 2018, the City of Lathrop Planning Commission approved a Neighborhood Design Plan NDP) and Architectural Guidelines and Design Standards ( AG/ DS) for the Lakeside East District, Stage 2A, within Phase 1. On December 2, 2020, the City of Lathrop Planning Commission approved a Neighborhood Design Plan ( NDP) and Architectural 421
CITY MANAGER' SREPORT PAGE 2
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING
ACCEPT N8 AND N9 PUBLIC PARK IMPROVEMENTS WITH CONDITIONS WITHIN TRACTS 4020 AND 4089 FROM RIVER ISLANDS
Guidelines and Design Standards ( AG/ DS) for the Lakeside West District, Stage 2B, within Phase 1. Although the NDP provides conceptual guidance on parks, Council approved a revised Master Parks Plan on September 12, 2022. The parks are within the geographic boundary of the VTM 3694.

On November 9, 2020, City Council approved Tract 4020, establishing 57 singlefamily lots. As required by the City' ssubdivision ordinance, the approved Tract 4020 included an SIA to guarantee certain public improvements associated with the final map. The construction of the N9 Park is a requirement of the SIA for Tract 4020.

On September 13, 2021, City Council approved Tract 4089, establishing 48 singlefamily lots. As required by the City' ssubdivision ordinance, the approved Tract 4089 included an SIA to guarantee certain public improvements associated with the final map. The construction of the N8 Park is a requirement of the SIA for Tract 4089.

A portion of the grass within the N8 park is still in its establishment phase and will be maintained by River Islands after Council conditional acceptance until the establishment phase has been confirmed to be complete by the City Engineer. Due to delays in manufacturing, an architectural feature within the N9 park has not been installed but is expected to be installed. Both parks are substantially complete, and the City engineer shall confirm when the remaining improvements have been completed.

Construction of the N8 and N9 Parks is complete with the two exceptions noted above, and the approximate value of the improvements proposed to be accepted is 4, 722, 501. 27as shown in the GASB34 Reports. These improvements have been inspected by staff and deemed substantially complete, and in accordance with the approved plans and City specifications by the City Engineer.

Staff shall confirm completion of the two unfished improvements, receipt of final unconditional lien releases, and satisfaction of conditions of the SIA' s for Tracts 4020 and 4089 related to the public park improvements.

River Islands has provided one- year warranty bonds based on 10% of the construction cost, as well as a developer lien release and conditional lien releases from the contractors. The warranty bonds are detailed in Table 1 below.

Table 1
Tract No. Project Name Warranty Bond No. Bond Value
4020 N9 Park 0844473 294, 930. 19
4089
N8 Park
0844472 249, 01.
422
CITY MANAGER' SREPORT PAGE 3
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING
ACCEPT N8 AND N9 PUBLIC PARK IMPROVEMENTS WITH CONDITIONS WITHIN TRACTS 4020 AND 4089 FROM RIVER ISLANDS
REASON FOR RECOMMENDATION:

Staff has inspected the improvements listed in the GASB 34 Reports and confirmed that the improvements have been substantially completed in accordance with City specifications with the exception of the establishment of the grass in N8 and the installation of the architectural feature in N9.

Staff recommends City Council accept the completed public improvements listed in the GASB 34 Reports and accept the two pending improvements contingent on their completion and receipt of final unconditional lien releases. River Islands has submitted conditional lien releases and one- year maintenance bonds for the improvements being accepted.

FISCAL IMPACT:

River Islands Public Financing Authority ( RIPFA) will maintain the park at no additional cost to the City pursuant to the existing Maintenance Agreement with the City. The warranty bonds cover any repairs or replacements due to defective materials or workmanship for the completed improvements that become necessary during the one- year period, beginning with this acceptance. The City' s Service
Maintenance CFD 2013- 1 has been established to fund the maintenance and operating costs of the adjacent streets.

ATTACHMENTS:

A. Resolution Accepting N8 and N9 Public Park Improvements with Conditions within Tract 4020 and 4089 from River Islands
B. Vicinity Maps
C. GASB 34 Reports - River Islands N8 and N9 Parks
423
CITY MANAGER' SREPORT PAGE 4
NOVEMBER 18, 2024, CITY COUNCIL SPECIAL MEETING
ACCEPT N8 AND N9 PUBLIC PARK IMPROVEMENTS WITH CONDITIONS WITHIN TRACTS 4020 AND 4089 FROM RIVER ISLANDS
APPROVALS:

Bellal Nabizadah Date
Assistant Engineer
tt S -202q
en Reed Date
Senior Construction Manager
Brad aylor
City , ngineer
Cari Jam
Finance rector
Date
II/ 13/ 7• DV- i
13, 4q24)
Date
Michael King Date
Assistant City Manager
11 • I3 • zo z'(

7. 3 • u)
Salvador Navarrete Date
City Attorney
1144 -Z41-
Step en J. Salvatore Date
City Manager
424
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP ACCEPTING N8 AND N9 PUBLIC PARK IMPROVEMENTS WITH CONDITIONS WITHIN TRACT 4020 AND 4089 FROM RIVER ISLANDS
WHEREAS, on March 27, 2007, Council approved Vesting Tentative Map (VTM) 3694, which was amended with updated Conditions of Approval ( COA) on June 1, 2015. On July 18, 2018, the City of Lathrop Planning Commission approved a Neighborhood Design Plan ( NDP) and Architectural Guidelines and Design Standards AG/ DS) for the Lakeside East District, Stage 2A, within Phase 1. On December 2, 2020, the City of Lathrop Planning Commission approved a Neighborhood Design Plan NDP) and Architectural Guidelines and Design Standards ( AG/ DS) for the Lakeside West District, Stage 2B, within Phase 1; and
WHEREAS, although the NDP provides conceptual guidance on parks, Council approved a revised Master Parks Plan on September 12, 2022. The parks are within the geographic boundary of the VTM 3694; and
WHEREAS, on November 9, 2020, City Council approved Tract 4020, establishing 57 single- family lots. As required by the City' s subdivision ordinance, the approved Tract 4020 included an SIA to guarantee certain public improvements associated with the final map. The construction of the N9 Park is a requirement of the SIA for Tract 4020; and
WHEREAS, on September 13, 2021, City Council approved Tract 4089, establishing 48 single- family lots. As required by the City' s subdivision ordinance, the approved Tract 4089 included an SIA to guarantee certain public improvements associated with the final map. The construction of the N8 Park is a requirement of the SIA for Tract 4089; and
WHEREAS, a portion of the grass within the N8 park is still in its establishment phase and will be maintained by River Islands after Council conditional acceptance until the establishment phase has been confirmed to be complete by the City Engineer. Due to delays in manufacturing, an architectural feature within the N9 park has not been installed. Both parks are substantially complete, and the City engineer shall confirm when the two pending improvements have been completed; and WHEREAS, construction of the N8 and N9 Parks is complete with the exceptions noted above, and the approximate value of the improvements proposed to be accepted is $ 4, 722, 501. 27 as shown in the GASB34 Reports. These improvements have been inspected by staff and deemed substantially complete, and in accordance with the approved plans and City specifications by the City Engineer; and
WHEREAS, staff shall confirm completion of the two unfished improvements, receipt of final unconditional lien releases, and satisfaction of conditions of the SIA' s for Tracts 4020 and 4089 related to the public park improvements; and 425
WHEREAS, River Islands has provided one- year warranty bonds based on 10% of the construction cost, as well as a developer lien release and conditional lien releases from the contractors. The warranty bonds are detailed in Table 1 below Table 1
Tract No. Project Name Warranty Bond No. Bond Value
4020 N9 Park 0844473 294, 930. 19
4089
N8 Park 0844472 249, 01.
and
WHEREAS, staff has inspected the improvements listed in the GASB 34 Reports and confirmed that the improvements have been substantially completed in accordance with City specifications with the exception of the establishment of the grass in N8 and the installation of the architectural feature in N9; and WHEREAS, staff recommends City Council accept the completed public improvements listed in the GASB 34 Reports and accept the two pending improvements contingent on their completion and receipt of final unconditional lien releases; and
WHEREAS, River Islands has submitted conditional lien releases and one- year maintenance bonds for the improvements being accepted and WHEREAS, River Islands Public Financing Authority ( RIPFA) will maintain the N8 and N9 park at no additional cost to the City pursuant to the existing Maintenance Agreement with the City. The warranty bonds cover any repairs or replacements due to defective materials or workmanship for the improvements that become necessary during the one- year period, beginning with this acceptance. The City' s Service
Maintenance CFD 2013- 1 has been established to fund the maintenance and operating costs of the adjacent streets.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby accept the completed N8 and N9 public park improvements within Tracts 4020 and 4089 from River Islands; and
BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop does hereby conditionally accept the two pending public park improvements contingent on their completion, specifically:

1. The establishment of the grass in the N8 park

2. The installation of the architectural feature at the N9 park 426
PASSED AND ADOPTED by the City Council of the City of Lathrop this 18th day of November 2024 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 427
428
429

ATTACHMENT
ENG1 NEEii1NG
River Islands - Old River Neighborhood Park ( N8)

AS -BU I LTS
ITEM DESCRIPTION UNIT QUANT. UNIT COST
GASB- 34
Lathrop, CA
11/2/ 2024
AMOUNT
A. Site Preparation/ Utilities
1 Site Grading ( Rough/ Fine) SF 223, 077 0. 95 211, 923. 15 2 Storm Drain Inlet Tie -In EA 6 1, 025.0 6, 150. 0
3 Storm Drain Inlet EA 16 1, 300. 0 20, 800. 0
4 12" Storm Drain Line LF 68 42. 50 2, 890. 0
5 8" Storm Drain Line LF 231 39. 90 9, 216. 90
6 6" Storm Drain Line LF 735 30. 00 22, 050.
7 Erosion Control LS 1 5, 000. 5, 000.

SUB -TOTAL 278, 030.5
B. Flatwork / Surfacing
1 Natural colored 6" Conc. Flatwork SF 24, 787 17. 00 421, 379. 00 2 Colored 6" Conc. Flatwork SF 820 29. 80 24, 436. 00
3 Basketball Court (Asphalt/ Paving/ Striping) SF 6, 000 10. 00 60, 000. 4 Playground Safety Surfacing ( Pour In -Place Rubber) SF 5, 952 16. 72 99, 517. 44 5 12" Concrete Mow Curb LF 851 14. 00 11, 914. 00
6 Monolithic Playground Curb LF 335 14. 00 4, 690. 0
7 Playground Curb LF 70 14. 00 980. 00
8 Playground Bridge LS 1 16, 000. 16, 000.
9 Playground Wave Path SF 368 20. 00 7, 360. 0
10 ADA Ramp EA 2 4, 000. 8, 000.
11 ADA Ramp with Flare EA 3 4, 000. 12, 000.
12 Fitness Safety Surfacing ( not installed) SF 0
SUB -TOTAL 666, 276. 44
C. Furnishings / Equipment / Structures
1 Benches EA 14 1, 250. 0 17, 500. 0
2 Trash Receptacles EA 7 970. 64 6, 794. 48
3 Recycling Receptacles EA 7 970. 64 6, 794. 48
4 Picnic Table EA 5 837. 00 4, 185. 00
5 Bike Rack EA 3 350. 00 1, 050.
6 BBQ ( Group) EA 1 4, 088. 50 4, 088. 50
7 Drinking Fountain w/ Dog Bowl EA 1 5,00. 0 5,00. 0
8 Rectangular 20' x40' Shade Sail EA 1 50, 000. 50, 000. 9 Fitness Equipment/ Installation EA 5 3, 000. 15, 000. 10 10' Basketball hoop/ backboard/ goal/ net EA 2 7, 500. 0 15, 000. 11 Guardrail at Playground Bridge LF 37 350. 00 12, 950. 0 12 4' Tubular Steel Fence EA 547 50. 00 27, 350. 0
13 Washed River Cobble SF 76 3. 28 249.8
14 Concrete Table Tennis EA 1 3, 000. 3, 000.

SUB -TOTAL 169, 461. 74
D. Playground Equipment
1 Structure: 2-5 EA 1 54, 198. 00 54, 198. 00
2 Structure: 5- 12 EA 1 163, 64. 00 163, 64. 00
3 SpinMax Pod EA 1 6, 283. 00 6, 283. 00
430
4 Toddler Tractor EA 1 2, 173. 00 2, 173. 00
5 2 Bay Swingset EA 1 10, 599. 00 10, 599. 00
6 Play Panels EA 5 2, 374. 00 11, 870. 0
7 Spinner Seat EA 1 1, 282. 00 1, 282. 00
8 Twister Tower EA 1 65, 795. 00 65, 795. 00
9 Tuned Drums EA 1 6, 562. 00 6, 562. 00
10 Flower Bell EA 2 2, 362. 00 4, 724. 00
SUB -TOTAL 327, 120. 0
E Playground Installation
1 Installation LS 1 130, 848. 00 130, 848. 00
SUB -TOTAL 130, 848. 00
F Signage
1 City of Lathrop Park Rules Sign EA 4 500. 00 2, 000.
2 Park Entry Sign ( w/ Footing) EA 1 15, 800. 0 15, 800. 0 3 2-5 Play Sign EA 1 500. 00 500. 00
4 5- 12 Play Sign EA 1 500. 00 500. 00
SUB -TOTAL 18, 800. 0
G. Electrical/ Lighting
1 Electrical Pedestal EA 1 10, 000. 10, 000.
2 Park Sign Light EA 2 4, 000. 8, 000.
3 Park Sign & Conduit & Wire LS 1 7, 000. 7, 000.
4 Promenade Path Lights EA 10 5, 000. 50, 000.
5 Promenade Path Light Conduit & Pull Boxes LS 1 40, 000. 40, 000.

SUB -TOTAL 115, 000.

H. Planting
1 Soil Conditioning & Amendments SF 183, 970 0.7 12, 877. 90 2 Drill Seed Lawn SF 169, 481 0.8 13, 558. 4
3 1 Gallon Shrubs EA 1,86 8. 00 9, 488. 00
4 15 Gallon Trees EA 173 90. 00 15, 570. 0
5 Bark SF 14, 489 0. 19 2, 752. 91
6 Root Barrier LF 1, 836 1. 55 2, 845.0
SUB -TOTAL 57, 093.9
I. Irrigation Controls & Distribution
1 Irrigation System SF 183, 970 1. 50 275, 95. 00
SUB -TOTAL 275, 95. 00
J Miscellaneous
1 Maintenance ( 60 Day Establishment) LS 1 15, 000. 15, 000.

SUB - TOTAL 15, 000.

SUB -TOTAL

ADD ALTERNATES
1 Bridge and Tunnel Wall Art LS 1 5, 000. 5, 000.
2 Excess Soil Off -Haul CY 1
SUB -TOTAL 5, 000.
2, 053, 584. 32
431
ENG1 NEERING
River Islands - Nototomne Park ( N9)

AS- BUILTS
ITEM DESCRIPTION UNIT QUANT. UNIT COST
GASB- 34
Lathrop, CA
11/2/ 2024
AMOUNT
A. Site Preparation/ Utilities
1 Site Grading ( Rough/ Fine) SF 207, 682 0. 95 197, 297. 90 2 Storm Drain Inlet Tie -In EA 1 1, 025.0 1, 025.0
3 Storm Drain Inlet EA 15 1, 300. 0 19, 500. 0
4 Area Drain Inlet EA 5 500. 00 2, 500. 0
5 12" Storm Drain Line LF 318 42. 50 13, 515. 00 '
7 6" Storm Drain Line LF 1, 310 30. 00 39,00. 0
SUB -TOTAL 273, 17. 90
B. Flatwork / Surfacing
1 Natural colored 6" Conc. Flatwork SF 21, 141 17. 00 359,7. 00 2 Playground Safety Surfacing - Pour -in -Place Rubber SF 12, 061 24. 00 289, 464. 00 3 Playground Safety Surfacing - Fibar ( Removed) CY 0 75. 00 4 Snakes & Ladders Game EA 1 13, 000. 13, 000.
5 DG Surfacing SF 1, 496 15. 00 22, 440. 0
6 12" Concrete Mow Curb LF 1,64 14. 00 16, 296. 00
7 Aluminum Edging LF 1, 350 12. 45 16, 807. 50
8 12" Playground Curb LF 260 14. 00 3, 640. 0
9 12" Playground Curb with Concrete Extension LF 81 16. 00 1, 296. 00 10 Sidewalk with Playground Edge LF 484 9. 00 4, 356. 00 11 ADA Ramp EA 1 4, 000. 4, 000.
12 Playground Entry Ramp ( Removed) EA 0 2, 000.

SUB -TOTAL 730, 696. 50
C. Furnishings / Equipment / Structures
1 Benches EA 6 1, 250. 0 7, 500. 0
2 Trash Receptacles EA 4 970. 64 3, 882. 56
3 Recycling Receptacles EA 4 970. 64 3, 882. 56
4 Picnic Table EA 6 837. 00 5, 022.0
5 Bike Rack EA 3 350. 00 1, 050.
6 BBQ - Group EA 2 4, 088. 50 8, 177. 00
7 Drinking Fountain w/ Dog Bowl EA 1 5,00. 0 5,00. 0
8 Removable Bollards EA 3 2, 000. 6, 000.
9 Boulder - Small EA 10 585. 00 5, 850. 0
10 Boulder - Medium EA 15 2, 105. 00 31, 575. 00
11 Boulder - Large EA 10 4, 289. 00 42, 890. 0
12 Boulder - Rectangular EA 6 4, 289. 00 25, 734. 00
13 Washed River Cobbles - Assorted sizes ( at Statue) SF 2,99 3. 28 7, 540. 72 14 Custom Octagonal Shade Structure EA 1 105, 000. 105, 000.

SUB -TOTAL 259, 603. 84
D. Playground Equipment
1 Vibra Chimes EA 1 13, 000. 13, 000.
2 Swirl Saucer EA 1 5, 900. 0 5, 900. 0
3 Bear Cave EA 1 39, 500. 0 39, 500. 0
4 Grass Blade Beam EA 1 7, 300. 0 7, 300. 0
5 Log Stepping Forms EA 1 8, 300. 0 8, 300. 0
432
6 Turtle Pod Stepper EA
1 3, 100. 0 3, 100. 0
7 KLD Spin -02 EA
1 9, 400. 0 9, 400. 0
8 Yokut Roundhouse Climber EA
1 266, 850. 0 266, 850. 0
9 Double Belt Swing EA
1 7, 050. 7, 050.
10 Dice/ Walnut Steppers EA
1 23, 300. 0 23, 300. 0
11 Water Skater climber EA
1 55, 700. 0 55, 700. 0
12 Swing Frame for (2) Seats EA
1 2, 650. 0 2, 650. 0
13 Ant Springer EA
2 3, 400. 0 6, 800. 0
14 Swaying Cornstalks EA 20 900. 00 18, 000.
15 Grass - Large EA
1 7, 100. 0 7, 100. 0
16 Grass - Medium EA
1 7, 100. 0 7, 100. 0
17 Cattail Spinner EA
1 4, 100. 0 4, 100. 0
18 Tule Canoe Rocker EA
1 33, 700. 0 33, 700. 0
19 Revo EA
1 13, 000. 13, 000.

SUB -TOTAL 531, 850. 0
E. Playground Installation 1 Installation LS
1 159, 555. 00 159, 555. 00
SUB -TOTAL 159, 555. 00
F. Interpretive Signage/ Activities/ Art 1 Interpretive Signage EA 5 8, 700. 0 43, 500. 0
2 Bronze Sculpture EA
1 130, 00. 130, 00.
3 City of Lathrop Park Rules Sign EA
3 500. 00 1, 500. 0
4 Park Entry Sign ( w/ Footing) EA
1 20, 000. 20, 000.
5 Board Game Spinner EA
1 4, 500. 0 4, 500. 0
6 Quail Spinner EA
1 2, 900. 0 2, 900. 0
7 2-5 Play Sign ( No Purchase/ Install onlly) EA
1 2, 300. 0 2, 300. 0
8 5- 12 Play Sign ( No Purchase/ Install onlly) EA
1 2, 300. 0 2, 300. 0
SUB -TOTAL 207, 000.

G. Lighting 1 Electrical Pedestal EA
1 15, 000. 15, 000.
2 Park Sign Light EA
2 4, 000. 8, 000.
3 Park Sign & Memorial Light Conduit & Wire LS
1 10, 200. 0 10, 200. 0
4 Memorial Light EA
6 4, 000. 24, 000.
5 Memorial Light Conduit & Wire LS
1 10, 200. 0 10, 200. 0
6 Park Path Light EA
7 8, 320. 0 58, 240. 0
7 Park Path Light Conduit & Pull Boxes LS
1 43, 500. 0 43, 500. 0
8 Booster Pump Conduit & Wire LS
1 3, 800. 0 3, 800. 0
SUB -TOTAL 172, 940. 0
H. Planting 1 Soil Conditioning & Amendments SF 169, 002 0.7 11, 830. 14 2 Drill Seed Lawn SF 145, 271 0.8 11, 621.8 3 Hydroseed No -Mow Turf SF 4, 375 0.6 262. 50 4 1 Gallon Shrubs EA 1, 843 8. 00 14, 744. 00 5 15 Gallon Trees EA 172 90. 00 15, 480. 0 6 Bark SF 19, 356 0. 19 3, 677.4 7 Root Barrier LF 1, 945 1. 55 3, 014. 75 SUB -TOTAL 60,30. 71
I. Irrigation Controls & Distribution 1 Irrigation System SF 169, 002 1. 50 253, 503. 00 433
I I SUB -TOTAL 253, 503. 00
J. Miscellaneous
1 Maintenance ( 60 Day Establishment) LS I 1 I $ 15, 000. 15, 000.

SUB -TOTAL 15, 000.

SUB -TOTAL 2, 663, 916.5
434

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM:

ITEM 5. 1

DISCUSSION OF POSSIBLE FINANCIAL INCENTIVE

PROGRAM( S) TO ATTRACT ENTERTAINMENT RETAIL

BUSINESSES TO LATHROP
RECOMMENDATION: Council to Consider Incentive Options Presented, Discuss, and Provide Staff Direction to Establish an
Entertainment Incentive Program Based on Use of
Measure D Funding
SUMMARY:

On October 14, 2024, Lathrop City Council directed staff to explore possible financial incentive programs to assist in the attraction of entertainment establishments with the use of Measure D' s Citywide Economic Development Fee as the source of program funding. The Council asked staff to explore potential incentives including partial reimbursement or a grant based on city capital facilities fees related to new development, opportunities for the City to lease or offset lease expenses on behalf of a third - party entertainment entity, and/ or provide financial assistance through a loan program.

In evaluating the three potential programs, a partial reimbursement or grant based on the city capital facility fees for new development appears to have the greatest impact, thereby allowing the business to realize an upfront reduction in capital costs.

After discussions with real estate professionals and landlords regarding the possibility of the City leasing existing space or offsetting lease expenses on behalf of a third -party user, there was unified concern over the financial credit with entertainment users, expensive tenant improvements, and a history of business failure before leases expire. Due to these general concerns regarding entertainment uses, the potential for extended costs and risk of liability, a City incentive to lease or offset lease expenses is not recommended.

Loan programs and funding opportunities are abundant in San Joaquin County, but business financing often depends on the credit history of the borrower. In addition to staff time and expenses, a City funded loan program would require contracting with an outside lending agency for administration. Due to the additional costs related to administration and the potential of financial loss due to loan default, a City funded loan program is not recommended.

Establishing an incentive for the purpose of enticing entertainment businesses to Lathrop may provide a useful business attraction tool, but careful consideration as to the type of incentive and the impact it may have on the City are factors that should be considered.
435

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

DISCUSSION OF POSSIBLE FINANCIAL INCENTIVE PROGRAM( S) TO

ATTRACT ENTERTAINMENT RETAIL BUSINESSES TO LATHROP
BACKGROUND:

PAGE 2
The City' s population growth has significantly increased over recent years, which has resulted in the California Department of Finance ranking Lathrop as the fastest growing city in California in the years 2023 and 2024. The City' s innovative planning and developer foresight prepared Lathrop for the current growth through new housing developments in River Islands and Stanford Crossing.

From January 2020 through January of 2024, Lathrop' s population increased from 26, 833 people to 37, 033, or by 38%. In addition to the increase in population, Lathrop has also seen an increase in average household income and education levels, which helps to attract more retail establishments. However, commercial growth has not kept pace with residential growth, and residents desire more retail and, specifically, more entertainment venues in Lathrop.

Passed by the vote of the electorate on November 7, 2000, Measure D established an Economic Development Fee ( EDF) for the purpose of stimulating business activities in the local economy. The EDF is solely funded through new homes sales in River Islands. At close of escrow for each new home sold, a $ 5, 000 EDF fee is collected with eighty percent ( 80%) deposited to a " Stewart Tract Account" and twenty percent ( 20%) deposited to a " Citywide Account". Measure D limits allocation of money from the EDF Citywide Account to the east side of Interstate 5 within Lathrop' scity limits. To date, the EDF Citywide Account has only been used during COVID as a grant to Lathrop small businesses, and the account was repaid through ARPA funding. The current balance of the EDF Citywide Account is $ 3. 9 million dollars.

Staff received direction from City Council at the October 14th meeting to research opportunities to create an incentive program for the purpose of attracting retail entertainment businesses to Lathrop by utilizing the funding of the EDF Citywide Account. Pursuant to the Council' s direction, staff explored 1) partial reimbursement or a grant based on the city capital facilities fees for new development, 2) opportunities for the City to lease existing space or offset lease expenses on behalf of a third -party entertainment entity; and/ or, 3) offer potential financial assistance through a loan program.

City Capital Facility Fee Partial Reimbursement or Grant As a new and developing city, Lathrop' svacancy rates for existing leasable building space are minimal, which creates a need for construction of new commercial buildings. With the current climate of high interest rates and increasing costs of construction, these items present challenges to new development to meet the return on investment required to sustain a business establishment. Taking these factors into consideration, a City reimbursement or grant program based on a portion of the city capital facility fees may be an enticing incentive by reducing business start- upcosts.
436

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

DISCUSSION OF POSSIBLE FINANCIAL INCENTIVE PROGRAM( S) TO

ATTRACT ENTERTAINMENT RETAIL BUSINESSES TO LATHROP
PAGE 3
Developers are required to pay permit and development impact fees before constructing a new building. Fees may include building permit and plan check fees, city capital facility fees, levee impact fees, agricultural mitigation fees, and non -city development impact fees, which all vary by parcel, location, acreage, building square footage and use type.

Building and plan check fees are minimal ( 10-5%) in comparison to the city capital facility fees, which relate to construction and maintenance of City infrastructure such as water, sewer, storm, transportation and municipal service facilities.

Staff analyzed development fees estimated for construction of a new building using various square footage and based on two different locations east of Interstate 5.

Estimated city capital facility fees ranged from $ 197k to $ 273k for a 5, 000 square foot building on 1. 5 acres to $ 511k to $ 1m for a 40, 000 square foot building on 4 acres. The use of Measure D, EDF Citywide Account to reimburse or grant a percentage of the city capital facility fees on new development may be an impactful way to attract entertainment businesses while reducing their upfront costs. For example, an entertainment incentive may offer a 50% reimbursement or grant based on the total of City capital facility fees up to a maximum of $ 500, 00.

City Lease Existing Space or Offset Lease Expenses for Entertainment User To explore opportunities for the City to lease or offset lease expenses on existing industrial and/ or commercial space for a third - party entertainment user, staff solicited feedback from four ( 4) commercial/ industrial real estate brokers and two 2) developer/ landlords who have interest and investment in Lathrop and the surrounding communities.

Commercial lease rates, common area maintenance ( CAM) charges, insurance and taxes for a 5, 000 square foot space can cost $ 300k or more a year. Because Lathrop is a newer city, the availability of existing commercial space is extremely limited, which requires many new users to construct a building.

Industrial property owners and landlords expressed little interest in leasing warehouse space to entertainment uses for several reasons. The top three industry concerns being: 1) poor credit history causing above market lease rates; 2) liability and cost of insurance; 3) devaluation of the building as industrial tenants tend to take better care of leased space. Other issues included costly tenant improvements to convert the space to entertainment use, such as increasing the number of bathrooms, adding more entrance and emergency exits, meeting Title 24 energy code requirements to provide temperature control systems, and meeting parking requirements. Landlords and brokers shared their experience with entertainment users commenting that many of these businesses have poor credit and fail before the lease expires leaving landlords with a large expense to demolish and recondition the space back to its original use.
437

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

DISCUSSION OF POSSIBLE FINANCIAL INCENTIVE PROGRAM( S) TO

ATTRACT ENTERTAINMENT RETAIL BUSINESSES TO LATHROP
PAGE 4
While it may be possible for the City to lease or offset payment of a lease on behalf of a third -party entertainment user, the landlord would likely require the City to put up a security deposit, agree to a guaranteed lease arrangement, or have the City be the lessee while allowing the ability to sublease the space to a user. All of which would increase the City' s potential expense and liability. For these reasons, a lease type incentive program is not recommended.

Financial Loan Program
There are several funding mechanisms in place to meet business needs for working capital, construction, equipment, and real estate to include loans from banks, credit unions, Small Business Administration 504 and SBA 7(a), San Joaquin County Revolving Loan Fund and Micro -Loan program. However, credit history is key for a business to obtain a loan or line of credit. For the city to compete with these financial institutions, it would need to hire an agency to perform the credit analysis, process the application, underwrite the loan, track payments and follow up on delinquencies. Staff oversight of the loan program would also need to be considered.

In addition to San Joaquin County, the cities of Lodi and Tracy do offer Small Business Loan programs administered through outside lending agencies. The City of Tracy leveraged city funds with a match from Grow America - National Development Council ( NDC) to offer SBA 504 and 7(a) loan programs to their small business community. NDC is the third -party lending agency for the City of Tracy' s loan program. Lodi allocated $ 340, 00 toward its loan program, plus another 130, 00 for technical assistance, fees and associated costs related to program implementation and management. Lodi hired California Capital as its third -party lending agency. However, both programs are for micro and small business loans and are not industry specific.

Due to the additional expenses related to contracting with a third -party lending agency, the risk of default, additional expenses, and existing availability of loan programs, a City -funded loan program is not recommended.

REASON FOR RECOMMENDATION:

The intent of this report is for City Council to discuss the incentive programs presented and provide staff direction on establishing an Entertainment Incentive Program utilizing Measure D' s Economic Development Fund —Citywide Account as a funding source.

FISCAL IMPACT:

Measure D - Economic Development Fund, Citywide Account would be the funding source for an Incentive Program.
438

CITY MANAGER' SREPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

DISCUSSION OF POSSIBLE FINANCIAL INCENTIVE PROGRAMS) TO

ATTRACT ENTERTAINMENT RETAIL BUSINESSES TO LATHROP
APPROVALS:
1Hr3- 2
PAGE 5
Shelley Burc m Date
Economic Development Administrator
Cari V - s
Finance irector
i 1 b3 ) awz. 41
Date
Salvador Navarrete Date
A / 3--- z&--v
City Attorney
ll•t4•• 21+
Stepen 3. Salvatore Date
City Manager
439

PAGE LEFT

INTENTIONALLY
BLANK
440
ITEM 5. 2

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: APPROVE TIME EXTENSION REQUEST FOR THE

ASHLEY FURNITURE PROJECT
RECOMMENDATION: Adopt Resolution To Approve a Two ( 2) Year Time Extension Request for the Ashley Furniture Project
Conditional Use Permit No. CUP -23- 08 and Site Plan
Review No. SPR- 23- 09 (TE- 24- 175)
SUMMARY:

The Ashley Furniture Project Conditional Use Permit No. CUP - 23- 08 and Site Plan Review No. SPR- 23- 09 were approved by City Council on November 13, 2023 ( City Council Resolution No. 23- 5422) which allowed for the development of a 1, 486, 607 sq. ft. concrete tilt -up building on an 89.2 -acre property located at the northwest corner of Dos Reis Road and Manthey Road within the Central Lathrop Specific Plan Phase 2 area. The proposed building includes a 24, 000 sq. ft. office, a 110, 260 sq. ft. retail outlet and showroom and a 1, 352,47sq. ft. warehouse distribution center.

The applicant, Aaron Hodgdon, is requesting a two ( 2) year time extension to Conditional Use Permit No. CUP -23- 08 and Site Plan Review No. SPR- 23- 09. If approved, the listed project approval will expire on November 13, 2028.

The proposed time extension will not alter the planned development and required improvements for the project as originally approved, and the previously approved Conditions of Approval for the project will remain in full force.

BACKGROUND:

The Ashley Furniture Project was approved by City Council on November 13, 2023.

The project includes the development of a 1, 486, 607sq. ft. concrete tilt -up building on an 89.2 -acre property located at the northwest corner of Dos Reis Road and Manthey Road and within the Central Lathrop Specific Plan Phase 2 area. The proposed building includes a 24, 000 sq. ft. office, a 110, 260 sq. ft. retail outlet and showroom and a 1, 352,47 sq. ft. warehouse distribution center.

ANALYSIS:

Pursuant to Section 17.12.00 of the Lathrop Municipal Code ( LMC), the City Council may establish a greater time limit for qualifying projects. The time limit may be extended by City Council for good cause such as proof of an unusual hardship not of applicant' s own making.
441

CITY MANAGERS REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
TIME EXTENSION NO. TE- 24- 175
PAGE 2
Due to the project size, the infrastructure required to support the development, off - site improvements, and market conditions, staff believes that the Ashley Furniture Project meets the intent of Section 17.12.00. In addition, the applicant has spent the last ten ( 10) months diligently working with City staff to prepare the update to the City' s Capital Facilities Fees ( CFF) for the Central Lathrop Specific Plan Phase 2 and the associated infrastructure studies for the development of the project.

Pursuant to Section 17.12.00, the time limits set by the City Council shall be reasonable, based on the size, nature and complexity of the proposed development.

As such, staff believes the request for a two ( 2) year time extension to November 13, 2028 is reasonable.

CEQA REVIEW:

On November 13, 2023, the City of Lathrop City Council adopted Resolution 23- 5421 finding the Ashley Furniture Project exempt from further environmental review pursuant to Public Resources Code Section 21083. 3and California Environmental Quality Act ( CEQA) Guidelines Section 15183. The proposed time extension falls within the scope of the Section 15183 Analysis ( Environmental Checklist) and as such, no further environmental review is required. The request for a time extension does not modify or alter the project ( e.g., size, intensity, off- street parking, etc.). As noted above, all of the project requirements and mitigations identified in the Environmental Checklist remain in full effect and are included in the project' soriginal Conditions of Approval.

The Environmental Analysis identified the applicable City of Lathrop development standards and policies that would apply to the proposed project during both the construction and operational phases, identifies applicable minimization measures from the General Plan EIR that must be implemented, identifies applicable state -level standards and policies that would ensure that no peculiar or site - specific environmental impacts would occur. The Environmental Analysis concluded that the project is consistent with the land uses and development intensities assigned to the project site by the General Plan.

Impacts from buildout of the General Plan including cumulative impacts associated with development and buildout of the CLSP Phase 2 plan area and the Ashley Furniture Project, as modified, are fully addressed in the General Plan EIR ( State Clearinghouse No. 2021100139), and implementation of the modified project would not result in any new or altered impacts beyond those addressed in the General Plan EIR.
442

CITY MANAGERS REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
TIME EXTENSION NO. TE- 24- 175
RECOMMENDATION:

PAGE 3
Staff recommends that the City Council consider all information provided and submitted, take and consider all public testimony, and, if determined to be appropriate, adopt a Resolution approving a two ( 2) year Time Extension request for the Ashley Furniture Project Conditional Use Permit No. CUP - 23- 08 and Site Plan Review No. SPR- 23- 09, subject to the original Conditions of Approval dated November 13, 2023.

FISCAL IMPACT:

All application processing fees and costs are charged to the applicant. The request has no fiscal impact to the City.

ATTACHMENT:

1. City Council Resolution approving a Time Extension request for the Ashley Furniture Project Conditional Use Permit No. CUP - 23- 08 and Site Plan Review No.

SPR- 23- 09

2. Time Extension Application dated November 7, 2024
443

CITY MANAGERS REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
TIME EXTENSION NO. TE- 24- 175
APPROVALS:

David Niskanen
Contract Planner
Ric ' aguiat
Co munity Development Director
Salvador Navarrete
City Attorney
Steph . Salvatore
City Manager
PAGE 4
11/ 6/ 2- 0-. t
Date
1/- b
Date
Date
444
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO APPROVE A TWO ( 2) YEAR TIME EXTENSION REQUEST FOR THE ASHLEY FURNITURE PROJECT CONDITIONAL USE PERMIT NO. CUP - 23- 08 AND SITE PLAN REVIEW NO. SPR- 23- 09 (TE- 24- 175)
WHEREAS, the City of Lathrop City Council held a duly noticed public meeting to consider the time extension request for the Ashley Furniture Project Conditional Use Permit No. CUP -23- 08 and Site Plan Review No. SPR- 23- 09 pursuant to the General Plan and Lathrop Municipal Code; and WHEREAS, on November 13, 2023, the City Council approved Resolution No. 23- 5422, to approve the Ashley Furniture Project, which consists of the construction of approximately 1. 5 million square foot concrete tilt -up building and all necessary supporting infrastructure on a property located within the Central Lathrop Specific Plan Phase 2 Amendment area as further defined below ( the Project); and
WHEREAS, the property is located at 14101 S. Manthey Road ( APN: 192- 020- 14) (the property); and
WHEREAS, the request is for a two ( 2) year time extension to the previously approved Conditional Use Permit ( CUP -23- 08) and Site Plan Review ( SPR- 23- 09); and
WHEREAS, pursuant to Section 17.12.00 of the Lathrop Municipal Code LMC), the City Council may establish a greater time limit for qualifying projects.

The time limit may be extended by City Council for good cause, such as proof of an unusual hardship not of applicant' s own making. The time limits set by the City Council shall be reasonable, based on the site, nature and complexity of the proposed development; and
WHEREAS, on November 13, 2023, the City Council adopted Resolution No. 23- 5421 finding the Ashley Furniture Project exempt from further environmental review pursuant to Public Resources Code Section 21083. 3 and California Environmental Quality Act ( CEQA) Guidelines Section 15183. The proposed time extension falls within the scope of the Section 15183 Analysis ( Environmental Checklist) and as such, no further environmental review is necessary; and WHEREAS, proper notice regarding the time extension was given in all respects required by law; and
WHEREAS, the City Council has reviewed all written evidence and oral testimony to date.

Resolution No. 24-
445
NOW THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop does hereby make the following findings:

Section 1. On November 13, 2023, the City Council adopted Resolution No. 23- 5421 finding the Ashley Furniture Project exempt from further environmental review pursuant to Public Resources Code Section 21083. 3 and California Environmental Quality Act ( CEQA) Guidelines Section 15183. The proposed time extension falls within the scope of the Section 15183 Analysis ( Environmental Checklist) and as such, no further environmental review is necessary.

Section 2. The City Council finds that due to the project size, the infrastructure required to support the development, off -site improvements, and market conditions, the time extension request meets the intent of Section

17.12.00. In addition, the applicant has spent the last ten ( 10) months diligently working with the City to prepare the update to the City' s Capital Facilities Fees CFF) for the Central Lathrop Specific Plan Phase 2 and the associated infrastructure studies for the development of the project.

Section 3. Based on the findings set forth in this Resolution and the evidence in the Staff Report, the City Council hereby grants a two ( 2) year time extension to the Ashley Furniture Project Conditional Use Permit ( CUP - 23- 08) and Site Plan Review ( SPR- 23- 09), extending the approval to November 13, 2028, subject to the original Conditions of Approval, dated November 13, 2023.

BE IT FURTHER RESOLVED that the City Council of the City of Lathrop, based on substantial evidence in the administrative record of proceedings, its above findings, including the staff report and associated attachments, pursuant to its independent review and consideration, does hereby approve Time Extension TE- 24- 175 subject to the original Conditions of Approval dated November 13, 2023, incorporated by reference herein.

Resolution No. 24-
446
The foregoing resolution was passed and adopted this 18th day of November 2024 by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

SIGNED:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Resolution No. 24-
447

ATTACHMENT
City of
Community Development Department
390 Towne Centre Dr. - Lathrop, CA 95330
Phone ( 209) 941- 7290 - Fax ( 209) 941- 7219
www. ci. lathrop. ca. us

TIME EXTENSION APPLICATION FORM
Application Number: 1"- e-- 7)-(--( 7 Receipt Number: Received By: C"__ — Application Date: u/ 1-/ Zcf Project Name: Project Planner: Q (y

THIS FORM TO BE COMPLETED BY THE APPLICANT PRIOR TO FILING & PRIOR

TO EXPIRATION OF YOUR EXISTING PERMITS
Owner' sName
Owner/ Applicant Information

DOS REIS RANCH, INC
Address 7000 S INLAND DRIVE
City/ State STOCKTON, CA Phone 290- 471-083 Fax
Applicant' s
Name AARON HODGDON
Address 1461 E COOLEY DR # 230
City/ State COLTON, CA Phone 909- 229-192 Fax
Business Name ( DBA) HODGDON MANAGEMENT CONSTRUCTION, INC Assessor' s Parcel Numbers ( APNs)
Property Information
192- 00- 14
Subject Site( s)NWC DOS REIS & MANTHEY ROAD; 141 S MANTHEY ROAD Existing Permit Information
Existing Permit Numbers CUP -23- 08 AND SPR- 23- 09
Date of Original Approval NOVEMBER 13, 2023
Expiration Date NOVEMBER 12, 2026
Basis for Request
Please state your reason for a time extension and the length of time requested ( up to one year may be approved):

Due to market and economic uncertainty which has delayed the original project from moving forward coupled with the project size, infrastructure required, preparation of plans, engineering, and budgeting, we request that the 3 -year time period from the original approved CUP be extended by a two (2) year time extension until November 13, 2028.

Time Extension Application
Updated: March 2008
448
2 Certifications and Signatures

1. Is the project site included on the "Hazardous Waste and Substance Sites List" or other similar list? NO

2. Is the proposal an application for a development permit as defined by State law? NO
If you' re not sure how to answer these questions, please ask a staff member for assistance) I, the undersigned, do hereby certify that I have read and understand the attached cover sheet() and that the facts and information contained in this application are true and correct, to the best of my knowledge.
2_a_C //r` 2, 4 UTLIVa
Signature of Applicant/ Agent Signature of Owner( s)*
AARON W. HODGDON Michael Robinson
Please print signed name here Please print signed name here 11/ 6/ 2024
11- 7- 24
Date Date
All property owners must sign or provide a signed Agent Authorization Form included in the application packet. ( If more space is needed for signatures, please attach additional sheets).

General Plan Designation
For Official Use Only
Zoning District
Application Fee Initial Study
Environmental Review Fee Development Committee
Notification Fee Concurrent Applications
Total Fees Public Hearing Dates
Referral Date Comments Due Date
State Clearinghouse Review
ime Extension Application
Updated: March 2008
449
3 Agent Authorization Form

DOS REIS RANCH, INC
the subject property for which the following application( s) have been submitted:

Application Name and Number( s): TIME EXTENSION APPLICATION is the owner of
The subject properties are located at:

NWC DOS REIS & MANTHEY ROAD; 141 S MANTHEY ROAD
APNs: 192- 00- 14
The Agent for this project is:

Name: AARON HODGDON; HODGDON MANAGEMENT CONSTRUCTION, INC Address: 1461 E COOLEY DR # 230, COLTON, CA 92324
Telephone: 909- 229-192
Fax Number:

Signatures of Owners:

Michael Robinson
Type or Print Name
Type or Print Name
Type or Print Name
Type or Print Name
Note: Owner of record should be as shown on the latest equalized rolls of San Joaquin County — an option to purchase does not constitute ownership. If ownership has recently been transferred, a copy of recorded deed or similar instrument must accompany this form. ime Extension Application
Updahid: March 2008
450
ITEM 5. 3

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING
ITEM: CANNABIS REVENUE ALLOCATION
RECOMMENDATION: Adopt a Resolution to Approve Cannabis Revenue Allocation
SUMMARY:

On July 11, 2022, Council approved a development agreement for operation of the City' s first cannabis dispensary. The development agreement established terms related to the operation of the business, specifically, monthly fee payments of 2% of gross receipts from online orders and delivery sales and 5% of gross receipts from onsite retail sales. The development agreement outlines that the fee may be appropriated for any lawful purpose at the discretion of the City Council and may be devoted to: drug awareness programs, recreational programs, public safety programs, and programs to address food insecurity and hunger in the City.

The City has collected the fees via the Cannabis Business Tax Remittance Form on a monthly basis as outlined in the development agreement. The fees are deposited into the General Fund and per the development agreement the " City shall keep strictly confidential all statements of revenue furnished by Operator related to operation of the Business, except as otherwise required by law. In particular, the City will exercise its right to withhold such documents under Government Code section 6254, subdivisions ( i) and ( n)." Since there is only one cannabis dispensary operator, the City does not have the ability to average or aggregate the revenue information. Staff is preparing for the next biennial budget cycle and seeking direction on the percentage of revenue collected that can be allocated to each of the program areas as identified in the development agreement. Staff is presenting two options for Council to allocate the fee payment; Option 1 is to allocate 50% to the Parks and Recreation Department and 50% to the Police Department, Option 2 is to allocate the fee payment at a different allocation as Council considers appropriate. The four programs identified in the development agreement fall within each of these two City departments.

BACKGROUND:

A series of changes to State law, including the passage of Proposition 64 in 2016, allowed adults to legally use and possess cannabis and created a framework for legal commercial cannabis activities. As with alcohol and tobacco sales, the intent behind legalizing, regulating, and taxing retail cannabis was to make it safer to use, mitigate its negative impacts, and raise tax revenue. The legalization of cannabis businesses led to questions about how the City could best control, regulate, and tax retail cannabis activity, and what it should do with the new tax revenue stream. The 451

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

CANNABIS REVENUE ALLOCATION
development agreement provides programs that the revenue collected can be applied towards.

Staff is preparing for the next biennial budget cycle and seeking direction on the percentage of revenue collected that can be allocated to each of the program areas as identified in the development agreement.

REASON FOR RECOMMENDATION:

Staff is recommending Council allocate the cannabis fee revenue 50% to the Parks and Recreation Department and 50% to the Police Department because the four programs identified in the council approved development agreement fall within these City departments.

FISCAL IMPACT:

There is no fiscal impact associated with this Council action. Staff will proceed with Council direction and return to Council for approval of any related budget amendment if needed.

ATTACHMENTS:

A. Resolution Approving the Cannabis Revenue Allocation 452

CITY MANAGER' S REPORT
NOVEMBER 18, 2024 CITY COUNCIL SPECIAL MEETING

CANNABIS REVENUE ALLOCATION
APPROVALS:
5___„ ------ii/ 17/ 24zie
Thomas Hedegard Date
Deputy City Manager
Salvador Navarrete Date
ll<< 3-z-z` f
City Attorney
1• 14 -.Z4 -
Step en J. Salvatore Date
City Manager
453
RESOLUTION NO. 24-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP TO

APPROVE CANNABIS REVENUE ALLOCATION
WHEREAS, a series of changes to State law, including the passage of Proposition 64 in 2016, allowed adults to legally use and possess cannabis and created a framework for legal commercial cannabis activities; and WHEREAS, the legalization of cannabis businesses led to questions about how the City could best control, regulate, and tax retail cannabis activity, and what it should do with the new tax revenue stream; and WHEREAS, on July 11, 2022, Council approved a development agreement for operation of the City' s first cannabis dispensary. The development agreement established terms related to the operation of the business, specifically, monthly fee payments of 2% of gross receipts from online orders and delivery sales and 5% of gross receipts from onsite retail sales; and
WHEREAS, the development agreement outlines that the fee may be appropriated for any lawful purpose at the discretion of the City Council and may be devoted to: drug awareness programs, recreational programs, public safety programs, and programs to address food insecurity and hunger in the City; and
WHEREAS, the The City has collected the fees via the Cannabis Business Tax Remittance Form on a monthly basis as outlined in the development agreement. The fees are deposited into the General Fund and pursuant to the development agreement, the " City shall keep strictly confidential all statements of revenue furnished by Operator related to operation of the Business, except as otherwise required by law. In particular, the City will exercise its right to withhold such documents under Government Code section 6254, subdivisions ( i) and ( n)." Since there is only one cannabis dispensary operator the City does not have the ability to average or aggregate the revenue information to provide Council revenue totals; NOW, THEREFORE, BE IT RESOLVED that this City Council does hereby allocate the cannabis fee revenue 50% to the Parks and Recreation Department and 50% to the Police Department because the four programs identified in the council approved development agreement fall within these two City departments.

Resolution No. 24- Page 1 of 2
454
The foregoing resolution was passed and adopted this 18th day of November 2024, by the following vote of the City Council:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Resolution No. 24- Page 2 of 2
455

PAGE LEFT

INTENTIONALLY
BLANK
456

Lathrop City CouncilNovember 18, 2024

Lathrop City Council
November 18, 2024