Agenda packet — Livermore City Council, February 27, 2023 (part 1 of 3)

CITY COUNCIL
AGENDA
MONDAY, FEBRUARY 27, 2023
REGULAR HYBRID MEETING –
7:00 PM

MEETING PARTICIPATION INFORMATION CAN BE FOUND AT THE END OF THE AGENDA
IN PERSON INFORMATION:

CIVIC CENTER MEETING HALL

CITY COUNCIL CHAMBERS
1016 S. LIVERMORE AVENUE
TELECONFERENCE INFORMATION:

ZOOM WEBINAR:
***ATTENTION: Zoom update requirements found at the bottom of the agenda*** https://us02web.zoom.us/j/83576000992
Zoom dial in phone number:
1 669 900 6833
Meeting ID: 835 7600 0992
CITY OF LIVERMORE YOUTUBE CHANNEL:
https://www.youtube.com/c/CityofLivermoreCalifornia
TV29:

Comcast TV Channel 29
tv29.org
John P Marchand, Mayor
Brittni Kiick, Vice Mayor
Ben
Barrientos, Council Member
Evan Branning, Council Member
Robert W Carling, Council Member
Livermore City Council Agenda
February 27, 2023

1 1.

CLOSED SESSION - NONE.

2. CALL TO ORDER

3. PROCLAMATIONS AND PRESENTATIONS

3.1 Library Board of Trustees annual update presented by Chair Richard Hunt.

Recommendation:

Staff recommends City Council accept the Library Board of Trustees annual update.

Staff Report

4. OPEN FORUM

In conformance with the Brown Act, no City Council action can occur on items presented during Open Forum.

To provide public comment in person, please submit a speaker card. When your name is called, walk to the lectern to address City Council.

To provide public comment virtually, please log into Zoom and use the 'raise hand' feature.

Comments are limited to a maximum of 3 minutes per person, per item. The Mayor may reduce the amount of time based on the number of persons wishing to speak.

Comments are limited to one comment per person per item regardless of format or time submitted (this includes email and e-comment submissions prior to the meeting as well as live comments during the meeting).

Open Forum will conclude after 30 minutes; however, if there are additional speakers, Open Forum will reconvene before the meeting adjourns.

5. CONSENT CALENDAR

Consent Calendar items are considered routine and are acted upon by the City Council with a single action. Members of the audience wishing to provide public input must submit a speaker card if in person or use the 'raise hand' feature if participating using Zoom. Comments are limited to one comment per person per item regardless of format or time submitted (this includes email and e-comment submissions prior to the meeting as well as live comments during the meeting).

5.1 Approval of draft minutes - January 23, 2023 Regular Meeting.

Recommendation:

Staff recommends the City Council approve the draft minutes.

ROLL CALL

Council Member Ben Barrientos
Council Member Evan Branning
Council Member Robert W. Carling
Vice Mayor Brittni Kiick
Mayor John Marchand

PLEDGE OF ALLEGIANCE

Livermore City Council Agenda
February 27, 2023

2 Staff Report

Attachments:

1. 2023-01-23 Draft Minutes

5.2 Resolution authorizing the City Manager to execute an agreement with Precision Emprise, LLC, dba Precision Concrete Cutting for concrete cutting services in an amount not-to-exceed $500,000.

Recommendation:

Staff recommends the City Council adopt a resolution authorizing the City Manager to execute an agreement with Precision Emprise, LLC, dba Precision Concrete Cutting, to provide concrete cutting services to remove tripping hazards from City sidewalks, in an amount not-to- exceed $500,000.

Staff Report

Attachments:

1. Resolution

2. Exhibit A - General Services Agreement

5.3 Resolution authorizing a supplemental appropriation in the amount of $3,885,855 to Fiscal Year 2023-24 and awarding and authorizing execution of an agreement with MCK Services, Inc. in an amount not-to-exceed $4,177,882, for construction of the 2021 Street Resurfacing, Project No. 2021-01.

Recommendation:

Staff recommends the City Council adopt a resolution for the 2021 Street Resurfacing Project 2021-01:

1 .

Authorizing a supplemental appropriation of $3,885,855 in Solid Waste & Recycling Impact Fee funds (Fund 344) from Fiscal Year 2022-23 to Fiscal Year 2023-24; 2 .

Awarding a construction contract to MCK Services, Inc., in the amount of $4,177,882, and authorizing the City Manager to sign the agreement; 3 .

Rejecting all other bids or proposals, and
4 .

Authorizing the City Manager to take whatever actions are necessary and appropriate to carry out the purpose and intent of this resolution including approving minor changes to the proposed agreement.

Staff Report

Attachments:

1. Street List

2. Location Map

3. Resolution

4. Exhibit A - Construction Contract with MCK Services, Inc.

5.4 Resolution authorizing execution of an agreement with Block by Block-CA, Inc., a California Corporation, to provide the Community Ambassador Program, bio-hazard clean-up, and safety services for a 27-month term in the total amount not-to-exceed $664,846.

Livermore City Council Agenda
February 27, 2023

3 Recommendation:

Staff recommends the City Council adopt a resolution authorizing the City Manager to execute an agreement with Block by Block-CA, Inc. ("Block by Block"), a California Corporation, for a term of 27-months, beginning March 1, 2023, and ending June 30, 2025, to provide the Community Ambassador Program, bio-hazard clean-up, and safety services in an amount not- to-exceed $664,846.

Staff Report

Attachments:

1. Resolution

2. Exhibit A - Block by Block Signed

5.5 Resolution authorizing execution of a master license agreement with East Bay Community Energy Authority, a Joint Power Authority, for installing, operating, and maintaining Level 3 fast electric vehicle chargers at various city-owned properties.

Recommendation:

Staff recommends the City Council adopt a resolution authorizing the City Manager to execute a master license agreement with East Bay Community Energy Authority, a Joint Power Authority, for installing, operating, and maintaining Level 3 fast electric vehicle chargers at various city-owned properties at no cost to the city.

Staff Report

Attachments:

1. Location Map

2. Resolution

3. Exhibit A - EBCE Master License Agreement

5.6 Resolution authorizing a confidentiality agreement with PlaceWorks Inc. to allow access to City tax data for the General Plan Update fiscal impact analysis and making additional designations of staff authorized to receive and review sales or transactions and use tax records.

Recommendation:

Staff recommends City Council adopt a resolution authorizing a Confidentiality Agreement allowing PlaceWorks Inc., the City’s third-party consultant, to have access to the confidential tax information and authorizing additional staff members to receive and review sales or transactions and use tax records for the purposes of analyzing the fiscal impacts of changing land uses under the General Plan Update.

Staff Report

Attachments:

1. September 12, 2022 CC Staff Report

2. Resolution

3. Exhibit A - Confidentiality Agreement

4. Exhibit B - CDTFA Designation Letter

5.7 Resolution authorizing a Second Amendment to the agreement with Housing Consortium of

Livermore City Council Agenda
February 27, 2023

4 the East Bay (HCEB) for property management services at certain City-owned commercial and residential properties and authorizing an appropriation of $95,000 in Housing Trust Funds for the additional scope of work described in the second amendment.

Recommendation:

Staff recommends the City Council adopt a resolution:

1 .

Authorizing the City Manager, or her designee, to execute a Second Amendment to the agreement with Housing Consortium of the East Bay for property management services for 141-149 North Livermore Avenue, 241 North M Street, and 2500 Railroad Avenue, adding a scope of work for hazard remediation and rehabilitation of 141-A North Livermore Avenue, extending the term of the agreement through June 30, 2023, and including a budget not-to-exceed $150,000; and,
2 .

Authorizing an appropriation of $95,000 from the Housing Trust Fund (F611) to pay for the additional scope of work.

Staff Report

Attachments:

1. Resolution

2. Exhibit A - Second Amendment to Professional Services Agreement

5.8 Resolution authorizing the City Manager, or her designee, to negotiate and execute any related documents, agreements, and modifications with Alameda County and the subgrantee, Abode Services, for the allocation of an additional $25,000 of prior year unexpended HOME grant funds to the FY 2022-23 Tenant-Based Rental Assistance (TBRA) program.

Recommendation:

Staff recommends the City Council adopt a resolution authorizing the City Manager, or her designee, to negotiate and execute any related documents, agreements, and modifications with Alameda County and the subgrantee, Abode Services, for the allocation of an additional $25,000 of prior year unexpended HOME grant funds to the FY 2022-23 Tenant-Based Rental Assistance (TBRA) program.

Staff Report

Attachments:

1. Resolution

5.9 Resolution approving the Altamont Settlement Agreement Education Advisory Board's $650,000 Expenditure Plan for FY 2023-24.

Recommendation:

Staff recommends the City Council adopt a resolution approving the Altamont Settlement Agreement Education Advisory Board's $650,000 Expenditure Plan for FY 2023-24.

Staff Report

Attachments:

1. 2022 Annual Report

2. Resolution

Livermore City Council Agenda
February 27, 2023

5 3.

Exhibit A - 2023 Expenditure Plan

5.10 Resolution accepting the Annual Comprehensive Financial Report (ACFR) and Other Audit Reports for the Fiscal Year ended June 30, 2022.

Recommendation:

Staff recommends the City Council adopt a resolution accepting the following reports for Fiscal Year 2021-22 as completed:

Annual Comprehensive Financial Report, and ratify and approve the audited financial statements presented therein in accordance with Government Code §37208; Alameda County Transportation Commission Measure B Program Financial Statements;
Alameda County Transportation Commission Measure BB Program Financial Statements;
Alameda County Transportation Commission Vehicle Registration Fee (VRF) Measure F Program Financial Statements;
Agreed Upon Procedures for Compliance with the Proposition 111 2021-22 Appropriations Limit Increment.

Memorandum of Internal Control;
Required Communications.

Staff Report

Attachments:

1. Resolution

2. Exhibit A - FY 2021-22 Annual Comprehensive Financial Report

3. Exhibit B - FY 2021-22 Measure B

4. Exhibit C - FY 2021-22 Measure BB

5. Exhibit D - FY 2021-22 Vehicle Registration Fee Measure F

6. Exhibit E - FY 2021-22 Appropriation Limit Report

7. Exhibit F - FY 2021-22 Memorandum on Internal Control

8. Exhibit G - FY 2021-22 Required Communication

5.11 Resolution reauthorizing remote or hybrid teleconference meetings for City of Livermore's legislative bodies in accordance with Assembly Bill 361.

Recommendation:

Staff recommends City Council adopt a resolution reauthorizing remote or hybrid teleconference meetings for City of Livermore's legislative bodies in accordance with Assembly Bill 361.

Staff Report

Attachments:

1. Resolution

5.12 Ratification of Council Member appointments to intergovernmental agencies.

Recommendation:

Livermore City Council Agenda
February 27, 2023

6 Staff recommends the Mayor and City Council Members ratify changes made to intergovernmental agency appointments.

Staff Report

Attachments:

1. Intergovernmental Agency Appointments

5.13 Resolution of continued local emergency.

Recommendation:

Staff recommends the City Council adopt a resolution of continued local emergency.

Staff Report

Attachments:

1. Resolution

6. PUBLIC HEARINGS

6.1 Hearing to waive the first reading and
Introduce an Ordinance
considering amendments to
Livermore Development Code Section 11.01.020 Definitions and Section 3.03.150 Heavy Industrial (I-3) Zoning District relating to warehousing and distribution facilities.

Recommendation:

City of Livermore Planning Commission and staff recommend the City Council take the following actions to approve the Development Code Amendment:

1 .

Adopt a resolution finding that the project is categorically exempt under the California Environmental Quality Act Guidelines Section 15061(b)(3) (common sense exemption); 2 .

Waive the first reading and introduce an Ordinance approving Development Code Amendment (DCA) 22-002 to amend Livermore Development Code Section 11.01.020 Definitions and Section 3.03.150 Heavy Industrial (I-3) Zoning District relating to warehousing and distribution facilities.

Staff Report

Attachments:

1. Planning Commission Staff Report 10-18-22

2. Planning Commission 10-18-2022 - Draft Meeting Minutes

3. Livermore Valley Chamber of Commerce letter dated October 18, 2022

4. Proposed Amendments Redline Edits

5. Resolution - CEQA

6. Exhibit A - Planning Commission Resolution 23-22

7. Ordinance

8. Exhibit A - Planning Commission Resolution 23-22

9. Exhibit B - Draft Development Code Sections 3.03.150 and 11.01.020

Livermore City Council Agenda
February 27, 2023

7 6.2
Hearing to waive the first reading and
Introduce an Ordinance
considering amendments to
Livermore Development Code Section 6.02.060. A Home Occupations, exempting home occupations that do not see clients at the home or have employees other than the household member from the requirement for a home occupation permit.

Recommendation:

City of Livermore Planning Commission and staff recommend the City Council take the following actions to approve the Development Code Amendment:

1 .

Adopt a resolution finding that the project is categorically exempt under California Environmental Quality Act Guidelines Sections 15301 (Existing Facilities) and 15061(b) (3) (common sense exemption);
2 .

Waive the first reading and introduce an ordinance approving Development Code Amendment (DCA) 22-001 to amend Livermore Development Code Section 6.02.060 Home Occupations.

Staff Report

Attachments:

1. Planning Commission Staff Report 10-18-22

2. Planning Commission 10-18-2022 - Draft Meeting Minutes

3. Proposed Amendments Redline Edits

4. Resolution

5. Exhibit A - Planning Commission Resolution 24-22

6. Ordinance

7. Exhibit A - Planning Commission Resolution 24-22

8. Exhibit B - Draft Development Code 6.02.060

7. MATTERS FOR CONSIDERATION

7.1 Discussion and direction regarding sending a one-year extension notification letter to Republic Services Vasco Road Landfill, negotiate with Republic Services for a long-term Disposal Agreement, and prepare the First Amendment to the Amended and Restated Agreement Between the City of Livermore and Republic Services Vasco Road, LLC, for Disposal of Solid Waste.

Recommendation:

Staff recommends the City Council direct staff to send a one-year extension notification letter to Republic Services Vasco Road Landfill, negotiate with Republic Services for a long-term Disposal Agreement, and prepare the First Amendment to the Amended and Restated Agreement Between the City of Livermore and Republic Services Vasco Road, LLC, for Disposal of Solid Waste.

Staff Report

Attachments:

1. Request for Disposal Agreement Extension

Livermore City Council Agenda
February 27, 2023

8 8.

COUNCIL COMMITTEE REPORTS AND MATTERS INITIATED BY CITY

MANAGER, CITY ATTORNEY, STAFF, AND COUNCIL MEMBERS

9. ADJOURNMENT

To a Special City Council meeting on Thursday, March 2, 2023 at 5:00 pm, a Special City Council meeting on Monday, March 6, 2023 at 5:00 pm, and a Regular City Council meeting on Monday, March 13, 2023 at 7:00 pm, Civic Center Meeting Hall, City Council Chambers, 1016 S. Livermore Avenue and virtually using Zoom.

10. SUPPLEMENTAL MATERIALS

10.1 Supplemental materials received prior to the meeting.

Staff Report

Attachments:

1. Supplemental Materials

11. HOW TO PARTICIPATE IN YOUR CITY COUNCIL MEETING

You can participate in the meeting in a number of ways:

Open Forum
is an opportunity for the public to speak regarding items not listed on the agenda. Speakers are limited to a maximum of 3 minutes per person. To address the City Council in person, you must submit a speaker card to the City Clerk prior to the start of that item. To submit a comment using Zoom, you may use the 'raise hand' feature when the item begins. Please note that the City Council is prohibited by State law from taking action on any items that are not listed on the agenda. However, if your item requires action, the City Council may place it on a future agenda or direct staff to work with you and/or report to the City Council on the issue.

Public Hearings -
The topic of the hearing is typically summarized by staff, followed by a presentation by the applicant, and questions from the City Council. The Mayor will then open the hearing to the public and offer an opportunity for public comments. Speakers are limited to a maximum of 3 minutes per person. To address the City Council in person, you must submit a speaker card to the City Clerk prior to the start of the presentation of the item. To submit a comment using Zoom, you may use the 'raise hand' feature as soon as the item begins.

Other Agenda Items
are also open for public input including Consent Calendar or Matters for Consideration items. These comments are also subject to the 3-minute limit.

Special Meetings, Workshops -
The public will have the opportunity to address the City Council regarding the item that is the subject of the special meeting or workshop. Public comments are limited to a maximum of 3 minutes per person.

Platforms to Participate in Meetings:

Submission of Comments Prior to the Meeting:

Email Comments
may be submitted by the public to the City Clerk’s Office

Livermore City Council Agenda
February 27, 2023

9 (
[email protected]
). Items received no later than 12:00 pm on the day of the meeting will be provided to the City Council and available on the City website prior to the meeting. These items will NOT be read into the record.

eComments
may be submitted by the public using the eComment link
here
. Comments may
be up to 1000 characters in length and will be accepted up until 4:00 pm the day of the meeting. These items will NOT be read into the record and are viewable by the City Council and the public upon submittal.

Submission of Comments During the Meeting:

Speakers are limited to a maximum of 3 minutes per person. To submit a comment in person, you must complete a speaker card for each item. Speaker cards are available in the Civic Center Meeting Hall lobby. Indicate on the card the item number you wish to comment on and submit the card directly to the City Clerk prior to the start of the item. To submit a comment using Zoom, you may use the 'raise hand' feature. Please note that the City Council is prohibited by State law from taking action on any items that are not listed on the agenda.

However, if your item requires action, the City Council may place it on a future agenda or direct staff to work with you and/or report to the City Council on the issue.

The City will be using YouTube and TV29 as two tools to provide the public access to view City Council meetings. No public comment will be accepted via YouTube.

TV29:
tv29live.org
Comcast Cable 29
YouTube:
http://youtube.com/c/CityofLivermoreCalifornia

Zoom Webinar:
https://us02web.zoom.us/j/83576000992

It is recommended residents use updated software to successfully join and participate in a meeting. Outdated versions may limit functionality and you may not be able to provide a public comment virtually. To download the most current version, visit zoom.us/download
.

Zoom dial in phone number: 1 669 900 6833
Meeting ID: 835 7600 0992

If you would like to deliver written materials to the City Council as part of your public comments, and are commenting in person, please provide 10 copies to the City Clerk with your speaker card. If you are commenting using Zoom, the speaker must identify that intent in his or her comment and immediately email the materials to the City Clerk at [email protected]
.

The
City Council Agenda and Agenda Reports
are prepared by City staff and are available
for public review on Tuesday evening, six days prior to the City Council meeting in the Civic Center Library, 1188 South Livermore Avenue, Livermore, and at the City Clerk’s Office, 1052 South Livermore Avenue, Livermore. The Agenda is also available on the City’s website, http://LivermoreCA.gov/agenda
.

Livermore City Council Agenda
February 27, 2023

10 Under Government Code §54957.5, any
supplemental material
distributed to the members
of the City Council after the posting of this agenda will be available for public review in the City Clerk’s Office, 1052 South Livermore Avenue, Livermore, and included in the agenda packet available on the City’s web site at
http://LivermoreCA.gov/agenda
.

PURSUANT TO TITLE II OF THE AMERICANS WITH DISABILITIES ACT (CODIFIED AT 42 UNITED STATES CODE SECTION 12101 AND 28 CODE OF FEDERAL REGULATIONS PART 35), AND SECTION 504 OF THE REHABILITATION ACT OF 1973, THE CITY OF

LIVERMORE DOES NOT DISCRIMINATE ON THE BASIS OF RACE, COLOR, RELIGION,

NATIONAL ORIGIN, ANCESTRY, SEX, DISABILITY, AGE OR SEXUAL ORIENTATION IN THE PROVISION OF ANY SERVICES, PROGRAMS, OR ACTIVITIES. TO ARRANGE AN

ACCOMMODATION IN ORDER TO PARTICIPATE IN THIS PUBLIC MEETING, PLEASE CONTACT THE ADA COORDINATOR AT [email protected] OR CALL (925) 960-4170 (VOICE) OR (925) 960- 4104 (TDD) AT LEAST THREE (3) BUSINESS DAYS IN ADVANCE OF THE MEETING.

Livermore City Council Agenda
February 27, 2023

11 CITY COUNCIL STAFF REPORT
ITEM NO. 3.1

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Anwan Baker, Library Director
SUBJECT:

Library Board of Trustees annual update presented by Chair Richard Hunt.

RECOMMENDED ACTION

Staff recommends City Council accept the Library Board of Trustees annual update.

SUMMARY

DISCUSSION

ATTACHMENTS

Prepared by: Allen McFarland
Administrative Assistant

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Marianna Marysheva, City Manager
SUBJECT:

Approval of draft minutes - January 23, 2023 Regular Meeting.

RECOMMENDED ACTION

Staff recommends the City Council approve the draft minutes.

SUMMARY

DISCUSSION

ATTACHMENTS

1. 2023-01-23 Draft Minutes

Prepared by: Marie Weber
City Clerk

MINUTES

CITY COUNCIL
JANUARY 23, 2023
________________________________________________________________

CLOSED SESSION
CALL TO ORDER – The Closed Session of the City Council was called to order by Mayor John Marchand at 6:00 pm, held in person at 1016 S. Livermore Avenue and remotely using Zoom and YouTube.

ROLL CALL – Present: Mayor John Marchand , Vice Mayor Brittni Kiick, and Council Members, Ben Barrientos, Evan Branning and Robert W. Carling.

OPPORTUNITY FOR THE PUBLIC TO ADDRESS THE CITY COUNCIL
REGARDING CLOSED SESSION ITEMS.

Mayor Marchand opened the public comment period.

There were no speakers and the public comment was closed.

1. ADJOURN TO CLOSED SESSION

1.1 Conference with Legal Counsel - Anticipated Administrative Enforcement and Anticipated Litigation. To meet with legal counsel pursuant to Government Code section 54956.9(d)(4) to decide whether to initiate a City Tax Collector administrative enforcement action to collect unpaid business license taxes, or to initiate litigation, based on existing facts and circumstances, and to provide direction on a proposed settlement. (One case.)
Unpaid Business Tax License Tax – Lawrence Livermore National Security, LLC, and settlement proposal.

1.2 Conference with Labor Negotiator, Conference Joint Powers Agency Confidential Information. To meet with Administrative Services Director, Tina Olson, Human Resources Manager, Nancy Dias, Senior Human Resources Analyst Kristen Hilton, and Tim Davis, the City's and the Livermore -Pleasanton Fire Department's negotiators, pursuant to Government Code sections 54957.6 and 54956.96, regarding the Livermore-Pleasanton Fire Department Joint Powers Authority's negotiations with The International Association of Firefighters, Local 1974, AFL-CIO-CLC for the Battalion Chief's unit.
________________________________________________________________ ATTACHMENT 1
14 CM/75/2 Minutes JANUARY 23, 2023

REGULAR MEETING

2. CALL TO ORDER – The meeting of the City Council was called to order by Mayor John Marchand at 7:00 pm, held in person at 1016 S. Livermore Avenue and remotely using Zoom and YouTube.

ROLL CALL – Present: Mayor John Marchand and Council Members Ben Barrientos, Evan Branning and Robert W. Carling.

Absent: Vice Mayor Brittni Kiick.

PLEDGE OF ALLEGIANCE

REPORT OF ACTION TAKEN IN CLOSED SESSION

City Attorney Jason Alcala said there was no reportable action.

3. PROCLAMATIONS AND PRESENTATIONS

3.1 Proclamation recognizing Lawrence Livermore National Laboratory's achievement of fusion ignition presented to Nadine Horner, Senior Advisor, Office of Government and External Affairs Lawrence Livermore National Laboratory and Steven Bohlen, Senior Director, Government and External Affairs Lawrence Livermore National Laboratory.

Recommendation: Staff recommended City Council present a proclamation to Lawrence Livermore National Laboratory in recognition of achieving fusion ignition at their National Ignition Facility on Dec. 5, 2022.

Mayor Marchand presented the proclamation to Senior Advisor, Office of Government and External Affairs Nadine Horner, and Senior Director Steven Bohlen, recognizing Lawrence Li vermore National Laboratory’s achievement of fusion ignition.

3.2 Proclamation declaring January 22 - 28, 2023 as Data Privacy Week presented to City of Livermore Cybersecurity Manager Donald Hester.

Recommendation: Staff recommended City Council proclaim January 22 - 28, 2023 as Data Privacy Week.

Mayor Marchand presented the proclamation to IT Manager Steve Rodriguez declaring January 22-28, 2023, Data Privacy week.

3.3 Alameda County Mosquito Abatement District, City of Livermore 2023 update presented by Ryan Clausnitzer, General Manager.

Recommendation: Staff recommended the City Council receive the update.

ATTACHMENT 1
15 JANUARY 23, 2023 Minutes CM/75/3

General Manager Ryan Clausnitzer presented the update.

4. OPEN FORUM

Mayor Marchand opened the comment period.

David McGuigan provided a comment.

Shubhangi Kadhe provided a comment.

Alan Marling provided a comment.

Trish Munro provided a comment.

There were no more speakers and the comment period was closed.

5. CONSENT CALENDAR

Mayor Marchand opened the comment period.

There were no and the comment period was closed.

ON THE MOTION OF CM CARLING SECONDED BY CM BARRIENTOS, AND CARRIED ON A 4-0 VOTE, THE CITY COUNCIL APPROVED THE CONSENT CALENDAR.

5.1 Approval of draft minutes - December 12, 2022 Regular Meeting.

Recommendation: Staff recommend ed the City Council approve the draft minutes.

5.2 Resolution 2023 -002 authorizing the City Manager to execute a first amendment to the agreement with HMH Engineers, to provide on call engineering services, increasing the not -to-exceed agreement amount from $600,000 to $1,200,000 and extending the term of the agreement to December 31, 2025.

Recommendation: Staff recommend ed the City Council adopt a resolution authorizing the City Manager to execute a first amendment to the Engineering Services Agreement with HMH Engineers, to provide on call engineering services, increasing the not-to-exceed agreement amount from $600,000 to $1,200,000 and extending the term of the agreement to December 31, 2025.

5.3 Resolution 2023-003 authorizing the City Manager to execute a third amendment to the agreement with Swaim Biological, Inc, for on-call environmental support services, increasing the not-to-exceed agreement amount from $800,000 to $1,200,000, and extending the term of the agreement to December 31, 2025.

Recommendation: Staff recommend ed the City Council adopt a resolution ATTACHMENT 1
16 CM/75/4 Minutes JANUARY 23, 2023

authorizing the City Manager to execute a third amendment to the Professional Services Agreement with Swaim Biological, Inc. for on- call environmental support services. The Third Amendment increases the not -to-exceed agreement amount from $800,000 to $1,200,000 and extends the term of the agreement to December 31, 2025.

5.4 Resolution 2023-004 authorizing a purchase order with Peterson Truck Inc. in the amount of $430,733 with a financial contingency in an amount not -to- exceed ten percent (10%), for a replacement Crane Truck in the Water Resources Division of the Public Works Department.

Recommendation: Staff recommend ed the City Council adopt a resolution authorizing execution of a Purchase Order with Peterson Truck Inc. for a replacement Crane Truck for use by the Water Resources Division, in the amount of $430,733 and a financial contingency in an amount not -to-exceed ten percent (10%) for cost adjustments that may become necessary to cover potential model year price adjustments.

5.5 Resolution 2023-005 authorizing receipt and appropriation of funds, in the amount of $40,000, for the State of California Department of A lcoholic Beverage Control grant to support Livermore Police Department enforcement and education efforts related to the responsible service of alcoholic beverages.

Recommendation: Staff recommend ed the City Council adopt a resolution authorizing receipt o f funds, in the amount of $40,000, for a State of California Department of Alcoholic Beverage Control grant in Fiscal Year 2022 -23 and authorize the Chief of Police to execute the grant agreement.

Additionally, staff recommends City Council approve a supplemental appropriation of $40,000 in the police department budget to support the execution of the grant.

5.6 Resolution 2023-006 ratifying an agreement with the California State Library to accept a $44,750 grant to be used to support the Livermore Public Library's English as a Second Language (ESL) programs and services, and approving appropriation of these funds during FY 2022-23.

Recommendation: Staff recommend ed the City Council adopt a resolution ratifying the agreement with the California Stat e Library that authorizes the acceptance of $44,750 in grant funds to be used by the Livermore Public Library for English as a Second Language (ESL) services, supplies, supports, and programs, and approving the appropriation authorizing the expenditure of the accepted funds in FY 2022-23.

5.7 Resolution 2023-007 authorizing the City Manager to execute a Letter of Intent with the Alameda County Fire Department to negotiate the terms of a proposal for ambulance services and/or emergency medical services in Alameda County.

Recommendation: Staff recommend ed City Council adopt a resolution ATTACHMENT 1
17 JANUARY 23, 2023 Minutes CM/75/5

authorizing the City Manager to execute a letter of intent with the Alameda County Fire Department to negotiate the terms of a proposal for ambulance services and/or emergency medical services in Alameda County.

5.8 Resolution 2023-008 reauthorizing remote or hybrid teleconference meetings for City of Livermore's legislative bodies in accordance with Assembly Bill 361.

Recommendation: Staff recommend ed City Council adopt a resolution reauthorizing remote or hybrid teleconference meetings for City of Livermore's legislative bodies in accordance with Assembly Bill 361.

6. PUBLIC HEARINGS – NONE

7. MATTERS FOR CONSIDERATION - NONE

8. COUNCIL COMMITTEE REPORTS AND MATTERS INITIATED BY CITY

MANAGER, CITY ATTORNEY, STAFF AND COUNCIL MEMBERS

Livermore Amador Valley Transit Authority CM Branning noted his attendance at the January 9, 2023 Board meeting.

Stopwaste.org CM Carling noted his attendance at the December 14, 2023 Board and Energy Council meeting.

Altamont Landfill Open Space Account Advisory Committee CM Carling noted his attendance at the January 20, 2023 committee meeting.

Winegrowers Association CM Carling noted his attendance at the Board meeting on January 18, 2023.

Arroyo Seco Basketball Mayor Marchand noted his attendance at the tournament on December 20.

US Conference of Mayors Mayor Marchand noted his attendance at the conference the week of January 11, 2023.

MLK Jr. Prayer Breakfast Mayor Marchand noted his attendance at the breakfast on January 23, 2023.

8. ADJOURNMENT – at 7:48 pm in memory of former Mayor Dale Turner to a Special City Council workshop on Thursday, February 2, 2023 at 4:00 pm, and a Regular City Council Meeting on Monday, February 13, 2023 at 7:00 pm held at the Civic Center Meeting Hall, City Council Chambers, 1016 S. Livermore Avenue and virtually using Zoom.

ATTACHMENT 1
18 CM/75/6 Minutes JANUARY 23, 2023

APPROVED:

JOHN P. MARCHAND, MAYOR

ATTEST:

MARIE WEBER, CITY CLERK
ATTACHMENT 1
19 CITY COUNCIL STAFF REPORT
ITEM NO. 5.2

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing the City Manager to execute an agreement with Precision Emprise, LLC, dba Precision Concrete Cutting for concrete cutting services in an amount not-to-exceed $500,000.

RECOMMENDED ACTION

SUMMARY
The City of Livermore needs concrete cutting services to remove tripping hazards from City sidewalks.

Staff evaluated various options to repair noncompliant locations adjacent to City owned or maintained properties and have identified concrete cutting or slicing as a cost-effective solution that can be performed at locations with an elevation difference of up to two inches.

Precision Emprise, LLC, dba Precision Concrete Cutting, submitted a proposal to the city according to pricing in The Interlocal Purchasing System (TIPS) vendor agreement, TIPS RCSP 200602, that was executed on August 27, 2020. TIPS is a government purchasing cooperative that reduces the cost of procurement for educational and local government agencies. TIPS procurement process was reviewed by staff and is consistent with city purchasing policies and procedures. The City of Livermore is a member of TIPS and TIPS members may utilize the TIPS procurement solicitation documents as their own solicitation for legal procurement.

A budget of $500,000 will allow the city to address current (FY 2022-23) and future (FY 2023-25) sidewalk lifts on city-owned or maintained properties and remove tripping hazards as needed at other critical locations.

DISCUSSION
20 Background
Sidewalks are an important component of the public transportation network. Since 1941, the California Streets and Highways Code has placed the responsibility to maintain public sidewalks on the adjacent property owners. This responsibility applies to all sidewalks adjacent to the property, including along the frontage, side of the property, and even behind the property in areas with backing-lot sidewalks along arterial or collector roadways.

In 2020, the City Council also awarded a consultant contract to update the ADA Self-Evaluation and Transition Plan (ADA Plan). As part of this effort, the consultant surveyed all the sidewalks in the city and identified approximately 62,140 instances of displaced sidewalk greater than ¼-inch. In addition, 20,000 ADA ramps and 350 miscellaneous items (paths of travel, intersections, etc.) were identified as noncompliant. Approximately 707 of the noncompliant locations are adjacent to city-owned or maintained properties and 61,433 locations are adjacent to private property.

Current Efforts

The city has worked to maintain sidewalks along city-owned properties. In 2022, Public Works staff repaired defective sidewalk areas on S. Livermore Avenue along the City Hall frontage and also around and within Carnegie Park. Other locations repaired include Ladd Avenue, Hummingbird Way, and Concannon Boulevard. Bluestone sidewalk was replaced with stamped concrete for the Livermorium Plaza project. Public Works staff also repaired a particularly bad privately owned sidewalk after the property owner was non-responsive and a trip and fall occurred.

Staff evaluated various options to repair the 707 noncompliant locations adjacent to city-owned or maintained properties and has identified concrete cutting or slicing as a cost-effective solution that can be performed at approximately 626 locations with elevation difference up to two inches. The proposed agreement with Precision Emprise, LLC, will focus on these locations. The remaining 81 locations with over two inches of elevation difference will require design to evaluate impacts to trees or utilities for concrete removal and replacement. For these locations, staff is developing a request for proposal (RFP) for an on-call contractor for the removal and reconstruction of concrete sidewalks. Costs will be included in the Capital Improvement Plan, scheduled for City Council review in June 2023.

Staff continues to send notices to property owners with lifted sidewalks when locations are identified by the public or staff. Included with the notice is a brochure showing what conditions need repair and a list of contractors that are willing to do small sidewalk repair jobs. Compliance by private property owners is generally low, approximately 25% of property owners respond to the city's notices. Staff expects to return to Council later this year with recommendations for a more robust outreach and notification program as well as draft sidewalk and street tree ordinance updates. Community outreach will also be needed in the context of the city’s asset management program.

To address repairs of noncompliant locations adjacent to city-owned or maintained properties, staff recommends obtaining concrete cutting services through a cooperative purchasing agreement, as permitted by the city’s Purchasing Policy dated August 20, 2020. Precision Emprise, LLC, dba Precision Concrete Cutting submitted a proposal to the city according to the pricing in The Interlocal Purchasing System (TIPS) vendor agreement, TIPS RCSP 200602, that was executed on August 27, 2020. TIPS is a government purchasing cooperative that reduces the cost of procurement for educational and local 21 government agencies. TIPS procurement process was reviewed by staff and is consistent with city purchasing policy and procedures. The City of Livermore is a member of TIPS and TIPS members may utilize the TIPS procurement solicitation document as their own solicitation for legal procurement.

Livermore Municipal Code Section 2.68.370 allows for an exemption to the quotation and bidding requirements if such purchases are based on an agreement or cooperative purchasing program entered into by any public agency. In such cases, the supplies and services subject to the agreement or program and the underlying purchase must have been made using a quotation or bid procedure at least as restrictive as the City’s. The process utilized in this cooperative agreement meets the requirements of the Livermore Municipal Code.

A budget of $500,000 will allow the city to address current (FY 2022-23) and future (FY 2023-25) sidewalk lifts on city-owned or maintained properties and to remove tripping hazards as needed at other critical locations.

FISCAL AND ADMINISTRATIVE IMPACTS
The budget for the general services agreement with Precision Emprise, LLC, dba Precision Concrete Cutting will span FY 2022-23, FY 2023-24 and FY 2024-25. The concrete cutting services for FY 2022- 23 will be funded under the 2021 Sidewalk Repair Program, CIP 202102 which is included in the FY 2021-23 Capital Improvement Plan, funded by the Gas Tax (Fund 650). The budget for FY 2023-25 will be included in the FY 2023-25 Capital Improvement Plan.

ATTACHMENTS

1. Resolution

2. Exhibit A - General Services Agreement

Prepared by: Mallika Ramachandran
Assistant City Engineer

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING THE EXECUTION OF A GENERAL SERVICES

AGREEMENT WITH PRECISION EMPRISE, LLC, DBA PRECISION CONCRETE CUTTING FOR AN AMOUNT NOT-TO-EXCEED $500,000 FOR CONCRETE

CUTTING SERVICES
The City of Livermore (City) needs concrete cutting services to remove tripping hazards from City sidewalks. Staff evaluated various options to repair noncompliant locations adjacent to City owned or maintained properties and have identified concrete cutting or slicing as a cost-effective solution that can be performed at locations with elevation difference up to two inches.

Precision Emprise, LLC, dba Precision Concrete Cutting submitted a proposal to the City according to the pricing in The Interlocal Purchasing System (TIPS) vendor agreement, TIPS RCSP 200602 that was executed on August 27, 2020.

TIPS is a government purchasing cooperative that reduces the cost of procurement for educational and local government agencies. The City of Livermore is a member of TIPS and TIPS members may utilize the TIPS procurement solicitation document as their own solicitation for legal procurement.

Livermore Municipal Code (LMC) section 2.68.370 allows for an exemption to the quotation and bidding requirements if such purchases are based on an agreement or cooperative purchasing program entered into by any public agency.

In such cases, the supplies and services subject to the agreement or program and the underlying purchase must have been made using a quotation or bid procedure at least as restrictive as the City’s. The process utilized in this cooperative agreement meets the requirements of the LMC.

A budget of $500,000 will allow the City to address current (FY 2022-23) and future (FY 2023-25) sidewalk lifts on City-owned or maintained properties, and to remove tripping hazards as needed at other critical locations.

The TIPS procurement process was reviewed by staff and is consistent with City purchasing policy and procedures.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore as follows:

1. The City Council authorizes the City Manager to execute a General Services Agreement with Precision Emprise, LLC, dba Precision Concrete Cutting, attached hereto as Exhibit A, to provide concrete cutting services for an amount not to exceed $500,000.
23 RESOLUTION NO. ________

2. The City Council authorizes the City Manager to take whatever actions are necessary and appropriate to carry out the purpose and intent of this resolution, including approving minor changes to the proposed agreement.

On motion of Council Member _________________________, seconded by Council Member ________________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ATTEST: APPROVED AS TO FORM:
_________________________ /s/ Tara Mazzanti
Marie Weber Tara Mazzanti
City Clerk Assistant City Attorney
Exhibit A – General Services Agreement with Precision Emprise, LLC, dba Precision Concrete Cutting
24 AG

REEMENT FOR SERVICES
T
HIS AGREEMENT is made and entered into this day of , 2023, by and between the City of Livermore (“City”), a municipal corporation, and Precision Emprise, LLC, dba Precision Concrete Cutting (“Contractor”), a California Limited Liability Company.

RE
CITALS
C
ity requires services to concrete cut sidewalk.

C
ontractor warrants it possesses the distinct skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement.

Contractor acknowledges City has relied upon these warranties to retain Contractor.

REEMENT
NO
W, THEREFORE, City and Contractor hereby agree that the aforementioned recitals are true and correct and further agree as follows:

1. Retention as Contractor. City hereby retains Contractor, and Contractor hereby accepts such engagement, to perform the services described in Section 3 below subject to the terms and conditions in this Agreement.

2. Relationship of Parties – Independent Contractors . The relationship of the parties shall be that of independent contractors. Contractor and its employees are not City office rs or employees. Contractor is responsible for the supervision and management of its employees, including any workers compensation insurance, withholding taxes, unemployment insurance, and any other employer obligations associated with the delivery of the services contemplated by this Agreement.

3. Description of Services. Contractor shall provide services to concrete cut sidewalk as more particularly set forth in Exhibit "A" (collectively “the Services”).

4. Contractor’s Responsibilities. Contractor shall:
(a) Dilig
ently perform the Services in a manner commensurate with industry, professional, and community standards;
(b) P
rovide the resources necessary to complete the Services in a timely manner;
(c) O
btain a business license from the City of Livermore, and keep it in effect for the term of this Agreement;
(d
) Obtain and keep in effect all necessary licenses , permits, qualifications, insurance, and approvals legally and professionally required for Contractor to practice its profession and to provide the Services;
DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
25 (e)
Comply with all laws in effect that are related to Contractor and the Services;

(f) Coordinate the Services with Mallika Ramachandran, P.E (“Project Manager”), or such other person designated as the Project Manager by City;

(g) Be available to the Project Manager, and other parties referred to Contractor by the Project Manager, to answer questions or inquiries related to the Services;

(h) Only invoice City for the Services rendered. Contractor’s invoice shall be in writing and describe the Services performed for the payment requested. Contractor shall not submit an invoice to City more frequently than once a calendar month;

(i) Keep and maintain invoices and records related to the Services in an organized manner. At a minimum, the records must be kept for at least 3 years from the date of final payment to Contractor and must include time sheets, work progress reports, and other documentation to adequately explain all the Services invoiced for payment.

Contractor shall make the i nvoices and records immediately available to City upon delivery of a written request to examine, audit, or copy them at City’s place of business during normal business hours. Contractor shall give City 30 calendar-days’ written notice prior to destroying the invoices and records and allow City an opportunity to take possession. If City wants them, Contractor and City shall coordinate their delivery to City in the most efficient manner possible;

(j) Prepare and submit a written report to the Project Manager, within 3 business-days of the Project Manager’s written request, that identifies the Services completed and in progress, the charges incurred to date, and the anticipated cost to complete the remaining Services;

(k) Contractor shall correct, at its own expense, all errors in the S ervices.

Should Contractor fail to make such correction in a timely manner, City may make the correction and charge the cost thereof to Contractor;

(l) If applicable, Contractor shall ensure that all work for compensation is taken in compliance with the requirements of the California Labor Code including but not limited to hours of labor, nondiscrimination, payroll records, apprentices, worker’s compensation and prevailing wages. If applicable, Contractor shall comply with all prevailing wage laws, such as sections 1773, 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the California Labor Code and any other applicable wage and hour law. If any violation of prevailing wage law associated with this Agreement is deemed to have occurred by any court or administrative authority, Contractor shall forfeit to the City, as a penalty, the sum o f fifty dollars ($50.00) for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the applicable prevailing rates for any work done to accomplish the purposes of this Agreement; and,

(m) Contractor’s services provided pursuant to this Agreement shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as applicable regulations and guidelines issued pursuant to the ADA.

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
26 5. Compensation and Payment.

(a) The total compensation payable by City to Contractor for the Services SHALL NOT EXCEED the sum of $ 5 00,000 ( "not-to-exceed amount"). City shall compensate Contractor for the Services rendered at the hourly rates or task amounts set forth in Exhibit “A” up to the not-to-exceed amount. Except as provided in the body of this Agreement, the hourly rates or task amounts are intended to be Contractor ’s only compensation for the Services and is inclusive of all costs of labor, licensing, permitting, travel expenses, overhead and administrative costs, and any -and-all other costs, expenses, and charges incurred by Contractor, its agents, and employees to provide the Services.

(b) City shall pay Contractor no later than 30 days after City receives a written invoice from Contractor and verifies the Services were performed for the payment requested.

6. Term. The term of this Agreement commences on February 13, 2023, and terminates upon the completion of the Services or December 30, 2025, whichever occurs first.

7. Termination by City . City may terminate any portion or all of the Services by giving Contractor at least 30 calendar-days written notice. Upon receipt of a termination notice, Contractor shall immediately stop all work in progress on the S ervices except where necessary to preserve the benefit of the work, and assemble the work on the Services for delivery to City on the termination date. All compensation for Services performed prior to the termination date shall be payable to Contractor in accordance with Section 5.

8. Ownership of Documents. All drawings, designs, data, photographs, reports and other items prepared or obtained by Contractor in the performance of the Services are City’s property and Contractor shall deliver them to City upon demand.

9. Copyright and Right of Use. All items created by Contractor for City under this Agreement are works made for hire, and Contractor shall give City the copyright and all intellectual property rights to all items developed, prepared, and delivered as part of the Services. Contractor agrees that all aspects of the Services and items created thereby will be original works of creation and will not use, in whole or in part, any work created by any other party, except when expressly disc losed by Contractor to City and Contractor obtains a license to such items for the benefit of City. All licenses must be perpetual, world-wide, non-exclusive, and royalty free sufficient in scope to permit City’s full use and enjoyment of its ownership rights in the items created by the Services.

10. Confidentiality. Contractor shall not disclose any confidential or proprietary information received from City to anyone except Contractor ’s employees who require access to the information to perform the S ervices. This obligation shall survive termination and remain in full force and effect until the information, and any copies thereof, are destroyed or returned to City.

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
27 11. Defense, Indemnity, and Hold Harmless. To the fullest extent permitted by law, Consultant shall hold harmless, indemnify, and defend with counsel selected by the City or otherwise acceptable to the City, the City and its elected and appointed officials, officers, directors, employees, agents and designated volunteers from and against any and all liability, loss, damage, claims, expenses, and costs (including without limitation, attorney’s fees and costs and fees of litigation) (collectively, “Liability”) of every nature arising out of or in connection with Consultant’s performance of the services contemplated by this Agreement, or in connection with Consultant’s failure to comply with any of its obligations contained in this Agreement, except for such Liability caused by the sole active negligence or willful misconduct of City. Consultant’s obligations to hold harmless, indemnify, and defend shall not be excused because of Consultant’s inability to evaluate Liability or because Consultant evaluates Liability and determines that Consultant is not liable to the claimant. These obligations are independent of, and shall not in any way be limited by, the minimum insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement. Consult ant must respond within 30 days to the tender of any claim for defense and indemnity by the City.

(a) Modification for Construction Contracts. To the extent this Agreement is a “construction contract” covered by California Civil Code section 2782, then Consultant’s duty to indemnify shall not apply in a manner prohibited by California Civil Code section 2782.

(b) Modification for Design Professional Services. To the extent this Agreement is for “design professional services” defined in California Civil Code section 2782.8, then Consultant’s duties to defend and indemnify shall only apply to the extent provided for in California Civil Code section 2782.8(a), unless section 2782.8(a) is not applicable for one of the reasons set forth in 2782.8(e).

12. Insurance. Contractor shall procure and maintain insurance during the term of this Agreement in the amounts and under the terms set forth in Exhibit “B” against claims that may arise from or in connection with this Agreement and performance of the Services.

Upon reasonable written notice, Contractor shall comply with any changes in the amounts and terms of insurance as may be required from time-to-time by City’s Risk Manager.

13. Acceptance of Final Payment . Contractor ’s acceptance of final pay ment will release City from any and all claims and liabilities for compensation under this Agreement.

14. Acceptance of Work. City’s acceptance of, or payment to Contractor for, the Services does not release Contractor from its responsibility for the accuracy , completeness, or competency of the Services, nor do the actions constitute an assumption of Contractor’s responsibility or liability by City for any defect or error in the Services.

15. Conflict of Interest. Contractor represents that no City employee or official has a financial interest in Contractor . Contractor shall not offer, encourage, or accept any financial interest in any part of Contractor's business by or from a City employee or official during the term of this Agreement or as a result of being awarded this Agreement. If any DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
28 o
f the Services are paid by reimbursement from an agreement between City and a private party, Contractor represents that it has not performed any work for that private party during the 12-month period prior to the execution of this Agreement , and that it shall not negotiate, offer or accept any contract for services from that party during the term of this Agreement.

16. Economic Disclosure. Contractor shall comply with City’s local conflict of interest code and the Political Reform Act, and prepare and file an economic disclosure statement if the S ervices involve making, or participation in making, decisions which may have a material effect on the Contractors’ finan cial interest. While it is Contractor ’s sole responsibility to evaluate its conflicts of interest, the Contractor nevertheless agrees to prepare and file an economic disclosure statement if requested by City.

17. Non-Exclusive Agreement. This is a non-exclu sive agreement. City reserves the right to provide, and to retain other Contractors to provide, services that are the same or similar to the Services described in this Agreement.

18. No Assignment. Contractor shall not assign or subcontract any of the Services without City’s prior written consent. For the purposes of this section, a change of fifty - percent or more in the ownership or control of Contractor constitutes an assignment.

19. Remedies. All remedies permitted or available under this Agreement, or at law or in equity, are cumulative and alternative, and the invocation of a right or remedy will not be construed to waive or elect a remedy with respect to any other available right or remedy. As a condition precedent to commencing legal action involving a claim or dispute against City arising from this Agreement, the Contractor must present a written claim to City in accordance with Chapter 3.42 of the Livermore Municipal Code.

20. Construction of Language . T he terms and conditions in this Agreement have been arrived at through negotiation and each party had a full and fair opportunity to review and revise this Agreement with legal counsel. Any ambiguity in this Agreement will not be resolved against either party as the drafting party. In the event of an inconsistency or conflict between the language in the body of the Agreement and an attachment hereto, the language in the body of the Agreement controls.

21. Entire Agreement; Modification . T his Agreement supersedes all other agreements, whether oral or written, between the parties with respect to the Services.

Any modification to this Agreement must be in writing and signed by both parties. In the event the original of this Agreement is lost or destroyed, an archi val copy maintained by City can be used in place of the original for all purposes with the same effect as if it was the original.

22. Notice. Notices under this Agreement must be delivered to the addresses below by deposit in the United States mail or by overnight delivery service, with postage prepaid and delivery confirmation:

TO CITY: Attention: Mallika Ramachandran, P.E.

City of Livermore
1052 S Livermore Avenue
DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
29 L
ivermore, California 94550

TO CONTRACTOR: Attention: Joseph Ortega, Vice President Precision Emprise, LLC, dba Precision Concrete Cutting
423 Nadina Ave
Millbrae, CA 94030

23. Waiver. Failure to insist upon the strict performance of any term or conditions in this Agreement, no matter how long the failure continues, is not a waiver of the term or condition and does not bar the right to subsequently demand strict performance. To be effective, a waiver must be in writing and signed by the non-breaching party.

24. Severability. If a court of competent jurisdiction determines a provision in this Agreement is invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force and effect without being impaired in any way.

25. Survival. The terms, conditions, and obligations in Sections 8, 9, 10, and 11 shall survive the completion or termination of this Agreement.

26. Electronic Signatures. By signing this document, you are agreeing that you have reviewed this disclosure information and consent to transact business using electronic communications, to receive notices and disclosures electronically, and to utilize electronic signatures in lieu of using paper documents. You are not required to receive notices and disclosures or sign documents electronically. If you prefer not to do so, you may request to receive paper copies and withdraw your consent at any time.

27. Counterparts. This Agreement may be executed and delivered in one or more counterparts, each of which will be deemed to be an original copy of this Agreement, and all of which, when taken together, will be deemed to constitute one and the same agreement. The facsimile, email, or other electronically delivered signatures of the Parties shall be deemed to constitute original signatures, and facsimile or electronic copies hereof shall be deemed to constitute duplicate originals and shall be valid and effective for all purposes.

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

Signatures and Attachment List on the Next Page

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
30 I
n concurrence and witness whereof, and in recognition of the mutual consideration provided therefore, the parties have executed this Agreement, effective on the date first written above.

CONTRACTOR: Dated:

____________________________ ___________________________ By: Joseph Ortega
Title: Vice President

CITY OF LIVERMORE: Dated:

____________________________ ____________________________ Marianna Marysheva
City Manager

APPROVED AS TO FORM:

___________________________
Assistant/City Attorney

APPROVED AS TO INSURANCE:

_______________________
Risk Manager/Analyst

Attachments:

Exhibit A – Scope of Work
Exhibit B – Insurance Requirements

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553 1/30/2023 | 3:01 PM PST

EXHIBIT A
31 E

XHIBIT A
Scope of Services
Concrete Cutting

1. UNDE RSTANDING
Existing concrete sidewalk, curb, gutter, driveways, ADA ramps, etc., throughout the City of Livermore encounter displacements due to lifts by tree roots or settlement caused by subgrade failures. The city needs concrete cutting services to remove lifts in city sidewalks.

The work will be performed on a Task Order basis. The Engineer will provide a list of locations for each Task Order.

The concrete cutting services are anticipated for a duration of three years based on available funding. The agreement may be extended for an additional two years based on the city’s needs. The “Inch- Foot” unit price shall remain the same for the first three (3) years of the service agreement. The vendor shall submit new “Inch- Foot” unit price for the city’s consideration if the agreement is extended beyond the first three years.

2. SC

OPE OF SERVICES
The scope of services shall include and not be limited to:

2.1 T ask 1 - Concrete Cutting - Concrete cutting services shall include all labor, materials, parts and equipment necessary to provide concrete cutting services for lifts from 0.25” to 2”. The quantity of Inch- Foot will be calculated by the average of the lift height of the edge to be saw cut, measured in inches, multiplied by the length along the same edge, measured in feet.

2.2 Task 2 - DACTrak Database Update - The vendor shall update the information in DACTrak for each location at the completion of each Task Order. The vendor will also upload applicable photo(s) on DACTrak to show completed work. The cost per data entry will vary depending on the data that is entered.

2.3 Task 3 - Condition Assessment/Inspection (Optional Service) – The vendor shall provide condition assessment/inspection services as requested by the city .

Assessment and data collection at the time of the repair is included in the repair cost.

The cost for a separate trip to perform condition assessment is at additional cost.

3. GENERAL REQUIREMENTS

3.1 The Vendor shall identify the Project Manager who will function as the main point of contact. It is expected that the concrete cutting team proposed unde r this agreement will remain unchanged throughout the duration of the term of the Agreement, unless requested by the City. Replacement of key staff without consultation with the City will not be permitted.

3.2 The Vendor shall provide staff with relevant experience with concrete cutting jobs.

3.3 All individuals working on this job must be full -time employees of vendor's company and covered by the company with the necessary Worker's compensation insurance, DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
32 as
required by the Vendor’s State License Board and the State of California.

4. License and Registration Requirements

4.1 License – Vendor shall possess a valid California contractor’s license for the following classification(s): Class C 61

4.2 All vendors and sub vendors must be registered with the State of California Department of Industrial Relations (DIR). The registration form is located on the DIR's website at http://www.dir.ca.gov/Public-Works/PublicWorks.html.

4.3 Vendor shall obtain City of Livermore’s business license.

4.4 Performance, Payment, and Warranty Bond s – The vendor will be required to provide performance and payment bonds each in the amount of 100% of the Contract Price and a Warranty Bond in the amount of 15% of the Contract Price.

4.5 Prevailing Wage Requirements - This concrete cutting service is subjec t to the prevailing wage requirements applicable to the locality in which the Work is to be performed for each craft, classification or type of worker needed to perform the Work, including employer payments for health and welfare, pension, vacation, apprenticeship and similar purposes. The agreement will be subject to compliance monitoring and enforcement by the California Department of Industrial Relations, under Labor Code, Section 1771.4. The prevailing rates are available online at http://www.dir.ca.gov/DLSR. Each Contractor and Subcontractor must pay no less than the specified rates to all workers employed to work on the Project. The schedule of per diem wages is based upon a working day of eight hours. The rate for holiday and overtime work must be at least time and one-half.

5. TASK ORDERS BASIS

5.1 The city does not guarantee any quantity of work and retains the right to use other vendors for the services. The city reserves the right to increase or decrease the quantity of work.

5.2 City will issue Task Orders and provide a list of locations with address. As each Task Order is completed, the city and the vendor will compile additional locations as needed for concrete cutting.

5.3 The Vendor shall complete work within the allowed budget in each Task Order.

5.4 The Vendor shall start work within 5 working days of the issuance of the Task Order and prosecute the work diligently within the number of allocated days in each Task Order.

5.5 A sample concrete cutting list of locations is included as part of this scope of services. The list will be modified by the city as needed to meet its needs and a new list will be issued with each Task Order. The city does not guarantee the number of locations and may increase or decrease the number of locations to meet available budget.

5.6 Vendor shall inspect all identified areas and complete pre- construction survey photos, measurements of the displacement (lifts or settlement) , and photo of the repaired concrete cutting areas . The vendor shall identify and document locations that are not suitable for concrete cutting. The vendor shall update the information in DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
33 D
ACTrak at the completion of each Task Order.

6. HOURS OF WORK

6.1 Normal working hours are from 9:00 am to 3 :00 pm Monday to Friday unless approved otherwise by the Engineer.

6.2 Concrete cutting work shall typically occur during normal working hours. Lane closures are not anticipated for the concrete cutting services. If necessary the city will review request from the contractor for parking lane temporary closures to perform work.

6.3 All legal holidays are observed as nonworking hours.

6.4 Should the Vendor choose to work on a Saturday, Sunday, City Holidays or on a holiday recognized by the labor unions, the Vendor shall reimburse the City of Livermore the actual cost of engineering, inspection, testing, superintendent, and/or other overhead expenses which are directly chargeable to the contract. Should such work be undertaken at the request of the City, reimbursement will not be required.

7. PROSECUTION OF WORK

7.1 The Vendor will notify the public 3 working days prior to starting the concrete cutting work.

7.2 Vendor shall diligently prosecute work and only shall start work that can be completed that same day.

7.3 Vendor shall maintain the site safe at all times. The Vendor shall erect barricades, warning signs, and any other devices to prevent unauthorized access to work areas by the public.

7.4 Work shall be performed in an orderly manner with minimum disturbance and inconvenience to the public. The Vendor shall confine and limit its personnel to only those areas required in performing the work.

7.5 All traffic control device s required must comply with CAMUTCD 2014, revision 6 requirements and latest amendments.

7.6 Vendor will be responsible for removal and proper disposal of all waste materials and surplus items prior to leaving the site each day.

7.7 Vendor shall obtain a no cost Encroachment Permit from the city. Prior to obtaining the encroachment permit, the vendor must submit the proposed traffic control plans.

Work can only start after the Engineer approves the traffic control plans and issues the encroachment permit.

8. COORDINATION OF WORK AND PUBLIC SAFETY

8.1 If Vendor is approached by the public with questions, the Vendor shall turn off concrete cutting equipment and be courteous and polite when speaking with the public.

8.2 Vendor shall always allow for safe passage to all pedestrians within the construction zone area. If a sidewalk, driveway etc., is closed due to construction activity, the DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
34 V
endor shall place Sidewalk Closed and one- way arrow signs on T ype II barricades at the nearest intersection/ crosswalks.

8.3 Vendor shall always keep the work area safe and clean to protect the public. Repair equipment and all other items incidental to the work shall not be left or stored on the sidewalk or on private property while not in use.

8.4 If the Vendor damages any property adjacent to his work the Vendor shall be required to repair all damages to the property owner's expectations at no additional costs to the City.

9. INVOICES

9.1 All monthly invoices shall include a summary of all addresses, a grid map listing the number of saw cuts completed. A separate report including inch feet unit cost, and total cost must be sent with the monthly invoice.

9.2 Vendor is required to provide weekly certified payrolls. One hard copy and one email copy must be sent to the city.

9.3 Monthly invoice will not be processed if the weekly certified payrolls are not submitted to the city.

9.4 Vendor must provide proof that all concrete and debris is disposed or recycled in a proper, environmentally safe manner. Construction demolition Recycling Report within 14 days of project completion and include receipts and/or weight tags at no additional costs to the city.

9.5 The Vendor shall only invoice for work completed in place.

10. AMERICANS WITH DISABILITIES ACT

10.1 Vendor must guarantee specified repair slope (1:10, 1:12 based upon requirements outlined by the Americans with Disabilities Act) is achieved. If defined slope is not achieved, vendor must repair to specification at no additional charge within 24 hours of discovery.

11. BEST MANAGEMENT PRACTICES

11.1 Dust shall be collected using a high- powered vacuum dust control system, eliminating most of the dust from entering into the atmosphere. The system requires multiple heads for the high capacity vacuum, and a controlled filtration system that will eliminate dust from entering the atmosphere. The suction device shall be attached to the hand- held electrically powered cutting equipment to assure that all dust be collected before it’s released into the atmosphere. No water - cooling is allowed, as it creates slurry and contaminates storm drains, possibly causing excessive environmental impact

11.2 Vendor shall implement Best Management Practices and implement Erosion and Sediment Control measures.

11.3 Vendor shall adhere to all clean water regulations and exercise best management practices.

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
35 12. S

PECIFICATIONS
Services shall include all labor, materials, parts , equipment, etc., necessary to provide concrete cutting for lifts 0.25” to 2”. Any existing locations with less than 2" of concrete thickness shall not be considered for concrete cutting.

12.1 CLEARING AND GRUBBING

12.1.1 Clearing and Grubbing shall conform to Section 16, “Clearing and Grubbing” of the Caltrans Standard Specifications and these Technical Specifications. Clearing and grubbing within the limits of work shall include: Specific non -native vegetation removal, select trimming of tree limbs as needed for equipment access, legal disposal of removed vegetation and debris off-site.

12.1.2 The Vendor shall protect all native trees and all other native vegetation not slated for demolition. All clearing and grubbing costs shall be included under the various unit price items.

12.2 CONCRETE CUTTING

12.2.1 All trip hazards between 0.25" inches and 2" inches in height will be cut eliminating any differential displacement (lifts or settlement) in the existing concrete surface to provide a smooth transition between concrete surfaces. The shav ed areas shall be uniform, smooth, contain minimal grooving and be straight at the backline with little or no scarring of the adjacent concrete. The final finish concrete surface shall not be slippery to pedestrians.

12.2.2 The work shall be done with hand- held, electrically powered, equipment capable of cutting at any angle and able to remove the concrete completely to all edges of the trip hazard and around obstacles that may be encountered. The equipment must be capable of lying completely flush to the ground and capable of working at any angle, including absolute flush saw -cutting, and perform trip hazard removal in hard -to- reach areas, around obstacles, on narrow walkways, next to fences and retaining walls or buildings.

12.2.3 All repairs shall be taken to an absolute zero point of differential with the adjacent opposing panel, and to both edges of the sidewalk panel to mitigate the trip hazard in its entirety over the full width of the sidewalk panel as needed. Some panels may not require the full width of the sidewalk panel to be mitigated where the trip hazard recedes to an already zero differential.

12.2.4 Vendor may not leave damaged concrete corners. Patching damaged concrete corners will not be allowed and Vendor will be r esponsible for replacing the entire concrete slab that has damaged or cracked corners at their costs. Vendor shall saw cut damaged concrete slab at the next nearest joint.

12.2.5 Existing concrete surface that is not listed for repair and other landscape features such as grass, plants, trees, rocks, walls, irrigation, etc., shall be protected. Any damage to existing elements will require the Vendor to repair or remove and replace the damaged elements.

12.2.6 Vendor is not allowed to saw- cut the concrete deeper than the opposing slab. Any scarring or damaging to the existing adjacent concrete slab which does not have a trip hazard on it or any damage to existing landscaping, walls, irrigation, driveways or DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
36 ot
herwise, will require that the vendor to remove and replace the damaged opposing concrete slab matchi ng it in kind and doing all necessary repairs at no additional costs to the City.

12.2.7 All concrete cutting, debris and concrete dust that remain on the sidewalk shall be completely cleaned from the surface as well as the surrounding area, i.e., landscaping, walls, etc. and be hauled off and dumped at an approved site. Vendor must provide proof that all concrete and debris is recycled in a proper, environmentally safe manner..

13. MEASUREMENT AND PAYMENT
Task 1 - Concrete Cutting - Concrete cutting services shall include all labor, materials, parts and equipment necessary to provide concrete cutting services for lifts 0.25” to 2”. The quantity of Inch-Foot will be calculated by the average of the lip height of uplifted edge saw cut multiplied by the length measured along the same edge. The Inch-Foot unit cost is for all work completed in place.

Task 2 - DACTrak Database Update - The unit cost to update the information in DACTrak shall not exceed from $5-10 per entry depending on the data that is entered.

Task 3 - Condition Assessment/Inspection (Optional Service) – Assessment and data collection at the time of the repair is included in the concrete cutting cost. The cost for a separate trip to perform condition assessment shall not exceed $300 per sidewalk mile.

General items (Items 3 - 12) such as mobilization, traffic control, site safety, compliance with environmental regulations (noise, dust, clean water, etc.,), demolition and disposal, recycling, required noticing to the public, permits, assessment and data collection, and all other incidental cost not specifically listed shall be included in the concrete cutting unit cost.

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
37 COMPENSATION
Tasks Tasks Description Unit Unit Price
1 Concrete Cutting Inch-Foot $50
2 DACTrak Database Update Each entry Varies form $5-$10 3 Condition Assessment/Inspection
(Optional Service)
Per sidewalk mile $300
Example: A trip hazard on a 4- foot-wide sidewalk that consists of a 0.5” rise on one side, and tapers down to a zero rise on the other is calculated as follows:
(0.5"+0")
2 𝑋𝑋 4′ = 1 𝑖𝑖𝑖𝑖𝑖𝑖ℎ 𝑓𝑓𝑓𝑓𝑓𝑓𝑓𝑓
The cost of repair is 1 i nch-foot X $50 per inch-foot = $50 DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
38 EXHIBIT B

INSURANCE REQUIREMENTS

Minimum Scope and Limits of Insurance
Consultant/Contractor shall maintain limits no less than:

1. Commercial General Liability, including operations, products and completed operations, as applicable:
$3,000,000 per occurrence/$6,000,000 aggregate for bodily injury, personal injury, and property damage. If Commercial General Liability or other form of insurance with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability:
$1 ,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation and Employer's Liability:

Statutory limits as required by the State of California including $1,000,000 Employers’ Liability per accident, per employee for bodily injury or disease. A waiver of subrogation is required for Workers’ Compensation insurance. If Consultant/Contractor is a sole proprietor, then they must sign “Contractor Release of Liability.”

Deductibles and Self-Insured Retention
All self-insured retentions (SIR) must be disclosed to Risk Management for approval and shall not reduce the limits of liability. Policies containing any self-insured retention (SIR) provision shall provide, or be endorsed to provide, that the SIR may be satisfied by either the named insured or the City of Livermore. The City of Livermore reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of no less than A:

VII and accepted to do business in the State of California, unless otherwise acceptable to the City of Livermore.

Other Insurance Provisions
The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

1. The City of Livermore, its officers, officials, employees, and designated volunteers are to be covered as additional insureds as respects: liability arising out of activities performed by or on behalf of the Consultant/Contractor; or automobiles owned, leased, hired or borrowed by the Consultant/Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City of Livermore, its officers, officials, employees, or volunteers.

2. The limits of insurance required in this agreement may be satisfied by a DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
39 combination of primary and umbrella or excess insurance. The additional insured coverage under the Consultant’s/Contractor’s policy shall be primary and non-contributory and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as ISO Form CG 20 10 04 13. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City of Livermore before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

3. Any failure to comply with reporting or other provisions of the policy, including breaches of warranties, shall not affect coverage provided to the City of Livermore, its officers, officials, employees, or volunteers.

4. The Consultant’s/Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

5. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party before expiration of the policy unless notice is delivered in accordance with policy provisions.

6. It shall be a requirement under this agreement that any available insurance proceeds broader than, or in excess of, the specified minimum insurance coverage requirements and/or limits shall be available to the additional insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named Insured; whichever is greater.

7. Certificate Holder section of the insurance certificate should read: City of Livermore, 1052 S. Livermore Avenue, Livermore, CA 94550

Verification of Coverage
Consultant/Contractor shall furnish certificates of insurance and endorsement(s) effecting coverage to the City of Livermore for approval. The endorsements shall be on forms acceptable to the City of Livermore. All certificates and endorsements are to be received and approved by the City of Livermore before work commences. The City of Livermore reserves the right to require complete and certified copies of all insurance policies required by this Agreement.

DocuSign Envelope ID: A5C80AF9-547C-4A9E-9E35-015C51EB0553

EXHIBIT A
40 CITY COUNCIL STAFF REPORT
ITEM NO. 5.3

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing a supplemental appropriation in the amount of $3,885,855 to Fiscal Year 2023-24 and awarding and authorizing execution of an agreement with MCK Services, Inc. in an amount not-to-exceed $4,177,882, for construction of the 2021 Street Resurfacing, Project No. 2021-01.

RECOMMENDED ACTION

Staff recommends the City Council adopt a resolution for the 2021 Street Resurfacing Project 2021-01:

1 .

Authorizing a supplemental appropriation of $3,885,855 in Solid Waste & Recycling Impact Fee funds (Fund 344) from Fiscal Year 2022-23 to Fiscal Year 2023-24; 2 .

Awarding a construction contract to MCK Services, Inc., in the amount of $4,177,882, and authorizing the City Manager to sign the agreement;
3 .

Rejecting all other bids or proposals, and
4 .

Authorizing the City Manager to take whatever actions are necessary and appropriate to carry out the purpose and intent of this resolution including approving minor changes to the proposed agreement.

SUMMARY
The 2021 Street Resurfacing project will repair and rehabilitate the surface of approximately 2.7 centerline miles of eight city street segments with three additional street segments totaling 0.8 centerline miles included as bid alternates. The project will include base repairs, crack sealing, concrete improvements, new pavement striping, and accessible concrete curb ramps. Eleven bids for the project were received on January 10, 2023. MCK Services, Inc. is the lowest responsible and responsive bidder.

Funding needs to be reallocated from Fiscal Year 2022-23 to 2023-24 to align with anticipated construction expenditures.

DISCUSSION
This annual street resurfacing project will rehabilitate the pavement on segments of five residential, two collector, and four arterial streets (see attached Street List, Attachment 1 and Location Map, Attachment 41 2). These street segments represent priority resurfacing locations based on street condition, daily traffic, proximity to critical facilities, and type of traffic, in accordance with the City's ongoing pavement condition assessment program. The rehabilitation typically involves pavement grinding along the edges and installation of 1.5 to 4-inch layers of asphalt concrete with pavement reinforcing fabric. Pavement and aggregate base will be removed and replaced in areas showing indications of base failure. The project will install 86 Certified Access Specialist (CASp) certified curb ramps at existing pedestrian crossings to comply with Americans with Disabilities Act (ADA) standards. The treated streets will be re-striped and marked to accommodate buffered bicycle lanes in some locations consistent with recommendations in the Livermore Bicycle, Pedestrian, and Trails Active Transportation Plan.

The project will extend the life of these street segments and improve public safety by eliminating road hazards such as potholes, standing water, dips, bumps, and undulations.

On January 10, 2023, eleven bids were received and opened for this project. The lowest responsible and responsive bidder is MCK Services, Inc. from Martinez. MCK, Inc. has worked on similar projects for cities such as San Jose, Oakland, Monterey, and Pinole. Staff has checked references for MCK Services, Inc. and has found them satisfactory.

The following is a list of the base bids received and the Engineer's Estimate for the base bid work.

2021 Street Resurfacing, Project 2021-01 - Base Bid Results Contractor
Location
Bid Amount
MCK Services, Inc.

Martinez, CA
$3,442,268.60
Goodfellow Bros. California,
LLC
Livermore, CA
$3,491,975.00
JV Lucas Paving
Martinez, CA
$3,518,332.00
O'Grady Paving Inc.

Mountain View, CA
$3,549,212.00
Bay Cities and Paving
Concord, CA
$3,617,159.68
Teichert Construction
Pleasanton, CA
$3,637,100.00
Desilva Gates Construction
Dublin, CA
$3,679,679.00
Radius Earthwork Inc.

Campbell, CA
$3,885,328.30
McGuire & Hester
Alameda, CA
$3,910,413.00
Mountain Cascade, Inc.

Livermore, CA
$3,991,167.00
United Pavement Maintenance
Hughson, CA
$4,536,921.00
Engineer's Estimate

$3,631,000.00

In addition to the base bid work, three additional street segments will be added to MCK Services, Inc.'s contract award as additive alternates, as provided for in the bid documents, for a total construction contract amount of $4,177,882. In accordance with Livermore Municipal Code Section 2.68.560, change order authorization of 10% of the contract value is allowed.

FISCAL AND ADMINISTRATIVE IMPACTS

Funding for the 2021 Street Resurfacing Project 2021-01 is included in the 2021-2023 Capital Improvement Program with a $5,275,000 budget for this construction contract, change orders, design, construction management, material testing, inspection, and administration. However, staff is anticipating a cost savings of approximately $89,145 due to the low bid. An appropriation of $3,885,855 in Solid Waste & Recycling Impact Fee funds (Fund 344) from Fiscal Year 2022-23 to Fiscal Year 2023-24 is 42 necessary to complete the work in Fiscal Year 2023-24. The revised budget for this project is summarized in the table below.

Fund No.

Fund Name
FY 2021-22
(Existing)
FY 2022-23
(Existing)
FY 2022-23
(Proposed)
FY 2023-
24 (Existing)
FY 2023-24
(Proposed)
344
SW&R Impact
Fee
$350,000
$4,925,000
$950,000
$0
$3,885,855
Total

$350,000
$4,925,000
$950,000
$0
$3,885,855

ATTACHMENTS

1. Street List

2. Location Map

3. Resolution

4. Exhibit A - Construction Contract with MCK Services, Inc.

Prepared by: Saurabh Nijhawan
Associate Engineer

Approved by:
____________________________________
Marianna Marysheva
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
43 # Street Name Beg Location End Location Alternate Bike Lane Upgrades 1 N Livermore Av 745' S/O Las Positas Rd S/O Cromwell Class 2B - Buffer 2 Fourth St S Livermore Av Maple St
3 N Murrieta Blvd Jack London Northwood Comm
4 S Livermore Av Fourth St Fifth St
5 Scenic Av 85' E/O Mt Diablo Wy Central Av Class 2B - Buffer 6 S I St College Av Eighth St
7 Naples Wy Kingsport Av Helsinki Wy
8 Naples Ct Naples Wy End
9 Oslo Ct Helsinki Wy End
10 Genoa Ct Genoa St End Alternate #1
11 Genoa St Warsaw Av Helsinki Wy Alternate #1
12 Warsaw Av Frankfurt Wy Genoa St Alternate #2
13 Heidelberg Dr Heidelberg Ct Genoa St Alternate #3
14 Helsinki Ct Helsinki Wy End
15 Bluebell Dr Springtown Blvd Sunflower Ct Class 2B - Buffer CITY OF LIVERMORE - 2021 STREE MAINTENANCE PROJECTS
2021 Street Resurfacing List
ATTACHMENT 1
44 # SITE STREET
2021 STREET RESURFACING PROJECT
City Project No. 2021-01

CITY OF

COMMUNITY DEVELOPMENT DEPARTMENT - ENGINEERING DIVISION

ALIFORN IAC

KEY MAP
K-1
2 92
NTS
ATTACHMENT 2
45 RESOLUTION NO. ________

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING A SUPPLEMENTAL APPROPRIATION
IN THE AMOUNT OF $3,885,855 AND AWARDING A CONSTRUCTION CONTRACT WITH MCK SERVICES, INC. FOR CONSTRUCTION OF THE 2021 STREET RESURFACING, PROJECT NO. 2021-01, IN AN AMOUNT NOT-TO-EXCEED $4,177,882
(2021 Street Resurfacing, Project No. 2021-01)
The City of Livermore advertised and received bids for the 2021 Street Resurfacing, Project No. 2021-01. MCK Services, Inc. submitted the lowest responsible and responsive base bid in the amount of $3,442,268.60 with three additive alternatives included for a total construction contract amount of $4,177,882. Staff recommends the City Council accept the bid and award a contract to MCK Services, Inc. for the construction of the 2021 Street Resurfacing, Project No. 2021-01.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore as follows:

1. The City Council authorizes a supplemental appropriation of $3,885,855 in Solid Waste & Recycling Impact Fee funds (Fund 344) from Fiscal Year 2022- 23 to Fiscal Year 2023-2024 for the 2021 Street Resurfacing, Project No. 2021-

01. 2. The City Council awards a construction contract to MCK Services, Inc., in an amount not-to-exceed $4,177,882, for the 2021 Street Resurfacing Project 2021-01, and authorizes the City Manager to sign the agreement, attached hereto as Exhibit A, and incorporated by this reference.

3. The City Council rejects all other bids or proposals.

4. The City Council authorizes the City Manager to take whatever actions are necessary and appropriate to carry out the purpose and intent of this resolution, including approving minor changes to the proposed agreement.

On motion of Council Member ______________________, seconded by Council Member ______________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:
46 RESOLUTION NO. ________
ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Tara Mazzanti
Marie Weber Tara Mazzanti
City Clerk Assistant City Attorney
Exhibit A – Construction Contract with MCK Services, Inc. 47 EXHIBIT A
48 EXHIBIT A
49 EXHIBIT A
50 EXHIBIT A
51 EXHIBIT A
52 CITY COUNCIL STAFF REPORT
ITEM NO. 5.4

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing execution of an agreement with Block by Block-CA, Inc., a California Corporation, to provide the Community Ambassador Program, bio-hazard clean-up, and safety services for a 27-month term in the total amount not-to-exceed $664,846.

RECOMMENDED ACTION

Staff recommends the City Council adopt a resolution authorizing the City Manager to execute an agreement with Block by Block-CA, Inc. ("Block by Block"), a California Corporation, for a term of 27- months, beginning March 1, 2023, and ending June 30, 2025, to provide the Community Ambassador Program, bio-hazard clean-up, and safety services in an amount not-to-exceed $664,846.

SUMMARY
For the past few years, the City has contracted with Block by Block for bio-hazard clean-up services related to the unsheltered population throughout the city. A team of "Community Ambassadors" work closely with the City’s Police, Public Works, Human Services, and other local homeless providers to identify areas in need of bio-hazard clean-up, power washing, drug paraphernalia clean-up, and trash removal and safety services. This team has also identified daily cleaning “hot spots” and has a communication system in place to identify, report and direct work. The City has been renewing Block by Block's contract annually, and the current contract ends on March 1, 2023. Due to the success of this program in addressing community health and sanitation needs, Staff recommends approval of a 27- month agreement to continue Block by Block’s Community Ambassador Program services through the end of fiscal year 2025 for a term of March 1, 2023, to June 30, 2025.

DISCUSSION
In 2018, the City Council Subcommittee on Homelessness was tasked to develop a Strategic Framework to address short-, medium-, and long-term strategies. The Subcommittee work plan included a series of community meetings with presentations from experts and service providers to expand the community dialogue around homelessness issues and to discuss potential program strengths, challenges, and resources. The Council approved the Subcommittee on Homelessness' recommendations of several pilot 53 programs, which included Block by Block, to provide bio-hazard clean-up services to address the community health impacts of residents living outdoors.

Block by Block provides bio-hazard clean-up services related to the unsheltered population throughout the city. The City, in partnership with Block by Block, has identified daily cleaning “hot spots” that include the downtown, arroyos, underpasses, and civic center civic center complex. The City and Block by Block has a communication system in place to identify, report and direct work. The Cleaning Community Ambassadors work closely with the City’s Police, Public Works, Human Services, and other local homeless providers.

On November 4, 2019, the City entered into an agreement with Block by Block utilizing a one-time allocation of Homeless Emergency Aid Program ("HEAP") funds to provide the Livermore Community Ambassador Program, bio-hazard clean-up, program service referrals related to the homeless population, and overnight attendant services for the Safe Parking Program.

On November 23, 2020, the Livermore City Council approved resolution number 2020-213 to award Block by Block $100,000 from its FY 2020-21 General Funds to provide essential health and safety services to unsheltered residents in Livermore.

On April 26, 2021, when HEAP funds were no longer available, the City Council recognized the ongoing benefit of the Block by Block's services and approved resolution number 2021-056 to award Block by Block $272,000 from its FY 2021-22 General Fund to provide the Community Ambassador Program, bio- hazard clean-up, and safety services to unsheltered residents in Livermore.

In recognition of the continued health and safety benefits provided by Block by Block’s Community Ambassador Program and clean-up services, on April 11, 2022, City Council approved resolution number 2022-109 in the amount of $272,400 to continue providing bio-hazard clean-up, trash removal, and safety services related to the unsheltered population. Funding pays for two full-time cleaning technicians and an on-site supervisor. The organization has also experienced an escalation in services and supply costs of approximately six (6) percent per year.

The following table shows the number of bio-hazard clean-up services provided by Block by Block from March 22,
2022,
through January 15, 2023:

SERVICES PROVIDED
TOTAL
Bio-Hazard/Power
Washing
1,350
Drug
Paraphernalia/Needle
Clean-Up

1,449
Trash Removal (55-
Gallon Bags)
7,048
Homeless Service
Referrals
33 In addition to bio-hazard and clean-up services, Block by Block participated in the 2022 Alameda County Point-in-Time Count by providing knowledge of homeless encampment locations throughout the city.

Their efforts assisted the City in developing an efficient plan to count Livermore’s homeless population. 54 Block by Block is also assisting the City with meeting its FY 2022-23 Trash Load Reduction goal of 90 percent by removing 387,640 gallons of trash from the community.

Staff recommends approval of a 27-month agreement in the amount not-to-exceed $664,846 to continue Block by Block’s Community Ambassador services in the area of bio-hazard clean-up and power washing, drug paraphernalia clean-up, cleaning, trash removal and safety services. The City has been renewing Block by Block's contract annually, and the current contract ends on March 1, 2023. Due to the success of this program in addressing community health and sanitation needs, Staff recommends continuation of the Community Ambassador Program services through the end of fiscal year 2025, for a term of March 1, 2023, to June 30, 2025. An additional two-year commitment to fund Block by Block will help address staffing continuity issues and prioritize these needed services for Livermore.

FISCAL AND ADMINISTRATIVE IMPACTS
Funding for the months of March 2023 through June 2023 (not-to-exceed $72,028) has already been included in the current approved General Fund budget for FY 2022-23. If approved, the remaining maximum contract funding amounts of $288,010 in FY 2023-24 and $304,808 in FY 2024-25 will be included in the Community Ambassador Program's General Fund budget for those years. The FY 2023- 24 budget amount assumes a cost escalator of approximately 5.8 percent. Currently, City general funds are the only funding source available to fund this program, however City staff will continue to coordinate and seek other revenue sources to supplant the general fund.

ATTACHMENTS

1. Resolution

2. Exhibit A - Block by Block Signed

Prepared by: Josh Thurman
Human Services Program Manager

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT
WITH BLOCK BY BLOCK-CA, INC. TO PROVIDE THE COMMUNITY

AMBASSADOR PROGRAM, BIO-HAZARD CLEAN-UP, AND SAFETY
SERVICES FOR A 27-MONTH TERM IN AN AMOUNT NOT TO EXCEED $664,846
On October 24, 2016, the City Council recognized homelessness as a priority and committed local funds and dedicated staff to develop and implement strategies that address the growing number of homeless families and individuals.

On November 4, 2019, the City entered into an agreement with Block by Block utilizing a one-time allocation of Homeless Emergency Aid Program (HEAP) funds to provide the Livermore Community Ambassador Program, bio-hazard clean-up, program service referrals related to the homeless population, and overnight attendant services for the Safe Parking Program.

On April 26, 2021, the Livermore City Council approved resolution number 2021- 056 to award Block by Block $272,000 from its FY 2021-22 General Funds to provide the Community Ambassador Program, bio-hazard clean-up, and safety services to unsheltered residents in Livermore.

On April 11, 2022, the Livermore City Council approved resolution number 2022- 044 to award the Recipient the amount of $272,400 (“Funds”) from its 2022-23 General Funds (“Program”) for the project.

One of the City’s life safety priorities is to ensure the health and safety of Livermore’s unsheltered residents. Block by Block provides essential health and safety services that include Community Ambassador Program and bio-hazard clean-up services related to the unsheltered residents of Livermore.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore that:

1. The City Manager, or her designee, is authorized to execute an Agreement with Block by Block-CA, Inc., attached hereto as Exhibit A, to provide the Community Ambassador Program, bio-hazard clean-up, and safety services for a 27-month term in a total amount not to exceed $664,846. 56 RESOLUTION NO. ________

2. The City Manager, or her designee, is authorized to take whatever actions are necessary and appropriate to carry out the purpose and intent of this resolution, including approving minor changes to the proposed agreement.

On motion of Council Member ______________________, seconded by Council Member ______________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Tara Mazzanti
Marie Weber Tara Mazzanti
City Clerk Assistant City Attorney
Exhibit A – Agreement with Block by Block-CA, Inc.
57 Gener
al Fund Grant Agreement Page 1
Rev. 05/2021
GRANT

AGREEMENT BETWEEN CITY OF LIVERMORE
AND

BLOCK BY BLOCK-CA, INC, A CALIFORNIA CORPORATION
FOR FISCAL YEARS 2023-2024 & 2024-2025

GENERAL FUND
TH
IS GRANT AGREEMENT, entered into this ____ day of ___________, 2023, between the City of Livermore, a municipal corporation ("City"), and Block by Block-CA, Inc, a California Corporation qualified to do business in the State of California ("Recipient”).

RECI
TALS
On O
ctober 24, 2016, the City Council recognized homelessness as a priority and committed local funds and dedicated staff to develop and implement strategies that address the growing number of homeless families and individuals.

On N
ovember 4, 2019, the City entered into an agreement with Block by Block utilizing a one-time allocation of Homeless Emergency Aid Program (HEAP) funds to provide the Livermore Community Ambassador Program, bio- hazard clean- up, program service referrals related to the homeless population, and overnight attendant services for the Safe Parking Program.

On N
ovember 23, 2020, the Livermore City Council approved resolution number 2020- 213 to award Block by Block $100,000 from its FY 2020-2021General Funds to provide essential health and safety services to unsheltered residents in Livermore.

On A
pril 26, 2021, the Livermore City Council approved resolution number 2021- 056 to award Block by Block $272,000 from its FY 2021-2022 General Funds to provide the Community Ambassador Program, bio-hazard clean -up, and safety services to unsheltered residents in Livermore.

On A
pril 11, 2022, the Livermore City Council approved resolution number 2022-044 to award the Recipient the amount of $272,400 (“Funds”) from its 2022- 2023 General Funds (“Program”) for the project.

One
of the City’s life safety priorities is to ensure the health and safety of Livermore’s unsheltered residents.

Ci
ty wishes to engage the Recipient to provide homeless services in the City of Livermore.

Rec
ipient has applied to City for funding to provide essential health and safety services that include Community Ambassador Program and bio-hazard clean-up services related to the unsheltered residents in Livermore (“Project”).

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
58 General Fund Grant Agreement Page 2
Rev. 05/2021

On February 27, 2023 the Livermore City Council approved resolution number ________ to award the Recipient the amount not -to-exceed $664,846 (“Funds”) from its General Funds (“Program”) for the project, which represents twenty-seven (27) months of contract services as described in the attached Exhibit “A”.

AGREEMENT

NOW THEREFORE, in recognition of the mutual consideration provided herein, City and Recipient hereby agree that the aforementioned recitals are true and correct and further agree as follows:

1. Relationship of Parties ( Independent Contractors). The relationship of the parties shall be that of independent contractors. Recipient and its employees are not City officers or employees. Recipient is responsible for the supervision and management of its employees, including any workers compensation insurance, withholding taxes, unemployment insurance, and any other employer obligations associated with the performance of the Activities contemplated by this Agreement.

2. Grant Activities.

A. Activities. Recipient is responsible for administering the Grant Funds awarded in a manner satisfactory to City as set forth in Exhibit “A” “Scope of Work and Budget” for the Project (collectively “Activities”).

i) Project Overview : Provide essential health and safety services to unsheltered residents in Livermore.

ii) Service Objective . Provide Community Ambassador Program, bio- hazard clean- up services as particulary set forth in "Exhibit A". All Activities shall be completed no later than February, 2025.

iii) General Administration. The Grant Funds for the Activities are to be administered under the direction of the Recipient’s Regional Manager.

B. Budget. City will grant, and Recipient will use, the Grant Funds awarded pursuant to this Agreement under the budget terms set forth in Exhibit “ A” to perform the Activities consistent with the terms and conditions of this Agreement, the Project, and any conditions imposed upon the Project.

C. Performance Monitoring. City will monitor Recipient’s performance against the service objective outlined in Section 2A(ii). Substandard performance as determined by the City will constitute non-compliance with this agreement.

D. Changes to Scope of Work. The City may request changes to the scope of work or service objective to align with programmatic adjustments. If the parties cannot mutually agree to changes to the scope of work or service objectives within thirty (30) days, either party may terminate the agreement by providing thirty (30) days written notice to the other party.

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
59 General Fund Grant Agreement Page 3
Rev. 05/2021

3. Time for Performance. Recipient shall commence the Activities on March 1, 2023, and continue the Activities through June 30, 2025.

4. Contractor’s Responsibilities. Recipient Shall:

a) Diligently perform the Activities in a manner commensurate with industry, professional, and community standards;

b) Provide the resources necessary to complete Activities in a timely manner;

c) Obtain a business license from the City of Livermore, and keep it in effect for the term of this Agreement;

d) Obtain and keep in effect all necessary licensees, permits, qualifications, insurance, and approvals legally and professionally required for Recipient and the Activities;

e) Comply with all laws in effect that are related to Recipient and the Activities;

f) Coordinate the Activities with Josh Thurman (“Project Manager”), or such other person designated as the Project Manager by City;

g) Maintain and submit monthly reports of the Activities to the Project Manager in the form set forth in Exhibit A-1;

h) Be available to the Project Manager, and other parties referred to Recipient by the Project Manager, to answer questions or inquiries related to the Activities;

i) Only invoice City for Activities performed. Recipient’s invoice shall be in writing and describe the Activities performed for the grant draw requested. Recipient shall not submit an invoice to City more frequently than once a calendar month.

5. Payment. It is expressly agreed and understood that the total amount of Grant Funds available from City to Recipient for the Activities under this Agreement shall not exceed the total amount of $664,846 during the term, with respective budgets for March 1, 2023 – June 30, 2023 (remainder of FY22/23), July 1, 2023 – June 30, 2024 (FY23/24), and July 1, 2024 – June 30, 2025 (FY24/25) as described under the budget terms set forth in Exhibit “ A”. Even though the Grant Funds are available, Recipient shall only be entitled to draw that portion of the Grant Funds commensurate with the Activities provided. City shall only make draw payments to Recipient for those Activities that comply with the terms and conditions of this Agreement.

6. Hold Harmless and Indemnity . Recipient shall defend, indemnify and hold City, its elected officials, officers, directors, employees, agents, and designated volunteers harmless from and against any and all loss, liability, damage, including but not limited to, reasonable attorney, consultant and expert fees, and court costs arising out of or in connection with this Agreement, except for the gross negligence and willful misconduct of City, its elected officials, officers, directors, employees, agents, and designated volunteers.

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
60 General Fund Grant Agreement Page 4
Rev. 05/2021

7. Insurance. Recipient shall procure and maintain insurance during the term of this Agreement in the amounts and under the terms set forth in Exhibit “ B” against claims that may arise from or in connection with this Agreement and performance of the Activities . Upon reasonable written notice, Recipient shall comply with any changes in the amounts and terms of insurance as may be required from time-to-time by the City’s Risk Manager.

8. Copyright and Right of Use. All items created by Recipient under this Agreement are works made for hire, and Recipient shall give City the copyright and all intellectual property rights to all items developed, prepared, and delivered as part of the Activities . Recipient agrees that all aspects of the Activities and items created thereby will be original works of creation and will not use, in whole or in part, any work created by any other party, except when expressly disclosed by Recipient to City and Recipient obtains a license to such items for the benefit of City. All licenses must be perpetual, world-w ide, non-exclusive, and royalty -free sufficient in scope to permit City’s full use and enjoyment of its ownership rights in the items created by the Activities.

9. Notices. Any notice required or permitted under the terms of this Agreement shall be effective upon receipt in writing either by personal service upon the authorized agent for the party, or by mailing the notice via U.S. Mail to the party as follows:

City: City of Livermore
Attn: Josh Thurman, Human Services Programs Managers
1052 Livermore Avenue
Livermore, California 94550

Recipient: Block by Block-CA, Inc, a California Corporation Attn:Derreck Hughes, Vice President of Operations
870 Market Street Suite 1023
San Francisco, CA 94103

10. Severability. If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.

11. Waiver. City’s failure to act with respect to a breach by Recipient does not waive its right to act with respect to subsequent or similar breaches. The failure of City to exercise or enforce any right or provision shall not constitute a waiver of such right or provision.

12. Construction of Language . T he terms and conditions in this Agreement have been arrived at through negotiation and each party had a full and fair opportunity to review and revise this Agreement with legal counsel. Any ambiguity in this Agreement will not be resolved against either party as the drafting party. In the event of an inconsistency or conflict between the language in the body of the Agreement and an attachment hereto or document incorporated by reference, the language in the body of the Agreement controls.

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
61 General Fund Grant Agreement Page 5
Rev. 05/2021

13. Entire Agreement; Modification . T his Agreement supersedes all other agreements, whether oral or written, between the parties with respect to the Activities . Any modification to this Agreement must be in writing and signed by both parties. No amendment may invalidate this Agreement, or relieve or release City or Recipient from its obligations under this Agreement.

City may, in its discretion, amend this Agreement in writing to conform with Federal, State, or local laws, regulations, guidelines, or policies related to the use of the Funds for the Activities.

However, if such amendments result in a change in the funding, the scope of services, or the Activities, such modifications shall be incorporated only by written amendment signed by both City and Recipient. In the event the original of this Agreement is lost or destroyed, an archival copy maintained by City may be used in place of the original for all purposes with the same effect as if it was the original.

14. Right of Termination. “Either party may terminate this Agreement with or without cause by providing thirty (30) days prior written notice to the other party.

15. Force Majeure. Neither party shall be liable for damages to the other party for any delay or default in performing hereunder if such delay or default is caused by reason of any circumstance beyond its reasonable control, including but not limited to Acts of God, fire, flood, earthquake, extraordinary weather conditions, acts of war, acts of terrorism, labor disputes, riots, active shooter incident, civil disorders, rebellions or revolutions in any country ("Force Majeure"), that party shall be excused from any further performance or observance of the obligations so affected for as long as such circumstances prevail and that party continues to use all commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay.”

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

Signatures and Attachment List on the Next Page
DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
62 General Fund Grant Agreement Page 6
Rev. 05/2021

IN WITNESS THEREOF, the Recipient and City have executed this Agreement as of the date first written above.

Block by Block-CA, Inc, a California Corporation
“Recipient”

BY: ___________________________ DATED: _______________ Derreck Hughes
Vice President of Operations

Federal I.D. or Social Security No.

31-1332763

CITY OF LIVERMORE
a Municipal Corporation
“City”

BY: __________________________ DATED: _______________
Marianna Marysheva
City Manager

APPROVED AS TO FORM:

______________________________

ASSISTANT/CITY ATTORNEY

Attachments:

Exhibit A Scope of Work and Budget
Exhibit A-1 Record Submission Form
Exhibit B Insurance Requirements
DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729 2/9/2023 | 7:29 AM EST

EXHIBIT A
63 Exhibit A
Scope of Work and Budget

Description:

Bio-Hazard Clean-Up Services
Block by Block (BBB) will be responsible for providing bio-hazards clean-up related to the homeless population throughout the city. The city will outline the daily "hot spots" and set up a communication system to identify and report instances. In addition, the city will provide an area for items/belongings identified during clean-up that require storage.

The BBB cleaning Community Ambassadors will work closely with the City's Police, Public Works and Human Services Divisions and other local homeless providers to make services referrals to people experiencing homelessness and to identify units of measures for reporting purposes.

Schedule
BBB will adhere to the budget and hours listed below for each employee assigned to perform duties under this Scope of Work.

Budget
March 1, 2023-June 30, 2024

Service

Total not to exceed per service
type

Community Ambassador Bio-Hazard Clean-Up

$72,028 (March – June 2023)
$288,010 (July 2023 – June 2024)

Bio-Hazard Services/Clean-Up Ambassador Services (FY23/24) Personnel Expense
Operations Manager/Clean-Up Ambassadors $183,755.56
Benefits $16,908.77

Operating Expense
DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
64 Labor Related (background checks, recruiting, etc.) $1,816.33 Uniforms $2,246.37
Cell Phones $2,200.00
Equipment (truck, other ‘capital’ equipment) $24,051.22 Equipment Related (fuel, maintenance, insurance, parking) $13,828.51 Janitorial Supplies $3,637.19
Office Supplies & Printing $600.00
Miscellaneous $1,200.00
Administrative Support (mgmt., travel, postage, etc.) $11,583.33 Program Overhead $26,182.72

Total

$288,010

Schedule Hours
Bio-Hazard Clean-Up Ambassadors 80.00
Operations Manager 40.00
Weekly Total 120.00
Annual 6,240.00
Employees 3.00

Wed Thurs Fri Sat Sun Mon Tues Total Hours Cleaning
Ambassador
8 8 8 8 xxxxx xxxxx 8 40
Cleaning
Ambassador
8 8 8 xxxxx xxxxx 8 8 40
Operations
Manager
8 8 8 xxxxx xxxxx 8 8 40
Hours 24 24 24 8 0 16 24 120

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
65 Budget
July 1, 2024-June 30, 2025

Service

Total not to exceed per
service type

Community Ambassador Bio-Hazard Clean-Up

$304,808

Bio-Hazard Services/Clean-Up Ambassador Services (FY24/25) Personnel Expense
Operations Manager/Clean-Up Ambassadors $193,965.13
Benefits $18,661.28

Operating Expense
Labor Related (background checks, recruiting, etc.) $1,873.76 Uniforms $2,453.85
Cell Phones $2,200.00
Equipment (truck, other ‘capital’ equipment) $24,051.22 Equipment Related (fuel, maintenance, insurance, parking) $15,622.51 Janitorial Supplies $4,187.19
Office Supplies & Printing $600.00
Miscellaneous $1,200.00
Administrative Support (mgmt., travel, postage, etc.) $11,783.33 Program Overhead $27,709.73

Total

$304,808

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
66 Schedule Hours
Bio-Hazard Clean-Up Ambassadors 80.00
Operations Manager 40.00
Weekly Total 120.00
Annual 6,240.00
Employees 3.00

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
67 EXHIBIT A-1
Record Submission Form

Bio-Hazard Clean-Up Services
Measure Total
Total # of bio-hazard Clean-up instances
Total # Syringe/Drug Paraphernalia disposal instances
Total # Power Washing Hot Spots
Total # Trash Bags

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
68 EXHIBIT B

INSURANCE REQUIREMENTS

Minimum Scope and Limits of Insurance
Consultant/Contractor shall maintain limits no less than:

2. Automobile Liability:
$1 ,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation and Employer's Liability:

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of no less than A:

VII and accepted to do business in the State of California, unless otherwise acceptable to the City of Livermore.

Other Insurance Provisions
The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

2. The limits of insurance required in this agreement may be satisfied by a Revised 9/21/2015 B3 – 3M

Page 1 ends

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
69 combination of primary and umbrella or excess insurance. The additional insured coverage under the Consultant’s/Contractor’s policy shall be primary and non-contributory and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as ISO Form CG 20 10 04 13. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City of Livermore before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

4. The Consultant’s/Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

7. Certificate Holder section of the insurance certificate should read: City of Livermore, 1052 S. Livermore Avenue, Livermore, CA 94550

Revised 9/21/2015 B3 – 3M

Page 2 ends

DocuSign Envelope ID: 4A1B2987-F9FC-437C-893B-7BA564AC0729

EXHIBIT A
70 CITY COUNCIL STAFF REPORT
ITEM NO. 5.5

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing execution of a master license agreement with East Bay Community Energy Authority, a Joint Power Authority, for installing, operating, and maintaining Level 3 fast electric vehicle chargers at various city-owned properties.

RECOMMENDED ACTION

SUMMARY
This master license agreement (Agreement) will allow East Bay Community Energy Authority (EBCE), a Joint Power Authority, to install, operate, and maintain fast Level 3 electric vehicle (EV) charging stations at various city-owned properties at no cost to the City. The agreement contains a list of six city properties which EBCE will evaluate to determine if the installation of electric vehicle chargers is feasible. Two of these properties are leased by Livermore Area Recreation Park District (LARPD) so LARPD is a party to this agreement. Attachment 1 shows the locations of these sites.

Approximately 12 to 23 EV charging spaces are proposed at each site. The Agreement establishes a phased process with additional city approvals before construction can proceed. Upon approval by the City Manager, additional city properties can be added to the list of potential electric vehicle sites. The EV charging stations will be available to the public. EBCE is responsible for all costs associated with the installation, operation, and maintenance of the electric vehicle chargers including the cost of the electricity. In exchange, the city is allowing EBCE to occupy city property at no cost. This agreement allows EBCE to operate these electric vehicle chargers and associated electrical equipment for 15 years at each site. The city and EBCE can then determine whether to extend the lease at each site.

DISCUSSION
The City of Livermore is a member of EBCE, a JPA formed in 2016 pursuant to California Government Code Section 6500 et. seq, to become the default Load Serving Entity (or public power provider) in 71 Alameda County. In 2017, the California Public Utilities Commission certified EBCE's Community Choice Aggregator Implementation Plan. EBCE then began serving commercial, industrial, residential, and municipal electricity customers in 2018. EBCE currently serves the County of Alameda, and each of the following cities incorporated therein: Albany, Berkeley, Dublin, Emeryville, Fremont, Hayward, Livermore, Oakland, Piedmont, San Leandro, and Union City. In 2021, the cities of Newark, Pleasanton, and Tracy (in San Joaquin County) also joined the JPA and became part of EBCE's service territory.

In addition to serving as the public power provider, EBCE is tasked with development and management of energy-related climate change programs that help local government JPA members, like the City of Livermore, achieve state greenhouse gas reduction goals faster. Through its Local Development Business Plan, EBCE is strategically developing distributed energy resource solutions, including deploying a network of electric vehicle fast charging infrastructure, that will provide net benefits to EBCE's customers and member agencies. EBCE is partnering with the city to install, maintain, and operate EV vehicle charging stations on city property that are available to the public.

There are more than 1.1 million light-duty passenger cars and trucks registered to drivers in Alameda County. Plug-in EVs account for just 5 percent of this total vehicle registration portfolio (approximately 57,000 EVs on the road). To achieve the state's zero emission vehicle adoption goals, this figure will need to increase to approximately 108,000 light-duty EVs by 2025, and over 360,000 light-duty EVs by 2030. To ensure sustained growth in the EV market, the California Energy Commission has estimated that 645 to 740 publicly available EV fast chargers are needed throughout Alameda County to ensure driver confidence in convenient charging infrastructure. According to the California Energy Commission, there are currently only 332 EV fast chargers in Alameda County.

This gap in charging infrastructure is not experienced equally. EBCE has conducted a detailed analysis to understand home charging access and identified critical disparities that will hinder widespread EV adoption and, therefore, the ability to achieve California's zero-emission vehicle goals. Using Department of Motor Vehicle registration data, County Assessor data and Costar data, EBCE's analysis found:

47% of all residents in Alameda County are renters.
90% of all multi-family housing properties (5+ units) are over 50 years old.

To date there has been essentially no EV adoption among multi-family housing residents.

Due to the age of multi-family housing properties, electrical capacity upgrades will be needed across this building portfolio to support EV charging. These upgrades are the property owner's responsibility to fund and coordinate, not the tenants', representing a key barrier to deploying lower-level charging to enable at-home charging for these residents. These upgrades will not occur quickly at the scale needed to meet the state's goals.

A not-for-profit public agency like EBCE has a critical role to play in addressing the installation of EV charging to meet the needs of residents. EBCE can deliver clean electricity as a transportation fuel at a lower cost to customers and is well positioned to invest in a network of public EV fast chargers that is informed by local data and input from its JPA members, like the city. Siting EBCE's EV fast chargers at the city's municipal parking facilities will result in infrastructure that is convenient, accessible, reliable, highly utilized, and equitable for all users, including commuters traveling through the Tri-Valley, and particularly renters in Livermore's multi-family housing developments. This public-public partnership approach will ensure all of Livermore's residents can join and benefit from the transition to EVs and will enable the city to achieve its climate action goals by reducing greenhouse gas emissions from the 72 transportation sector.

On September 12, 2022, the City Council approved a license agreement with EBCE for installing, maintaining, and operating Level 3 fast EV chargers that will serve thirty-two parking spaces in the downtown. Sixteen of these electric vehicle charging spaces will be in the L Street Garage and sixteen will be in the surface parking lot east of the L Street Garage. These spaces should be available by the end of 2024.

This Agreement will allow EBCE to install, operate, and maintain fast Level 3 electric vehicle (EV) charging stations at additional city properties. The Agreement contains a list six city properties where existing parking stalls could be converted to electric vehicle parking stalls. Attachment 1 shows the locations of these properties. Two of these properties are leased by Livermore Area Recreation Park District (LARPD) so LARPD is a party to this agreement. These properties were selected because they are close to multi-family housing, close to points of interest, and there is excess available parking. The City Manager can approve adding additional City properties to the list of potential electric vehicle sites.

The Agreement establishes a phased process with additional city approvals before construction can proceed. First, EBCE will develop a preliminary project design at each property. Next, EBCE will submit the design to PG&E for review. Upon approval from PG&E, EBCE will develop a Notice to Proceed with project design at a property. The Notice to Proceed must be approved by the City Manager. For properties leased by LARPD, the LARPD General Manager must also sign the Notice to Proceed. The Notice to Proceed will authorize EBCE to finalize the design. The City and LARPD, if they lease the property, shall have the discretion to not approve the Notice to Proceed. Before beginning any construction work, EBCE shall provide a copy of the construction schedule and installation plans to the City for approval.

As a public agency, EBCE will issue a competitive solicitation for the development of the charging stations. EBCE shall ensure that its designated contractors, subcontractors and service providers pay prevailing wage and comply with all other applicable provisions of the Labor Code and the implementing regulations of the Department of Industrial Relations.

EBCE shall, at its sole cost, be responsible for installation of the charging stations, including hiring and coordinating vendors and contractors. EBCE shall be responsible for all electricity and communications costs of the charging stations by obtaining separately metered electricity service at each property. EBCE shall operate and maintain, and/or retain a third-party contractor to operate and maintain the charging stations. EBCE will have their own meter that serves the electric vehicles and will be billed directly for all electricity costs.

This Agreement allows EBCE to operate these electric vehicle chargers and associated electrical equipment for 15 years at each site. The City and EBCE can then determine whether to extend the lease at each site. If the lease is not extended at a site, EBCE will remove all equipment and coordinate to bring the site back to its original condition.

FISCAL AND ADMINISTRATIVE IMPACTS
This Agreement with EBCE will allow a valuable service to be provided to the public at no cost to the city.

Staff time needed to coordinate the Agreement with EBCE and review and approve the construction work required to install the charging stations is within existing available staff capacity. 73 ATTACHMENTS

1. Location Map

2. Resolution

3. Exhibit A - EBCE Master License Agreement

Prepared by: Joel Waxdeck
Assistant City Engineer

Approved by:
____________________________________
Marianna Marysheva
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
74 This map is a user generated static output from an Internet mapping site and is for reference only. Data layers that appear on this map may or may not be accurate, current, or otherwise reliable. The City of Livermore is not responsible for misuse or errors or omissions on this map. All information should be confirmed.

Potential EBCE Fast Charger Sites
17,623
Information Technologies, GIS Division, City of Livermore 2,937.2
Legend
1:

NAD_1983_2011_StatePlane_California_III_FIPS_0403_Ft_US Feet0 2,937.21,468.60 Notes
1/30/2023Date Printed:

Creeks
Public Facilities (4500-100000)
Park Names (4500-100,000)
School Names (4500-24,000)
Street Centerline
Interstate
Other Freeway or Expressway
Principal Arterial
Collector
Local
Ramp
Private Streets
Railroad
ATTACHMENT 1
75 RESOLUTION NO. ________

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING EXECUTION OF A MASTER LICENSE

AGREEMENT WITH EAST BAY COMMUNITY ENERGY AUTHORITY, A JOINT

POWER AUTHORITY, FOR INSTALLING, OPERATING, AND MAINTAINING LEVEL 3 ELECTRIC VEHICLE CHARGERS AT VARIOUS CITY OWNED

PROPERTIES
East Bay Community Energy Authority (EBCE) is partnering with the City of Livermore (City) to install, maintain, and operate electric vehicle charging stations on City properties that are available to the public.

In addition to serving as the public power provider, EBCE is tasked with development and management of energy-related climate change programs that help local government member agencies, like the City, achieve state greenhouse gas reduction goals faster.

Through its Local Development Business Plan, EBCE is strategically developing distributed energy resource solutions, including deploying a network of electric vehicle fast charging infrastructure, that will provide net benefits to EBCE’s customers and member agencies.

This Master License Agreement (Agreement) will allow EBCE to install, operate, and maintain Level 3 electric vehicle charging stations at various City owned properties at no cost to the City. The Agreement contains a list of 6 City properties which EBCE will evaluate to determine if the installation of electric vehicle chargers is feasible. Two of these properties are leased by Livermore Area Recreation Park District (LARPD) so LARPD is a party to the Agreement. Around 12 to 23 EV charging spaces are proposed at each site.

The Agreement establishes a phased process with additional City approvals before construction can proceed. Upon approval by the City Manager, additional City properties can be added to the list of potential electric vehicle sites. The EV charging stations will be available to the public. EBCE is responsible for all costs associated with the installation, operation, and maintenance of the electric vehicle chargers including the cost of the electricity. In exchange, the City is allowing EBCE to occupy City property at no cost.

This Agreement allows EBCE to operate these electric vehicle chargers and associated electrical equipment for 15 years at each site. The City and EBCE can then determine whether to extend the lease at each site.
76 RESOLUTION NO. ________
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore as follows:

1. The City Council adopts a resolution authorizing the City Manager to execute a Master License Agreement with East Bay Community Energy Authority, a Joint Power Authority, attached hereto as Exhibit A, for installing, operating, and maintaining Level 3 electric vehicle chargers at various City owned properties.

2. The City Manager is authorized to take all necessary actions to carry out the purpose and intent of this resolution, including approving minor changes to the proposed Agreement.

On motion of Council Member _______________________, seconded by Council Member _______________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ATTEST: APPROVED AS TO FORM:
____________________________ /s/ Tara Mazzanti
Marie Weber Tara Mazzanti
City Clerk Assistant City Attorney
Exhibit A – Charging Station Master License Agreement
77 ScheduleQ REVISED 011317:0KG
Execution Version
1 CHARGING STATION MASTER SITE LICENSE AGREEMENT
This Charging Station Master Site License Agreement (“Agreement”) is entered into as of the [___] day of [_______], 2023(“Effective Date”) by and between the City of Livermore, a California municipal corporation (“Host” or “City”), the East Bay Community Energy Authority, a Joint Powers Authority ( “EBCE”), and the Livermore Area Recreation and Park District (“LARPD”). Host, EBCE, and LARPD are individually referred to as “Party” and collectively as “Parties”.

1. Grant of License. Host is the fee simple owner of cer tain real property(ies) identi fied in Exhibit A (each a “Property”), and LARPD has a leasehold interest in several of such Properties, as specified in Exhibit A. Host, and LARPD to the extent it has a leasehold interest in a Property, grants to EBCE and its contractors and vendors for the Term of this Agreement: (i) an exclusive and irrevocable, except as specifically set forth herein, license to use and occupy a portion of each Property (each such por tion of a Property shall be referred to herein as a “Site”), including the designated parking spaces for charging electric vehicles (“Charging Stalls”),a s s u c hS i t e and Charging Stalls shall be more particularly described for each Property in a Notice to Proceed, as provided in Section 3 below, issued pursuant to this Agreement; (ii) any necessary easements or rights for installation, maintenance, operation, access and utilities, as described herein, for the Pu rpose (including, but not limited to, any rights necessary for PG&E to interconnect the Char ging Stalls); and (iii) the right for EBCE to issue a sublicense to its contractors and vendors that is up to, but no more than, coextensive with the license that Host and LARPD grant to EBCE herein. Host, and LARPD to the extent it has a leasehold interest in a Property, shall not allow installation or use of direct current fast Char ging Stations other than those of EBCE on any Property included in Exhibit A during the Term; provided nothing herein shall preclude the Host from installing electrical vehicle charging stations that are not direct current fa st charging stations. If, duri ng the Term, Host desires to install additional direct current fast Charging Stations at a particular Property, then Host grants to EBCE a right of first refusal to design, develop, construct, install, operate and maintain such ad ditional direct current fast Charging Stations. Upon notice by Host to EBCE, EBCE will have up to six (6) months to determine if it will develop additional direct current fast Charging Stations at the Property . Should EBCE opt not to, Host may pursue development of the additional direct current fast Charging Stations with another third-party provider. The Host’sCity Manager is delegated authority within his/her purchasing/spending authority and limits to approve any amendments to Exhibit A without requiring approval from Host’s Council,a n dL A R P D’sGeneral Manager is delegated authority to approve any amendments to Exhibit A involving properties in which LARPD has a leasehold interest without requiring approval from LARPD’s Boardof Directors.

2. Purpose. Host (and LARPD to the extent it has a leasehold interest in a Property) agree that each Site may be used by EBCE and its contractors and vendors for any lawful activity in connection with the design, development, construction, installation, maintenance, repair, replacement, removal, security, and operation of direct current fast chargers and ancillary items to fuel electric ve hicles, including, without limitation, electrical equipment, hardware, software, signage and all supporting equipment and structures (which may include concrete pads and protective bollards) (collectively, a “Charging Station”), together with any other uses permitted herein (“Purpose”), on the terms and conditions set forth in this Agreement.

3. Notice to Proceed. Host, LARPD to the extent it has a leasehold interest in a Property, and EBCE shall reasonably cooperate on the development of a preliminary project design for each Property included in Exhibit A. The preliminary project design shall include the Site and number and location of Charging Stalls and a single line diagram approved by PG&E. Once the preliminary pr oject design is agreed upon by Host (and LARPD to the extent it has a leasehold interest in a Property) and EBCE, EBCE shall submit the design to the distribution utility service supplier, PG&E, for review. To the extentthe distribution utility service supplier provides revisions to the preliminary project design, EBCE shall make such revisions as are agreeable to Host (and LARPD to the extent it has a leasehold interest in a Property), and thereafter EBCE shall submit the revised project design to PG&E for approval. Upon approval, Host (and LARPD to the extent it has a leasehold interest in a Property) and EBCE shall execute a notice to proceed for the respective Property in the form of Attachment 1 (each a “Notice to Proceed”), which Notice to Proceed shall identify the Site , the number and location of Charging Stalls, and Site Access Hours for such Property. The Construction Coordination Schedule shall be subsequently added as an amendment to the Notice to Proceed for such Property. Upon execution, each Notice to Proceed shall be

EXHIBIT A
78 ScheduleQ REVISED 011317:0KG
Execution Version
2 incorporated herein by this reference. Host’sCity Manager, or Host’s designee, LARPD’s General Manager(to the extent LARPD has a leasehold interest in a Property), and EBCE’s Jessie Denver (Director) are delegated authority to execute a Notice to Proceed for each Pr operty without requiring approval from Host’s Council , LARPD’sBoard of Directors, or EBCE’s Board. The Notice to Proceed shall enable EBCE to advance project development which includes: (i) detailed project design, (ii) development of a permitting package to be submitted to the Host for review, and (iii) approval through Host permitting processes. Host (and LARPD to the extent it has a leasehold interest in a Property) maintain discretion to not issue a Notice to Proceed.

4. Term; Operating Term. The term of this Agreement shall commence on the Effective Date and shall terminate fifteen (15) years from the final Comm ercial Operation Date for any Property subject to this Agreement (as extended or renewed from time to time, the “Term”). The “Commercial Operation Date”for each Property shall mean the date on which all Charging Stations that are to be installed at such Property pursuant to an executed Notice to Proceed are first operational. Each Property shall have a fifteen (15) year “Operating Term”, which shall commence on the Commercial Operation Date for such Property and expire on date that is the fifteen (15) year anniversary of such Commercial Operation Date. The Parties shall update Exhibit A to include the Commercial Operation Date and date of Operating Term expiration for each Property. EBCE shall provide six (6) months advanced notice to Host (and LARPD to the extent LARPD has a leasehold interest in a Property) of the expiration of the initial Term and the expiration of any Operating Term stating whether EBCE will offer to extend the initial Term or an applicable Operating Term and if so, under what terms and conditions. Following such notice, the Parties may mutually agree in wri ting to extend either the Term of the Agreement or the Operating Term for any Property. Absent an agreement to extend the Operating Term for a Property, such Property shall be removed from this Agreement upon the expiration of the applicable Operating Term.

5. Removal of Properties. A Property identified in Exhibit A, and any Notice to Proceed executed for such Property, may be removed from this Agreement:
a. by EBCE, upon thirty (30) days’ written notice to Host, in the event EBCE determines that the construction of a Charging Station is impracticable or uneconomical at such Property; or b. by EBCE, if any portion of such Property is condemned or taken in any manner for a public or quasi-public use that could adversely affect EBCE ’s use of the Site at such Propert y, as of the date title to the condemned portion of such Property is transferred to the condemning authority; or c. by Host, upo n thirty (30) days’ written notice to EBCE, in the event a Notice to Proceed for such Property has not been issued within the later of fifteen (15) months following the Effective Date or fifteen (15) months following the date on which such Property was added to Exhibit A; provided that the foregoing right shall terminate upon the date a Notice to Proceed is issued for such Property; or d. by Host or EBCE, if any portion of such Propert y is damaged by fire or other casualty in a manner that adversely affects EBCE’s use of the Site at such Property, within thirty (30) days of the date of such fire or other casualty.

6. Termination. This Agreement may be terminated in its entirety with respect to all Properties:
a. by Host, upon thirty (30) days’ written notice to EBCE, in the event a Notice to Proceed has not been issued for any Property within forty-eight (48) months following the Effective Date; provided that the foregoing right shall terminate if a Notice to Proceed for any Property is issued prior to such deadline; or b. by Host or EBCE if the other Party or LARPD breaches or fails to perform any of its obligations in any material respect, and such breach or failure continues uncured for ten (10) business days after receipt of written notice; provided that if such breach or failure reasonably requires mo re than ten (10) business days to cure, this provision shall not be tr iggered if such breaching Party commen ces to cure within such period and diligently proceeds to complete such cure; or

EXHIBIT A
79 ScheduleQ REVISED 011317:0KG
Execution Version
3 c. by Host or EBCE, if the other Party become s insolvent or proceedings are instituted by or against it under any provision of any federal or state bankruptcy or insolvency laws; or d. by Host or EBCE, if all Properties identifi ed in Exhibit A have been removed from this Agreement either pursuant to Section 5 or upon expiration of the applicable Property’s Operating Term.

7. Electricity and Communications. Unless otherwise agreed by the Parties, EBCE shall be responsible for all electricity and communications costs of the Charging Station(s) by obtaini ng separately metered electricity service at each Property. Host (and LARPD to the extent it has a leasehold interest in a Property) shall reasonably cooperate with EBCE’s efforts regarding the provision of electricity to the Charging Station(s) at each Property.

Neither Host, nor EBCE, nor LARPD (to the extent it has a leasehold interest in a Property) has any responsibility or liability for interruption, curtailmen t, failure, or defect in the supply or character of distribution utilities furnished to the Charging Station(s) at each Property. Host (and LARPD to the extent it has a leasehold interest in a Property) grants to EBCE the right to establish and/or receive utility services at each Property, including but not limited to electric, and the right for the distribution utility service supplier to construct, reconstruct, install, inspect, maintain, replace, remove, and use said utility services to serve each Charging Station together with the right for the utility service supplier to ingress to an d egress from said utility service facilities across each Property. Host (and LARPD to the extent it has a lease hold interest in a Property) grants the right for the distribution utility and the service utility for each Propertyto trim, cut down, and clear away or otherwise control any trees or brush within five (5) feet of said route. In addition, Host (and LARPD to the extent it has a leasehold interest in a Property) shall not erect or construct any building or other structure or drill or operate any well under or within five (5) feet of said route.

8. Maintenance and Operation of Sites. Host (and LARPD to the extent it has a leasehold interest in a Property) shall cause each Site, including EBCE Charging Stalls, to be maintained in a clean, safe, and orderly condition, to at least the same standard as other similar areas (e.g. parking areas) at each such Property that are under Host control (or LARPD control, if applicable) are maintain ed. For purposes of clarification, Host (and LARPD to the extent it has a leasehold interest in a Property) shall have no responsibility to maintain EBCE’s Charging Stations or related EBCE equipment, hardware, software, or signage. Host (and LARPD to the extent it has a leasehold interest in a Property) shall not retain any ownership rights in the Charging Station(s) and related EBCE equipment. EBCE and its employees, contractors, and ve ndors may, at any time during the Term, access each Site and each associated Property to maintain, inspect, repair, upgrade, remove or replace any portion of a Charging Station. EBCE shall operate and maintain, and/ or retain a third-party contractor to operate and maintain, the Charging Station(s) in accordance with Exhibit C, attached hereto and incorporated herein by this reference (“Maintenance and Operations Plan”).

9. EBCE Customers: Access . EBCE will provide Charging Station access to customers (“EBCE Customers”), which may include members of the public, as well as commercial fleet and rideshare vehicles, who shall be charged in amounts reasonably determined by EB CE, which may change from time to time in EBCE ’s sole discretion. EBCE Customers shall have access to each Site during the hours set forth in a Notice to Proceed for each Property (the “Site Access Hours”). Host (and LARPD to the extent it has a leasehold interest in a Property) shall notify EBCE at least forty-eight (48) hours in ad vance of any need to limit access to any Site due to maintenance, safety, or other unforeseen reasons, or, if possible, as soon as reasonably practical in the event of an emergency.

10. Signage & Promotional Activities. EBCE and its contractors and vendors may stripe and place appropriate signage related to electric vehicle charging at each Site and mark each Charging Station and all Charging Stalls and related EBCE equipment in EBCE ’s reasonable discretion, subject to Host’s prior approval (or LARPD’s prior approval to the extent it has a leasehold interest in a Property), not to be unreasonably withheld. In addition, subject to Host ’s prior approval (or LARPD’s prior approval , to the extent it has a le asehold interest in a Property), not to be unreasonably withheld, EBCE and its contractors and vendors may place signage, marks, or EBCE advertising devices related to electric vehicle charging in, on, or about and around each Site within each Property at EBCE’s sole cost and subject to applicable laws and regulations. At no time may Host (or LARPD

EXHIBIT A
80 ScheduleQ REVISED 011317:0KG
Execution Version
4 to the extent it has a leasehold intere st in a Property) place any signage on EBCE Charging Stalls, Charging Stations or related EBCE equipment or in a manner that interferes with EBCE operations at each Site.

11. Promotional Activities. During the Term of the Ag reement, EBCE may promote the availability of the Charging Stations through traditional and/or electronic media, including providing the address to each Property and a description thereof. No Party shall use the other Party’s trade or service marks, logos, or other proprietary materials without the prior written consent of the other Party. Parties agree to coordinate promotional activities to the greatest extent possible and will establish a promotional plan, usi ng the resources of both the Host and EBCE.

12. Construction; Permits. EBCE shall, at its sole co st and expense, be responsible for installation of the Charging Stations, including the hiring and coordination of vendors and contractors. Host, EBCE, and LARPD to the extent it has a leasehold interest in a Property, shall develop a schedule (the “Construction Coordination Schedule”), which shall set forth the details, timing and coordination of the work described above (“Construction Work”). The Construction Coordination Schedule shall be set forth in a Notice to Proceed for each Property.

Before beginning any Construction Work, EBCE shall provide a copy of the construction schedule and installation plans to the Host (and LARPD to the extent it has a leasehold interest in a Property) for its approval, including pricing and bid procedure, which approval shall not be unreasonably delayed or withheld. EBCE shall ensure that it or its designated cont ractor(s) and/or service providers obtain from gov ernmental authorities all licenses, permits (including encroachment and building pe rmits), or other approvals required to conduct such installation activities (collectively, “Approvals”). Host (and LARPD to the extent it has a leasehold interest in a Property) shall reasonably cooperate with EBCE ’s designated contractors and se rvice providers as required to obtain such Approvals. EBCE shall not permit or suffer any Stop Orders, mechanic’s or materialmen’s liens to attach to any Site. A “Stop Order” means the notice and claim procedures for payment available in California Civil Code section 9000, et seq., to laborers, subcontractors, suppliers, materialmen and other parties identified in California Civil Code 9100 that provide labor or materials to a public project. If such a Stop Order, mechanic’s or materialmen’s lien attaches to a Site, EBCE shall remove or bond over such Stop Order or lien at EBCE’s sole cost and expense, within twenty (20) days of EB CE receiving written notice thereof from Host. EBCE shall ensure that it or its designated contractors, subcontract ors and/or service providers shall pay prevailing wages for any construction, installation work or maintenance contracts related to each Charging Station and related equipment, as those wages are determined pursuant to Labor Code Section 1720 et seq., and Sections 1774 and 1775, to employ apprentices as required by Labor Code Section 1777.5 et seq., and shall cause the contractors and subcontractors to comply with all other applicable provisions of the Labor Code and the implementing regulations of the Department of Industrial Relations (the “DIR”).

13. Modification. EBCE may, at any time during the Term and in its sole discretion modify, including, without limitation, upgrade, replace, and/or remove all or a portion of any Charging Station (collectively, “Modifications”), whether or not said items are considered fixtures and attachments to a Site under applicable laws; provided, however, before any such Modifications, EBCE shall provide at least sixty (60) days prior notice to Host (and LARPD to the extent it has a leasehold interest in a Property) and obtain all necessary permits prior to commencing any Modification.

14. Removal. Within ninety (90) days following either the expiration of the Operating Term at a Property or the removal of a Property from this Agreement pursuant to Section 5, as applicable, EBCE shall remove, or cause its contractors and vendors to remove, rel evant Charging Station(s) and all of EBCE ’s other equipment and personal property from the applicable Property, but not el ectric infrastructure, whic h shall remain with each Property. EBCE shall coordinate to bring the Site back to its original condition, normal wear and tear excepted.

This provision shall survive the termination of this Agreement. Removal to be signed off to the approval of Host (and LARPD to the extent it has a leasehold interest in a Property). EBCE and its contractors and vendors shall coordinate with PG&E to have the electric service and switchgear removed. Electrical conduits can be capped and abandoned in place. Wires must be disconnected and removed.

15. Representations. Warranties & Covenants. The Partieseach hereby represent and warrant to the other Parties that, as of the Effective Date: (a) it has all necessary power and authority to execute, deliver, and perform its

EXHIBIT A
81 ScheduleQ REVISED 011317:0KG
Execution Version
5 obligations hereunder; (b) the execution, delivery, and performance of the Agreement have been duly authorized by all necessary action and do not violate any of the terms or conditions of its governing documents, any contract to which it is a party, or any law, regulation, order, or other legal dete rmination applicable to it; (c) there is no pending or, to its knowledge, threatened litigation or proceeding that may adversely affect its ability to perform the Agreement; (d) it is duly organized and validly existing under the laws of the jurisdiction of its organization; (e) the Agreement constitutes a legal, valid and binding obligation of such Party, except as enforceability may be limited by applicable bankruptcy, insolv ency or similar laws affecting creditors ’ rights and by general principles of equity. Each Party shall comply with all federal, state, and local laws, rules, regulations (including, without limitation, all zoning ordinances and building codes, nondiscrimination laws) and as amended from time- to-time in performing its obligations under the Agreement.

16. Indemnity. Each Party shall indemnify and hold harmless the other Parties, and th eir respective affiliates, representatives, agents, officers, dir ectors, managers, members, partners, contractors, or employees, from and against all third-party clai ms, demands, causes of action, liabilities, cost s, damages, losses, penalties, fines, judgments or expenses, including reasonable attorneys' fees and costs of collection (collectively, “Losses”) that arise out of or result from (i) any willful misconduct or negligence of the indemnifying Party in connection with this Agreement, (ii) any breach by the indemnifying Party of its obligations, representations or warranties under this Agreement, or (iii) the indemnifying Party’s operation of each Site or Property, except to the extent arising out of or resulting from any willful misconduct or neglig ence of the indemnified Party . The obligations of the Parties under this Section 16 shall survive the expiration, cancellation, or termination of this Agreement and the Term.

17. Insurance. During the Term, EBCE shall maintain insurance in full force and effect, at its cost and expense, as set forth in Exhibit B, attached hereto and incorporated herein by this reference. The insurance limits required of EBCE may be satisfied through self-insurance or a JPA, as designated in Exhibit B.

18. Limitation of Liability. In no event shall any Party be liable (in contract or in tort, including negligence and strict liability) to such other Party for any special, indirect or consequential damages relating to this Agreement.

The provisions of this Section 18 shall apply to the full extent permitted by law and shall survive termination of this Agreement.

19. Miscellaneous.
a. Notice. Any notice provided or permitted to be given under the Agreement must be in writing and be served either by (i) deposit in the mail, addr essed to the Party to be notified, postage prepaid, and registered or certified, with a return receipt requested, or (ii) deposit with an internationally recognized overnight delivery carrier, with notice of delivery to the recipien t Party. Notice given by regi stered or certified mail or overnight carrier shall be deemed delivered and effective on the date of delivery shown on the return receipt or proof of receipt. Each Party may change its address for notice by giving notice thereof to the other Party. For purposes of notice the addresses of the Parties shall be as follows:

To Host:

Attention: City Engineer
CC: Representative
City Administration Building
City of Livermore
1052 South Livermore Avenue
Livermore, California 94550
To EBCE:

Attention: East Bay Community Energy
&&
-HVVLHDenver
1999 Harrison Street, Suite 800
2DNODQG&DOLIRUQLD

EXHIBIT A
82 ScheduleQ REVISED 011317:0KG
Execution Version
6
To LARPD:

Attention: General Manager
CC: Business Services Manager
Robert Livermore Community Center
4444 East Avenue
Livermore, California 94550
b. Property Rights; Assignment. The rights granted to EBCE in this Agreement shall constitute covenants running with the land as to the interests in real property which are made subject hereto and shall bind Host’s (and LARPD’s, to the extent it has a leasehold interest in a Property) successors and assigns. Host and LARPD agree that they shall not, during the Term, grant any sublease or property right of any sort to any third party that conflicts with the license granted to EBCE pursuant to this Agreement. EBCE may record this Agreement, any sublicense with EBCE’s contractors and vendors, or any memorandum thereof in the public records of any public office. This Ag reement is binding on and inures to th e benefit of the Parties and their respective heirs, successors, assigns, and personal representatives. In the event a Property is transferred or Host ceases to have the requisite level of control over a Sit e necessary to fulfill its obligations under the Agreement (each, a “Transfer Event”), Host shall either assign its rights and obligations under the Agreement to the person or entity which would be able to comply with Host’s obligations following such Transfer Event or require such person or entity to enter into a separate agreement with EBCE that contai ns terms materially similar to this Agreement and that are acceptable to EBCE. Further, Host agrees that any such Transfer Event shall not affect, terminate or disturb EBCE ’s right to quiet enjoyment and possess ion of each Site under the terms of the Agreement or any of EBCE ’s other rights under the Agreement, so long as EBCE is not then in default under any of the terms, covenants or conditions of the Agreement. Notwithstanding any of the above, if Host separately enters into a lease or other property rights agreement with a third party with respect to a Property, then, prior to the commencement of construction on such Property, EBCE agrees to enter into a separate consent agreement amongst Host, EBCE, and the third party to govern their respective rights and obligati ons with respect to the Property.
c. No Agency Relationship. Nothing in the Agreement shall be deemed or construed to create a joint venture, partnership, fiduciary, or agency relationship between the Parties for any purpose set forth in this Agreement, and the employees of one party shall not be deemed to be the employees of the other Party. Except as otherwise stated in the Agreement, no Party has any right to act on behalf of the other, nor represent that it has such right or authority.
d. Severability. If any term of the Agreement is held by any court of competent jurisdiction to be invalid, such invalidity shall not invalidate the remainder of the Agreement and the Agreement shall be construed and deemed reformed to the extent necessary to render valid such term and the rights and obligations of the parties shall be enforced accordingly.
e. Governing Law. This Agreement shall be gover ned by the laws of California with venue in Alameda County.
f. No Waiver. The failure of a Party to insist on strict performance of any provision of the Agreement does not constitute a waiver of or estoppel agai nst asserting the right to require performance in the future and a waiver or estoppel given in any one instan ce does not constitute the same with respect to a later obligation or breach.
g. Remedies. The rights and remedi es provided by the Agreement are cumulative, and the use of any right or remedy by any Party does not preclude or wa ive its right to use any or all other remedies. These rights and remedies are given in addition to any other rights a Party may have under any applicable law, in equity or otherwise.

EXHIBIT A
83 ScheduleQ REVISED 011317:0KG
Execution Version
7 h. Force Majeure. No Party is responsible for any de lay or failure in performance of any part of the Agreement to the extent that delay or failure is caused by fire, flood, explosion, war, embargo, government requirement, civil or military authority, act of God, pandemic, act or omission of carriers or other similar causes beyond the Party's control.
i. Attorneys' Fees. If a Party institutes a suit ag ainst another Party for violation of or to enforce any covenant, term or condition of the Agreement, the prevailing Party shall be entitled to reimbursement of all of its costs and expenses, including, without limitation, reasonable attorneys’fees. j. No Third-Party Beneficiaries. The Agreement does not confer any right s or remedies on any person other than the Parties and their respective successors and permitted assigns. k. Integration; Amendments. The Agreemen t contains all agreements, promises and understandings between the Parties as to the subject matter of this Agreement. Any amendment, modification or other change to the Agreement shall be ineffective unless made in a writing signed by the Parties hereto. l. Counterparts. The Agreement may be executed in any number of counterparts with the same effect as if all the Parties had signed the same document. m. Construction. All documents or items attached to, or referred to in, the Agreement are incorporated into the Agreement as fully as if stated within the body of the Agreement. Each Party has cooperated in the drafting, negotiation and preparation of the Agreement and nothing herein shall be construed against any Party on the basis of that Party being the drafter of such language. [Signature page follows on next page.]

EXHIBIT A
84 ScheduleQ REVISED 011317:0KG
Execution Version
8 In witness thereof, the Parties have entered into this Agreement as of the Effective Date set forth above.

EAST BAY COMMUNITY ENERGY AUTHORITY
By:

Name:

Title:
________________________
Inder Khalsa, General Counsel
EBCE
/,9(5025($5($5(&5($7,21$1'
3$5.',675,&7
By:

Name:

Title:
%\

1DPH

7LWOH

&,7<2)/,9(5025(
By:

Name:

Title:

ATTEST:

By:

Name:

Title:
%\

1DPH

7LWOH

$77(67

BBBBBBBBBBBBBBBBBBBBBBBBBBBBB

BBBBBBBBBBBBBBBBBBBBBBBBBBBBB
$33529('$672)250

$33529('$672)250

BBBBBBBBBBBBBBBBBBBBBBB
$33529('$672,1685$1&(

BBBBBBBBBBBBBBBBBBBBBBBB
$77(67

"#'

!"
%#"$
#!
!! $!

!!
$
"

!
""

" "

!!!"
""&""

&
"&

$

!

"
&!"
"&

$

EXHIBIT A
85 Schedule Q REVISED 011317: 0KG
Execution Version

9 EXHIBIT A

PROPERTY(IES)

Property
#
Property
Location
#
Existing
Parking
Spaces
LARPD
Lease
(yes/no)
Date
Site
Added
to
MSLA
Site
COD
Date
Date
Operating
Term
Expires
Site
Removal
Date
(from
Exhibit
A)
Site
Removal
Description
1 Livermore
Public
Library –
Civic Center
1052 South
Livermore
Ave.,
Livermore,
CA 94550
Min 12
Max 23

2 Robert
Livermore
Community
Center
491 Loyola
Way ,
Livermore,
CA 94550
Min 12
Max 23

3 2164 2nd
Street
Livermore,
CA
Max 12
4 TBD on-street
angled
parking
spaces in the
downtown
area
Min 12
Max 23

5 Parking Lot
(APN 98-290-
19-1)
1082 East
Stanley Blvd.

Livermore,
CA 94550

Min 12
Max 23

6 Rincon
Library
725 Rincon
Avenue
Livermore,
CA

EXHIBIT A
86 Schedule Q REVISED 011317: 0KG
Execution Version

10 EXHIBIT B

INSURANCE

Insurance. During the term of this Agreement, EBCE shall maintain in full force and effect, at its own cost and expense, insurance coverages either: (a) through a City-approved self-insurance pool; or (b) with insurers with an A.M. Best’s rating of no less than A:VII. EBCE shall have the obligation to furnish City (and LARPD to the extent it has a leasehold interest in a Property) , as additional insured, the minimum coverages identified below, or such greater or broader coverage for City (and LARPD to the extent it has a leasehold interest in a Property), if available in EBCE’s policies:

a. General Liability and Bodily Injury Insurance. Commercial general liability insurance with limits of at least $5,000,000 combined limit for bodily injury and property damage that provides that the City (and LARPD to the extent it has a leasehold interest in a Property) , its officers, employees and agents are named additional insureds under the policy as evidenced by an additional insured endorsement satisfactory to the City Attorney (and LARPD to the extent it has a leasehold interest in a Property). The policy shall further state in writing either on the Certificate of Insurance or attached rider that this insurance will operate as primary insurance for work performed by EBCE, its contractors and subcontractors, and that no other insurance effected by City (or LARPD to the extent it has a leasehold interest in a Property) will be called on to cover a loss.

b. Automobile Liability Insurance. Automobile li ability insurance with limits not less than $2,000,000 per person/per occurrence.

c. Workers' Compensation Insurance. Workers' Compensation Insurance for all of EBCE's employees shall be in strict compliance with State laws, including a waiver of subrogation and Employer’s Liability Insurance with limits of at least $1,000,000.

For work or services deemed public works, by signing this Agreement, EBCE is certifying, pursuant to Section 1861 of the California Labor Code, that: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this Contract.”

d. Certificate of Insurance. EBCE shall file a certificate of insurance with the City (and LARPD to the extent it has a leasehold interest in a Property) prior to engaging in any operation or activity set forth in this Agreement. The Certificate of Insurance shall prov ide in writing that the insurance afforded by this Certificate shall not be suspended, voided, canceled, re duced in coverage or in limits without providing notice to the City (and LARPD to the extent it has a leasehold interest in a Property) in accordance with California Insurance Code section 677.2 which requires the notice of cancellation to: 1) include the effective date of the cancellation; 2) include the reasons for the cancellation; and 3) be given at least thirty (30) days prior to the effective date of the cancellation, except that in the case of cancellation for nonpayment of premiums or for fraud, the notice shall be given no less than ten (10) days prior to the effective date of the cancellation. Notice shall be sent by certified mail, return receipt requested. In addition, the insured shall provide thirty (30) days prior written notice to the City (and LARPD to the extent it has a leasehold interest in a Property) of any cancellation, suspension, reduction of coverage or in limits, or voiding of the insurance coverage required by this agreement. The City (and LARPD to the extent it has a leasehold interest in a Property) reserves the right to require complete certified copies of policies.

e. Contractors and Subcontractors. EBCE shall include all contractors and subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each contractor and subcontractor. All coverages for contractors and subcontractors shall be subject to all of the requirements stated in this Agreement, including but not limited to naming additional insureds.

EXHIBIT A
87 Schedule Q REVISED 011317: 0KG
Execution Version

11 f. Waiver of Subrogation. The insurer agrees to waive all rights of subrogation against the City (and LARPD to the extent it has a leasehold interest in a Property), its officers, employees and agents.

g. Defense Costs . Coverage shall be provided on a “pay on behalf of” basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusions.

EXHIBIT A
88 Schedule Q REVISED 011317: 0KG
Execution Version

12 EXHIBIT C

MAINTENANCE AND OPERATION PLAN

OPERATIONS & MAINTENANCE
● EBCE shall maintain a minimum of ninety-seven percent (97%) operational availability (as a percent of the time) of Charging Stations at each site.
● EBCE, or its representative, will employ a netw ork communication system with a service provider capable of monitoring the Charging Stations for any error or malfunction twenty-four (24) hours a day, seven (7) days a week.
● Maintenance of the Charging Stations shall be performed by EBCE and/or its subcontractors who have the capabilities and capacity to notify and respond to issues or malfunction.

The City and LARPD have no responsibility for the payment of maintenance costs, including any license, fees, and/or taxes. This responsibility spans from contract execution through expiration.

CUSTOMER SERVICE
EBCE currently manages a successful call center to respond to and manage questions about EBCE’s electricity service and programs. EBCE will provide, or cause to be provided, the same level of customer service to EV drivers using EBCE Charging Stations. EBCE will ensure customer support is accessible in at least English and Spanish via a toll-free telephone number and email address. Both communication pathways will be clearly posted near the Charging Stat ions, and customer support service will be tr ained and equipped to provide or dispatch services to address any concerns at the Charging Stations that EBCE customers may experience. As applicable, access to these communication pathways will also be available through the contractor’s online portal and/or smart phone app. As the Charging Stat ions will be accessible 24/7, EBCE will require that customer support service is equally accessible 24/7.

EXHIBIT A
89 Schedule Q REVISED 011317: 0KG
Execution Version

13 ATTACHMENT 1 – NOTICE TO PROCEED FOR [PROPERTY #1]

[insert Property address]
I. Site Description

The Site shall include [add written description].

[include map designating Site on Property and preliminary design drawings]

II. Charging Stall Description

[Example: EBCE plans to install 10-150 kilowatt dual port direct current fast chargers (“DCFC”) in 20 Charging Stalls at the Property. Each DCFC will be capable of poweri ng 2 Charging Stalls. Please note, the capacity of the DCFC equipment may change in the final project design.

Per State of California requirements, 2 of the Charging Stalls will comply with the Americans With Disabilities Act (“ADA”). To accommodate the van accessible AD A requirements, and DCFC equipment requirements generally based on final product sel ection, 2 additional parking spaces may be needed at the Property (for a total of up to 24 parking spaces).

To accommodate the electrical load of 10 DCFCs at the Property, EBCE will bring in a new PG&E metering service at a 2-megawatt maximum size. EBCE costs related to the new elec trical service will be assumed by EBCE. The electrical service that powers the Charging Stalls will be EBCE’s Renewable 100 electricity product and EBCE will be responsible for the meter. The Host and LARPD will not pay any costs associated with the electricity consumption from this new meter. A new transformer will be constructed in an area of the southwest corner of the Property by PG&E. EBCE will coordinat e with PG&E through their Service Planning process, and the City Representative, to confirm this location. A 3000 Amp switchboard would be in the southwest corner of the property as well.

Through a public solicitation, EBCE has procured turnke y services from a single vendor, that includes final design, equipment, installation, load management sy stem, ongoing maintenance services, and back-office services (e.g., communications, user account management, billing, reporting, utility interface application, etc.).

The vendor will be under contract with EBCE and will:
x Install all associated wiring and conduit that enable the operation of the Charging Stalls (following all applicable building codes, industry standards, and best practices) x Install any additional lighting, if necessary, for the Charging Stations x Be responsible for pouring the concrete pads on which the DCFCs will be installed and designing and installing appropriate physical barriers (barrier posts, wheel stops) for structural support and protection of the DCFCs
x Mount all equipment in front of the Chargi ng Stalls and will take into consideration accessibility to cables and plugs as well as connectivity to vehicles x Be required to incorporate cable management systems in each Charging Stall to keep the charging cables off the ground
x Ensure the installation of the DCFCs complies with ADA requirements x Re-stripe the Charging Stalls as needed
x Provide all signage required in consultation with EBCE x Procure DCFCs and incorporate load management systems x Provide a credit card payment solution (i.e. kiosk) if the DCFCs procured do not have a built-in credit card reader to ensure compliance with SB 454 x Provide a Maintenance and Operations for inclusion to this Agreement (Exhibit B)

EXHIBIT A
90 Schedule Q REVISED 011317: 0KG
Execution Version

14 EBCE will keep the Host (and LARPD to the extent it has a leasehold interest in a Property) updated on a regular cadence of any project design changes and engage the Host (and LARPD to the extent it has a leasehold interest in a Property) in project construction meetings.]

III. Construction Coordination Schedule

[to be completed as the Parties finalize specific construction task timing]

Milestone Expected Date for
Completion

IV. Site Access Hours

[Twenty-four (24) hours per day, seven (7) days per week, and 365/365 days per year.]

CITY OF LIVERMORE

By:

Name:

Title:

LIVERMORE AREA RECREATION AND

PARK DISTRICT (IF NECESSARY)

By:

Name:

Title:

EAST BAY COMMUNITY ENERGY

AUTHORITY

By:

Name:

Title:

EXHIBIT A
91 CITY COUNCIL STAFF REPORT
ITEM NO. 5.6

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing a confidentiality agreement with PlaceWorks Inc. to allow access to City tax data for the General Plan Update fiscal impact analysis and making additional designations of staff authorized to receive and review sales or transactions and use tax records.

RECOMMENDED ACTION

SUMMARY
On March 1, 2021, the City Council selected updating the General Plan as a priority and directed staff to seek consultant assistance and develop a 3-year work program. On September 12, 2022, the City Council directed the project team to conduct further in-depth analysis and evaluation of the draft land use alternatives. The evaluation will help to facilitate community engagement and discuss tradeoffs amongst the various land use elements. The consultant team requires access to the City’s tax data to understand current conditions and analyze the potential fiscal impacts associated with the possible change in land uses designations. Sales tax data can be considered sensitive information. Therefore, a confidentiality agreement between the City and the Consultant team is required. The project team will continue to refine land use alternatives based on community input and the results of the analysis, and ultimately develop a preferred scenario which will be integrated into the overall General Plan Land Use Map.

DISCUSSION

BACKGROUND

The General Plan is the City’s long-range policy document for growth, land use, sustainability, and resource and open space conservation. The current planning period for the City’s General Plan is 2003- 2025. The traditional planning period for updating the General Plan is 10-20 years. A comprehensive 92 General Plan update is in process due to the age of the current document and data that supports it (e.g. traffic and environmental impact studies).

Since the last comprehensive General Plan update, many state and regional policies have changed, which can have an influence on local policy. In addition, the comprehensive General Plan update process offers the community and City an opportunity to re-evaluate existing General Plan policies and develop new ones that address shifts in community priorities, technologies, and current land use and real estate market trends.

On March 1, 2021, the City Council set goals and priorities for Fiscal Years 2021-2023 and identified the Comprehensive General Plan Update as a priority. On June 28, 2021, City Council authorized a contract with PlaceWorks as the consultant team for the General Plan Update Project. On September 12, 2022, the City Council authorized the draft land use alternatives and directed staff to proceed with land use evaluation. (See attached September 12, 2021, City Council report for information about General Plan Draft Land Use alternatives).

LAND USE AND FISCAL IMPACT EVALUATION

A major component of the General Plan Update process is modifying the General Plan Land Use Map plan for future growth. The new General Plan Land Use Map will be developed iteratively through creation and evaluation of the draft land use alternatives to ultimately select a preferred land use scenario. The draft land use alternatives explore a range of commercial, industrial, and residential growth within four focus areas. The intent of the draft land use alternatives is to sustain and improve quality of life, accommodate future community and market needs, support local job growth, and to respond to future State mandated Regional Housing Needs Assessment (RHNA) cycles through 2045.

The evaluation considers a variety of topics including fiscal impacts. It will compare the differing outcomes of the land use alternatives against a set of metrics. The fiscal impact analysis methodology seeks to acknowledge the presence of unique local tax generating businesses within the focus areas.

The evaluation of fiscal impacts requires access to the city’s property, use, and sales tax data.

The fiscal impact analysis will consider existing tax generators when determining the potential for net new fiscal benefits from redevelopment under the different land use alternatives. The tax revenue data requested is specific to the focus areas and will be detailed by industry category for the analysis. The City’s tax data is collected by HdL companies. This information is considered confidential under Revenue and Taxation Code Section 7056 and therefore a confidentiality agreement, which includes specific terms regarding the use of tax information, is required. Pursuant to the terms of the agreement, sharing the City’s tax information with the City’s consultant team is limited to analytical purposes. Further, the agreement requires the return of the sales tax data to the City of Livermore and the removal of any related data from all computers upon completion of the contracted work. Based on best practices and industry standards, and pursuant to the terms of the confidentiality agreement, the project team will ensure that confidential business information is protected.

FISCAL AND ADMINISTRATIVE IMPACTS

Allocation of City staff time and utilizing existing staff resources will be necessary to facilitate the transfer of tax data. Fiscal impact analysis of land use alternatives is within the existing scope of the General Plan professional services agreement approved by Council on June 28, 2021. The City’s 2021-2023 93 Operating Budget includes the General Fund appropriations necessary to cover the General Plan Update consultant contract costs through the end of Fiscal Year 2022-23.

ATTACHMENTS

1. September 12, 2022 CC Staff Report

2. Resolution

3. Exhibit A - Confidentiality Agreement

4. Exhibit B - CDTFA Designation Letter

Prepared by: Andy Ross
Economic Development Manager

Approved by:
____________________________________
Marianna Marysheva
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
94 CITY COUNCIL STAFF REPORT ITEM NO. 6.1
DATE: September 12, 2022
TO: Honorable Mayor and City Council
FROM: Paul Spence, Community Development Director
SUBJECT: Discussion and direction regarding Comprehensive General Plan Update – Draft Land Use Alternatives

RECOMMENDED ACTION
Staff recommends the City Council review the Draft Land Use Alternatives for each of the specific focus areas, receive a presentation from staff, affirm that the draft land use alternatives represent an adequate range and mix of land use types, and direct staff to evaluate the alternatives for the General Plan Update.

SUMMARY
On March 1, 2021, the City Council selected updating the General Plan as a priority and directed staff to seek consultant assistance and develop a 3-year work program. The work program includes a variety of components including visioning, existing conditions assessment, land use planning, policy development, and environmental impact review. In January 2022, the project team began the General Plan land use alternatives process, which will inform the 2045 General Plan Land Use Map. This land use alternatives process includes receiving input from the community and General Plan Advisory Committee in identifying geographical areas that are likely to experience change (focus areas) and preparing a mix of land use alternatives for each focus area.

Following City Council direction, the project team will conduct further in-depth analysis and evaluation of the draft land use alternatives. The evaluation process will take approximately six months after which the project team will conduct extensive community engagement to share the results and discuss tradeoffs.

The project team and General Plan Advisory Committee will continue to refine land use alternatives and ultimately develop a preferred scenario, which will return to the City Council for further direction and be integrated into the overall General Plan Land Use Map.

DISCUSSION

BACKGROUND
ATTACHMENT 1
95 The General Plan is the City’s long-range policy document for growth, land use, sustainability, and resource and open space conservation. The planning period for the City’s current General Plan is 2003- 2025. Adopted in 2004, the City’s General Plan is almost 18 years old. The traditional planning period for updating the General Plan is 10-20 years. A comprehensive General Plan update is required due to the age of the current document and data that supports it (e.g. traffic and environmental impact studies).

On March 1, 2021, the City Council set goals and priorities for Fiscal Years 2021-2023 and identified the Comprehensive General Plan Update as a priority. On June 28, 2021, City Council authorized a contract with PlaceWorks as the consultant team for the General Plan Update Project. On October 7, 2021, following a three-month recruitment, selection, and interview process, the City Council appointed a 19- member General Plan Advisory Committee (Committee).

On March 14, 2022, the City Council approved the General Plan Vision Statement which will be the basis for the General Plan update and describes the future of Livermore as the community would like it to be in 2045. On April 1, 2022, the project team completed the Existing Conditions Reports. The Reports analyze and summarize various conditions in Livermore, assist the community and project team in understanding the issues and opportunities facing the City as we collectively plan for the horizon year 2045, and inform future policy and land use discussions and decisions.

On May 23, 2022, the project team presented the draft General Plan 2023-2031 Housing Element (the General Plan is currently comprised of 10 separate elements) to the City Council. City Council directed staff to revise the draft document to incorporate the input received. On July 19, 2022, the project team submitted the Draft Housing Element to the California Department of Housing and Community Development for their 90-day review period.

The Vision Statement, Existing Conditions Reports, and Draft Housing Element are published on the project website (Imaginelivermore2045.org). In addition, the project website provides background information, project updates as major milestones are achieved, links to relevant documents, and information about how to become involved in the General Plan Update process. The website includes information about community events and General Plan Advisory Committee meetings and also provides access to online surveys and interactive exercises.

The comprehensive General Plan Update (including Housing Element Update and Environmental Impact Report) is anticipated to be an approximately three-year project, consisting of preparation of an assortment of technical studies, collection of local and regional data, and analysis of a broad range of policy issues and land use alternatives. Further, the update involves a variety of community engagement events and activities to ensure broad participation and community input. The project team anticipates formal adoption and project completion in early 2024. (However, the Housing Element requires a shorter approval schedule to comply with the state’s January 2023 deadline, and separate environmental review).

PROJECT DESCRIPTION
ATTACHMENT 1
96 A major component of the General Plan Update process is modifying the General Plan Land Use Map to align with the vision and plan for future growth. The new General Plan Land Use Map will be developed iteratively through creation and evaluation of draft land use alternatives to ultimately select a preferred land use scenario. The process will be shaped by community, Committee, and Planning Commission input. The City Council will ultimately provide direction on the preferred scenario in Spring of 2023.

To arrive at a preferred scenario, the project team is following five steps, described below. Currently, the project team is in step two and is seeking feedback and authorization to evaluate the draft land use alternatives.

1. Focus Area Identification

For many parts of Livermore, the General Plan land use designations remain valid and appropriate and are not expected to change. This task identifies areas where transformation is expected or desired, known as Focus Areas. Focus Areas are typically a combination of many parcels and are many acres in size. The draft Focus Areas are shown in Attachment 1.

2. Create Land Use Alternatives
Using Committee, property owner, and community feedback, the project team prepared three draft land use alternatives for each draft Focus Area that considers a range of different intensities and types of development that could occur over the next 25 years. The current version reflects feedback from the Committee and Planning Commission.

3. Evaluate and Compare Alternatives
Following Committee and Planning Commission review and City Council direction, the project team will begin to compare the differing outcomes of these alternatives against a set of metrics. The evaluation will take approximately six months and consider topics such as those noted below:

Climate change and resilience
Public safety
Equity
Parks
Housing supply
Student generation and school capacity
Capacity of water, sewer, and storm drainage infrastructure Open space preservation and biological resources
Historic resources
Aesthetics and urban design
Fiscal impacts
Traffic and transportation impacts
Commercial land use supply (adequate sites and geographic distribution) Commercial diversity (product, service, recreation)
Jobs/housing balance and jobs/housing match

4. Create the Preferred Scenario

Beginning in spring 2023, the project team will present the results of the alternatives evaluation to the community, Committee, Planning Commission, and City Council to choose a preferred scenario for each ATTACHMENT 1
97 Focus Area after considering the relative benefits, trade-offs, and potential impacts of each alternative.

The preferred scenario will likely be the result of mixing different combinations of land use types identified in the draft alternatives for each Focus Area.

5. Analyze the Preferred Scenario as part of the Draft General Plan

Once a preferred scenario is finalized, the project team will integrate the preferred scenarios with the citywide General Plan land use map. The Draft General Plan will cover the entire city and analyze proposed growth to understand required infrastructure improvements, the fiscal impacts, and the financing tools and policies available to finance any public costs associated with the preferred scenario.

The Draft General Plan, including policies and actions in all elements, will undergo additional analysis in the Draft Environmental Impact Report.

COMMUNITY OUTREACH AND ENGAGEMENT

The project team launched an online activity and hosted eight pop-up events at the Downtown Farmers Market, a local coffee shop, winery, and Civic Center Library to hear the community’s ideas about land use changes through 2045 in Livermore. From February to March 2022, Livermore community members were asked to provide input at the pop-ups, meetings with property owners, and an online activity to help identify areas of the city to study for potential change over the next 20 years. In general, the community identified focus areas that included vacant infill parcels, aging shopping centers, and industrial areas in transition.

In addition, the project team sent letters to property owners within the potential focus areas informing them of the General Plan Update process and specifically that land use changes may be considered for their property and within their area. On March 8, 2022, the project team hosted a virtual open house to provide additional information about the General Plan Update and the land use alternatives process and received input from attendees. The project team received approximately a dozen calls and emails from property owners. Most property owners asked questions about the process, others stated their openness to exploring land use changes and wanted to stay involved in the process, and others desired no land use change on their property. In addition, the project team has had dozens of one-on-one discussions with various property owners regarding land use. Staff has also had a number of conversations with local property brokers and developers to gather their feedback about viable development alternatives.

Following City Council direction and the project team’s evaluation of the draft land use alternatives, the project team will employ a community engagement strategy including a series of workshops and engagement activities to gain input on the draft land use alternatives. The engagement process is anticipated to occur in the early part of 2023. Input received will help inform the Council's decision making regarding the selection of the preferred scenario.

PLANNING FOR FUTURE GROWTH

Based on regional and state forecasts, the project team anticipates that both population and job growth will continue over the next twenty-plus years and within the time horizon of the 2045 General Plan.

The project team reviewed projections from Association of Bay Area Governments (ABAG) and the Metropolitan Transportation Commission (MTC), the California’s Department of Finance, and the US Census Bureau. The project team adjusted projection totals to capture updated existing conditions data (i.e., recent population and employment counts). Currently, Livermore has a population of approximately ATTACHMENT 1
98 91,000 residents and approximately 53,340 jobs. Applying ABAG/MTC forecasted growth rates to updated population and employment counts suggests Livermore could potentially expand to 120,000 residents and 57,000 jobs by 2040.

State law requires jurisdictions to plan for their “fair share” of the regional housing need for households of all income levels. Livermore’s ABAG Regional Housing Needs Allocation (RHNA) for the 2023-2031 planning period, known as the “6th cycle”, is 4,570 housing units, distributed among four income categories that range from Very Low Income to Above Moderate Income. The City must ensure it can accommodate the new RHNA housing unit allocation for the period from 2023 to 2031. Although the RHNA allocation is not a requirement to build housing, the General Plan and Housing Element policies and programs must ensure the City is accommodating housing development and removing common barriers to housing construction.

The City does not need to re-designate or rezone sites to comply with the 6th Cycle RHNA (2023-2031).

However, the General Plan extends beyond the end of the 6th Cycle. Assuming continued 8-year RHNA cycles, and that the General Plan’s expected life cycle is until 2045, the updated General Plan should designate sufficient residential land to accommodate the future 7th and 8th cycles. The scale of future RHNA housing allocations is unknown and difficult to predict. However, it is reasonable to assume if the 7th and 8th RHNA is in the same proportion to the existing number of homes as the 6th Cycle RHNA; ABAG could allocate Livermore a combined total of approximately 11,000 new units over the 7th and 8th cycles, covering the years 2031 to 2047.

The draft land use alternatives also provide an opportunity to plan for population and job growth and respond to emerging market conditions. Beyond meeting state obligations and projected growth, planning for a mix of land uses is important to realize a well-rounded community and contribute to overall quality of life.

A healthy mix of land uses helps accomplish a range of broad civic goals such as job creation, cultural experiences, access to amenities and services, and the city's financial stability. In addition to the type and mix of land uses, an important consideration is understanding their relationships and connections to each other, to public services, and to transportation systems (among other market factors). Some land uses benefit from clustering and proximity to each other, whereas other land uses may benefit from wider distribution across the community.

DRAFT LAND USE ALTERNATIVES

The draft land use alternatives explore a range of commercial, industrial, and residential growth within four focus areas. The intent of the draft land use alternatives is to sustain and improve quality of life, accommodate future community and market needs, support local job growth, and to respond to future State mandated RHNA cycles through 2045. This section describes the land use alternatives for each focus area:

East Avenue - Vasco Focus Area
Las Positas Court Focus Area
Laughlin Road Focus Area
Southfront - Vasco Focus Area

Three different alternatives have been developed for each focus area. Attachment 2 includes maps of ATTACHMENT 1
99 the Draft Land Use alternatives for each of the focus areas and development projections. The draft land use alternatives are based on land use categories described and illustrated in the Place Types Menu in Attachment 3. The Place Types are representative examples. The land use categories within the Focus Areas are not existing General Plan land use designations. At a future phase when a preferred scenario is selected, the land use categories will be refined to either use existing designations, modified designations, or new designations in the General Plan.

The draft land use alternatives provide broad ideas on the types and intensity of development that could occur in the future. Once the City Council selects the preferred land use scenario, the Draft General Plan will include additional policy guidance for these areas to improve circulation, community character, safety, and protect natural resources among other topics.

In addition to the focus areas, current regulations allow for future growth in the Isabel Neighborhood Specific Plan area, Downtown, and other infill sites distributed throughout the City. Further, the project team may also propose to the City Council other small scale land use designation changes to the General Plan Land Use Map. These may be initiated by community input, property owners and/or needed to improve compatibility with existing land uses or neighborhoods. These recommendations will be developed and presented to Council next year, around the time the preferred alternatives are being selected for each focus area.

Development Projections

Each of the draft alternatives prepared for the focus areas is accompanied by a table that summarizes the range of potential net new jobs, housing units, and population each alternative could create. The project team generated the development estimates calculating the minimum and maximum density range allowed by each Place Type. These calculations assume that every parcel would redevelop through the 2045 horizon, a scenario that is unlikely given historic development trends and potential parcel-level site constraints that cannot be projected at this large-scale analysis. In addition, the project team applied an industry standard factor that assumed a portion of each parcel would not be developed to account for roads, landscape setbacks, parking areas, and utilities.

These estimates are meant to provide an array of possibilities that could occur under these draft land use alternatives to help determine whether there is a sufficient range of land use alternatives. The impacts of future growth in jobs and housing will be evaluated once the City Council provides final direction on the range of draft alternatives. The results of this evaluation will be presented to the community, Committee, Planning Commission, and City Council to illustrate tradeoffs and inform the selection of the preferred land use scenario. The project team anticipates presenting the results in Spring 2023.

Below is a summary of each proposed Focus Area identified above and shown in Attachments 1 and 2.

East Avenue - Vasco Focus Area

The East Avenue and South Vasco Road focus area is approximately 40 acres and currently includes a mix of existing predominately light industrial uses and a few rural residential uses. The emergence of commercial uses from winery and brewery businesses have created a new vibrancy to this area that was not originally anticipated by the existing General Plan. The proposed vision for this focus area is a visitor ATTACHMENT 1
100
destination that supports production maker spaces and wine country commercial uses and serves as a gateway to South Livermore Wine region. All three draft alternatives explore variations of a commercial and production maker village that accommodates the sale and cultivation of local products such as coffee, cheese, wine, and beer, along with related dining and entertainment uses. The maker village is activated by differing mixes of new residential uses and parks and open spaces.

Las Positas Court Focus Area

The Las Positas Court focus area is approximately 75 acres and currently includes low-lying industrial/office buildings and undeveloped land that fronts I-580 along with highway-oriented retail commercial uses. Considerations for the northern portion of this focus area include Arroyo Las Positas, flood plain limitations, limited access across the creek and biological resources. All of the alternatives propose adding residential south of Las Positas Court along with a new open space corridor, while preserving or expanding the existing commercial and industrial/office space north of Las Positas Court.

Laughlin Road Focus Area
The Laughlin Road focus area is approximately 270 acres and currently consists of primarily vacant, undeveloped land with minimal light industrial and open space/recreational uses. Much of this focus area is outside of the city limits, but within the Urban Growth Boundary. On the current General Plan map, this focus area is identified as a transit-oriented development in anticipation of a future BART station and maintenance facilities. BART formally decided not to extend service to Livermore. However, the new Valley Link rail system has identified transit stations in Livermore at Isabel Ave and Southfront Road.

Therefore, the current urban land use designations may not be appropriate at this location. Considering biological resources and earthquake fault lines in the undeveloped part of this focus area outside the city limits, all three draft alternatives anticipate preserving the majority of the focus area’s open space and explore different variations of residential, industrial, and commercial uses along I-580 at the southern and western edges of the focus area.

Southfront-Vasco Focus Area

The Southfront-Vasco focus area is approximately 630 acres and currently includes a mix of existing commercial, office, industrial, and residential land uses. The predominant existing land use is low intensity, light industrial. The existing Altamont Corridor Express (ACE) Vasco train station is located in the southeastern portion of the focus area near the existing Brisa residential neighborhood. In addition, a planned Valley Link train station is proposed within this focus area located within the I-580 median approximately midway between the First Street Interchange and Vasco Road Interchange. The vision for this focus area is a transit oriented, complete neighborhood, with a mix of housing, jobs, and services.

Each alternative includes a mix of residential and job supporting land uses in varying proportions.

Alternative A is focused on job growth, Alternative B is focused on housing growth, and Alternative C includes a balanced mix of both jobs and housing.

GENERAL PLAN ADVISORY COMMITTEE and PLANNING COMMISSION FEEDBACK

On June 8th and 9th, 2022, the General Plan Advisory Committee met to review and provide feedback on the draft land use alternatives. The Committee is comprised of 19 members that represent the Livermore community in the development of the Livermore 2045 General Plan. The Committee’s role is to ensure continuous and balanced public representation and provide feedback that conveys the ATTACHMENT 1
101
community’s perspectives and local knowledge. The Committee provides feedback on work products, serves as liaison to the broader community, and advises the project team on effective outreach and engagement.

On June 21, 2022, the Planning Commission met to review and provide feedback on the draft land use alternatives. The role of the Planning Commission is to advise the City Council on the adoption and on- going review of the General Plan and serve as an advisory body to the Council on matters related to city growth and development. In addition, the Commission promotes public interest in planning and encourages citizen participation in the formation of the General Plan.

The Committee and Planning Commission both found the draft land use alternatives to be an appropriate range to pursue further study. In addition, the Committee and Planning Commission provided feedback on the draft land use alternatives that is summarized in Attachment 4. The Committee and Commission recommended modest changes and additions to the mix of land use alternatives within each of the focus areas. The draft land use alternatives have been updated to reflect both Committee and Commission feedback.

FISCAL AND ADMINISTRATIVE IMPACTS

On June 28, 2021, Council authorized a professional services agreement in an amount not to exceed $2,800,000 for a contract term beginning July 1, 2021 and ending July 1, 2024. The City’s 2021-2023 Operating Budget includes the General Fund appropriations necessary to cover consultant contract costs through the end of Fiscal Year 2022-23. The development and evaluation of a range of land use alternatives is a task identified in the contract. City staff time and resources has been programmed to participate in the document review, research and analysis, and community outreach related to the evaluation and review of the different possible outcomes resulting for the range of land use alternatives.

ATTACHMENTS

1. Citywide Focus Area Map

2. General Plan Draft Land Use Alternative

3. Land Use Place Types Menu

4. Planning Commission and GPAC Feedback Summary

Prepared by: Andy Ross
Senior Planner

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING EXAMINATION OF SALES OR

TRANSACTIONS AND USE TAX RECORDS UNDER REVENUE AND TAXATION CODE 7056, AND THE EXECUTION OF A CONFIDENTIALITY AGREEMENT WITH PLACEWORKS, INC. TO SHARE CITY TAX DATA IN ORDER TO

CONDUCT ANALYSIS PURSUANT TO THE UPDATE OF THE LIVERMORE

GENERAL PLAN AND HOUSING ELEMENT
On March 1, 2021, the City Council identified the Livermore General Plan and Housing Element Update as a goal and priority.

The current General Plan was adopted in 2004 and the current Housing Element was adopted in 2015. Both policy documents are in need of a comprehensive update to reflect current data, comply with legislative changes, and address changes in community preferences and market conditions.

On June 28, 2021, the City Council authorized a contract with PlaceWorks, Inc. as the consultant team to support staff in the Livermore General Plan and Housing Element Update.

The project scope of work includes fiscal impact analysis of land use alternatives, which requires access to City property, use, and sales tax data.

Sales tax and use data is considered sensitive and confidential and therefore requires a confidentiality agreement to ensure sensitive information is protected.

On March 26, 2018, the City Council adopted Resolution 2018-034, designating City staff and independent contractors be authorized to receive and review sales or transactions and use tax records for the City of Livermore. That resolution also delegated authority to the City Manager to designate in writing other officers, employees, and consultants, to represent the City with the authority to examine these records, but solely for purposes related to the collection of those taxes. The City Council now desires to make the following additional designations of staff and independent contractors authorized to receive and review sales or transactions and use tax records for the City of Livermore to review an analysis of revenue forecasting associated with the differing land use alternatives being compared for the City’s General Plan Update, which designations shall expire with the completion of that project.

Staff Members
Planning Manager
Senior Planner
Independent Contractors
PlaceWorks, Inc.

Economic Planning Systems, Inc., subcontractor to PlaceWorks, Inc. 103
RESOLUTION NO.__________
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore that the following staff and independent contractors are authorized to receive and review sales and transactions and use tax records for the City of Livermore from the State of California and the California Department of Fee & Tax Administration, which designation and authorization is concurrent with the City’s General Plan Update project and the designations shall expire when that project is concluded:

Staff Members
Planning Manager
Senior Planner
Independent Contractors
PlaceWorks, Inc.

Economic Planning Systems, Inc, subcontractor to PlaceWorks, Inc.

BE IT FURTHER RESOLVED by the City Council of the City of Livermore that hereby authorizes the City Manager to execute a Confidentiality Agreement with PlaceWorks, Inc., attached hereto as Exhibit A, allowing PlaceWorks, Inc., and its subcontractor Economic Planning Systems, Inc. to access and use the City’s tax related data to conduct fiscal impact analysis as part of the General Plan land use evaluation, contingent upon PlaceWorks, Inc. adhering to the requirements in California Government Code section 7056(b)(1) which are incorporated into that agreement whether or not set forth in full.

BE IT FURTHER RESOLVEDby the City Council of the City of Livermore that staff is hereby directed to send a designation letter to the California Department of Tax and Fee, substantially in the same form as the letter attached hereto as Exhibit B.

On motion of Council Member , seconded by Council
Member , the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ATTEST: APPROVED AS TO FORM:
________________________ /s/ Jason Alcala
Marie Weber Jason Alcala
City Clerk City Attorney
Exhibit A – Confidentiality Agreement
Exhibit B – California Department of Tax and Fee Designation Letter 104
December 13, 2022
Andy Ross, Senior Planner
City of Livermore
1052 S. Livermore Ave
Livermore, CA 94550
Subject: Confidentiality/Proprietary Agreement
Dear Andy:

This letter acknowledges receipt from the City of Livermore of the confidential sales tax data for the City of Livermore.

PlaceWorks agrees that pursuant to its agreement with the City, and this letter agreement to comply Revenue and Taxation Code Section 7056, the sales tax data is confidential and will be handled to the guidelines noted in the code, and has contracted with its subcontractor Economic and Planning Systems, Inc., such that PlaceWorks and its subcontractor are:

1. Required to disclose information contained in, or derived from, those sales or transaction and use tax records only to officers, employees, or independent officers authorized by the City to examine the information; and

2. Prohibited by those contracts from performing any other consulting services for a retailer that uses any of the data furnished; and

3. Prohibited by those contracts from retaining the information contained in, or derived from those sales or use tax records, after that contract has expired; and P
laceWorks further agrees that none of its employees, agents, independent contractors or other persons or organizations over which it has control, will at any time directly or indirectly use any of the sales tax data for any purpose not associated with the specific contracted work with the City of Livermore.

PlaceWorks also agrees to return the sales tax data to the City of Livermore and to remove any related data from all computers upon completion of the contracted work for the City of Livermore. 12-14-22
_______________________________ ________________________ Name/Title: Joanna Jansen, Managing Principal Date
PlaceWorks

EXHIBIT A
105
Da
te: January 9, 2023
C
alifornia Department of Tax and Fee Administration
Anh Huang
[email protected]
Local Revenue Branch
450 N Street, MIC 27
Sacramento, CA 95814
S
ubject: City of Livermore Tax Area Code #01004
A
uthorization to Review Confidential Sales and Use Tax Information Section 7056 of the Revenue and Taxation Code.

D
ear Ms. Huang:

The City Council of the City of Livermore has adopted Resolution No. _______, to authorize the City Manager to send this designation letter in writing to the California Department of Tax and Fee Administration (CDTFA)to advise that the Planning Manager and Senior Planner staff members for the City, and its independent contractor PlaceWorks Inc., and PlaceWorks Inc. subcontractor Economic and Planning System Inc. have been designated by the City and authorized to examine sales and use tax records for the jurisdiction for the City’s General Plan Update project.

A
ccordingly, PlaceWorks, Inc. and it’s subconsultants working on behalf of the City of Livermore is hereby authorized to receive and review sales or transactions and use tax records for the City of Livermore from the California Department of Tax and Fee Administration.

S
incerely,
___
______________
Marianna Marysheva
City Manager
City of Livermore
CC:

Mary Hubbell, HdL Companies
En
cl. Resolution No. __________________

EXHIBIT B
106

CITY COUNCIL STAFF REPORT
ITEM NO. 5.7

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing a Second Amendment to the agreement with Housing Consortium of the East Bay (HCEB) for property management services at certain City-owned commercial and residential properties and authorizing an appropriation of $95,000 in Housing Trust Funds for the additional scope of work described in the second amendment.

RECOMMENDED ACTION

Staff recommends the City Council adopt a resolution:

1 .

Authorizing the City Manager, or her designee, to execute a Second Amendment to the agreement with Housing Consortium of the East Bay for property management services for 141- 149 North Livermore Avenue, 241 North M Street, and 2500 Railroad Avenue, adding a scope of work for hazard remediation and rehabilitation of 141-A North Livermore Avenue, extending the term of the agreement through June 30, 2023, and including a budget not-to-exceed $150,000; and,
2 .

Authorizing an appropriation of $95,000 from the Housing Trust Fund (F611) to pay for the additional scope of work.

SUMMARY
On March 22, 2021, the City entered into an agreement with Housing Consortium of the East Bay (HCEB) to manage three City-owned residential and commercial properties located at 241 North M Street, 141-149 N. Livermore Avenue and 2500 Railroad Avenue. The City Manager later executed an amendment to the agreement extending the term through December 31, 2022. The residential unit at 141 N. Livermore Avenue recently required remediation for hazardous conditions and an extensive rehabilitation. The work exceeded the original contract budget of $55,000. Staff recommends City Council authorize the City Manager to execute a Second Amendment to Professional Services Agreement with Housing Consortium of the East Bay to increase the total budget to $150,000, add a scope of work reconciling all expenses incurred for the hazard remediation and rehabilitation of the residential unit, and to extend the term through June 30, 2023, so that all expenses can be reimbursed, 107
and a new agreement can be negotiated.

DISCUSSION
The City owns three residential and commercial properties located in the downtown area that require property management services. Two properties at 241 North M Street and 141-149 N. Livermore Avenue are designated as housing assets and are operating or being held for the future development of affordable housing. A third property, located at 2500 Railroad Avenue (Train Depot) is partially occupied by Livermore Amador Valley Transit Authority (Wheels) for transit center operations.

On March 22, 2021, the City and entered into a one-year property management services agreement with Housing Consortium of the East Bay (HCEB). The City Manager executed a first amendment to the agreement on July 27, 2022 to extend the term through December 31, 2022. As the property management agent for the City, HCEB collects rents, coordinates and contracts for security, maintenance, janitorial, utility and repair services, pays all property expenses and serves as a liaison to tenants as a 24-hour/365-day point-of-contact.

The original budget of $55,000 was sufficient to cover regular, ongoing property management expenses over the contract period with a small contingency for repairs. However, in the past six months, the emergency remediation of hazardous conditions was required for the residential unit addressed at 141-A N. Livermore Avenue. Severe water damage, mold growth, and a pest (bed bug) infestation were discovered during an annual unit inspection which prompted immediate abatement, along with the temporary relocation/rehousing of the senior tenant. Interior damage was extensive and required replacement of drywall and flooring throughout the unit. HCEB staff coordinated multiple contractors to abate conditions and repair the unit, while supporting the tenant during the temporary relocation period.

All work has been completed, and the tenant has been rehoused in her unit.

The second amendment to the agreement includes an additional scope of work that reconciles all associated expenses, including relocation and temporary housing of the tenant, hazard/pest remediation, cleaning, interior demolition and rehabilitation work. The amendment also extends the term of the agreement for an additional six months through June 30, 2023, to allow for reimbursement of the expenses paid for by HCEB and the negotiation of a new property management services agreement.

FISCAL AND ADMINISTRATIVE IMPACTS
The proposed not-to-exceed budget cap of $150,000 is sufficient to cover all regular operating expenses for the downtown properties through a proposed term ending June 30th, and to reimburse HCEB for the additional scope of work for emergency repairs on 141-A N. Livermore Avenue. Staff recommends an appropriation of an additional $95,000 from the Housing Trust Fund (F611) to pay for the additional scope, as the residential unit is affordable and restricted for occupancy by households earning no more than 30% of the Area Median Income (AMI). No other budget modifications are recommended.

Any revenues and associated expenditures for properties that were acquired through the Housing Trust Fund are deposited or accounted to In Lieu Housing Fund (F611). All other commercial property revenues are accounted or deposited to the General Fund (F001).

ATTACHMENTS
108

1. Resolution

2. Exhibit A - Second Amendment to Professional Services Agreement

Prepared by: Fran Reisner
Acting Housing and Human Services
Manager

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A

SECOND AMENDMENT TO A PROFESSIONAL SERVICES AGREEMENT

WITH HOUSING CONSORTIUM OF THE EAST BAY FOR PROPERTY

MANAGEMENT OF CERTAIN CITY-OWNED PROPERTIES AND
APPROPRIATION OF AN ADDITIONAL $95,000 IN HOUSING TRUST FUNDS (F611) TO PAY FOR AN ADDITIONAL SCOPE OF WORK UNDER THE

SECOND AMENDMENT
On March 22, 2021, the City of Livermore (“City”) entered into a professional services agreement with Housing Consortium of the East Bay (HCEB) for property management services for a one-year term beginning on January 1, 2021, and ending December 31, 2021, with the option of a one-year term extension. The subject properties are located at 241 North M Street, 141-149 North Livermore Avenue and 2500 Railroad Avenue.

The agreement was amended on July 27, 2022, to extend the term through December 31, 2022. Under the agreement, HCEB collects tenant rents, pays expenses, contracts for security, maintenance, janitorial, utility and repair services, and serves as a liaison to tenants.

The original budget is capped at a not-to-exceed amount of $55,000, however, the unanticipated remediation of severe water damage, mold, and pest infestation along with a significant interior reconstruction was required for the residential unit located at 141-A North Livermore Avenue, exceeding the original budget.

Now, the parties wish to enter into a second amendment to the agreement to increase the budget to a not-to-exceed amount of $150,000 and add a scope of work that reconciles all emergency tenant relocation/rehousing expenses, hazard remediation and reconstruction/rehabilitation work performed for the residential unit. The second amendment also extends the term of the agreement to an additional six months through June 30, 2023, to allow for reimbursement of these expenses and to extend the period for solicitation by the City for a new services agreement.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore that the City Manager, or her designee, is authorized to execute a Second Amendment to the Professional Services Agreement with Housing Consortium of the East Bay for property management services for the 141-149 North Livermore Avenue, 241 North M Street and 2500 Railroad Avenue properties, including a budget not-to-exceed $150,000, and an additional scope of work for remediation and repairs to the residential unit at 141-A North Livermore Avenue.
110
RESOLUTION NO. ________
BE IT FURTHER RESOLVED by the City Council of the City of Livermore to approve an additional appropriation of $95,000 in Housing Trust Funds (F611) to pay for the additional scope of work for 141-A North Livermore Avenue, described in the Second Amendment.

On motion of Council Member ______________________, seconded by Council Member ______________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Jason Alcala
Marie Weber Jason Alcala
City Clerk City Attorney
Exhibit A – Second Amendment to Professional Services Agreement 111
Amendment - Professional Services Agreement Page 1
Rev. 7/2016

SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
THIS SECOND AMENDMENT is made and entered into this ____ day of ________, 2023, by and between the City of Livermore (“City”), a municipal corporation, and Housing Consortium of the East Bay (HCEB) . (“Consultant”), a California non-profit corporation.

RECITALS
On March 22, 2021, City and Consultant entered into an agreement for Consultant to provide professional property management services to City. On July 27, 2022, City and Consultant entered into a First Amendment to Professional Services Agreement to extend the Term the through December 31, 2022 , collectively with the original agreement describing services to City (“Original Agreement”). Section 21 of the Original Agreement requires that any modifications to it must be in writing and signed by the parties.

The City and Consultant now desire to amend the Original Agreement to include an additional scope of services which details specific costs associated with the urgent hazard remediation and reconstruction of the residential unit located at 141 -A N.

Livermore Avenue. The associated budget will reimburse Consult ant for the emergency remediation of pest and mold intrusion in the unit and relocation of the tenant during the remediation and reconstruction period . This is Second Ame ndment to the Original Agreement.

AGREEMENT
NOW, THEREFORE, City and Consultant hereby agree tha t the aforementioned recitals are true and correct and further agree as follows:

1. The Original Agreement is amended as follows:

A. Section 5 (a) of the Original Agreement is amended to read as follows:

The total compensation payable by the City to the Consultant for the Services SHALL NOT EXCEED the sum of $ 150,000 ("not-to-exceed amount").

1. The compensation payable by the City to the Consultant for the Services required by Exhibit "A" to the Original Agreement SHALL NOT EXCEED the sum of $55,000.

2. The compensation payable by the City to the Consultant for the Services required by Exhibit "A-1", attached hereto, SHALL NOT EXCEED the sum of $95,000.

City shall compensate Consultant for the Services rendered at the hourly DocuSign Envelope ID: 4D6FE0DC-43C5-4E96-A166-C741DB02409E

EXHIBIT A
112
Amendment - Professional Services Agreement Page 2 Rev. 7/2016
rates or task amounts set forth in Exhibit "A" to the Original Agreement and Exhibit "A-1" to this Second Amendment up to the not -to-exceed amount.

Except as provided in the body of t he Agreement, the hourly rates or task amounts are inte nded to be Consultant's only compensation for the Services and are inclusive of all costs of labor, licensing, permitting, overhead and administrative costs, and any-and-all other costs, expenses, and charges incurred by Consultant, its agents, and employees to provide the Services..

B. Section 6 of the Original Agreement is amended to read as follows:

Term. The term of this Agreement commences on Ja nuary 1, 2021 and terminates upon completion of Services or June 30, 2023, whichever occurs first.

C. Exhibit A, Section 2 of the Original Agreement is amended to include the following:

Consultant shall perform annual inspections of the residential unit located at 141-A N. Livermore Avenue to assess the unit habitability condition, need for repairs, and operability of smoke/carbon monoxide detectors.

2. These amendments are prospective and only apply to the S ervices rendered by Consultant after the execution of this Amendment. Unless otherwise stated herein, this Amendment does not relieve the parties of the terms and conditions of the Original Agreement as written and in effect at the time the Services were rendered.

3. Except as amended above, the Original Agreement remains in full force and effect.

DocuSign Envelope ID: 4D6FE0DC-43C5-4E96-A166-C741DB02409E

EXHIBIT A
113
Amendment - Professional Services Agreement Page 3 Rev. 7/2016

In concurrence and witness whereof, and in recognition of the mutual consideration provided therefore, the parties have executed this Agreement effective on the date first written above.

CONSULTANT: Dated:

____________________________ ___________________________ By: Darin Lounds
Title: Executive Director

CITY OF LIVERMORE: Dated:

____________________________ ____________________________ Marianna Marysheva
City Manager

APPROVED AS TO FORM:

___________________________
Assistant/City Attorney

Attachments:

Exhibit "A-1" - Additional Scope of Services and Budget for 141 -A N. Livermore Ave.

DocuSign Envelope ID: 4D6FE0DC-43C5-4E96-A166-C741DB02409E 2/10/2023 | 7:06 AM PST

EXHIBIT A
114
EXHIBIT A.1
ADDITIONAL SCOPE OF WORK AND BUDGET FOR 141-A N. LIVERMORE AVENUE Consultant shall conduct repairs to address habitability conditions required to pass the Section 8 Program Housing Quality Standards Inspection (HQS) conducted by the Livermore Housing Authority and shall remediate pest infestation damage in the unit. The City’s project manager shall approve any proposals or invoices for the work.

Item/Category Budget
Testing $ 1,575
Asbestos Abatement $ 22,058
Bed Bug Abatement $ 13,701
Furnishings $ 3,209
Washer & Dryer Unit $ 1,617
Security $ 100
Transportation - Tenant $ 52
Temporary Relocation $ 14,042
Storage - Tenant $ 1,202
Reconstruction $ 29,322
Other repairs $ 2,928
Project/Construction Cost $ 89,806
Construction Management Fee to HCEB (5%) $ 4,490 TOTAL $ 94,296

DocuSign Envelope ID: 4D6FE0DC-43C5-4E96-A166-C741DB02409E

EXHIBIT A
115

CITY COUNCIL STAFF REPORT
ITEM NO. 5.8

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Paul Spence, Community Development Director
SUBJECT:

Resolution authorizing the City Manager, or her designee, to negotiate and execute any related documents, agreements, and modifications with Alameda County and the subgrantee, Abode Services, for the allocation of an additional $25,000 of prior year unexpended HOME grant funds to the FY 2022-23 Tenant-Based Rental Assistance (TBRA) program.

RECOMMENDED ACTION

SUMMARY
On April 25, 2022, the City Council awarded Abode Services $74,000 from the FY 2022-23 HOME Funds for rental subsidies for their Tenant-Based Rental Assistance (TBRA) program. Abode Services secured housing for eight low-income clients in the first part of the fiscal year and continues to have success helping them stay housed through rental assistance support from the HOME grant funds. Abode Services is requesting an additional $25,000, which staff recommends be allocated from prior year, unexpended HOME funds, to the FY 2022-23 grant program so Abode can continue serving the eight households enrolled in their TBRA program through the FY 2022-23 grant cycle, ending June 30, 2023.

DISCUSSION
The City’s Tenant-Based Rental Assistance (TBRA) program uses a combination of Community Development Block Grant (CDBG) Program funding, which provides case management and support services for clients who are at risk of becoming homeless, and tenant-based rental assistance funded through the HOME Investment Partnerships (HOME) Program for direct rent related subsidies. Clients are allowed up to 24 months of rental subsides, and the level of subsides are based on the income level of the household. With the help of the case management and support services offered with the program, the goal is to have each household take over the full contract rent when the subsidy period concludes. 116

Every year the City receives an allocation of federal HOME funds through the Alameda County HOME Consortium. Eligible activities for the HOME funds include acquisition, residential rehabilitation, residential new construction, homebuyer assistance, and tenant-based rental assistance (TBRA) that benefit low-income persons.

On April 25, 2022, the City Council approved Resolution No. 2022-058 to award Abode Services $74,000 from the FY 2022-23 HOME Funds for rental subsidies for their TBRA program. Abode Services had a goal of serving eight very-low and low-income unduplicated Livermore residents during the fiscal year for this program.

Abode Services secured housing for eight low-income clients in the first part of the fiscal year and continues to have success helping them stay housed through rental subsidies support from the HOME grant funds. Due to the success of the program, combined with the high rental cost in Livermore and surrounding areas, Abode Services is requesting an additional $25,000 from unspent prior year HOME funds to continue supporting the eight clients currently enrolled in the program through the end of the fiscal year, which ends June 30, 2023. This would bring Abode Services' HOME grant agreement total for rental subsidies to $99,000 for FY 2022-23.

FISCAL AND ADMINISTATIVE IMPACTS

The budget for Abode Services TBRA agreement is included in the adopted FY 2022-23 budget in fund 671, a special revenue fund for the federal HOME grant program.

ATTACHMENTS

1. Resolution

Prepared by: Amy Walker
Management Analyst 1

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION AUTHORIZING THE CITY MANAGER, OR HER DESIGNEE, TO

NEGOTIATE AND EXECUTE ANY RELATED DOCUMENTS, AGREEMENTS, AND

MODIFICATIONS WITH ALAMEDA COUNTY AND THE SUBGRANTEE, ABODE SERVICES, FOR THE ALLOCATION OF AN ADDITIONAL $25,000 OF PRIOR YEAR UNEXPENDED HOME GRANT FUNDS TO THE FY 2022-23 TENANT-BASED

RENTAL ASSISTANCE (TBRA) PROGRAM
Every year the City receives an allocation of federal HOME funds through the Alameda County HOME Consortium. Eligible activities for the HOME funds include acquisition, residential rehabilitation, residential new construction, homebuyer assistance, and tenant-based rental assistance (TBRA) that benefit low-income persons.

On April 25, 2022, the Livermore City Council approved Resolution No. 2022-058 to award Abode Services $74,000 from the FY 2022-23 HOME Funds for rental subsidies for their TBRA program. Abode Services had a goal of serving eight very-low and low- income unduplicated Livermore residents during the fiscal year for this program.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore to:

1. Authorize the City Manager, or her designee, to negotiate and execute any related documents, agreements, and modifications with Alameda County and the subgrantee, Abode Services, for the allocation of an additional $25,000 of prior year unexpended HOME grant funds to the FY 2022-23 TBRA program.

On motion of Council Member __________________________, seconded by Council Member __________________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:
118
RESOLUTION NO. ________
ATTEST: APPROVED AS TO FORM:
______________________________ /s/ Tara Mazzanti Marie Weber Tara Mazzanti City Clerk Assistant City Attorney
119

CITY COUNCIL STAFF REPORT
ITEM NO. 5.9

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Scott Lanphier, Public Works Director
SUBJECT:

Resolution approving the Altamont Settlement Agreement Education Advisory Board's $650,000 Expenditure Plan for FY 2023-24.

RECOMMENDED ACTION

Staff recommends the City Council adopt a resolution approving the Altamont Settlement Agreement Education Advisory Board's $650,000 Expenditure Plan for FY 2023-24.

SUMMARY
In 1999, the Settlement Agreement between and among the County of Alameda, the City of Livermore, the City of Pleasanton, Sierra Club, Northern California Recycling Association, Altamont Landowners Against Rural Mismanagement and Waste Management of Alameda County, Inc. (Altamont Settlement Agreement) was ratified by the named parties.

The Altamont Settlement Agreement stipulates that a per ton solid waste surcharge be collected in order to support recycling education programs and job training in the field of waste prevention and recycling and to mitigate the impacts of the landfill operations on the affected community. The Altamont Settlement Agreement also created the Altamont Settlement Agreement Education Advisory Board (EAB) to oversee funds generated by the surcharge. To accomplish this task, the EAB solicits competitive grants from applicants that plan to implement recycling and environmental awareness programs.

The proposed FY 2023-24 Expenditure Plan in Attachment 1 outlines the EAB’s recommended grant awards and expenditures. City Council approval of the Expenditure Plan totaling $650,000 is required per the terms of the Altamont Settlement Agreement.

DISCUSSION
In 1999, the County of Alameda, the cities of Livermore and Pleasanton, the Sierra Club, the Northern California Recycling Association, and Altamont Landowners Against Rural Mismanagement entered into an agreement with Waste Management of Alameda County, Inc. This agreement, known as the Altamont 120
Settlement Agreement, created the Altamont Settlement Agreement Education Advisory Board, or EAB.

The EAB convenes monthly and has five voting members. Two members are appointed by the Northern California Recycling Association, one member is the Environmental Educator appointee on the Alameda County Source Reduction and Recycling Board, and the Livermore City Council and the Pleasanton City Council each appoint one member. The Livermore City Council appointed Fenna Gatty, a science teacher at Altamont Creek Elementary School, as the Livermore representative on the EAB. The Pleasanton City Council appointed Tony Dennis, an engineering teacher at Amador Valley High School, as the Pleasanton representative on the EAB.

The Altamont Settlement Agreement stipulates that a surcharge be collected to create an Education Account to support recycling education programs and job training in the field of waste prevention and recycling and to mitigate the impacts of the landfill operations on the affected community. The $0.45 per ton surcharge on incoming waste at Waste Management’s Altamont landfill and the $0.42 from Republic’s Vasco Road landfill generates approximately $465,000 per year and had an account balance of approximately $1 million as of December 31, 2021.

Funds are collected from the landfills by the Alameda County Treasurer. The Alameda County Treasurer then transfers the annual allocation to the City of Livermore. The City of Livermore provides financial and administrative management to the EAB and will continue to do so indefinitely. The EAB works with an independent contractor to provide administrative support and process dispersal of funds to grant recipients.

The EAB creates an Annual Report to detail the prior year grant funded programs and it also compiles an annual Expenditure Plan by April 1 each year. Per the terms of the Altamont Settlement Agreement, the Expenditure Plan must be approved by each voting member agency’s governing body. Therefore, the Livermore City Council must approve the Expenditure Plan prior to disbursement of the FY 2023-24 grant funds. Approval will also be sought from the Pleasanton City Council, The Northern California Recycling Association Board of Directors, and the Alameda County Board of Supervisors.

On December 5, 2022, the EAB unanimously approved the proposed FY 2023-24 Expenditure Plan found in Exhibit A. The proposed Expenditure Plan outlines the funding needs and objectives, the EAB initiated projects, and support costs paid to the City of Livermore.

The proposed Expenditure Plan also notes that unexpended funds from previous grant years will be carried over and, if necessary, applied to the FY 2023-24 grant year. The current unexpended funds balance is approximately $25,000.

For FY 2023-24, the EAB is proposing the following schedule for disbursement of funds, totaling $650,000:
• $5,000 for EAB communications, website
• $125,000 in mini grants
• $250,000 in project grants
• $50,000 in EAB initiated projects
• $160,000 in multi-year grants
• $0 for landfill mitigation projects
• $30,000 for financial management and administrative support from City of Livermore 121
• $30,000 Fund Administration

Staff is recommending that the City Council adopt a resolution approving the $650,000 Expenditure Plan for FY 2023-24, as required per the Altamont Settlement Agreement.

The 2022 Annual Report that outlines the previous year’s grant awards can be found in Attachment 1.

FISCAL AND ADMINISTRATIVE IMPACTS

There is no impact to the General Fund. The EAB will provide the City with $30,000 for costs associated with the financial management and administrative support of the EAB.

ATTACHMENTS

1. 2022 Annual Report

2. Resolution

3. Exhibit A - 2023 Expenditure Plan

Prepared by: Kathy Hughes
Administrative Assistant

Approved by:
____________________________________
Marianna Marysheva
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
122
E

DUCATION ADVISORY BOARD
Altamont Landfill Settlement Agreement
2022 Annual Report
N
CRA
Chair
Ruth Abbe
Ci
ty of Livermore
Vice-chair
Fenna Gatty
C
ity of Pleasanton
Devin Jackson
N
CRA
Vacant
A
lameda County
Recycling Board
Eric Havel
B
oard Assistant
Lauren Jenkins
Background
In 1999, the cities of Livermore and Pleasanton, the Sierra Club and the Northern California Recycling Association (NCRA) entered into a settlement agreement with Alameda County and Altamont Landfill. The Altamont Landfill Settlement Agreement created the Altamont Education Advisory Board to propose allocation of funds in the Education Account for recycling education programs, job training in the field of waste prevention and recycling and mitigating the impacts of the landfill operations in the affected community. Funds generated from the $0.34 per ton surcharge amount to approximately $500,000 annually.

There are five voting members on the Education Advisory Board: one appointed by the Livermore City Council; one appointed by the Pleasanton City Council; two appointed by NCRA; and the Alameda County Recycling Board’s Environmental Educator.

The role of the Education Advisory Board is to annually propose the allocation of funds from the Education Account by submitting an Expenditure Plan by April 1 of each year. Concurrence of Alameda County, the cities of Livermore and Pleasanton, and NCRA on the Expenditure Plan is necessary before funds are allocated.

Funds are collected from the Altamont Landfill by the Alameda County Treasurer. The County then remits the annual allocation to the agency administering the funds (07-08 City of Pleasanton, 08-13 and out years, City of Livermore) for disbursal to grant recipients.
2022 Activities
The 2022 Expenditure Plan was approved by each of the parties in the spring of 2022. The Expenditure Plan proposed the following allocations:

B
oard Communications, website $5,000
Mini-Grants $125,000
Project Grants $280,000
Board Initiated Project Grants $75,000
Multi-Year Grants $85,000
ALARM mitigation projects $0,000
Fund administration $30, 000
TOTAL $600,000
Based on the allocation established by the Expenditure Plan, the Education Advisory Board released a Request for Grant Applications for mini-grants, project grants, board initiated project grants and multi-year grants pursuant to the guidelines established in the settlement agreement.

Mini-grants
The Education Advisory Board awarded 13 Mini-Grants for projects meeting the grant criteria, as follows:

Mi
ni-Grant #: 22-01 Oakland Leaf Foundation, Love Cultivating Schoolyards Grant, Oakland, West County, $3,000.00 - Funds will be used to develop the waste prevention skills and knowledge of 15 East Oakland High School Students; sustain a zero waste youth-led one acre urban farm and local food distribution initiative; and positively influence the culture of the students and their peers and families related to waste and consumption.

Mi
ni-Grant #: 22-02 Fixit Clinic, Ubiquitous Community-Wide Repair, Berkeley, West County, $3,000.00 - Funds will be used to hold Fixit Clinics in conjunction with weekly Hardware Hacking Tuesday events that will leverage the workspace, tools and electronics expertise, making those resources available to Alameda County residents to troubleshoot, disassemble and repair their household appliances and consumer electronics.

ATTACHMENT 1
123

Mini-Grant #: 22-03 Fixit Clinic, Fremont’s Fixing High School, Berkeley, West County, $3,000.00 - Funds will be used to support students at Fremont’s Irvington High School in learning repair through repairing throughout their community, developing valuable critical thinking and troubleshooting skills.

Mini-Grant #: 22-04 KIDS for the BAY, Blue Watershed
Classrooms Program, Berkeley, West County, $3,000.00 - Funds will be used as a part of a teacher follow-up support program for under- resourced elementary school students in low-income areas to shirt the culture and practice of waste prevention and waste management in their schools.

Mini-Grant #: 22-05 Re-Up Refills, Zero Waste Storefront & Educational Signage, Oakland, West County, $3,000.00 - Funds will be used to support the creation of signage that will expose a greater audience to the waste reduction service, as well as educate visitors on ecological issues in order to help them make more sustainable consumption choices.

Mini-Grant #: 22-06 2 A Good Cause, Inc., Second Helping, Oakland, West County, $3,000.00 - Funds will be used to establish a pilot program that would eventually spread throughout the county distributing books and unclaimed lost and found items, keeping items out of the landfills and into the hands of those who need them.

Mini-Grant #: 22-07 Valley Montessori School, Compost & Waste Diversion Education, Livermore, East County, $3,000. 00 - Funds will be used to provide compost diversion education and training for teachers, staff, students and parents by a Master Composter consultant.

Mini-Grant #: 22-08 Ecology Center, Plastic Free July 2022, Berkeley, West County, $3,000.00 - Funds will be used to utilize a “global” lens, thinking globally while acting locally, to lead and create meaningful opportunities for lasting change in the fight t o address the plastics pollution, during the month of July in which an annual and global movement helps millions of people be part of the solution to plastic pollution.

Mini-Grant #: 22-09 Jennifer Abbe, Equipment and Materials for Alameda, San Leandro and Newark Schoo ls, Alameda, West County, $368.10 - Funds will be used to purchase replacement recycling bins, stickers, trash pickers, aprons and reusable lesson plans for each district, to replace what materials have been lost or degraded over the years.

Mini-Grant #: 22-10 Jennifer Abbe, Equipment and Materials for Alameda, San Leandro and New Schools-Part 2, Alameda, West County, $3,000.00 - Funds will be used to purchase replacement recycling bins, stickers, trash pickers, aprons and reusable lesson plans for each district, to replace what materials have been lost or degraded over the years.

Mini-Grant #: 22-11 Bio-Link Depot, Inc,, Increased Support for Hands-On STEM Education in Underserved Schools within Altamont EAB Region, Oakland, West County, $3,000.00 - Funds will be used to sponsor an extra Open House event this Fall, which will be reserved only for Title 1 schools and Community Colleges within Alameda County as well as the cities of Livermore and Pleasanton.

Mini-Grant #: 22-12 Community Action for a Sustainable Alameda, CASA Youth Social Media Internship, Part 2, Alameda, West County, $3,000.00 - Funds will be used to continue the progress with CASA’s social media platforms on Instagram, Facebook and Twitter, spreading awareness and inspiring action for their zero-waste programs currently running and those being rolled out.

Mini-Grant #: 22-13 Center for Recycling Research, Obstacles to Zero Waste, Oakland, West County, $2,500.00 - Funds will be used to construct temporary towers, eight feet tall, with the top four feet being a wire cage enclosing the advertised products and materials, with signage saying “Obstacles to Zero Waste.” At the base of the towers, there will be handouts indicating how positive force can be placed on the users and manufacturers to either change the product to create markets for the now-unused P&M or switch to other P&Ms.

The total 2022 Expenditure Plan budget of $125,000 for Mini-Grants was approved by the Board along with the option to carry over all unexpended funds from previous grant years and expend if necessary. A total of $35,868.10 in Mini-Grants was approved.
2022 Funding Expenditures
Total Expenditures for 2022 were as follows:

Board Communications, website $5,000.00
Mini-Grants $35,868.10
Project Grants $304,423.00
Multi-Y ear Grants $215,000.00 Board Initiated Project Grants $0,000.00
ALARM mitigation projects $0,000.00

Fund administration $30,000.00 Total 2022 Expenditures $590,291.10

ATTACHMENT 1
124

Project Grants
The Education Advisory Board awarded 9 Project Grants to the following projects:

Project Grant #: 22-14 Castro Valley Sanitary District, Castro Valley High School Composting Stations Part 3, Castro Valley, West County, $23,800.00- Funds from this grant will be used to install 14 more stations around the campus at Castro Valley High School by October 2022 to expand accessibility of source-separation to students and staff; support recent reduction in garbage service so the school can maintain it.

Project Grant #: 22-15 Fixit Clinic, San Lorenzo Loves Repairing, Berkeley, West County, $14,750.00- Funds from this grant will be used to hold a Fixit Clinic at the San Lorenzo Library in which they will host additional repair -related activities.

Project Grant #: 22-16 Food Shift, PAWsitive Food Recovery & Upcycling, Berkeley, West County, $20,000.00- Funds from this grant will be used to improve and codify best practices in upcycling food production waste into commercial food products and provide more job opportunities.

Project Grant #: 22-17 Resource Area for Teaching (RAFT), RAFT Diversion and Delivery of Hands-on STEAM Learning Materials, San Jose, West County, $15,000.00- Funds from this grant will be used to support the collection of donated materials from Alameda County and San Ramon businesses for use as hands-on learning STEAM materials, which will be repurposed as hands- on STEAM Project Kits and bulk creative reuse materials to be delivered to up to 5 schools.

Project Grant #: 22-18 Center for Environmental Health, The Road to Reusables, Oakland, West County, $30,000.00- Funds from this grant will be used to support the efforts to transition Alameda County K -12 schools to the most sustainable food ware option-reusables-by starting the conversation through the lens of protecting children’s health.

Project Grant #: 22-19 The Berkeley Food Network, Deepening Youth Engagement in Food Recovery Program, Berkeley, West County, $30,000.00- Funds from this grant will be used to increase the capacity to rescue food and support the implementation of SB 1383, while at the same time, educate and engage local youth in the work of food recovery and hunger relief.

Project Grant #: 22-20 The Go Green Initiative Association, Developing District-Wide AB 341, AB 827 and SB 1383 Compliance Programs in Livermore Valley Joint Unified School District and Albany Unified School District , Pleasanton, East County, $30,000.00- Funds from this grant will be used to work with senior administrators to establish a District-level Green Team, and train them in regularly scheduled meetings to evaluate their schools’ compliance with AB 341, AB 827 and SB 1383 and implement source reduction and achieve uncontaminated waste diversion.

Project Grant #: 22-21 East Bay Depot for Creative Reuse, Community Education in Reuse and Repair, Oakland, West County, $30,000.00- Funds from this grant will be used to educate the community in the many ways items can be reused or repaired, supply hands-on instruction and a physical space to create art and conduct repairs, make reuse and repair accessible to everyone in the community, keep reusable materials out of the landfills, facilitate collection and redistribution of items which the community has donated and make reusable or repairable goods available to those in need.

Project Grant #: 22-22 The Go Green Initiative Association, Creating a Shareable Toolkit for School Districts: Data-Driven Waste Reduction and Diversion Optimization, Pleasanton, East County, $13,200.00- Funds from this grant will be used to provide incentives and support for Green Teams, quantify success and achieve school savings and develop a toolkit for replica tion in other districts.

Project Grant #: 22-23 Re-Up Refills, Waste Diversion Education Coordinator, Oakland, West County, $26,000.00- Funds from this grant will be used to formalize the position of a Waste Diversion Education Coordinator within the organization, by helping support the salary and materials budget for this position.

Project Grant #: 22-24 Race to Zero Waste, Coalition Building, San Francisco, West County, $30,000.00- Funds from this grant will be used to conduct outreach to cafes and restaurants to understand their needs, sticking points, challenges and possible past attempts at reducing single-use service-ware.

Project Grant #: 22-25 San Lorenzo Unified School District, Maximize Resource Recovery, San Lorenzo, West County, $50,000.00- Funds from this grant will be used to maximize diversion efforts, provide custodians the proper equipment needed to collect and transport the sorted materials to the appropriate service containers and provide a learning environment that is both welcoming and sustaining.

ATTACHMENT 1
125

The total 2022 Expenditure Plan budget of $280,000 for Project Grants was approved by the Board along with the option to carry over all unexpended funds from previous grant years and expend if necessary. A total of $304,423.00 in Project Grants was awarded.

Multi-Year Grants
The Education Advisory Board awarded 3 Multi-Year Grants in the 2022 cycle.

Multi-Year Grant #: 22-26(1) Kid Scoop News, Urgently Needed Waste Prevention Education Project to meet SB 1383 , Sonoma, West County, $50,000.00- Funds from this grant will be used to get Earth Tips pages and activity books into the hands of district curriculum coordinators and key educators at each school as a response to the school requests for resources to resta rt their waste prevention and sorting culture.

Multi-Year Grant #: 22-27(1) Ecology Center, Zero Waste Youth Job Training, Berkeley, West County, $30,000.00- Funds from this grant will be used to inspire and engage youth ages 15-24 to be the next generation of environmental justice advocates by preparing them to tackle plastic waste through community engagement, education and advocacy. It will also urge Berkeley to phase out single-use plastic bags from grocery stores and restaurants.

Multi-Year Grant #: 22-28(1) The Go Green Initiative Association, Institutionalizing AB 341, 1826 and SB 1383 in Hayward Unified School District (HUSD), Berkeley, West County, $50,000.00- Funds from this grant will be used to implement a source reduction and waste diversion program that ensure high-quality, uncontaminated streams of recovered materials, recycling and organics throughout Hayward Unified School District (HUSD); provide bins for the lunch area on campus; provide educational tools and training to teachers, students and administrators; create leadership opportunities for students; create a sustainable Int egrated Waste Management program.

The total 2022 Expenditure Plan budget of $85,000 for Multi-Year Grants was approved by the Board along with the option to carry over all unexpended funds from previous grant years and expend if necessary. A total of $130,000.00 in Multi-Year Grants was awarded.

ALARM Mitigation Projects
Pursuant to the terms of the settlement agreement, the 2022 Expenditure Plan set aside $0 for mitigation projects for landowners in the vicinity of the landfill. The Education Advisory Board corresponded with ALARM (Altamont Landowners Against Rural Mismanagement) to notify them of the available funding. No applications were submitted for consideration during the 20 22 funding cycle. The Board will continue to communicate with ALARM regarding appropriate projects for funding.

ATTACHMENT 1
126
RESOLUTION NO. ________

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION APPROVING THE ALTAMONT SETTLEMENT
AGREEMENT EDUCATION ADVISORY BOARD’S EXPENDITURE
PLAN FOR FY 2023-24
The Settlement Agreement between and among the County of Alameda, City of Livermore, City of Pleasanton, Sierra Club, Northern California Recycling Association (“NCRA”), Altamont Landowners Against Rural Management, and Waste Management of Alameda County, Inc. dated November 30, 1999 (“Settlement Agreement”) provides for collection of a per ton fee from the Altamont Landfill and Resource Recovery Facility for impacts on the communities due to expansion of the landfill.

The per ton fee provided for under the Settlement Agreement increases annually based on the Consumer Price Index. A portion of the fee collected, currently $0.45 cents per ton from Waste Management’s Altamont Landfill, and $0.42 cents per ton from Republic’s Vasco Road Landfill, is set aside to fund the Education Account overseen by the Education Advisory Board (“EAB”). The EAB consists of five voting members: two members chosen by the NCRA, one member chosen by the City of Livermore, one member chosen by the City of Pleasanton, and one member chosen by the Alameda County Recycling Board’s environmental educator. The EAB proposes disbursement of the Education Account contingent upon approval of all members.

The attached FY 2023-24 Expenditure Plan outlines the EAB’s proposed plan, summary, and funding allocations for FY 2023-24. The EAB may award funds to qualified applicants that implement recycling and environmental awareness programs based on a competitive grant process.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore, that it hereby approves the FY 2023-24 Expenditure Plan, attached hereto as Exhibit A, that is proposed by the Altamont Settlement Agreement Education Advisory Board for the expenditure of $650,000.

On motion of Council Member ______________________, seconded by Council Member ______________________, the foregoing resolution was passed and adopted on February 27, 2023, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:
127
RESOLUTION NO. ________
ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Jason Alcala
Marie Weber Jason Alcala
City Clerk City Attorney
EXHIBIT A – 2023-24 Expenditure Plan
128
Altamont Settlement Agreement
Education Advisory Board
2023/2024 Expenditure Plan
January 17, 2023
ATTACHMENT 1 Page 1
Plan Summary
The Altamont Landfill Settlement Agreement created the
Altamont Education Advisory Board to propose allocation of funds in the Education Account for diversion education
programs, job training in the field of waste diversion and recycling and mitigating the impacts of the landfill operations on the affected neighboring community. Funds generated from the $0.45 per ton surcharge originating from the Altamont Landfill and $0.42 originating from the Vasco Road Landfill, which are expected to amount to approximately $500,000
annually. This per ton surcharge fee will be increased based on the consumer price index effective January 1, 2023.

The Need
The Altamont Landfill and Vasco Road Landfill accept
material for disposal from Alameda County jurisdictions, and from the city of San Ramon. Funding programs in diversion education and job training in waste diversion and recycling throughout the landfill service area will preserve the life of the landfill and save resources.

Target Sectors
• Environmental education programs that serve schools
• Non-formal environmental education programs,
serving students K-12
• Community-based environmental education programs
• Job training programs in the field of waste diversion and recycling
• Support to institutions and communities required t
o
co
nform to new state laws, such as SB 1383
Funding Goals
• Allocate $500,000 per year for education and job
t
raining programs in waste prevention, source
reduction, reuse, recycling, composting, and
pr
ocurement of recycled content products.
• Report measurable results to the Northern California
Recycling Association (NCRA), Alameda Count
y
B
oard of Supervisors and cities of Livermore and
P
leasanton on an annual basis.
• Provide up to two cents ($0.02) of every forty-five
cents ($0.45) of the Education Account to Alameda
L
andowners Against Mismanagement (ALARM) for
landfill mitigation projects (pursuant to Settlement
A
greement sec. 7.3.3)
• Provide up to two percent (2%) of the funds received
i
n the Education Account to the City of Livermore for
financial management of the account (pursuant to
S
ettlement Agreement sec. 7.6.2)
Objectives
Grants and projects:
 Mini-grants – The mini-grant program awards up to $4,000 to
all eligible projects that meet award criteria up to the funding allocation amount. In 2022-23, mini-grants
supported environmental science programs and school
recycling and composting infrastructure projects.
 Project grants – The annual grant program would award competitive grants up to $50,000 for projects that would m
ake significant contributions to the development of
sustainable diversion education programs and job training i
n waste prevention and recycling. Types of projects could i
nclude: curriculum development, district-wide diversion e
ducation programs, job training programs, and
c
ommunity-based programs.
 Multiple year grants – Allow applicants for the annual grant program, to propose multiple year grants for up to t
hree years of on-going support.
 Board initiated projects – Board initiated projects include projects for which a separate solicitation will need to be performed or special projects to be developed by the Boar d
t
hat fulfill a special niche or program area not addressed by the grants program. Types of projects could include job t
raining partnerships, outreach programs, video and
website development, and joint projects with other
agencies.

Deliverables and Major Milestones
2023-24 Continue to develop job-training partnerships with education institutions, state and community colleges.
1/
2023 Initiate development of 2023-24 expenditure plan.
1/2
023 Release Request for Grant Applications.
3/2023 Annual expenditure plan to NCRA, Board of
Supervisors and cities of Livermore and Pleasanton.
5/
2023 Award project grants for 2023-24 school year.

Assumptions
 The environmental education community perceives a need f
or diversion education programs and can develop grant
proposals that meet the goals and objectives of the parties to the settlement agreement and the Education Advisory
B
oard.
 The Education Advisory Board can identify appropriate partners for enhancing or developing job training programs in waste prevention and recycling.

EXHIBIT A
129
Altamont Settlement Agreement
Education Advisory Board
2023/2024 Expenditure Plan
January 17, 2023
ATTACHMENT 1 Page 2
Constraints
 COVID pandemic has required flexibility and adaptability in
required timelines and milestones.
 Teachers and others involved in environmental education are very busy and may not respond to grant solicitations.  Other funding agencies, such as the Alameda County
W
aste Management Authority and Source Reduction and
R
ecycling Board may have differing priorities that
dom
inate the program offerings.
 The Education Account has limited funds that must be
stretched over a large service area.

Proposed Allocations
Boa
rd communications, website $5,000
Mini-grants $125,000
Project grants $250,000
Board initiated projects $50,000
Multi-year grants $160,000
ALARM mitigation projects* $00,000
Staff Support $30,000
Fund management and support $30,000
TOTAL $650,000
All unexpended funds from previous grant years will be
carried over and, if necessary, applied to the 2023-2024 grant year.
*
ALARM fund has reached maximum amount of $100,000

EXHIBIT A
130

CITY COUNCIL STAFF REPORT
ITEM NO. 5.10

DATE:

February 27, 2023
TO:

Honorable Mayor and City Council
FROM:

Tina Olson, Administrative Services Director
SUBJECT:

Resolution accepting the Annual Comprehensive Financial Report (ACFR) and Other Audit Reports for the Fiscal Year ended June 30, 2022.

RECOMMENDED ACTION

Staff recommends the City Council adopt a resolution accepting the following reports for Fiscal Year 2021-22 as completed:

Annual Comprehensive Financial Report, and ratify and approve the audited financial statements presented therein in accordance with Government Code §37208; Alameda County Transportation Commission Measure B Program Financial Statements; Alameda County Transportation Commission Measure BB Program Financial Statements; Alameda County Transportation Commission Vehicle Registration Fee (VRF) Measure F Program Financial Statements;
Agreed Upon Procedures for Compliance with the Proposition 111 2021-22 Appropriations Limit Increment.

Memorandum of Internal Control;
Required Communications.

SUMMARY
The Annual Comprehensive Financial Report (ACFR), which contains the Auditor’s Opinion, for the fiscal year ending June 30, 2022, is complete and ready for City Council acceptance. The auditors have given the City an unmodified or “clean” opinion on the ACFR. This is shown as the Independent Auditors’ Opinion letter in the audit report (page 1). This is the 41st consecutive year the City has received an unmodified opinion. In addition to the ACFR, there are six other audit compliance reports being presented for acceptance.

DISCUSSION
The audited ACFR and other required audit compliance reports are being presented to the City Council in accordance with the Livermore Municipal Code §2.28.020 and Government Code §37208. This year’s 131
audits were performed by the City’s independent auditors, Eide Bailley LLP. The auditors have given the City an unmodified or “clean” opinion on the ACFR. This is shown as the Independent Auditors’ Opinion letter in the audit report (page 1). This is the 41st consecutive year the City has received an unmodified opinion.

Government Code §37208 provides that a city council is not required to approve payroll and other budgeted demands prior to issuing payment, they may be presented to the City Council for ratification and approval, in the form of an ACFR.

The City has submitted the FY 2021-22 ACFR for the Government Finance Officers Association (GFOA) Certificate of Achievement for Excellence in Financial Reporting award program. In the past, the City has received the GFOA award and believes that the recent ACFR meets the stringent requirements to again merit GFOA recognition.

In addition to the ACFR, there are six other reports for review:

Alameda County Transportation Commission Measure B Program Financial Statements is
required by the Master Program Funding Agreement with the Alameda County Transportation Commission (ACTC) and confirms that the City has complied with the provisions of Measure B.

Alameda County voters approved the half-cent transportation sales tax in November 2000. The sales tax collection began on April 1, 2002 and extended through March 31, 2022. ACTC administers Measure B funds to deliver essential transportation improvements and services.

Alameda County Transportation Commission Measure BB Program Financial Statements is
required by the Master Program Funding Agreement with the Alameda County Transportation Commission (ACTC) and confirms that the City has complied with the provisions of Measure BB.

Alameda County voters approved Measure BB in November 2014 and collection of the half-cent transportation sales tax by the Board of Equalization began on April 1, 2015 and extended through March 31, 2022. The full one-cent sales tax authorized by Measure BB began April 1, 2022 and will extend through March 31, 2045. Local jurisdictions began to receive the flow of funds in July 2015. ACTC administers Measure BB funds for essential transportation improvements in every city throughout Alameda County.

Alameda County Transportation Commission Vehicle Registration Fee Measure F Program Financial Statements
is required by the Master Programs Funding Agreement between the City and Alameda County Transportation Commission and confirms that the City has complied with the laws, regulations, contracts, and grant agreements as specified and applicable to Measure F.

Measure F is the Alameda County Vehicle Registration Fee Program which was approved by voters November of 2010 and generates $10 per vehicle each year. The collection of these funds began in May 2011 will continue to be imposed annually unless repealed. The revenue generated is used for local road improvement and repair, transit congestion relief, local transportation technology, and pedestrian & bicyclist access & safety programs.

Agreed Upon Procedures for Compliance with the Proposition 111 2020-21 Appropriation Limit Increment
is required by Section 1.5 of Article XIIIB of the California Constitution. This report shows the auditors applied specific procedures, which were suggested by the League of California Cities and presented in their Article XIIIB Appropriation Limitation Uniform Guidelines, to validate the City’s calculation of the Appropriations Limit. No exceptions were noted. 132

Memorandum on Internal Control:

In planning and performing the audit of the financial statements Eide Bailley LLP considered the City’s internal control over financial reporting as a basis for designing the auditing procedures for the purpose of expressing opinions on the financial statements. The auditors are required to communicate to the City Council any internal control matters that come to their attention during the audit. The City’s auditors, Eide Bailley LLP, have provided such a report in their Memorandum on Internal Control (MOIC) for the fiscal year ended June 30, 2022. The report states that the audit we did not identify any deficiencies in the City's internal control.

Required Communications:

Under generally accepted auditing standards, the City’s external auditors are required to formally communicate with the governing body to convey audit matters, the scope of work, difficulties, adjustments to financial statements, or any possible disagreements with management. Professional standards require the auditor to evaluate the financial statements and assess the risk that a material misstatement could occur. Areas that are potentially more susceptible to misstatements, and thereby require special audit considerations, are designated as “significant risks”. The auditors identified no areas of significant risks.

FISCAL AND ADMINISTRATIVE IMPACTS

There is no direct fiscal impact in accepting the FY 2021-22 audit reports. Total audit and report preparation costs of $154,400 are within budget and are allocated to the General Fund, enterprise funds, Measure B funds, Measure BB funds and transportation funds as the audits and reports are completed.

The total fee also includes preparation costs of certain reports not requiring City Council acceptance that are transmitted directly to the California State Controller, including the Special Districts Financial Transactions Report for the Livermore Capital Projects Financing Authority (LCPFA), the Cities Financial Transactions Report for the City of Livermore, and the Livermore Annual Streets and Roads Report.

ATTACHMENTS

1. Resolution

2. Exhibit A - FY 2021-22 Annual Comprehensive Financial Report

3. Exhibit B - FY 2021-22 Measure B

4. Exhibit C - FY 2021-22 Measure BB

5. Exhibit D - FY 2021-22 Vehicle Registration Fee Measure F

6. Exhibit E - FY 2021-22 Appropriation Limit Report

7. Exhibit F - FY 2021-22 Memorandum on Internal Control

8. Exhibit G - FY 2021-22 Required Communication

Prepared by: Erik Peterson
Finance Manager

133
Approved by:
____________________________________
Marianna Marysheva
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
134
RESOLUTION NO. ________

IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA

A RESOLUTION ACCEPTING THE ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR) AND OTHER ANNUAL REPORTS FOR THE FISCAL YEAR ENDED JUNE 30, 2022 At its meeting on February 27, 2023, the audited Annual Comprehensive Financial Report and other required audit compliance reports for the fiscal year ended June 30, 2022, were presented to the City Council in accordance with Livermore Municipal Code section § 2.28.020.

California Government Code § 37208(c) provides that budgeted payrolls and demands paid by warrants or checks may be presented to the legislative body for ratification and approval in the form of an audited annual comprehensive financial report.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Livermore that it has received and hereby accepts as completed the following financial statements and annual reports for the fiscal year ended June 30, 2022, attached hereto:

1. Annual Comprehensive Financial Report, attached as Exhibit A;

2. Alameda County Transportation Commission Measure B Funds Financial Statements, attached as Exhibit B;

3. Alameda County Transportation Commission Measure BB Funds Financial Statements, attached as Exhibit C;

4. Alameda County Transportation Commission Vehicle Registration Fee Program (VRF) Financial Statements, attached as Exhibit D;

5. Independent Accountant’s Report on Applying Agreed Upon Procedures Related to the Article XIII-B Appropriations Limit Calculation, attached as Exhibit E;

6. Independent Auditor’s Report on Internal Control Over Financial Reporting and on Compliance and Other Matters, attached as Exhibit F; and,

7. Required Communications, attached as Exhibit G.

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:
135
RESOLUTION NO. ________
ATTEST: APPROVED AS TO FORM:
____________________________ /s/ Jason Alcala
Marie Weber Jason Alcala
City Clerk City Attorney
Exhibit A - Annual Comprehensive Financial Report
Exhibit B- Alameda County Transportation Commission Measure B Funds Financial Statements
Exhibit C - Alameda County Transportation Commission Measure BB Funds Financial Statements
Exhibit D - Alameda County Transportation Commission Vehicle Registration Fee Program (VRF) Financial Statements
Exhibit E - Independent Accountant’s Report on Applying Agreed Upon Procedures Related to the Article XIII-B Appropriations Limit Calculation Exhibit F - Independent Auditor’s Report on Internal Control Over Financial Reporting and on Compliance and Other Matters
Exhibit G - Required Communications
136

ANNUAL COMPREHENSIVE

FINANCIAL REPORT
FISCAL YEAR ENDED JUNE 30, 2022

CITY OF LIVERMORE CALIFORNIA

EXHIBIT A
137

This Page Intentionally Left Blank

EXHIBIT A
138
Annual Comprehensive Financial Report
FortheYearEndedJune30,2022
PreparedBy
FinanceDivision
TinaOlson
AdministrativeServiceDirector
AnnFurtado ErikPeterson
AccountingSupervisor AccountingSupervisor
DavidDoyle KiLam
AccountingSupervisor ManagementAnalyst
LaurieOng NataliaGilina
AdministrativeSpecialist DivisionClerk

EXHIBIT A
139

This Page Intentionally Left Blank

EXHIBIT A
140

City of Livermore
Table of Contents
June 30, 2022

Introductory Section
Letter of Transmittal .......................................................................................................................................................... i Directory of City Officials ................................................................................................................................................ xii City of Livermore Organization Chart ............................................................................................................................. xiii Financial Section
Independent Auditor’s Report ......................................................................................................................................... 1 Management’s Discussion and Analysis ........................................................................................................................... 5 Basic Financial Statements
Government-Wide Financial Statements
Statement of Net Position .......................................................................................................................................... 23 Statement of Activities ............................................................................................................................................... 24 Fund Financial Statements
Balance Sheet – Governmental Funds........................................................................................................................ 26 Reconciliation of the Governmental Funds Balance Sheet to the Statement of Net Position ................................... 27 Statement of Revenues, Expenditures, and Changes in Fund Balances – Governmental Funds ............................... 28 Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities .................................................................................................................................... 29 Proprietary Fund Financial Statements
Statement of Net Position – Proprietary Funds ......................................................................................................... 31 Statement of Revenues, Expenses, and Changes in Fund Net Position – Proprietary Funds .................................... 32 Statement of Cash Flows – Proprietary Funds ........................................................................................................... 33 Fiduciary Fund Financial Statements
Statement of Fiduciary Net Position – Fiduciary Funds ............................................................................................. 35 Statement of Changes in Net Position – Fiduciary Funds........................................................................................... 36 Notes to Financial Statements ....................................................................................................................................... 37 Required Supplementary Information
Notes to Required Supplementary Information ......................................................................................................... 91 Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual – General Fund ................ 93 Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual – Low Income Housing Special Revenue Fund ................................................................................................................................................. 94 Schedule of Changes in the Net Pension Liability and Related Ratios – Miscellaneous Plan .................................... 95 Schedule of the Plan’s Proportionate Share of the Net Pension Liability and Related Ratios as of the Measurement Date – Safety Police Plan ............................................................................................................................................ 96 Schedule of Contributions – Miscellaneous Plan ....................................................................................................... 97 Schedule of Contributions – Safety Police Plan .......................................................................................................... 98 Schedule of Changes in the City’s Net OPEB Liability and Related Ratios .................................................................. 99 Other Post-Employment Benefits ............................................................................................................................. 100

EXHIBIT A
141

Supplementary Information
Non-Major Governmental Funds ............................................................................................................................. 101 Non-Major Governmental Funds – Combining Balance Sheet................................................................................. 104 Combining Statements of Revenues, Expenditures and Changes in Fund Balances – Non-Major Governmental Funds ........................................................................................................................................................................ 108 Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual – Budgeted Non-Major Funds ........................................................................................................................................................................ 112 Internal Services Funds ............................................................................................................................................. 121 Combining Statements of Net Position – Internal Service Funds............................................................................. 122 Combining Statements of Net Position – Internal Service Funds............................................................................. 123 Combining Statements of Revenues, Expenses and Changes in Net Position ......................................................... 124 Combining Statements of Revenues, Expenses and Changes in Net Position ......................................................... 125 Combining Statements of Cash Flow ........................................................................................................................ 126 Combining Statements of Cash Flow ........................................................................................................................ 127 Custodial Funds ........................................................................................................................................................ 128 Combining Statement of Fiduciary Net Position – Custodial Funds ......................................................................... 129 Combining Statement of Changes in Fiduciary Net Position .................................................................................... 130 Statistical Section
Financial Trends
Net Position by Component ..................................................................................................................................... 132 Changes in Net Position ............................................................................................................................................ 133 Fund Balances of Governmental Funds .................................................................................................................... 136 Changes in Fund Balances of Governmental Fund ................................................................................................... 137 Revenue Capacity
Taxable Sales by Category ........................................................................................................................................ 139 Direct and Overlapping Sales Tax Rates ................................................................................................................... 140 Principal Sales Tax Payers ......................................................................................................................................... 141 Assessed Value and Estimates Taxable Property ..................................................................................................... 142 Direct and Overlapping Governments Property Tax Rates ...................................................................................... 143 Principal Property Taxpayers .................................................................................................................................... 144 Property Tax Levies and Collections ......................................................................................................................... 145 Debt Capacity
Ratios of Outstanding Debt by Type ......................................................................................................................... 146 Direct and Overlapping Governmental Activities Debt ............................................................................................ 147 Legal Debt Margin Information ................................................................................................................................ 148 Demographic and Economic Information
Demographic and Economic Statistics ..................................................................................................................... 149 Population Demographics ........................................................................................................................................ 150 Principal Employers .................................................................................................................................................. 151 Operating Information
Full-Time Equivalent City Government Employees by Function/Program ............................................................... 152 Capital Assets Statistics by Function/Program ......................................................................................................... 153 Operating Indicators by Function/Program ............................................................................................................. 154 Water and Sewer Rates ............................................................................................................................................ 155 Water System – Revenues by Class of User ............................................................................................................. 156 Sewer Connection Fees ............................................................................................................................................ 157

EXHIBIT A
142

Sewer System – Summary of Historical Operating Results ...................................................................................... 158 Schedule of Insurance .............................................................................................................................................. 159 Livermore Successor Agency
Redevelopment Project – Historical Tax Revenues .................................................................................................. 161 Redevelopment Project – Ten Largest Taxable Property Owners............................................................................ 162 Redevelopment Project – Actual and Projected Tax Revenues and Debt Service Coverage ................................... 163

EXHIBIT A
143

This Page Intentionally Left Blank

EXHIBIT A
144
eidebailly.com

Introductory Section
June 30, 2022
City of Livermore

EXHIBIT A
145

This Page Intentionally Left Blank

EXHIBIT A
146

January 31, 2023

Honorable Mayor and Members of the City Council:

I am pleased to present the City's Annual Comprehensive Financial Report (ACFR) for the fiscal year ended June 30, 2022. State law requires that every general-purpose local government publish, within six months of the close of each fiscal year, a complete set of audited financial statements. This report fulfills that requirement for the fiscal year ended June 30, 2022.

Management assumes full responsibility for the completeness and reliability of the information contained in this report, based upon a comprehensive framework of internal control that it has established for this purpose. Because the cost of internal control should not exceed anticipated benefits, the objective is to provide reasonable, rather than absolute, assurance that the financial statements are free of any material misstatements.

The data in this report is presented in a manner that is designed to fairly set forth the financial position and results of operations of the City of Livermore (the City). It contains the disclosures necessary to promote in-depth understanding of the City's financial affairs and evaluate its financial condition.

The City’s financial statements have been audited by Eide Bailly LLP located in Menlo Park, California. The independent auditors concluded, based on their audit, that there was a reasonable basis for rendering an unmodified (or “clean”) opinion that the City of Livermore’s financial statements for the fiscal year (FY) ended June 30, 2022 are fairly presented in conformity with generally accepted accounting principles. The independent auditor’s report is the first item presented in the financial section of this report.

In addition to the financial audit, each year the City is required to undergo an audit of federal grant expenditures.

That report is commonly referred to as a Single Audit report and is issued as a separate document and is not included herein. The Single Audit report includes the Schedule of Expenditures of Federal Awards, Findings and Recommendations, and an auditor's report on the internal control structure and compliance with applicable laws and regulations.

The provisions of Governmental Accounting Standards Board (GASB) Statement 34, “Basic Financial Statements— and Management’s Discussion & Analysis—for State and Local Governments” requires that management provide a narrative introduction, overview, and analysis to accompany the basic financial statements entitled, “Management Discussion & Analysis” (MD&A). This letter of transmittal is designed to complement the MD&A and should be read in conjunction with the MD&A, which can be found immediately following the report of the independent auditors in the financial section of the ACFR.

EXHIBIT A
147

City of Livermore
Letter of Transmittal
June 30, 2022

The City of Livermore, incorporated on April 1, 1876, is located on the southeasterly boundary of Alameda County.

The City of Livermore is a General Law city and has the power to make and enforce ordinances and regulations with respect to municipal affairs to the extent expressly permitted or implied by the California constitution or specific legislation. The City is organized as a council-manager form of local municipal government. The five-member City Council is elected at large for overlapping four-year terms. The City Council includes an elected Mayor whose term of office is two years.

On November 26, 2018, the City adopted an ordinance to transition from an at-large to district-based election system to comply with the California Voting Rights Act (California Government Code Section 34886 and 34871(c)).

The City Council selected a district map dividing the City into four single member districts. Starting with the general municipal election in November 2020, City Council members are elected in City Council districts 3 and 4. Council members will be elected in City Council districts 1 and 2 beginning at the general municipal election in November 2022. The Mayor will continue to be elected on an at large basis.

The City Council appoints the City Manager and City Attorney to carry out its adopted policies. In addition, the City Council appoints members of advisory Commissions, Committees, and Boards.

The City Council sets priorities and adopts the biennial budget on or before June 30 for each of the ensuing two fiscal years, which serves as the foundation for the City’s financial planning and control. The level of budgetary control (that is, the level at which expenditures cannot legally exceed the appropriated amount) is maintained at the fund level. The City Manager may transfer resources within a fund. Supplemental appropriations and budget transfers between funds and projects, however, need approval from the City Council. The City's budgetary procedures are further discussed in Note 2 of the notes to the basic financial statements.

The City, with 414.10 full-time equivalent employees, provides a wide range of services to a residential population of 86,1491. These services include public safety (police, fire, building inspection, water, and sewer); street and landscape maintenance; street lighting; planning and public improvements; public libraries; general administrative services, and municipal airport services. Fire safety services are provided by a Joint Powers Authority, Livermore Pleasanton Fire Department (LPFD). Recreational services are provided to residents by the Livermore Area Recreation and Park District (LARPD), a special district governed by a separately elected board.

The City is also financially accountable for a legally separate Livermore Capital Projects Financing Authority (LCPFA), which is reported within the City’s financial statements as a blended component unit. Additional information on this legally separate entity can be found in the notes to the financial statements (see Note 1).

The information presented in the financial statements is perhaps better understood when it is considered from the broader perspective of the specific environment within which the City operates. _______________________________________
1 Data source: State of California, Department of Finance

EXHIBIT A
148

iii

City of Livermore
Letter of Transmittal
June 30, 2022

The City is the easternmost city in the San Francisco Bay Area situated in the growing Tri-Valley area which contains the cities of Pleasanton, Livermore, Dublin, and San Ramon. Livermore is conveniently located near two major freeways, I-580 and I-680, and is close to the metropolitan areas of San Francisco, Oakland, and San Jose. In addition to its proximity to the Oakland, San Francisco and San Jose International Airports, the City of Livermore owns and operates the Livermore Municipal Airport. This general aviation airport services private and corporate customers, and records more than 155,000 takeoffs and landings annually.

Livermore Valley Wine Country is one of the oldest wine regions in California. On November 22, 2021, the Livermore Valley Wine Heritage District was formed to provide funding for marketing and education efforts to increase winery sales revenue, and other improvements and activities for the 46 assessed wineries in Livermore Valley. Livermore is surrounded by award-winning wineries, farmlands, and ranches that mirror the valley’s history.

Less than an hour east of San Francisco, Livermore Valley Wine Country’s picturesque canyons and ridges welcome locals and visitors to the valley’s vineyards and tasting rooms, which are an integral part of Livermore’s quality of life. Popular wine bars, tasting rooms and boutique wine shops thrive in downtown Livermore as well.

Livermore is the home of two world-renowned national laboratories: Lawrence Livermore National Laboratory (LLNL) and Sandia National Laboratories (SNL). The laboratories are premier science and technology research facilities, which conduct some of the nation’s most innovative research related to several national programs, including security, combustion and renewable energy, water resources and biosciences. The presence of the laboratories attracts other technology and industrial companies as well as professional services businesses. In addition, one of the largest retail outlet malls in California is located in Livermore and is home to over 180 leading designer and name brand outlet stores, as well as a growing number of small retailers.

The longest economic expansion in US history came abruptly to an end in March 2020 with emergence of the COVID-19 global pandemic. Once thriving businesses saw their ability to generate revenue disappear overnight as the simple act of gathering with others had become a threat to public health. The State of California and the Alameda County issued Shelter in place directives to slow the spread of COVID-19 pandemic which continued in the current fiscal year. COVID restrictions were finally lifted in Alameda County in March 2022, allowing businesses to operate normally.

In June 2022 the City’s unemployment rate of 2.4% continued to rank below the average unemployment rates of the nation (3.6%), county (3.0%) and state (4.2%). Employment in Livermore has historically been less volatile due to the presence of major public sector employers and their contractors. Besides the City itself, two national laboratories, a school district, a community college, and a park and recreation district are major employers in the City. The following chart shows a 15-year comparison of unemployment rates in the state and local areas as well as the U.S. by fiscal year.

EXHIBIT A
149

City of Livermore
Letter of Transmittal
June 30, 2022

Source: State of CA – Employment Development Department

A key indicator of the local economy is retail sales. Sales tax revenues are highly sensitive to economic conditions such as levels of unemployment, job growth, consumer confidence, per-capita income, and tourism.

It is important to be aware that the 20% of the City’s sales tax revenue is derived from the San Francisco Premium Outlets which focuses on high-end consumer goods. Many of the shoppers are tourists visiting the San Francisco Bay area. Out of the 4.8 million Livermore visitors in the last 12 months, 2.7 million or 56% visited the San Francisco Premium Outlets (source: Placer AI). The 2022 sales tax revenue figures for the Outlets show that sales are slowly going back to pre-pandemic levels.

With the lifting of COVID restrictions, the local economy exhibited signs of improvement during the fiscal year ended June 30, 2022. Livermore’s taxable sales in second quarter of 2022 were 9.2% higher than the same quarter in 2021 with majority of gains coming from the fuel and service stations category. This increase is due to the relatively high fuel prices occurring during this quarter. The chart below illustrates the City’s sales tax revenue for FY 2021-22 by major industry group.

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

16.0%
2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 JUNE 30,
Unemployment Rate
U.S. State
County Livermore

EXHIBIT A
150

City of Livermore
Letter of Transmittal
June 30, 2022

Source: HdL

The local real estate market and property value assessments are key indicators of the local economy. Property tax is less volatile compared to sales tax. The City’s assessed property valuation increased by 5% to $22.7 billion in FY 2021-22 compared to a similar 5% increase in the previous fiscal year.

Livermore’s real estate market continued to strengthen during FY 2021-22. As reported by the East Bay Association of Realtors, the median sales price for a single-family residence in Livermore increased 17 percent to $1,387,619 in June 2022 from $1,185,714 in June 2021 largely due to housing shortage combined with low interest rates.

Recently California passed the Senate Bill 9, which compels local governments to allow high-density housing. This law is intended to help ease the housing shortage in coming years.

Source: East Bay Association of Realtors

EXHIBIT A
151

City of Livermore
Letter of Transmittal
June 30, 2022

In its November 9, 2022 Publications, the Conference Board forecasts that economic weakness will intensify and spread more broadly throughout the US economy over the coming months with a recession to begin around the end of 2022. Their outlook is associated with persistent inflation and rising hawkishness by the Federal Reserve. They also forecast that 2022 Real GDP growth will come in at 1.8 percent year-over-year and 2023 growth will slow to zero percent year-over-year.

Although Livermore’s current financial picture is positive, there are plenty of reasons for concern when we look out further on the financial horizon. The City is on a steady financial course, but still strives to achieve long-term financial stability, which is linked to adequately funding its long-term liabilities. While General Fund reserves are currently fully funded, future liabilities, investment in downtown development, homelessness crisis, increasing employee costs, and deferred infrastructure maintenance temper the City’s progress.

The single largest unaddressed financial challenge the City faces is the maintenance and replacement of its infrastructure. The City is in the process of developing a comprehensive infrastructure repair and replacement plan so that adequate resources are available when needed. In the meantime, Council directed staff to establish an Infrastructure Repair and Replacement Reserve to begin accumulating the resources necessary to address the City’s aging infrastructure as part of the Council goal and priority of Asset Management.

One of the City’s strategies to contain costs and leverage the buying power was to save, while the economy was doing well, so that resources are available during the economic downturn to take advantage of better pricing which typically occurs in this part of the cycle. If the City had to replace all infrastructure, it is estimated the City would need approximately two billion dollars to replace general government infrastructure in addition to another billion dollars to replace infrastructure maintained by the enterprise funds. Staff currently estimates that the City (like many local governmental agencies in the nation) is underfunding infrastructure maintenance by several million dollars per year. The City has started funding a reserve with at least $2.0 million annually from General Fund. At the end of the Fiscal Year, there was a budgetary savings of $8.3 million which the City placed in the reserve which has $22.3 million as of June 30, 2022.

Rising pension costs will continue to be a challenge for most public agencies. The City contributes to the California Public Employees’ Retirement System (CalPERS) for its Miscellaneous and Safety Police retirement plans. CalPERS implemented a 20-year rate amortization and a five-year phase-in effective from fiscal year 2016-17. The City’s “second tier” pension plan (2% at 60) coupled with the Public Employee Pension Reform Act (PEPRA) will reduce employee pension costs in the long-term. City staff will continue to monitor CalPERS changes and suggest prudent strategies to address these increases as the opportunities arise.

The FY 2021-23 Financial Plan Update allocated approximately $13.5 million for General Fund resources for capital improvements, representing a significant investment in the Downtown in order to address the adopted City Council Goals and Priorities. With the I-Street Garage extension and Livermorium Park construction now complete, the remaining Downtown Development Plan projects to be funded by a General Fund backed bond issuance are construction of the L Street parking structure, and Downtown surface parking.

EXHIBIT A
152

vii

City of Livermore
Letter of Transmittal
June 30, 2022

The City of Livermore, along with the San Francisco Bay Area and much of California, is in the middle of a homelessness crisis. The prolonged economic expansion, low interest rates, and housing shortage has led to median home values skyrocketing throughout the Bay Area. As mentioned above, the median home price for a single-family home in Livermore is $1,387,619 on June 30, 2022. To purchase a median priced home with 10% down requires approximately $138,762 for down payment, $41,629 for closing costs, and approximately $243,000 in annual household income. The average rent in Livermore for a two-bedroom apartment is approximately $2,500 per month. A household will need an annual average income of $100,000 to afford this level of rent.

A five-year General Fund Financial Plan is included in the City’s adopted budget. This is a valuable financial planning management tool, especially in challenging financial times, which assists the City Council in setting priorities and educating the community on the long-term state of the City’s finances. Inflation and historical growth rates are used to predict levels of expenditures. The expenditure base and revenue base are then adjusted for discrete changes that may occur within the five-year forecast period such as the completion of a major project, addition of a major employer or retail center, or the loss of revenues due to State take-aways.

Perhaps the best measure of the City’s ability to withstand an economic downturn while maintaining current service levels and building sustained growth for the future is its fund balance reserves. In general, a city should maintain sufficient reserves to mitigate potential emergency scenarios. The City had committed to building and maintaining General Fund reserves equal to at least 30% of annual General Fund budgeted expenditures and transfers related to debt service.

44%
37%
34%
35%
29%
37%
38%
42%
50%
56%
60%
56%
63%
67%
55%
FISCAL YEAR ENDING ON JUNE 30,
Ratio of Fund Balance to Total Expenditure s and Transfers - out

As part of the biennial budget process, the City Council sets goals and priorities for the two-year budget cycle.

Council goals include high-priority tasks or programs that the City Council intends to address during the budget plan cycle, though attainment of these goals may take several years. The key initiatives included in the adopted biennial budget for FY 2021-23 are as follows:

EXHIBIT A
153

viii

City of Livermore
Letter of Transmittal
June 30, 2022

1. Asset Management and Stormwater: Establish a comprehensive Asset Management Program with a focus on stormwater, ensuring the community continues to receive vital services through a sustainable infrastructure strategy.

2. Downtown: Enhance the City’s vibrancy by completing critical projects downtown, ensuring the right balance of local amenities to support quality of life.

3. General Plan Update: Comprehensively Update the Livermore General Plan, including the Housing Element and Programmatic Environmental Impact Report (EIR), to address changes in regional and state policy, market trends, and community preferences, to plan for growth and conservation for the next 25 years to support and enhance Livermore’s quality of life.

4. Homelessness and Affordable Housing: Establish a homelessness strategy, engaging local partners to develop a coordinated response, and expand diversity of affordable housing opportunities.

5. Modernization, Training and Workplace Enhancements: Develop a systematic approach to modernizing the City’s aging business systems, reviewing processes for alignment with industry best practices, and providing the City’s workforce with the tools and training necessary to effectively and efficiently deliver services to the community.

Three of the above priorities, Downtown, Asset Management, and Homeless and Affordable Housing are returning priorities from the previous budget cycle. The City has made extensive progress towards each of these priorities.

Some of the achievements realized during the current fiscal year are as follows:

• The Downtown Hotel, Eden Housing, Black Box Theater, and Blacksmith Square expansion Development Agreements were all completed and the property has been sold to each of these community partners.

Blacksmith Square expansion is expected to start construction in Spring 2023.

• Construction of I Street Parking Garage was completed with the parking garage opened for operation.

• The L Street parking will be under construction from January 2023 to July 2024.

EXHIBIT A
154

City of Livermore
Letter of Transmittal
June 30, 2022

• Livermorium Plaza was completed and opened for public use, with the new water ball operating as the center piece of this new public plaza.

• Vineyard 2.0 Homeless Housing Project commenced construction and will be open for operation by Summer 2023.

• The Multi-Service center was also re-opened for operations after completion of upgrades to improve accessibility, upgrade the HVAC system, and refresh the building’s interior.

Other major projects include the following:

• Completion of the Iron Horse Trail gap closure from Isabel to Murrieta. This new trail is now open for bicycle and pedestrian use.

• Installation of a new emergency generator for the Water Resources Plant.

• City Council approval of 112 new housing units in the Isabel Neighborhood Specific Plan at North Canyons Parkway and Triad Place. This project by DeNova Homes supports the City’s long-term vision for the development of a complete neighborhood near the future Valley Link station.

• Completion of the Police Department’s Real Time Awareness Center

• Completion of flood proofing for the Fixed Base Operator at the Livermore Airport.

• Planning Commission approval of the Pacific Avenue Affordable Housing Project consisting of 140 affordable senior housing rental units at the end of Pacific Avenue. Phase 1 of this project is expected to begin construction in the second half of 2023.

• City Council approval of a 128-unit, 112,195 square foot senior assisted living and memory care health facility located on the northern portion of the Sunset Office Plaza.

• 25,000 square foot warehouse building consisting of approximately 1,800 square feet of office space at 6776 Patterson Pass Road.

• The City Council has approved an updated Climate Action Plan which outlines a program to work with the Livermore community to increase climate resilience and reduce greenhouse gas emissions.

• The City is also in the midst of a General Plan and Housing Element update. The Housing Element will be completed in early 2023 and the General Plan update will be completed in 2024.

EXHIBIT A
155

City of Livermore
Letter of Transmittal
June 30, 2022

Fund Balance Policy In June 2016, the City Council adopted a resolution updating the Livermore Fund Balance Policy to maintain the fiscal stability of the organization, to help maintain the City’s credit worthiness, and to provide funds for economic uncertainties, contingencies, and cash flow requirements. The General Fund Financial Stabilization Operating Reserve is set at 15 percent of budgeted operating expenditures plus debt service transfers to be used in a catastrophic event or in a major emergency or in periods of severe fiscal crisis. The General Fund Economic Uncertainty Reserve is set at 13.5 percent of budgeted operating expenditures plus debt service transfers to be used during times of severe economic distress such as protracted recessionary periods, State raids on local resources, or other impactful unforeseen events which greatly diminish the financial ability of the City to deliver core services.

Minimum unassigned fund balance is set at 1.5 percent of the budgeted operating expenditures plus transfers for debt service.

Infrastructure Repair and Replacement Funding Beginning with the 2015-16 fiscal year, the Council established an informal Infrastructure Repair and Replacement Reserve to begin accumulating the resources necessary to address the City’s aging infrastructure and facilities. The City has started to set aside at least $2 million annually of General Fund discretionary resources towards Infrastructure Repair and Replacement Reserve.

Debt Management and Disclosure policy The City’s Debt Management and Disclosure Policy is intended to ensure compliance by the City with all applicable federal and state securities laws and regulations; to achieve the highest practical credit ratings within the context of the City’s financing needs and financing capabilities; and to establish maximum limits on the amounts of debt outstanding and the amount of annual debt service the City will consider.

This policy sets a ceiling for the cumulative annual payments related to debt from the General Fund at 7.5 percent of the previous fiscal year's General Fund revenue.

Timeliness of Financial Reporting Practices The City believes that time is of the essence in the publication of Budget and Annual Comprehensive Financial Report documents. The budget is adopted before June 30 and loaded into the financial system on the first day of the new fiscal year. The ACFR publication date is generally within 180 days of the close of the fiscal year. The City’s major financial documents are available on the web at www.livermoreca.gov.

GFOA Financial Reporting Certificate of Achievement

The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City of Livermore for its annual comprehensive financial report for the fiscal year ended June 30, 2021. This was the 33rd consecutive year that the City of Livermore has achieved this prestigious award. To be awarded a Certificate of Achievement, a government must publish an easily readable and efficiently organized annual comprehensive financial report. This report must satisfy both generally accepted accounting principles (GAAP) and applicable legal requirements.

EXHIBIT A
156

City of Livermore
Letter of Transmittal
June 30, 2022

A Certificate of Achievement is valid for a period of one year only. We believe that our current annual comprehensive financial report continues to meet the Certificate of Achievement Program’s requirements, and we are submitting it to GFOA to determine its eligibility for another certificate.

This report represents the culmination of dedicated efforts by City staff both inside and outside of the Finance Division. The preparation of this report on a timely basis could not have been accomplished without the hard work and team effort of the entire financial reporting team. I wish to thank all departments for their assistance in providing the data necessary to prepare this report. I would like to express my appreciation and thanks to Ahmad Gharaibeh and his staff at Eide Bailly LLP. Credit is also due to the mayor and the City Council members for their unfailing support for maintaining the highest standards of professionalism in the management of the City’s finances.

Very truly yours,

Tina Olson
Administrative Services Director

EXHIBIT A
157

xii

Directory of City Officials
As of June 30, 2022

Elected Officials

Executive Team

Marianna Marysheva Jason Alcala
City Manager City Attorney

Director of Administrative Services Tina Olson
Director of Community Development Paul Spence
Director of Innovation & Economic Development Brandon Cardwell Director of Library Services Anwan Baker
Director of Public Works Scott Lanphier
Interim Fire Chief Joe Testa
Police Chief Jeramy Young

EXHIBIT A
158

xiii

Organization Chart
As of June 30, 2022

Residents of
Livermore
Mayor/ City
Council
City Manager
Administrative
Services
City Clerk
Cybersecurity
Finance
Human
Resources
Information
Technology
Community
Development
Building &
Safety
Engineering
Housing &
Human Services
Planning
Fire Department
Administration &
Fire Protection
Emergency
Operations
Innovation and
Economic
Development
Library Services Police
Department
Horizons
Public Works
Airport
Maintenance
Water Resources
City Attorney
Risk
Management

EXHIBIT A
159

This Page Intentionally Left Blank

EXHIBIT A
160
eidebailly.com

Financial Section
June 30, 2022
City of Livermore

EXHIBIT A
161

This Page Intentionally Left Blank

EXHIBIT A
162
What inspires you, inspires us. | eidebailly.com
4040 Campbell Ave., Ste. 200 | Menlo Park, CA 94025-1053 | T 650.522.3400 | F 650.645.7393 | EOE 1 Independent Auditor’s Report
To Honorable Mayor and Members
of the City Council of the City of Livermore
Livermore, California
Report on the Audit of the Financial Statements
Opinions
We have audited the accompanying financial statements of the governmental activities, the business‐ type activities, each major fund, and the aggregate remaining fund information of the City of Livermore, California (City), as of and for the year ended June 30, 2022, and the related notes to the financial statements, which collectively comprise the City’s basic financial statements as listed in the table of contents.

In our opinion, the accompanying financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business‐ type activities, each major fund, and the aggregate remaining fund information of the City, as of June 30, 2022, and the respective changes in financial position, and, where applicable, cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinions
We conducted our audit in accordance with auditing standards generally accepted in the United States of America (GAAS) and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States (Government Auditing Standards). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the City and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Adoption of a New Accounting Standard
As discussed in Note 1 to the financial statements, the City has adopted the provisions of Government Accounting Standards Board (GASB) Statement No. 87, Leases, for the year ended June 30, 2022.

Accordingly, a restatement has been made to the General fund balance and the Airport fund and Water fund net position as of July 1, 2021, to restate the beginning fund balance and net position. Our opinions are not modified with respect to this matter.

EXHIBIT A
163

2 Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America; and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the City’s ability to continue as a going concern for twelve months beyond the financial statement date, including any currently known information that may raise substantial doubt shortly thereafter.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinions. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS and Government Auditing Standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with GAAS and Government Auditing Standards, we:

• Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City’s internal control. Accordingly, no such opinion is expressed.
• Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the City’s ability to continue as a going concern for a reasonable period of time.

EXHIBIT A
164

3 We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control–related matters that we identified during the audit.

Required Supplementary Information

Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis, Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual, Schedule of Changes in the Net Pension Liability and Related Ratios, Schedule of the Plan’s Proportionate Share of the Net Pension Liability and Related Ratios, Schedule of Pension Contributions, Schedule of Changes in the City’s Net OPEB Liability and Related Ratios, and Schedule of OPEB Contributions be presented to supplement the basic financial statements. Such information is the responsibility of management and, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Supplementary Information

Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City’s basic financial statements. The combining and individual fund financial statements and schedules are presented for purposes of additional analysis and are not a required part of the basic financial statements.

The combining and individual fund financial statements and schedules are the responsibility of management and were derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. The information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining and individual fund financial statements and schedules are fairly stated, in all material respects, in relation to the basic financial statements as a whole.

Other Information

Management is responsible for the other information included in the annual report. The other information comprises the introductory and statistical sections but does not include the basic financial statements and our auditor's report thereon. Our opinions on the basic financial statements do not cover the other information, and we do not express an opinion or any form of assurance thereon.

EXHIBIT A
165

4 In connection with our audit of the financial statements, our responsibility is to read the other information and consider whether a material inconsistency exists between the other information and the basic financial statements, or the other information otherwise appears to be materially misstated. If, based on the work performed, we conclude that an uncorrected material misstatement of the other information exists, we are required to describe it in our report.

Other Reporting Required by Government Auditing Standards

In accordance with Government Auditing Standards, we have also issued our report dated January 31, 2023 on our consideration of the City’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City’s internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering City’s internal control over financial reporting and compliance.

Menlo Park, California
January 31, 2023

EXHIBIT A
166

5 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Management’s Discussion and Analysis

The purpose of the Management’s Discussion and Analysis is to offer to the reader of the City’s financial statements a narrative overview and analysis of the financial activities of the City of Livermore for the fiscal year ended June 30, 2022. The reader is encouraged to consider the information presented here in conjunction with the additional information furnished in the letter of transmittal, which can be found on pages i-xi of this report.

Financial Highlights

• The assets and deferred outflows of resources of the City of Livermore exceeded its liabilities and deferred inflows of resources at the close of the fiscal year 2022 by $654.8 million (net position). Of this amount, $46.6 million represents unrestricted net position, which may be used to meet the City’s ongoing obligations to citizens and creditors.

• The City’s net position increased 2.2 percent (or $13.8 million) for the current fiscal year to $654.8 million from a net position balance of $641.0 million in the prior fiscal year of which $10.6 million was generated by governmental activities and approximately $3.2 million was generated by business-type activities.

• The City’s Net Pension liability decreased $57.5 million from $141.0 million in the prior year to $83.5 million in the current fiscal year, largely due to net investment income exceeding projections in fiscal year 2021. CalPERS reports have a measurement date one year behind the financials, and the City is expecting the Net Pension liability to increase in next year’s financials due to investment losses in fiscal year 2022.

• The City’s Net OPEB liability increased $8 million from $34.9 million in the prior year to $42.9 million in the current fiscal year, largely due to net investment losses of $5.7 million in fiscal year 2022.

• The City had a total unrealized loss on investments for the year of $15.2 million for fiscal year 2022. This is coming from the City’s portfolio having a market value gain of $2.1 million in fiscal year 2021, and a loss of $13.1 million in fiscal year 2022. The quick decline is due to the federal rate hikes to combat inflation. The City should see this number narrow in future years as maturing investments are reinvested at higher rates.

• At the close of the current fiscal year, the City’s governmental funds reported combined fund balances of $179.0 million, a decrease of $17.0 million from the prior fiscal year’s fund balance of $196.0 million due to capital project expenditures. Approximately 1.0 percent of this amount ($1.8 million) is available for spending at the government’s discretion (unassigned fund balance).

• At the end of the current fiscal year, unrestricted fund balance (the total of the committed, assigned, and unassigned components of fund balance) for the General Fund was $62.9 million, or approximately 46.1 percent of total general fund expenditures, and transfers out.

Overview of the Financial Statements

This discussion and analysis are intended to serve as an introduction to the City’s basic financial statements. The City’s basic financial statements are comprised of three components: government-wide financial statements, fund financial statements, and notes to the basic financial statements. This report also contains supplementary information in addition to the basic financial statements.

EXHIBIT A
167

6 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Government-wide Financial Statements

The government-wide financial statements are designed to provide the reader with a broad overview of the City’s finances, in a manner similar to a private-sector business.

The Statement of Net Position presents information on all the City’s assets, deferred outflows, liabilities, and deferred inflows with the difference reported as Net Position. Over time, increases or decreases in Net Position may serve as a useful indicator of whether the financial position of the City is improving or declining.

The Statement of Activities presents information showing how the City’s Net Position changed during the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported in this statement for some items that will only result in cash flows in future fiscal periods. This is known as the full accrual basis of accounting.

Both of the government-wide financial statements distinguish functions of the City that are principally supported by taxes and intergovernmental revenues (governmental activities) from other functions that are intended to recover all or most of their costs through user fees and charges (business-type activities). The governmental activities of the City include the following functions: General Government (city council, city manager, city attorney, city clerk, finance, human resources), fire, police, public services, community development, economic development, and library. The business-type activities of the City include airport, water, sewer, and stormwater.

The government-wide financial statements include not only the City itself (known as the primary government) but also the activities of its legally separate component unit, the Livermore Capital Projects Financing Authority (LCPFA).

Since the City Council acts as the governing board for LCPFA and because this component unit functions as part of the City government, its activities are blended with those of the primary government. The government-wide financial statements can be found on pages 23-24 of this report.

Fund Financial Statements

A fund is a grouping of related accounts that is used to maintain control over resources that have been designated for specific activities or objectives. The City, like other state and local governments, uses fund accounting to ensure and demonstrate compliance with finance-related legal requirements. All the funds of the City can be divided into three categories: governmental funds, proprietary funds and fiduciary funds.

Governmental Funds
Governmental funds are used to account for essentially the same functions reported as governmental activities in the government-wide financial statements. However, unlike the government-wide financial statements, governmental fund financial statements focus on near-term inflows and outflows of spendable resources, as well as on balances of spendable resources available at the end of the fiscal year. This information may be useful in evaluating the City’s near-term financial requirements. The basis of accounting in governmental funds is known as the modified accrual basis.

EXHIBIT A
168

7 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

The focus of fund financial statements is narrower than that of government-wide financial statements. It is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government-wide financial statements. By doing so, the reader may better understand the long- term impact of the City’s near-term financing decisions.

Both the governmental fund balance sheet and the governmental fund statement of revenues, expenditures and changes in fund balances provide a reconciliation to facilitate the comparison between governmental funds and governmental activities. This is required because the government-wide statements are prepared on the full accrual basis of accounting while the fund statements are prepared on the modified accrual basis of accounting.

The governmental fund financial statements provide separate information for all major funds, while non-major funds are combined in a single column. In the FY 2021-22, the City identified two major governmental funds, which are the General Fund, and the Low-Income Housing Fund.

Proprietary Funds
The City maintains two different types of proprietary funds. Enterprise funds are used to report the same functions presented as business-type activities in the government-wide financial statements. The City uses enterprise funds to account for its airport, water, sewer, and stormwater activities. Internal service funds are used to accumulate and allocate costs internally among the City’s various functions. The City uses internal service funds to account for the management of its retained risk for general liability and workers’ compensation, and for its fleet and equipment services, information technology, cybersecurity, and facilities rehabilitation.

Proprietary funds provide the same type of information as the government-wide financial statements, only in more detail. The proprietary fund financial statements provide separate information for all four of the City’s enterprise funds. These funds are Airport, Water, Sewer, and Stormwater. All of the City’s internal service funds are combined into a single, aggregated presentation in the propriety fund financial statements. Individual fund data for the internal service funds is provided in the Supplemental Information section of this report.

Fiduciary Statements
Fiduciary funds are used to account for resources held for the benefit of parties outside the government. Fiduciary funds activities are excluded from the City’s government-wide financial statements because the City cannot use these assets to finance its own operations.

The City maintains two different types of fiduciary funds. The Private-Purpose Trust Fund is used to account for the assets and liabilities held in trust for the Successor Agency to the former Redevelopment Agency; and Custodial Funds are used to account for monies collected and disbursed in a custodial capacity for the Livermore Pleasanton Fire District JPA and other agencies. The fiduciary fund financial statements can be found on pages 35-36.

Notes to the Basic Financial Statements

The notes to the basic financial statements provide important additional information that is essential to a full understanding of the data reported in the government-wide and fund financial statements. The notes to the basic financial Statements are found on pages 37-90.

EXHIBIT A
169

8 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Other Information

In addition to the basic financial statements and accompanying notes, this report also presents certain required supplementary information related to the City’s changes in net pension liability, employer’s contribution to the pension plans, the Schedule of Changes in the City’s OPEB Liability, the Schedule of Contributions for other post- employment benefits, and the budgetary comparison schedules for major governmental funds. Required supplementary information can be found on pages 91-100.

Individual fund data for non-major governmental funds, internal services funds, and fiduciary funds are presented immediately following the required supplementary information beginning on pages 101-130 of this report.

Government-wide Financial Analysis

As noted earlier, the City’s net position may serve over time as a useful indicator of whether the City’s financial position is improving or deteriorating. Other factors, such as market conditions, should be considered when measuring the City’s overall financial position. This analysis focuses on the net position and changes in net position of the City as a whole. As shown in the chart below, total government-wide assets and deferred outflows of resources exceeded liabilities and deferred inflows of resources by $654.8 million, at the close of the most recent fiscal year.

Long‐term liabilities, which consists mostly of claims, debt, compensated absences, pension, and postemployment benefit obligations, decreased by $61.5 million from the previous year for governmental and business‐type activities combined. The City’s debt decreased by $5.1 million primarily due to the scheduled principal payments, as discussed later under Debt Administration section. The claims liability increased $2.2 million due to increases in actuarially determined claims liability. The decrease in the City’s total pension liability of $57.5 million was partially offset by an increase of $8.0 million in net OPEB liability.

2022 2021 2022 2021 2022 2021
Assets:

Current and other assets 218.9$ 229.1$ 165.5$ 141.4$ 384.4$ 370.5$ Capital assets 383.9 375.2 147.8 152.5 531.7 527.7 Total assets 602.8 604.3 313.3 293.9 916.1 898.2 Total Deferred outflows of resources 25.6 25.2 3.1 3.5 28.7 28.7 Liabilities:

Long-term liabilities outstanding 167.2 220.6 25.1 33.3 192.3 253.9 Other liabilities 25.5 17.0 11.1 4.4 36.6 21.4 Total liabilities 192.7 237.6 36.2 37.7 228.9 275.3 Total Deferred inflows of resources 42.5 9.3 18.6 1.3 61.1 10.6 Net position:

Net investment in capital assets 329.9 316.6 140.4 144.5 470.3 461.1 Restricted 137.9 145.9 - - 137.9 145.9 Unrestricted (74.6) (79.9) 121.2 113.9 46.6 34.0 Total net position 393.2$ 382.6$ 261.6$ 258.4$ 654.8$ 641.0$ City of Livermore Net Position
(in Millions)
Governmental actitivies Business-type activities Total

EXHIBIT A
170

9 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

By far, the largest portion of the City’s net position ($470.3 million or 71.8 percent) reflects its investment in capital assets (e.g., land, buildings, machinery, equipment, vehicles, and infrastructure), less any related outstanding debt that was used to acquire those assets. The City uses these capital assets to provide a variety of services to its citizens. Accordingly, these assets are not available for future spending. Although the City’s investment in capital assets is reported net of related debt, it should be noted that the resources used to repay this debt must be provided from other sources, since the City is unlikely to use the capital assets themselves to liquidate these liabilities.

An additional portion of the City’s net position ($137.9 million or 21.1 percent) represents resources that may be used only for specified capital projects, special revenue programs, or landscape and maintenance. The restrictions on these funds were placed there by outside agencies and are not subject to change by the City.

At the end of the current fiscal year, except for unrestricted net position, the City is able to report positive balances in all reported categories of net position, both for the government as a whole, as well as for its separate business- type activities. The unrestricted category for governmental activities had a deficit balance of $74.6 million as of the end of the current fiscal year. The deficit is caused primarily by the approximately $90.2 million for the unfunded pension liabilities and $34.7 million in postemployment liabilities including the related deferred inflows and outflows of resources. The unfunded net pension liabilities and net OPEB liabilities will be funded annually in accordance with actuarially determined contribution rates. The positive component of the governmental unrestricted net position, excluding the effects of pension and OPEB liabilities, is $50.3 million and may be used to meet the City’s ongoing obligations to citizens and creditors.

Overall, the City’s net position increased by $13.8 million to $654.8 million in the current fiscal year from $641.0 million for the prior fiscal year. The reasons for this overall increase are discussed in the following sections for governmental activities and business-type activities.

EXHIBIT A
171

10 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

2022 2021 2022 2021 2022 2021
Revenues
Program revenues:

Charges for services 16.2$ 13.3$ 50.6$ 48.1$ 66.8$ 61.4$ Operating contributions and grants 17.8 19.8 0.5 0.4 18.3 20.2 Capital grants and contributions 4.9 9.5 1.7 3.0 6.6 12.5 Total program revenues 38.9 42.6 52.8 51.5 91.7 94.1 General revenues:

Property taxes 40.8 38.9 - - 40.8 38.9 Sales taxes 39.9 35.4 - - 39.9 35.4 Other taxes 18.4 16.2 - - 18.4 16.2 Intergovernmental 10.0 9.4 - - 10.0 9.4 Investment income (7.7) 1.6 (3.0) 0.4 (10.7) 2.0 Miscellaneous 8.0 6.4 - - 8.0 6.4 Total general revenues 109.4 107.9 (3.0) 0.4 106.4 108.3 Total Revenues 148.3 150.5 49.8 51.9 198.1 202.4 Expenses
General Government 14.3 15.6 - - 14.3 15.6 Fire 21.1 24.4 - - 21.1 24.4 Police 39.0 40.4 - - 39.0 40.4 Public Works 23.8 21.7 - - 23.8 21.7 Community Development 26.6 24.8 - - 26.6 24.8 Economic Development 2.6 4.4 - - 2.6 4.4 Library 6.3 6.3 - - 6.3 6.3 Interest on long term debt 1.1 1.2 - - 1.1 1.2 Airport - - 3.5 4.0 3.5 4.0 Water - - 17.1 18.8 17.1 18.8 Sewer - - 23.8 24.0 23.8 24.0 Stormwater - - 5.1 5.3 5.1 5.3 Total expenses 134.8 138.8 49.5 52.1 184.3 190.9 Increase (Decrease) in Net Position
before transfers 13.5 11.7 0.3 (0.2) 13.8 11.5 Transfers, net (2.9) (1.7) 2.9 1.7 - - Changes in net position 10.6 10.0 3.2 1.5 13.8 11.5 Net position - Beginning 382.6 372.6 258.4 256.9 641.0 629.5 Net position - Ending 393.2$ 382.6$ 261.6$ 258.4$ 654.8$ 641.0$ Changes in Net Position (in Millions)
Governmental Activities Business-Type Activities Total

Governmental Activities

The Statement of Activities presents program revenues and expenses, and general revenues in detail. The City’s governmental Net Position was $393.2 million on June 30, 2022, an increase of $10.6 million over the 2021 balance of $382.6 million.

EXHIBIT A
172

11 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Total revenues of governmental activities were $148.3 million. The largest component of total revenue is taxes at $99.1 million, making up 66.9 percent of total revenues. As shown in table on the previous page, $38.9 million, or

26.2 percent, of the City’s Governmental revenue in the current year came from program revenues out of which charges for services accounted for 10.9 percent of total governmental revenues while Operating and Capital Grants made up 15.3 percent of the total governmental revenues.

Program revenues for governmental activities decreased by $3.7 million during the year due to a reduction of $6.6 million for total grants and contributions, offset by a $2.9 million increase in charges for services. General revenues experienced an increase of $1.5 million in the current year primarily due to an increase of $8.6 million in taxes, $1.6 million in miscellaneous, offset by a decrease of $9.3 million in investment income. You can find additional details under the Fund Financial Statements Analysis.

The sources of the revenues shown previously are portrayed in the chart below by percentage for the Governmental Activities. The City’s reliance upon tax revenues is evident from the sources of revenue chart, indicating that more than half of the City’s total governmental activities revenue comes from general tax revenues. This is consistent with the nature and purpose of governmental funds, particularly in the General Fund, where programs are largely supported by general taxes.

Citywide Governmental Activities

Total expenses were $134.8 million in the current fiscal year, a decrease of $4.0 million from the prior year. The largest decrease was in public safety for Police and Fire of $3.7 million, while the largest increases were in Public Works and Community Development of $2.1 and $1.8 million, respectively.

The Functional Expenses chart above shows Police and Fire accounted for 44.6 percent of total governmental expenses while Community Development accounted for 19.6 percent, Public Works 17.7 percent and other governmental programs 18.1 percent.

EXHIBIT A
173

12 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

As shown in the graph below, during the current fiscal year, the cost of all activities except for Community Development exceeded the revenue generated by those programs. This is to be expected as other general sources of revenues such as property taxes, sales taxes, other taxes, and investment income are used to subsidize the gap between program expenditures and program revenues.

$1.4 $2.2 $2.9 $4.9
$27.3
$0.0 $0.2 $0.0
$14.3
$21.1
$39.0
$23.8 $26.6
$2.6
$6.3
$1.1
$0
$10
$20
$30
$40
$50
General
Government
Fire Police Public Works Community
Development
Economic
Development
Library Interest on
long-
term debt

MILLIONS
Program Revenues and Expenses -
Governmental Activities
Revenues
Expenses

Business-type Activities

For the City’s business-type activities, the results for the current fiscal year were positive in that the overall net position increased to reach an ending balance of $261.6 million. The total increase in net position for business-type activities was $3.2 million or 1.2 percent from the prior fiscal year. Overall business type program revenues increased by $1.3 million from the prior year level of $51.5 million to $52.8 million in the current fiscal year. The increase was mostly due to an increase of $2.5 million in charges for services partially offset by a decrease of $1.2 million in grants and contributions.

Program expenses decreased by $2.6 million to a total of $49.5 million in the current year. The reason for decrease is related to reduced pension expense in the fiscal year coming from higher than expected investment earnings for CalPERS in FY 21.

EXHIBIT A
174

13 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Analysis of the Fund Statements

The table below summarizes the activities and balances of governmental funds. As of June 30, 2022, the City’s governmental funds reported combined fund balances of $179.0 million, a decrease of $17.0 million from the prior year ending fund balance of $196.0 million. Approximately 1.2 percent of this amount ($1.8 million) is available for spending at the government’s discretion (unassigned fund balance). See Note 9 for detailed classifications of the City’s governmental fund balances.

During the current fiscal year, the City experienced an overall decrease of $2.1 million in revenues for the governmental funds primarily due to the rise in the property tax and sales tax offset by the decline in interest income revenues.

Governmental Funds 2022 2021
Total assets 229.6$ 245.5$
Total liabilities 19.6 19.8
Total deferred inflows 31.0 29.7
Total fund balances 179.0 196.0
Total revenues 147.7 149.8
Total expenditures 162.9 134.7
Total other financing sources (uses) (1.8) (1.8) Financial Highlights at Fund Level at June 30
(in Millions)

The following are contributing factors affecting the revenues this fiscal year:

• Property tax revenues grew $2.4 million in the current fiscal year primarily from assessed valuation growth.

• Overall sales tax revenues increased approximately $4.5 million compared to the prior fiscal year as businesses started to recover from the COVID-19 pandemic, and the City received the sales tax payments from small businesses that were deferred due to the COVID-19 pandemic.

• Charges for services increased by $1.2 million mainly due to an increase of $1.0 million in Low Income Housing Fees.

EXHIBIT A
175

14 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

In fiscal year 2021-22 expenditures for governmental funds totaled $162.9 million, an increase of $28.2 million (or

20.9%) from the fiscal year 2020-21 total of $134.7 million. Over half of this increase was due to an increase of $12.0 million in capital projects and $3.5 million in debt service. There was no debt service principal payment due in fiscal year 2021. The rest of the increases were due to restoring service levels to pre-pandemic levels with Community Development leading the way with an increase of $5.1 million followed by public safety Police and Fire with an increase of $3.5 million.

Analyses of Major Governmental Funds

General Fund

The General Fund is the chief operating fund of the City of Livermore. At the end of the current fiscal year, the total fund balance of the General Fund was $68.8 million, out of which $1.8 million was unassigned.

As a measure of the General Fund liquidity, it may be useful to compare both unassigned fund balance and total fund balance to total General Fund expenditures and transfers-out. The unassigned fund balance of $1.8 million represents approximately 1.3 percent of total General Fund expenditures and transfers out, while the total fund balance of $68.8 million represents approximately 50.5 percent of the same amount.

The non-spendable fund balance of $5.8 million represents balances set aside for specific items and therefore, are unavailable. The Committed Fund Balance of $18.1 million represents Financial Stabilization Operating Reserve which can only be used in a catastrophic event, major emergency, or in periods of severe fiscal crisis. The Assigned General Fund Balance of $43.0 million represents the Economic Uncertainty Reserve, CIP, and Infrastructure Replacement reserve. The Economic Uncertainty Reserve will be used during times of protracted recessionary periods. The shift in Unassigned Reserves in fiscal year 2020-21 to Assigned Reserves in fiscal year 2021-22 comes from Council’s approval of Assigning the budgetary surplus to the Infrastructure Reserve in fiscal year 2021-22. See Note 10 for further information.

Fund Balance Categories- General Fund

$-
$5
$10
$15
$20
$25
$30
$35
$40
$45
$50
Nonspendable Committed Assigned Unassigned

MILLIONS
2022
2021

EXHIBIT A
176

15 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Local taxes, including property tax, sales taxes, transient occupancy tax, and business license taxes are the primary revenue source for the General Fund, constituting 78.0 percent of revenues in the fiscal year 2021-22. These revenue sources are highly susceptible to economic fluctuations.

The General Fund revenues were $127.0 million in the fiscal year 2021-22, a $2.4 million increase from the prior fiscal year amount of $124.6 million. As discussed in detail under “The City’s Fund Financial Statements”, increase mainly came from property tax, sales tax, and intergovernmental revenue categories while use of money and property and charges for services decreased from the prior year. The increase in intergovernmental revenues is largely associated with the American Rescue Plan Act (ARPA) funding of $5.5 million recognized as revenue in current fiscal year, up from $4.2 million in the previous year. The City has now recognized all ARPA revenues received from the Treasury. We will likely see a decline in this category next year.

2022 2021

REVENUES
Property taxes and special assessments $40.8 $38.9
Sales Taxes 39.9 35.4
Other taxes 18.4 16.2
Licenses and permits 4.2 2.6
Intergovernmental 16.8 15.3
Contributions from outside sources 0.0 3.0
Fines and forfeitures 0.4 0.4
Charges for current services 7.3 8.0
Use of money and property -2.6 4.4
Miscellaneous 1.7 0.4
Total Revenues 127.0 124.6

EXPENDITURES
Current:

General Government: 15.8 13.8
Fire 24.3 22.8
Police 40.2 38.1
Public Works 11.1 7.9
Community Development 19.0 17.8
Economic Development 2.8 4.4
Library 6.3 5.5
Capital Outlay:

Capital Outlay 10.4 3.5
Debt service:

Principal 0.0 0.0
Interest and fiscal charges 0.0 0.0
Total Expenditures 129.8 113.7

EXCESS (DEFICIENCY) OF REVENUES
OVER EXPENDITURES -2.8 10.9

OTHER FINANCING SOURCES (USES)
Transfers in 0.8 0.5
Transfers (out) -6.4 -4.2
Total Other Financing Sources (Uses) -5.6 -3.7
NET CHANGE IN FUND BALANCES -8.4 7.2
FUND BALANCES- BEGINNING 77.2 70.0
FUND BALANCES- ENDING $68.8 $77.2
General Fund
Statement of Revenues, Expenditures And Changes In Fund Balances (in Millions)

EXHIBIT A
177

16 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

The table on the following page shows the original budget, final amended budget, and the actual results for the current fiscal year. The original budget was amended to reflect the change in economic expectations between the adoption of the original and final budget. The variances computed are between the final budget and actual results.

General Fund sales tax revenues were $2.3 million higher than the budgeted amounts. This was primarily due to businesses continuing to recover from the pandemic and receipts of deferred tax amounts from the prior year sales which helped businesses to mitigate cash flow issues arising from the pandemic. Contributions from outside sources was $1.5 million under budget due to delays in the Vineyard 2.0 project. Use of money and property was $6.7 million under budget and this was due to the yearly unrealized market value adjustment of nearly $7.8 million that is not budgeted. Miscellaneous Revenue saw an increase of $1.1 million mostly due to the recognition of liquidated damages from a legal settlement with the newly constructed meeting hall.

From an expenditure perspective, total expenditures and transfers out came under budget. Expenditures for most departments were under budget for the fiscal year primarily due to vacant positions. The General Government, Community Development and capital outlay out accounted for $4.0 million under budget. The other departments variances totaled $0.8 million under budget, with Fire being the only department over budget by $0.2 million for additional equipment that was purchased during the year.

Original Budget Final Budget Actual
Variance Final
Budget to Actual
Positive/
(Negative)
Variance
Final
Budget to
Actual (%)
Revenues and transfers in:

Property taxes $41.4 $40.5 $40.8 $0.3 0.7%
Sales taxes 34.1 37.6 39.9 2.4 6.28%
Other taxes 15.3 19.1 18.4 -0.7 -3.56%
Licenses and permits 2.6 3.3 4.2 0.9 27.80%
Intergovernmental 16.3 17.0 16.8 -0.2 -1.14%
Contritbutions from outside sources 0.0 1.5 0.0 -1.5 -100.00% Fines and forfeitures 0.4 0.3 0.4 0.1 28.70%
Charges for current services 8.1 8.7 7.3 -1.3 -15.46%
Use of money and property 3.8 4.1 -2.6 -6.7 -163.25%
Miscellaneous 0.5 0.6 1.7 1.1 185.97%
Total revenues 122.4 132.6 127.0 -5.6 -4.3%-
Transfers in 4.3 0.7 0.8 0.1 12.03%
Total revenues and transfers in $126.7 $133.4 $127.8 -$5.6 -4.17% Expenditures and transfers out:

General Government: $15.4 $16.8 $15.8 $1.0 6.0%
Fire 23.8 24.0 24.3 -0.2 -1.0%
Police 41.6 40.7 40.2 0.5 1.3%
Public Works 9.1 11.3 11.1 0.3 2.4%
Community Development 17.7 20.2 19.0 1.2 5.9%
Economic Development 3.1 2.9 2.8 0.1 4.3%
Library 6.3 6.5 6.3 0.2 2.6%
Capital projects 13.4 12.2 10.4 1.8 14.6%
Total expenditures 130.4 134.6 129.8 4.8 3.6%
Transfers out 6.8 6.3 6.4 -0.1 -1.2%
Total expenditures and transfers out $137.2 $140.9 $136.2 $4.7 3.37% General Fund Budgetary and Actual Variance Analysis
(in Millions)

EXHIBIT A
178

17 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

Low Income Housing Fund
This fund is established to account for the receipt and disbursement of in-lieu low-income housing impact fees collected from developers and used to finance affordable housing developed offsite. In the current year revenues and expenditures increased by $0.4 million and $4.0 million, respectively, over the prior year. Use of money and property revenues were down by $0.3 million in the current fiscal year; the variance is mainly due to lower market yields. The increase in expenditures is cyclical in nature; in the prior year, lower level of new housing development loans was issued which was not the case in the current year.

Analysis of Major Enterprise Funds

Airport Fund
The Livermore Municipal Airport is a General Aviation Reliever Airport, which serves private, business and corporate tenants and customers. Airport revenues are primarily comprised of short and medium-term hangar and tie-down space rents as well as Fixed Base Operator (FBO) and approved non-aeronautical ground rents. The Airport leases 393 hangar units and has approximately 150 aircraft tie-down spaces. Approximately 470 aircraft are currently based at the Airport and all hangar units are occupied.

Capital grants revenue decreased by $280K from the prior fiscal year. This revenue decrease was largely offset by a decrease of $205K in contracted services expense. The grant revenue stemmed from FAA grants for airfield geometry improvement design and pavement management programs that were both completed in fiscal year 2020-

21. The large fiscal year 2020-21 contracted service expenses included engineering expenditures related to the two grant programs plus roof recoating and pipe repair.

Water Fund
The Water Enterprise purchases potable water from water wholesaler Zone 7 Water Agency, and then distributes the water to customers in the Livermore Municipal Water service area. The City’s municipal water service area has a combined residential and commercial customer base of approximately 10,600 water accounts. Each water bill consists of a flat rate City meter service charge based on the size of meter that is located at the property (fixed charge), a City consumption charge for water used at the property (variable charge), and pass-through of wholesale water charges. Effective January 1, 2017, the wholesale rate structure was changed by Zone 7 to include fixed and volume-based rates.

Water revenues were flat at $17.6 million for both fiscal years as rate increases were offset by decreased consumption due to stage 1 drought restrictions. Operating expenses were $1.5 million lower compared to the prior year, primarily due to decreased pension expense of $1.6 million that reflects high CalPERS investment returns from fiscal year 2020-21. Nonoperating revenue (expenses) dropped by $1.1 million due to year end market value adjustment of the City’s investments. Connection fees revenue stayed depressed which was likely due to a continued slowdown in construction activity.

Sewer Fund
The Sewer Enterprise is responsible for the operation, maintenance, and periodic replacement of the City’s sewer, collection system, wastewater treatment and recycled water production systems. It operates and maintains the Livermore Water Reclamation Plant, which provides wastewater treatment and disposal, and produces recycled water for landscape irrigation and other uses. The Plant currently treats approximately 5.3 million gallons of wastewater each day from throughout the Livermore area.

EXHIBIT A
179

18 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

The Sewer Fund’s net operating income was $3.8 million in the current fiscal year compared to $1.9 million in fiscal year 2020-21. Operating revenues were $2.1 million higher in the current year, primarily due to an increase in sewer rates. In addition, the fiscal year 2020-21 rate increases were postponed by six months because of the pandemic. Revenue is expected to continue to rise as the City Council approved rate increases in each of the next three fiscal years. Operating expenses of $23.9 million experienced a slight increase from $23.6 million in the prior year.

Nonoperating revenues (expenses) declined by $2 million due to year-end market value adjustment of the City’s investments. Sewer connection fees revenue experienced a significant drop of $1.3 million while contribution revenue for conveyed properties increased by $0.9 million compared to the prior year. Connection fee swings reflect the timing of issuance of permits and completion of residential and commercial development projects.

Conveyed properties revenue increased due to Pleasant View Lane annexation improvements.

Stormwater Fund
The Stormwater Enterprise is responsible for costs associated with the implementation of the City’s stormwater management and discharge control program along with the operation and periodic replacement of the stormwater conveyance system. Operating revenues of $1.1 million remained flat while capital grants revenue rose by $0.8 million. The capital grants revenue reflected additional FEMA funding for the 2017 Storm Damage project.

Operational expenses of $5.1 million was comparable to those in the previous fiscal year. Cost of sales, salaries, and benefits decreased by $0.6 million which was partially offset by an increase of $0.3 million in contracted services Personnel related expenses in the current fiscal year were lower primarily due to decreased pension expense that reflects high CalPERS investment returns from fiscal year 2020-21. In contracted services, the storm maintenance program expenses ramped up.

Capital Assets

GASB 34 requires the City to record all its capital assets including infrastructure. Infrastructure includes roads, bridges, signals, and similar assets used by the entire population. The City depreciates all its capital assets over their estimated useful lives, as required by GASB 34. The purpose of depreciation is to spread the cost of a capital asset over the years of its useful life so that an allocable portion of the cost of the asset is borne by all users.

EXHIBIT A
180

19 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

The City’s investment in capital assets for its governmental and business-type activities as of June 30, 2022, amounts to $531.7 million (net of accumulated depreciation). This investment in capital assets includes land, buildings, machinery, equipment, vehicles, roads, highways, and the water reclamation plant. At the end of fiscal years 2021- 22 and 2020-21, the cost of capital assets recorded on the City’s financial statements was as shown in the table as following:

2022 2021 2022 2021 2022 2021
Land and Land Improvements 43.8$ 39.0$ 14.0$ 14.0$ 57.8$ 53.0$ Intangible Assets 4.5 4.5 - - 4.5 4.5 Construction in progress 73.4 97.2 8.1 36.1 81.5 133.3 Buildings 123.7 118.1 22.7 22.7 146.4 140.8 Equipment and vehicles 36.6 41.2 9.9 4.6 46.5 45.8 Infrastructure 373.0 340.8 - - 373.0 340.8 Airport Infrastructure - - 12.8 11.6 12.8 11.6 Water Infrastructure - - 59.9 50.9 59.9 50.9 Sewer Infrastructure - - 143.0 133.3 143.0 133.3 Stormwater Infrastructure - - 112.1 106.6 112.1 106.6 Less accumulated depreciation (271.2) (265.6) (234.6) (227.3) (505.8) (492.9) Totals 383.8$ 375.2$ 147.9$ 152.5$ 531.7$ 527.7$ Capital Assets at Year-end
(in Millions)
Governmental actitivies Business-type activities Total

The total capital assets for the current fiscal year increased approximately $4.0 million (or 0.8 percent) due to depreciation being less than new assets added. Major capital asset events during fiscal year 2021-22 included the following:

• Construction in progress for governmental activities decreased by $23.8 million due to completion of major projects including $19.3 million for El Charro Infrastructure and $3.9 million for Stockmen’s Park.

• There was a similar decrease in construction in progress of $28.0 million in business-type activities due to completion of major projects including $8.5 million for Dalton Water Storage Tank replacement, $6.6 million for WRP Phase II Aeration Tank Modifications, $5.4 million for WRP Plant Process Improvements, and $4.0 million for 2017 Storm Damage Repairs.

Additional information on capital assets may be found in Note 7 on pages 56-58 of this report.

Debt Administration

Each of the City’s debt issues is discussed in detail in Note 8 to the financial statements. As of June 30, 2022, and 2021, the City’s debt comprised the following:

2022 2021 2022 2021 2022 2021
Certificates of Participation 47.0$ 50.3$ 7.2$ 7.7$ 54.2$ 58.0$ Notes payable 0.8 1.4 - - 0.8 1.4 Capital Leases 6.1 6.9 0.2 0.3 6.3 7.2 Totals 53.9$ 58.6$ 7.4$ 8.0$ 61.3$ 66.6$ Outstanding Debt
(in Millions)
Governmental actitivies Business-type activities Total

EXHIBIT A
181

20 City of Livermore
Management’s Discussion and Analysis
June 30, 2022

The outstanding debt in the current fiscal year decreased by $4.7 million and $0.6 million for the governmental activities and business type activities respectively. This decrease is primarily due to the first principal payment and the amortization of the premium for the 2020 Certificates of Participation (COP), and scheduled principal payments for the notes payable and capital loan. Refer to note 8 for further information.

In June 2020, the S&P global rating services reaffirmed the City’s bond ratings at AA despite the risk of recessionary impact of COVID-19 on the City’s revenues. The credit reports highlighted the City’s consistent positive financial performance, strong reserves, and unassigned fund balance, as well as strong management throughout economic cycles.

Economic Factors and Next Year’s Budget

The economic factors affecting the City and its long-term financial plan are discussed in detail in the accompanying Transmittal Letter.

The total appropriation for fiscal year 2022-23 is $343.7 million for all City activities, including funding for fund balance reserves. The fiscal year 2022-23 budget continues to provide resources for the City’s long-term obligations, including fleet and information technology replacement needs, capital improvements, and other post-employment benefits.

Property tax revenue in fiscal year 2022-23 is projected to be $43.0 million, an increase of 6%, or $2.6 million, compared to current year’s budgeted revenue as property values are expected to continue to rise because of additional development and increased property value. Sales tax is projected to be $39.0 million, an increase of 4%, or $1.5 million, for the next fiscal year compared to the current year’s budgeted revenue. The City will evaluate the local economic conditions as well as the City’s portfolio of the sales tax producers, and revise the sales tax forecast in next budget cycle, as appropriate. Transient occupancy tax is expected to be $3.65 million, an increase of 22%, or $0.65 million, for the next fiscal year compared to the current year’s budgeted revenue. Other revenues have also been projected slightly upwards to reflect anticipated increase in demand for services.

The General Fund budget for fiscal year 2022-23 provides $132.5 million in resources, and $139.3 million in uses, including $1.9 million for the Capital Improvement Plan (CIP). The Proposed Financial Plan Update shows a General Fund budget shortfall of $6.8 million in fiscal year 2022-23 that will require use of the accumulated fund balance.

This shortfall reflects the additional resources needed for making technology improvements across the City, including using $2.0 million ERP reserve to assist in the funding of implementing the new Tyler ERP system. The City also has some capital infrastructure improvements related to the development of the City-owned catalyst sites in Downtown, as well as contribution to the Stormwater Enterprise Fund for unfunded mandates imposed by the State.

The General Fund’s operating expenditures are projected to grow by $5.9 million to $127.0 million from fiscal year 2021-22 budgeted expenditures of $121.1 million with anticipated increases in employment-related costs, consulting services and other costs associated with the downtown development process, as well as the undertaking of other important projects such as the General Plan Update, Housing Plan Update, ERP implementation and asset management-related efforts.

EXHIBIT A
182
21 City of Livermore
Management’s Discussion and Analysis
June 30, 2022
The fund balance for the General Fund at the end of operations for FY 2022-23 is estimated at $69.8 million with $68.3
million in reserves and $1.5 million in spendable fund balance available for appropriations.

Requests for Information
The Annual Comprehensive Financial Report is intended to provide a general overview of the City’s finances for readers of the financial statements. Questions concerning any of the information in this report or requests for additional financial information should be addressed to the Administrative Services Director, 1052 South Livermore Avenue, L
ivermore, CA 94550-4899.

EXHIBIT A
183

22 City of Livermore
June 30, 2022

Statement of Net Position and Activities

The Statement of Net Position and the Statement of Activities summarize the entire City’s financial activities and financial position. They are prepared on the same basis as is used by most businesses, which means they include all the City’s assets, deferred outflows, liabilities, and deferred inflows as well as all its revenues and expenses. This is known as the full accrual basis—the effect of all the City’s transactions is considered, regardless of whether or when cash changes hands, but all material internal transactions between City funds have been eliminated.

The Statement of Net Position reports the City’s total assets, liabilities, and deferred inflows of resources, deferred outflows of resources and includes all the City’s capital assets and all its long-term obligations. The Statement of Net Position presents similar information in a way that focuses the reader on the composition of the City’s Net Position, by subtracting total liabilities and deferred inflows of resources from total assets and deferred outflows of resources.

The Statement of Net Position summarizes the financial position of the entire City’s Governmental Activities in a single column and the financial position of the entire City’s Business-Type Activities in a single column. These columns are followed by a Total column that presents the financial position of the entire City.

The City’s Governmental Activities include the activities of its General Fund, along with all its Special Revenue, Capital Projects, and Debt Service Funds. Since the City’s Internal Service Funds service these Funds, their activities are consolidated with Governmental Activities, after eliminating inter-fund transactions and balances. The City’s Business- Type Activities include all its Enterprise Fund activities and a portion of the Internal Services Funds.

The Statement of Activities reports increases and decreases in the City’s Net Position. It is also prepared on the full accrual basis, which means it includes all the City’s revenues and all its expenses, regardless of when cash changes hands. This differs from the “modified accrual” basis used in the governmental Fund financial statements, which reflect only current assets, current liabilities, measurable and available revenues, and expenditures.

The format of the Statement of Activities presents the City’s expenses first, listed by program, and follows these with the expenses of its business-type activities. Program revenues—that is, revenues which are generated directly by these programs—are then deducted from program expenses to arrive at the net expense of each governmental and business-type program. The City’s general revenues are then listed in the Governmental Activities or Business-type Activities column, as appropriate, and the Change in Net Position is computed and reconciled with the Statement of Net Position.

Both these Statements include the financial activities of the City as well as the Livermore Capital Projects Financing Authority, which is a legally separate but is a component unit of the City because it is controlled by the City, which is financially accountable for its activities.

These financial statements along with the fund financial statements and notes are called Basic Financial Statements.

EXHIBIT A
184

See Notes to Financial Statements
23 City of Livermore
Statement of Net Position
June 30, 2022

Governmental Business-Type
Activities Activities Total
ASSETS
Cash and investments in City Treasury (Note 3) 201,402,814$ 122,353,081$ 323,755,895$ Cash and investments with Trustees (Note 3) 576,451 - 576,451 Accounts receivables, net 12,794,334 8,006,120 20,800,454 Interest receivable 1,377,642 - 1,377,642 Lease receivables 635,131 12,914,975 13,550,106 Inventory 350,181 - 350,181 Internal balances (Note 4) (175,128) 175,128 - Prepaids, deposits and supplies 507,829 2,216,423 2,724,252 Notes receivable (Note 5) 30,891,264 - 30,891,264 Investment (Deficit) in JPA Equity (Note 14) (40,821,173) 19,866,754 (20,954,419) Land held for investment (Note 1) 11,321,586 - 11,321,586 Land, easements and construction in progress (Note 7) 121,830,012 22,104,174 143,934,186 Capital assets, net of accumulated depreciation (Note 7) 262,026,149 125,739,389 387,765,538 Total Assets 602,717,092 313,376,044 916,093,136

DEFERRED OUTFLOWS OF RESOURCES
Related to pension (Notes 11) 22,679,474 2,662,580 25,342,054 Related to OPEB (Notes 12) 2,914,735 487,372 3,402,107 Total Deferred Outflows of Resources 25,594,209 3,149,952 28,744,161

LIABILITIES
Accounts payable and other accruals 7,471,334 9,412,533 16,883,867 Accrued payroll 1,994,106 333,239 2,327,345 Interest payable 415,244 61,701 476,945 Deposit payable and unearned revenue 7,342,299 567,898 7,910,197 Non-current liabilities:

Due within one year:

Claims payable (Note 15) 2,691,000 - 2,691,000 Accrued compensated absences (Note 8) 1,266,330 224,942 1,491,272 Long-term debt (Note 8) 4,285,382 531,222 4,816,604 Due in more than one year:

Claims payable (Note 14B) 6,164,131 - 6,164,131 Accrued compensated absences (Note 8) 2,760,475 407,898 3,168,373 Long-term debt (Note 8) 49,680,189 6,923,627 56,603,816 Net pension liability (Note 11) 71,766,120 11,727,383 83,493,503 Net OPEB liabilities (Note 12) 36,765,749 6,147,590 42,913,339 Total Liabilities 192,602,359 36,338,033 228,940,392

DEFERRED INFLOWS OF RESOURCES
Related to pension (Notes 11) 41,090,503 5,791,401 46,881,904 Related to OPEB (Notes 12) 815,632 136,382 952,014 Related to leases (Notes 6) 616,165 12,666,252 13,282,417 Total Deferred Inflows of Resources 42,522,300 18,594,035 61,116,335 NET POSITION (Note 10)
Net investment in capital assets 329,890,590 140,388,714 470,279,304 Restricted:

Capital improvement programs 38,973,124 - 38,973,124 Landscape and Maintenance 15,342,775 - 15,342,775 Affordable Housing 46,818,598 - 46,818,598 Park fee 3,755,527 - 3,755,527 Art programs 3,322,111 - 3,322,111 Grant programs 6,290,611 - 6,290,611 Gas tax and other transportation programs 19,835,345 - 19,835,345 Community services 3,018,063 - 3,018,063 Nonexpendable endowment fund 577,287 - 577,287 Unrestricted (74,637,389) 121,205,214 46,567,825 Total Net Position 393,186,642$ 261,593,928$ 654,780,570$

STATEMENT OF NET POSITION
JUNE 30, 2022

EXHIBIT A
185

See Notes to Financial Statements 24
City of Livermore
Statement of Activities
Year Ended June 30, 2022

Net (Expense) Revenue and
Program Revenues Changes in Net Position
Operating Capital
Charges for Grants and Grants and Governmental Business-type Functions/Programs Expenses Services Contributions Contributions Activities Activities Total Governmental Activities:

General Government 14,261,204$ 682,277$ 716,749$ -$ (12,862,178)$ -$ (12,862,178)$ Fire 21,113,001 2,202,529 - - (18,910,472) - (18,910,472) Police 38,985,776 1,848,328 929,952 120,677 (36,086,819) - (36,086,819) Public Works 23,798,519 240,778 4,684,959 - (18,872,782) - (18,872,782) 26,558,158 11,234,653 11,258,858 4,827,311 762,664 - 762,664 2,596,471 - - - (2,596,471) - (2,596,471) Library 6,302,537 5,257 160,416 - (6,136,864) - (6,136,864) Interest on long term debt 1,127,846 - - - (1,127,846) - (1,127,846) Total Governmental Activities 134,743,512 16,213,822 17,750,934 4,947,988 (95,830,768) - (95,830,768) Business-type Activities:

Airport 3,498,840 3,426,583 465,065 - - 392,808 392,808 Water 17,126,698 17,640,764 47,097 4,839 - 566,002 566,002 Sewer 23,822,392 28,379,195 - 689,915 - 5,246,718 5,246,718 Stormwater 5,075,457 1,145,489 - 985,236 - (2,944,732) (2,944,732) Total Business-type Activities 49,523,387 50,592,031 512,162 1,679,990 - 3,260,796 3,260,796 Total primary government 184,266,899$ 66,805,853$ 18,263,096$ 6,627,978$ (95,830,768) 3,260,796 (92,569,972) General revenues:

Property taxes 40,754,977 - 40,754,977 Sales taxes 39,907,361 - 39,907,361 Business license taxes 7,766,099 - 7,766,099 Transient occupancy, franchise and other taxes 10,623,495 - 10,623,495 Intergovernmental, unrestricted 10,029,277 - 10,029,277 Investment income (7,655,464) (3,028,966) (10,684,430) Miscellaneous 7,960,003 - 7,960,003 Transfers, net (Notes 4 & 5) (2,943,272) 2,943,272 - Total general revenues and transfers 106,442,476 (85,694) 106,356,782 Change in Net Position 10,611,708 3,175,102 13,786,810 Net Position-Beginning, as restated 382,574,934 258,418,826 640,993,760 Net Position-Ending 393,186,642$ 261,593,928$ 654,780,570$

STATEMENT OF ACTIVITIES
FOR THE YEAR ENDED JUNE 30, 2022
Community Development
Economic Development

EXHIBIT A
186

25 City of Livermore
Government Fund Statements
June 30, 2022

Fund Financial Statements

Only individual major funds are presented in the Fund Financial Statements, while non-major funds are combined in a single column. Major funds are defined generally as having significant activities or balances in the current year.

The City has identified the funds below as major governmental funds:

General Fund

The General Fund is used for all the general revenues of the City not specifically levied or collected for other City funds and related expenditures.

Low Income Housing Special Revenue Fund

Established to account for the receipt and disbursement of in-lieu low-income housing impact fees collected from developers.

EXHIBIT A
187

See Notes to Financial Statements 26
City of Livermore
Balance Sheet – Governmental Funds
June 30, 2022

Low Income Other Total
Housing Special Governmental Governmental
General Fund Revenue Fund Funds Funds
ASSETS
Cash and investments in City Treasury (Note 3) 59,383,520$ 5,393,407$ 103,270,113$ 168,047,040$ Cash and investments with Trustees (Note 3) - - 576,451 576,451 Accounts receivables, net 10,633,190 2,135 1,956,655 12,591,980 Lease receivables 635,131 - - 635,131 Interest receivable 1,377,642 - - 1,377,642 Advances to other funds (Note 4) 3,874,396 - - 3,874,396 Prepaids and deposits 223,411 12,216 - 235,627 Notes receivable (Note 5) - 22,361,350 8,529,914 30,891,264 Land held for redevelopment (Note 1) 1,727,437 9,594,149 - 11,321,586 Total Assets 77,854,727$ 37,363,257$ 114,333,133$ 229,551,117$

LIABILITIES
Accounts payable and other accrued liabilities 3,688,231$ 122,529$ 2,710,767$ 6,521,527$ Accrued payroll and benefits 1,796,173 - 73,802 1,869,975 Deposit payable 2,943,003 7,537 2,009,342 4,959,882 Advance from other funds (Note 4) - - 3,874,396 3,874,396 Unearned rents and revenue 28,000 153 2,354,264 2,382,417 Total Liabilities 8,455,407 130,219 11,022,571 19,608,197

DEFERRED INFLOWS OF RESOURCES
Unavailable revenue - 22,361,348 7,986,476 30,347,824 Deferred inflows of resources - leases 616,165 - - 616,165 Total deferred inflows of resources 616,165 22,361,348 7,986,476 30,963,989 FUND BALANCES (Note 10)
Nonspendable 5,844,210 12,216 577,287 6,433,713 Restricted - 14,859,474 92,148,856 107,008,330 Committed 18,137,383 - 2,597,943 20,735,326 Assigned 43,006,790 - - 43,006,790 Unassigned 1,794,772 - - 1,794,772 Total fund balances 68,783,155 14,871,690 95,324,086 178,978,931 Total Liabilities, deferred inflows of resources,
and fund balances 77,854,727$ 37,363,257$ 114,333,133$ 229,551,117$

GOVERNMENTAL FUNDS

BALANCE SHEET
JUNE 30, 2022

EXHIBIT A
188

See Notes to Financial Statements 27
City of Livermore
Reconciliation of the Governmental Funds Balance Sheet to the Statement of Net Position Year Ended June 30, 2022

Amounts reported for governmental activities in the statement of net position are different because:

Amount reported in the Governmental Balance Sheet as Fund Balance 178,978,931$

CAPITAL ASSETS
Capital assets used in Governmental Activities are not current assets or financial resources and therefore are not reported in the Governmental Funds. $367,108,189

ALLOCATION OF INTERNAL SERVICE FUND NET POSITION
Internal service funds are not governmental funds. However, they are used by management to charge the costs of certain activities, such as insurance and central services and maintenance, to individual governmental funds. The assets and liabilities of the Internal Service Funds are therefore included in Governmental Activities in the following line items in the Statement of Net Postion.

Cash and investments 33,355,774
Accounts receivable 202,354
Inventory 350,181
Internal balances (175,128)
Prepaids, deposits and supplies 272,202
Capital assets 16,747,972
Deferred pension outflows 1,009,091
Deferred outflow of resources related to OPEB 172,332
Accounts payable and other accruals (949,807)
Accrued payroll (124,131)
Claims payable (8,855,131)
Net pension liability (4,444,563)
Net OPEB liabilities (2,173,745)
Long term debt (6,148,494)
Deferred inflow for resources related to pension (2,194,884) Deferred inflow for resources related to OPEB (48,223)

ACCRUAL OF NON-CURRENT REVENUES AND EXPENSES
Revenues which are reported as deferred inflows on the Fund Balance Sheets because they are not available currently are taken into revenue in the Statement of Activities. 30,347,824

LONG-TERM ASSETS AND LIABILITIES
The assets and liabilities below are not due and payable in the current period and therefore are not reported in the Funds:

Investment (Deficit) in JPA Equity (40,821,173)
Compensated absences (4,026,805)
Long-term debt (47,817,077)
Interest payable (415,244)
Net OPEB liabilities (34,592,004)
Deferred outflow of resources related to OPEB 2,742,403 Deferred inflow of resources related to OPEB (767,409)
Net pension liability (67,321,557)
Deferred outflow of resources related to pension 21,670,383 Deferred inflow of resources related to pension (38,895,619) NET POSITION OF GOVERNMENTAL ACTIVITIES 393,186,642$

RECONCILIATION OF THE BALANCE SHEET OF GOVERNMENTAL FUNDS

TO THE STATEMENT OF NET POSITION
JUNE 30, 2022

EXHIBIT A
189

See Notes to Financial Statements 28
City of Livermore
Statement of Revenues, Expenditures, and Changes in Fund Balances – Governmental Funds Year Ended June 30, 2022

Low Income Other Total
Housing-Special Governmental Governmental
General Fund Revenue Fund Funds Funds

REVENUES
Property taxes and special assessments 40,754,977$ -$ 4,363,686$ 45,118,663$ Sales Taxes 39,907,361 - - 39,907,361 Other taxes 18,389,594 - - 18,389,594 Licenses and permits 4,236,642 - - 4,236,642 Intergovernmental 16,836,276 - 9,553,731 26,390,007 Fines and forfeitures 444,025 - - 444,025 Charges for current services 7,349,982 1,195,114 5,463,901 14,008,997 Use of money and property (2,577,866) (155,249) (1,555,420) (4,288,535) Contributions from outside sources - 45,115 579,988 625,103 Miscellaneous 1,660,818 550,832 650,640 2,862,290 Total Revenues 127,001,809 1,635,812 19,056,526 147,694,147

EXPENDITURES
Current:

General Government:

City Council 258,735 - - 258,735 City Manager 2,256,757 - 44,739 2,301,496 City Attorney 2,138,236 - - 2,138,236 Administrative Services 6,889,087 - - 6,889,087 General Services 4,293,624 - - 4,293,624 Fire 24,285,574 - 6,450 24,292,024 Police 40,217,788 - 1,365,610 41,583,398 Public Works 11,066,658 - 4,875,348 15,942,006 Community Development 18,965,240 4,874,373 4,464,699 28,304,312 Economic Development 2,768,806 - 143,850 2,912,656 Library 6,286,856 - 100,784 6,387,640 Capital Outlay:

Capital projects 10,386,477 464,430 11,714,335 22,565,242 Debt service:

Principal - - 3,287,228 3,287,228 Interest and fiscal charges - - 1,746,920 1,746,920 Total Expenditures 129,813,838 5,338,803 27,749,963 162,902,604

EXCESS (DEFICIENCY) OF REVENUES
OVER EXPENDITURES (2,812,029) (3,702,991) (8,693,437) (15,208,457)

OTHER FINANCING SOURCES (USES)
Transfers in (Note 4) 790,118 115,679 5,604,593 6,510,390 Transfers (out) (Note 4) (6,372,427) (903,916) (1,001,414) (8,277,757) Total Other Financing Sources (Uses) (5,582,309) (788,237) 4,603,179 (1,767,367) Net Change in Fund Balance (8,394,338) (4,491,228) (4,090,258) (16,975,824) FUND BALANCES- BEGINNING, as restated 77,177,493 19,362,918 99,414,344 195,954,755 FUND BALANCES- ENDING 68,783,155$ 14,871,690$ 95,324,086$ 178,978,931$

GOVERNMENTAL FUNDS

STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES FOR THE YEAR ENDED JUNE 30, 2022

EXHIBIT A
190

See Notes to Financial Statements 29
City of Livermore
Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities
Year Ended June 30, 2022

NET CHANGE IN FUND BALANCES - TOTAL GOVERNMENTAL FUNDS (16,975,824)$ Amounts reported for governmental activities in the Statement of Activities are different because of the following:

CAPITAL ASSETS TRANSACTIONS
Governmental Funds report capital outlays as expenditures. However, in the Statement of Activities the cost of those assets is capitalized and allocated over their estimated useful lives and reported as depreciation expense.

The capital outlay asset addition expenditures are therefore added back to fund balance 22,565,242 Capital assets transferred from governmental funds to the Sewer enterprise fund are deducted from the fund balance (1,175,905) Loss on sale of property added back to fund balance (101,968) Depreciation expense is deducted from the fund balance
(Depreciation expense is net of internal service fund depreciation of $1,455,976 which has already been allocated to internal service funds.) (12,074,807)

LONG TERM DEBT PROCEEDS AND PAYMENTS
Bond proceeds provide current financial resources to governmental funds, but issuing debt increases long-term liabilities in the Statement of Net Position. Repayment of bond principal is an expenditure in the governmental funds, but in the Statement of Net Position the repayment reduces long-term liabilities.

Repayment of debt principal is added back to fund balance 3,287,228 Amortization of premium on long-term debt 584,174

ACCRUAL OF NON-CURRENT ITEMS
The amounts below included in the Statement of Activities do not provide or (require) the use of current financial resources and therefore are not reported as revenue or expenditures in governmental funds (net change):

Long-term compensated absences 162,861
Interest payable 34,900
Unavailable revenue 604,345
Change in equity in JPA 3,444,606
Governmental funds report City pension and OPEB contributions as expenditures. However in the Statement of Activities, the cost of pension and OPEB benefits earned net of employee contributions is reported as pension expense and OPEB expense.

Deferred outflow of resources related to pension (1,685,977) Deferred inflow of resources related to pension (37,091,680) Change in net pension liability 46,804,368
Deferred outflow of resources related to OPEB 2,165,861 Deferred inflow of resources related to OPEB 6,282,072
Change in net OPEB liability (6,601,365)

ALLOCATION OF INTERNAL SERVICE FUND ACTIVITY
Internal Service Funds are used by management to charge the costs of certain activities, such as equipment acquisition, maintenance, and insurance to individual funds. The portion of the net revenue (expense) of these Internal Service Funds arising out of their transactions with governmental funds is reported with governmental activities, because they service those activities.

Change in Net Position - All Internal Service Funds 525,719 Change in Net Position of Internal Service Funds reported with Business-Type Activities (142,142) CHANGE IN NET POSITION OF GOVERNMENTAL ACTIVITIES 10,611,708$

RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN

FUND BALANCES OF GOVERNMENTAL FUNDS TO THE STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2022
Amounts reported for governmental activities in the statement of activities are different because:

EXHIBIT A
191

30 City of Livermore
Proprietary Fund Financial Statements
June 30, 2022

Major Proprietary Funds

Proprietary funds account for City operations financed and operated in a manner similar to a private business enterprise. The intent of the City is that the cost of providing goods and services be financed primarily through user charges.

The City has identified the funds below as major proprietary funds in fiscal year 2021-22.

Airport Fund

Established to account for the operations of the Livermore Municipal Airport.

Water Fund

Established to account for the operations of the self-supporting municipal water service. Services are rendered on a user charge basis and impact fees are collected for future water storage needs.

Sewer Fund

Established to account for operations of the self-supporting wastewater disposal plant, the export pipeline, impact fees collected for sewer connections, and urban runoff fees.

Stormwater Fund

Established to account for operations of the self-supporting storm water operations and impact fees collected for storm drain infrastructure.

Internal Service Funds

Internal service funds, which are used to accumulate and allocate costs internally among the City’s various functions.

The City uses internal service funds to account for its fleet of vehicles, maintenance of buildings, risk management services, and information technology services. The internal service funds are combined into a single, aggregated presentation in the proprietary fund financial statements.

EXHIBIT A
192

See Notes to Financial Statements 31
City of Livermore
Statement of Net Position – Proprietary Funds
June 30, 2022

Governmental
Activities-
Internal Service
Airport Water Sewer Stormwater Totals Funds
ASSETS
Current Assets:

Cash and investments in City Treasury (Note 3) 5,876,931$ 32,824,302$ 77,732,167$ 5,919,681$ 122,353,081$ 33,355,774$ Accounts receivables (net of allowable for uncollectibles) 432,445 2,331,659 842,244 4,399,772 8,006,120 202,354 Lease receivables 12,614,830 265,397 - - 12,880,227 - Interest receivables 34,158 590 - - 34,748 - Inventory - - - - - 350,181 Prepaids, deposits and supplies - - 2,216,423 - 2,216,423 272,202 Total current assets 18,958,364 35,421,948 80,790,834 10,319,453 145,490,599 34,180,511 Noncurrent Assets:

Investment in JPA-LAVWMA (Note 14) - - 19,866,754 - 19,866,754 - Land and construction in progress (Note 7) 13,198,919 264,020 8,033,564 607,671 22,104,174 591,211 Capital assets, net of accumulated depreciation (Note 7) 8,463,954 32,805,934 61,786,609 22,682,892 125,739,389 16,156,761 Total noncurrent assets 21,662,873 33,069,954 89,686,927 23,290,563 167,710,317 16,747,972 Total assets 40,621,237 68,491,902 170,477,761 33,610,016 313,200,916 50,928,483

DEFERRED OUTFLOWS OF RESOURCES
Related to pension (Note 11) 292,151 597,251 1,597,020 176,158 2,662,580 1,009,091 Related to OPEB (Note 12) 58,037 89,895 325,011 14,429 487,372 172,332 Total deferred outflows of resources 350,188 687,146 1,922,031 190,587 3,149,952 1,181,423

LIABILITIES
Current Liabilities:

Accounts payable and other accruals 151,849 1,174,454 7,823,654 262,576 9,412,533 949,807 Accrued payroll and benefits 38,410 78,955 194,303 21,571 333,239 124,131 Interest payable 35,643 26,058 - - 61,701 - Accrued compensated absences (Note 8) 25,411 54,462 129,615 15,454 224,942 - Claims payable (Note 15) - - - - - 2,691,000 Deposit payable 241,860 84,870 241,168 - 567,898 - Long-term debt (Note 8):

Due within one year 238,840 292,382 - - 531,222 794,252 Total current liabilities 732,013 1,711,181 8,388,740 299,601 11,131,535 4,559,190 Noncurrent Liabilities:

Accrued compensated absences (Note 8) 42,032 88,259 245,266 32,341 407,898 - Claims payable (Note 15) - - - - - 6,164,131 Net pension liability (Note 11) 1,286,784 2,630,602 7,034,106 775,891 11,727,383 4,444,563 Net OPEB liabilities (Note 12) 732,069 1,133,909 4,099,602 182,010 6,147,590 2,173,745 Long-term debt (Note 8):

Due in more than one year 4,188,215 2,735,412 - - 6,923,627 5,354,242 Total non-current liabilities 6,249,100 6,588,182 11,378,974 990,242 25,206,498 18,136,681 Total liabilities 6,981,113 8,299,363 19,767,714 1,289,843 36,338,033 22,695,871

DEFERRED INFLOWS OF RESOURCES
Related to pension (Note 11) 635,460 1,299,085 3,473,693 383,163 5,791,401 2,194,884 Related to OPEB (Note 12) 16,241 25,155 90,948 4,038 136,382 48,223 Related to leases (Note 6) 12,408,629 257,623 - - 12,666,252 - Total deferred inflows of resources 13,060,330 1,581,863 3,564,641 387,201 18,594,035 2,243,107 NET POSITION (Note 10)
Net investment in capital assets 17,235,818 30,042,160 69,820,173 23,290,563 140,388,714 10,599,478 Unrestricted 3,694,164 29,255,662 79,247,264 8,832,996 121,030,086 16,571,450 Total net position 20,929,982$ 59,297,822$ 149,067,437$ 32,123,559$ 261,418,800 27,170,928$ Some amounts reported for business-type activities in the Statement of Net Position are different because certain internal service fund assets and liabilities are included with business-type activities. 175,128 Net position business-type activities 261,593,928$

PROPRIETARY FUNDS

STATEMENT OF NET POSITION
JUNE 30, 2022
Business-Type Activities-Enterprise Funds

EXHIBIT A
193

See Notes to Financial Statements 32
City of Livermore
Statement of Revenues, Expenses, and Changes in Fund Net Position – Proprietary Funds Year Ended June 30, 2022

Governmental
Activities-
Internal Service
Airport Water Sewer Stormwater Totals Funds

OPERATING REVENUES
Charges for services 3,021,140$ -$ 27,646,105$ 1,140,869$ 31,808,114$ 18,282,620$ Sales 387,568 17,637,605 - - 18,025,173 - Miscellaneous 17,875 3,159 53,414 4,620 79,068 624,393 Total Operating Revenues 3,426,583 17,640,764 27,699,519 1,145,489 49,912,355 18,907,013

OPERATING EXPENSES
Cost of sales, salaries and benefits 1,743,038 13,694,420 9,675,165 1,792,503 26,905,126 4,271,511 Contracted services 206,252 595,156 5,536,243 1,109,388 7,447,039 2,978,178 Insurance premiums 88,359 324,762 503,257 58,181 974,559 6,124,893 Materials, supplies and other 57,504 208,531 1,107,936 88,454 1,462,425 1,233,740 Utilities 181,263 304,799 1,136,473 8,446 1,630,981 543,457 Depreciation 356,781 1,752,786 4,242,560 2,004,989 8,357,116 1,455,976 Repairs and maintenance 764,965 239,628 1,688,365 24,098 2,717,056 1,705,524 Total Operating Expenses 3,398,162 17,120,082 23,889,999 5,086,059 49,494,302 18,313,279 Operating Income (Loss) 28,421 520,682 3,809,520 (3,940,570) 418,053 593,734

NONOPERATING REVENUES (EXPENSES)
Investment income (loss) 266,893 (999,319) (2,091,441) (205,099) (3,028,966) - Interest and fiscal charges (expense) (111,527) (59,700) - - (171,227) (169,703) Change of value from investment in JPA - LAVWMA - - 679,676 - 679,676 - Other nonoperating revenues 465,065 47,097 - - 512,162 127,166 Gain (loss) on disposal of surplus property - - - - - (25,478) Net Nonoperating Revenues (Expenses) 620,431 (1,011,922) (1,411,765) (205,099) (2,008,355) (68,015) Income (Loss) Before Contributed Assets
and Transfers 648,852 (491,240) 2,397,755 (4,145,669) (1,590,302) 525,719 Capital contributions - Conveyed Property - - 1,175,905 - 1,175,905 - Capital contributions - Connection fees - 4,839 689,915 119,944 814,698 - Capital Grants - - - 865,292 865,292 - Transfers in (Note 4) - - - 1,767,367 1,767,367 - Change in net position 648,852 (486,401) 4,263,575 (1,393,066) 3,032,960 525,719 Total net position (deficit)-beginning, as restated 20,281,130 59,784,223 144,803,862 33,516,625 26,645,209 Total net position(deficit)-ending 20,929,982$ 59,297,822$ 149,067,437$ 32,123,559$ 27,170,928$ Some amounts reported for business-type activities in the Statement of Activities are different because the portion of the net income of certain internal service funds is reported with the business-type activities 142,142 Net business-type activities reported on the Statement of Activities 3,175,102$

PROPRIETARY FUNDS

STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION FOR THE YEAR ENDED JUNE 30, 2022
Business-Type Activities-Enterprise Funds

EXHIBIT A
194

See Notes to Financial Statements 33
City of Livermore
Statement of Cash Flows – Proprietary Funds
Year Ended June 30, 2022

Governmental
Activities-
Internal Service
Airport Water Sewer Stormwater Totals Funds

CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers (9,094,714)$ 17,356,932$ 27,273,080$ 294,595$ 35,829,893$ 18,965,391$ Payments to suppliers (3,154,035) (15,867,958) (14,144,170) (2,947,232) (36,113,395) (6,479,944) Payments to employees 12,097,465 (29,569) (1,146,812) (87,298) 10,833,786 (4,788,276) Claims paid (88,359) (324,762) (503,257) (58,181) (974,559) (3,731,139) Receipts from other sources 17,875 3,159 53,414 4,620 79,068 - Net cash provided by (used for) operating activities (221,768) 1,137,802 11,532,255 (2,793,496) 9,654,793 3,966,032

CASH FLOWS FROM NONCAPITAL

FINANCING ACTIVITIES
Cash received from other funds - - - 1,767,367 1,767,367 - Net cash provided by noncapital financing activities - - - 1,767,367 1,767,367 -

CASH FLOWS FROM CAPITAL AND RELATED

FINANCING ACTIVITIES
Capital Grants - - - 865,292 865,292 - Loss on disposal - - - - - (25,478) Capital contributions - 4,839 1,865,819 119,944 1,990,602 - Capital asset additions 164,915 (211,342) (3,353,750) (287,214) (3,687,391) (910,728) Long term debt:

Repayment of principal (190,764) (235,656) - - (426,420) (735,352) Interest paid (152,475) (108,945) - - (261,420) (169,703) Net cash provided by (used for) capital and related
financing activities (178,324) (551,104) (1,487,931) 698,022 (1,519,337) (1,841,261)

CASH FLOWS FROM INVESTING ACTIVITIES
Investment Income (losses) 697,800 (952,814) (2,091,441) (205,099) (2,551,554) 127,166 Other - - - - - - Net cash provided by (used for) investing activities 697,800 (952,814) (2,091,441) (205,099) (2,551,554) 127,166 Net increase (decrease) in cash and cash equivalents 297,708 (366,116) 7,952,883 (533,206) 7,351,269 2,251,937 Cash and investments at beginning of period 5,579,223 33,190,418 69,779,284 6,452,887 115,001,812 31,103,837 Cash and investments at end of period 5,876,931$ 32,824,302$ 77,732,167$ 5,919,681$ 122,353,081$ 33,355,774$ Reconciliation of operating income (loss) to net cash
provided by operating activities:

Operating income (loss) 28,421$ 520,682$ 3,809,520$ (3,940,570)$ 418,053$ 593,734$ Adjustments to reconcile operating income (loss) to net cash provided by operating activities:

Depreciation 356,781 1,752,786 4,242,560 2,004,989 8,357,116 1,455,976 Pension and OPEB Expense 12,088,784 (38,099) (1,120,986) (89,393) 10,840,306 (526,714) Other nonoperating revenue -
Change in assets and liabilities:

Accounts receivable (12,512,384) (237,323) (165,334) (846,274) (13,761,315) 61,683 Prepaids, deposits and supplies - 87,560 (2,215,315) - (2,127,755) (179,706) Accounts payable and other accruals (201,013) (912,984) 7,215,327 75,657 6,176,987 379,180 Accrued payroll 5,143 6,559 12,611 1,136 25,449 2,239 Accrued compensated absences 3,538 1,971 (38,437) 959 (31,969) - Deposits payable 8,962 (43,350) (207,691) - (242,079) - Claims Payable - - - - - 2,179,640 Net Cash provided by (Used for) operating activities (221,768)$ 1,137,802$ 11,532,255$ (2,793,496)$ 9,654,793$ 3,966,032$ Non-cash transactions:

Investment in LAVWMA JPA equity -$ -$ 679,676$ -$ 679,676$ -$ Loss on disposal of capital assets (2,000) - - - (2,000) - Amortization of premium (39,330) (46,888) - - (86,218) - Capital assets contributed - - 1,175,905 - 1,175,905 -

PROPRIETARY FUNDS

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED JUNE 30, 2022
Business-Type Activities-Enterprise Funds

EXHIBIT A
195
34 City of Livermore
Fiduciary Fund Financial Statements
June 30, 2022
Fiduciary Funds
Fiduciary funds account for assets held by the City acting as an agent for various functions. The City has the following fiduciary funds:

Successor Agency to the Livermore Redevelopment Agency Private Purpose Trust Fund Established for the assets received from the City’s former redevelopment agency in order to liquidate its enforceable obligations, pursuant to Assembly Bill X1 26 which dissolved redevelopment agencies in California.

Custodial Funds
Established to account for assets held by the City in a fiduciary capacity for special assessment districts, Livermore Pleasanton Fire Department, and agency pass through fees.

EXHIBIT A
196

See Notes to Financial Statements 35
City of Livermore
Statement of Fiduciary Net Position – Fiduciary Funds
June 30, 2022

Successor Agency
to the Livermore
Redevelopment
Agency
Private-Purpose Custodial
Trust Fund Funds
ASSETS
Cash and investments in City Treasury (Note 3) 4,180,234$ 12,427,217$ Cash and investments with Trustees (Note 3) 6 3,862,952 Accounts receivable - 437,047 Prepaid expenses - 11,869 Total Assets 4,180,240 16,739,085

LIABILITIES
Accrued liabilities - 2,786,725 Accrued interest 276,549 -
Deposits payable - 5,387,521 Loans payable to City of Livermore:

Due in more than one year (Note 5 and 18) 543,438 - Long-term debt (Note 18):

Due within one year 1,502,489 -
Due in more than one year 16,527,768 -
Total Liabilities 18,850,244 8,174,246

NET POSITION
Restricted for other organizations and governments (14,670,004)$ 8,564,839$

FIDUCIARY FUNDS

STATEMENT OF NET POSITION
June 30, 2022

EXHIBIT A
197

See Notes to Financial Statements 36
City of Livermore
Statement of Changes in Net Position – Fiduciary Funds
Year Ended June 30, 2022

Successor Agency
to the
Redevelopment
Agency
Private-Purpose Custodial
Trust Fund Funds

ADDITIONS
Property taxes and special assessment 2,208,319$ -$ Investment income 13 -
Charges for services - 49,695,579 Total Additions 2,208,332 49,695,579

DEDUCTIONS
Administrative Fee 24,475 -
Recipient Payments 5,775 47,435,197 Debt service:

Interest and fiscal charges 576,834 - Total Deductions 607,084 47,435,197 Net Change in Net Position 1,601,248 2,260,382

NET POSITION
Beginning of year (16,271,252) 6,304,457
End of year (14,670,004)$ 8,564,839$

FIDUCIARY FUNDS

STATEMENT OF CHANGES IN FIDUCIARY NET POSITION
FOR THE YEAR ENDED ON JUNE 30, 2022

EXHIBIT A
198

37 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 1 - Significant Accounting Policies

The City of Livermore was incorporated on April 1, 1876. The City operates under the Council-Manager form of government and provides the following services: public safety (police and fire), highways and streets, sewer, water, public improvements, planning and zoning, general administration services and housing services.

The accounting policies of the City conform with generally accepted accounting principles in the United States of America as applicable to governments. The following is a summary of these policies:

Reporting Entity

The accompanying basic financial statements present the financial activity of the City, which is the primary government presented, along with the financial activities of its component units, which are entities for which the City is financially accountable. Although they are separate legal entities, blended component units are in substance part of the City’s operations and are reported as an integral part of the City’s financial statements. The City’s blended component unit is described below.

Component Units Included in the Reporting Entity

The Livermore Capital Projects Financing Authority (LCPFA) provides financing assistance to the City. The Authority is controlled by the City and has the same governing body as the City, which also performs all accounting and administrative functions for the Authority. Separate financial statements are not issued for the LCPFA.

Basis of Presentation

The City’s basic financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. The Governmental Accounting Standards Board is the acknowledged standard setting body for establishing accounting and financial reporting standards followed by governmental entities in the United States of America.

These Standards require that the financial statements described below be presented.

Government-wide Statements The Statement of Net Position and the Statement of Activities display information about the primary government (the City) and its component units. These statements include the financial activities of the overall City government, except for fiduciary activities. Eliminations have been made to minimize the double counting of internal activities. These statements distinguish between the governmental and business-type activities of the City. Governmental activities generally are financed through taxes, intergovernmental revenues, and other non-exchange transactions. Business-type activities are financed in whole or in part by fees charged to external parties.

The Statement of Activities presents a comparison between direct expenses and program revenues for each segment of the business-type activities of the City and for each function of the City’s governmental activities.

Direct expenses are those that are specifically associated with a program or function and, therefore, are clearly identifiable to a particular function. Certain indirect costs are included in program expenses reported for individual functions and activities.

EXHIBIT A
199

38 City of Livermore
Notes to Financial Statements
June 30, 2022

Program revenues include (a) charges paid by the recipients of goods or services offered by the programs, (b) grants and contributions that are restricted to meeting the operational needs of a particular program and (c) fees, grants and contributions that are restricted to financing the acquisition or construction of capital assets. Revenues that are not classified as program revenues, including all taxes, are presented as general revenues.

Fund Financial Statements The fund financial statements provide information about the City's funds, including fiduciary funds and blended component units. Separate statements for each fund category—governmental, proprietary, and fiduciary—are presented. The emphasis of fund financial statements is on major individual governmental and enterprise funds, each of which is displayed in a separate column. All remaining governmental and enterprise funds are aggregated and reported as non-major funds.

Proprietary funds distinguish operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from exchange transactions associated with a proprietary fund’s principal ongoing operations. Exchange transactions are those in which each party receives and gives up essentially equal values. The principal operating revenues of the City’s enterprise funds, and internal service funds are charges to customers for sales and services. Operating expenses for enterprise funds and internal service funds include the cost of sales and services, administrative expenses, and depreciation of capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses. Non-operating revenues, such as subsidies and investment earnings, result from non-exchange transactions or ancillary activities.

Major Funds

The City’s major governmental and business-type funds are identified and presented separately in the fund financial statements. All other funds, called non-major funds, are combined, and reported in a single column, regardless of their fund-type.

Major funds are defined as funds that have either assets, liabilities, revenues, or expenditures/expenses equal to ten percent of their fund-type total and five percent of the grand total. The General Fund is always a major fund. The City may also select other funds it believes should be presented as major funds.

The City reported the following major governmental funds in the accompanying financial statements:

General Fund – The general operating fund of the City. It is used to account for all financial resources except those required to be accounted for in another fund.

Low Income Housing Special Revenue Fund – Established to account for the receipt and disbursement of in-lieu low- income housing impact fees collected from developers.

The City reported the following business-type funds as major funds in the accompanying financial statements.

Airport Fund – Established to account for the operations of the Livermore Municipal Airport.

Water Fund – Established to account for the operations of the municipal water service. Services are rendered on a user charge basis and impact fees are collected for future water storage needs.

EXHIBIT A
200

39 City of Livermore
Notes to Financial Statements
June 30, 2022

Sewer Fund – Established to account for operations of the wastewater disposal plant, the export pipeline, impact fees collected for sewer connections, and urban runoff fees.

Stormwater Fund – Established to account for operations of the storm water operations and impact fees collected for storm drain infrastructure.

The City also reports the following fund types:

Internal Service Funds – These funds are used to account for the financing of services and supplies provided by one City department to another on a cost-reimbursement basis. The City operates the Liability Insurance Reserve Fund, Workers Compensation Fund, Fleet and Equipment Services Fund, Information Technology Fund, and Facilities Rehabilitation Projects Fund.

Fiduciary Funds – These funds are used to account for assets held by the City as an agent for various functions. The financial activities of these funds are excluded from the City-wide financial statements but are presented in separate Fiduciary Fund financial statements. The City has the following three types of fiduciary funds:

Successor Agency to the Livermore Redevelopment Agency Private Purpose Trust Fund – Established for the assets received from the City’s former redevelopment agency in order to liquidate its enforceable obligations, pursuant to Assembly Bill X1 26 which dissolved redevelopment agencies in California as of January 31, 2012.

Funds received from the county to pay off enforceable obligations are held in this fund.

Custodial Funds – Established to account for assets held by the City in a purely custodial capacity. Custodial funds typically involve only the receipt, temporary investment, and remittance of fiduciary resources to individuals, private organizations, or other governments. Custodial Funds account for activities carried out exclusively for the benefit of that outside of the City but not administered through other fiduciary trusts or equivalent arrangements such as assessments for payments of certain conduit debt and other custodial activities as well as custodial activities related to the Livermore Pleasanton Fire District, JPA.

Permanent Fund – The permanent fund is used to report resources that are legally restricted to the extent that only earnings, not principal, may be used for purposes that support the government’s programs. Doolan Canyon Endowment Fund accounts for an endowment restricted for items related to mitigation of the burrowing owl habitat.

The Doolan Canyon fund has $577,287 in non-spendable fund balance.

Basis of Accounting and Measurement Focus

The accounting and financial reporting treatment is determined by the applicable measurement focus and basis of accounting. Measurement focus indicates the type of resources being measured such as current financial resources or economic resources. The basis of accounting indicates the timing of transactions or events for recognition in the financial statements.

EXHIBIT A
201

40 City of Livermore
Notes to Financial Statements
June 30, 2022

The government-wide financial statements are reported using the economic resources measurement focus and the full accrual basis of accounting. Revenues are recorded when earned and expenses are recorded at the time liabilities are incurred, regardless of when the related cash flows take place. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met.

Governmental funds are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Under this method, revenues are recognized when measurable and available. Measurable means the amount of the transaction can be determined and available means the amount is collectible within the current period or soon enough thereafter to be used to pay liabilities of the current period. The City’s accrual period is sixty days after year end. Expenditures are generally recognized under the modified accrual basis of accounting when the related fund liability has incurred, as under accrual accounting. However, debt service expenditures, as well as expenditures related to compensated absences, pension and other postemployment benefits liabilities, and claims and judgments, are recorded only when payment is due. Thus, such amounts are not current liabilities as their settlement will not require expenditures of existing fund assets.

Financial resources usually are appropriated in other funds for transfer to a debt service fund in the period in which maturing debt principal and interest must be paid. General capital asset acquisitions are reported as expenditures in governmental funds. Issuance of long-term debt and acquisitions under capital leases are reported as other financing sources.

Property taxes, sales taxes, franchise taxes, licenses, and interest associated with the current fiscal period are all considered to be susceptible to accrual and so have been recognized as revenues of the current fiscal period.

Entitlements are recorded as revenues when all eligibility requirements are met, including any time requirements, and the amount is received during the period or within the availability period for this revenue source. Expenditure-driven grants are recognized as revenue when the qualifying expenditures have been incurred and all other eligibility requirements have been met, and the amount is received during the period or within the availability period for this revenue source. All other revenue items including fines, license, and permits are considered to be measurable and available only when cash is received by the government.

The proprietary and fiduciary funds are reported using the economic resources measurement focus and accrual basis of accounting.

Cash and Investments

The City pools its available cash for investment purposes. The City’s cash and cash equivalents are considered to be cash on hand, demand deposits, and short-term investments with original maturity of three months or less from date of acquisition. Cash and cash equivalents are combined with investments and displayed as Cash and Investments.

In accordance with GASB Statement No. 31, Accounting and Financial Reporting for Certain Investments and for External Investment Pools, highly liquid market investments with maturities of one year or less at time of purchase are stated at amortized cost. All other investments are stated at fair value. The City participates in the Local Agency Investment Fund (LAIF), an investment pool managed by the State of California which invests a portion of the pooled funds in Structured Notes and Asset-backed Securities. LAIF’s investments are subject to credit risk with the full faith and credit of the State of California collateralizing these investments.

EXHIBIT A
202

41 City of Livermore
Notes to Financial Statements
June 30, 2022

In addition, these Structured Notes and Asset-backed Securities are subject to market risk due to change in interest rates. For purposes of the statement of cash flows of the proprietary funds types, cash and cash equivalents include all investments, as the City operates an internal cash management pool which maintains the general characteristics of a demand deposit account.

Restricted Cash and Investments

Restricted cash and investments include amounts held by fiscal agents for the redemption of bonded debt and for acquisition and construction of capital projects, for deposits held for others within the enterprise funds, and for amounts held in an irrevocable trust for pension activities.

Inventories and Prepaid items

Inventories are valued at cost on an average cost basis and consist of expendable supplies, fuel, and vehicle repair parts. The cost of such inventories is recorded as expenditures/expenses when consumed rather than when purchased.

Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in both the government-wide and fund financial statements. The cost of prepaid items is recorded as expenditures/expenses when consumed rather than when purchased.

Receivables

During the course of normal operations, the City carries various receivable balances that are shown net of allowances for doubtful accounts for taxes, interest, services, utilities and special assessments.

Notes Receivable

For the purposes of the governmental fund financial statements, expenditures related to long-term notes arising from subsidy programs are charges to operations upon funding and the notes are recorded with an offset to an unavailable revenue account under the deferred inflows of resources section. For the purposes of the government- wide financial statements, long-term loans are not offset by unavailable revenue accounts.

Leases

The City is a lessor for a noncancellable lease of a buildings, land and cell tower. The City recognizes a lease receivable and a deferred inflow of resources in the government‐wide and governmental and proprietary fund financial statements.

At the commencement of a lease, the City initially measures the lease receivable at the present value of payments expected to be received during the lease term. Subsequently, the lease receivable is reduced by the principal portion of lease payments received. The deferred inflow of resources is initially measured as the initial amount of the lease receivable, adjusted for lease payments received at or before the lease commencement date. Subsequently, the deferred inflow of resources is recognized as revenue over the life of the lease term.

EXHIBIT A
203

42 City of Livermore
Notes to Financial Statements
June 30, 2022

Key estimates and judgments include how the City determines (1) the discount rate it uses to discount the expected lease receipts to present value, (2) lease term, and (3) lease receipts.

• The City uses its estimated incremental borrowing rate as the discount rate for leases. • The lease term includes the noncancellable period of the lease. Lease receipts included in the measurement of the lease receivable is composed of fixed payments from the lessee.

The City monitors changes in circumstances that would require a remeasurement of its lease, and will remeasure the lease receivable and deferred inflows of resources if certain changes occur that are expected to significantly affect the amount of the lease receivable.

Deferred Outflows of Resources and Deferred Inflows of Resources

In addition to assets, the statement of net position reports a separate section for deferred outflows of resources. This separate financial statement element, deferred outflows of resources, represents a consumption of net assets that applies to future period(s) and so will not be recognized as an outflow of resources (expense/expenditure) until then.

In addition to liabilities, the statement of net position or governmental fund balance sheet reports a separate section for deferred inflows of resources. This separate financial statement element, deferred inflows of resources, represents an acquisition of net assets that applies to a future period(s) and so will not be recognized as an inflow of resources (revenue) until that time.

Pensions and Other Postemployment Benefits

For purposes of measuring the net pension and OPEB liabilities and deferred outflows/inflows of resources related to pensions, and pension expense, information about the fiduciary net position of the City of Livermore’s California Public Employees’ Retirement System (CalPERS) pension and Public Agency Retirement System (PARS) plans (Plans) and additions to/deductions from the Plans’ fiduciary net position have been determined on the same basis as they are reported by CalPERS and PARS. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with the benefit terms.

Property Tax Levy, Collection and Maximum Rates

The State of California Constitution Article XIII(A) provides that the combined maximum property tax rate on any given property may not exceed one percent of its assessed value unless an additional amount for general obligation debt has been approved by voters. Assessed value is calculated at 100 percent of market value as defined by Article XIII(A), generally equivalent to the latest sale price, and may be increased by no more than two percent per year unless the property is sold or transferred. Assessed values may be reduced because of taxpayer-initiated re-assessments or declining sales prices. The State Legislature has determined the method of distribution of receipts from this tax levy among the counties, cities, school districts and other districts.

Secured property tax is due in two installments, on November 1 and February 1, and becomes a lien on those dates. It becomes delinquent on December 10 and April 10, respectively. Unsecured property tax is due on July 1 and become delinquent on August 31.

EXHIBIT A
204

43 City of Livermore
Notes to Financial Statements
June 30, 2022

The term "unsecured" refers to taxes on personal property other than real estate, land, and buildings, such as airplanes, boats, etc. These taxes are secured by liens on the property being taxed.

Revenue Recognition for Water and Sewer Operations

Revenues from residential sewer customers are based on annual billings collected on the tax rolls by Alameda County.

Revenues for sewer services provided but not billed at the end of the fiscal year are estimated and accrued.

Land Held for Redevelopment

Land held for redevelopment includes land parcels used to develop or redevelop blighted properties and are accounted for as investments on the balance sheet at the lower of cost or net realizable value or agreed-upon sales price if a disposition agreement has been made with a developer. Individual parcels which have experienced a market value decline are written down to estimated current market value. No appreciation is recorded if the current market value of an individual parcel exceeds cost.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Adoption of New Accounting Pronouncements

During the fiscal year ended June 30, 2022, the City implemented the following GASB Pronouncements:

GASB Statement No. 87 – In June 2017, GASB issued Statement No. 87, Leases. The objective of this Statement is to better meet the information needs of financial statement users by improving accounting and financial reporting for leases by governments. This Statement increases the usefulness of governments’ financial statements by requiring recognition of certain lease assets and liabilities for leases that previously were classified as operating leases and recognized as inflows of resources or outflows of resources based on the payment provisions of the contract. It establishes a single model for lease accounting based on the foundational principle that leases are financings of the right to use an underlying asset. Under this Statement, a lessee is required to recognize a lease liability and an intangible right-to-use lease asset, and a lessor is required to recognize a lease receivable and a deferred inflow of resources, thereby enhancing the relevance and consistency of information about governments’ leasing activities.

The Statement is effective for the reporting periods beginning after December 15, 2020, or FY 2021/2022. The City implemented this Statement as of July 1, 2021.

EXHIBIT A
205

44 City of Livermore
Notes to Financial Statements
June 30, 2022

GASB Statement No. 89 – In June 2018, GASB issued Statement No. 89, Accounting for Interest Cost Incurred Before the End of a Construction Period. The objective of this Statement is to enhance the relevance and comparability of information about capital assets and the cost of borrowing for a reporting period and (b) to simplify accounting for certain interest costs. This Statement requires that interest cost incurred before the end of a construction period be recognized as an expense in the period in which the cost is incurred for financial statements prepared using the economic resources measurement focus. As a result, interest cost incurred before the end of a construction period will not be included in the historical cost of a capital asset reported in the financial statements. The requirements of this Statement are effective for reporting periods beginning after December 15, 2020, or FY 2021/2022. This Statement did not impact the City’s financial statements.

GASB Statement No. 92 – In January 2020, GASB issued Statement No. 92, Omnibus 2020. The objective of this Statement is to establish accounting and financial reporting requirements for specific issues related to leases, intra- entity transfers of assets, postemployment benefits, government acquisitions, risk financing and insurance-related activities of public entity risk pools, fair value measurements, and derivative instruments. The requirements of this Statement are effective for reporting periods beginning after June 15, 2021 or FY 2021/2022, except for the requirement relating to Statement 87 and Implementation Guide 2019-3; reinsurance recoveries, and terminology used to refer to derivative instruments which are effective upon issuance. This Statement did not impact the City’s financial statements.

GASB Statement No. 97 – In June 2020, GASB issued Statement No. 97, Certain Component Unit Criteria, and Accounting and Financial Reporting for Internal Revenue Code Section 457 Deferred Compensation Plans—an amendment of GASB Statements No. 14 and No. 84, and a supersession of GASB Statement No. 32. The objective of this Statement is (1) to increase consistency and comparability related to the reporting of fiduciary component units in circumstances in which a potential component unit does not have a governing board and the primary government performs the duties that a governing board typically would perform; (2) mitigate costs associated with the reporting of certain defined contribution pension plans, defined contribution other postemployment benefit (OPEB) plans, and employee benefit plans other than pension plans or OPEB plans (other employee benefit plans) as fiduciary component units in fiduciary fund financial statements; and (3) enhance the relevance, consistency, and comparability of the accounting and financial reporting for Internal Revenue Code (IRC) Section 457 deferred compensation plans (Section 457 plans) that meet the definition of a pension plan and for benefits provided through those plans. The requirements of this Statement are effective for reporting periods beginning after June 15, 2021 or FY 2021/2022. This Statement did not impact the City’s financial statements.

Future Accounting Pronouncements

The following GASB pronouncements have been issued, but are not effective as of June 30, 2022:

GASB Statement No. 91 – In May 2019, GASB issued Statement No. 91, Conduit Debt Obligations. The objectives of this Statement is to provide a single method of reporting conduit debt obligations by issuers and eliminate diversity in practice associated with commitments extended by issuers, arrangements associated with conduit debt obligations, and related note disclosures by clarifying the existing definition of a conduit debt obligation; establishing that a conduit debt obligation is not a liability of the issuer; establishing standards for accounting and financial reporting of additional commitments and voluntary commitments extended by issuers and arrangements associated with conduit debt obligations; and improving required note disclosures. The requirements of this Statement are effective for reporting periods beginning after December 15, 2021 or FY 2022/2023. The City is evaluating the impact of this Statement on the financial statements.

EXHIBIT A
206

45 City of Livermore
Notes to Financial Statements
June 30, 2022

GASB Statement No. 93 – In May 2020, GASB issued Statement No. 93, Replacement of Interbank Offered Rates.

The objectives of this Statement is to address those and other accounting and reporting implications resulting from the replacement of an IBOR by providing exceptions for certain hedging derivative instruments to the hedge accounting termination provisions when an IBOR is replaced and providing clarification to the hedge accounting termination provisions, removing LIBOR as a benchmark interest rate for the qualitative evaluation of the effectiveness of an interest rate swap, identifying a Secured Overnight Financing Rate and the Effective Federal Funds Rate as appropriate benchmark interest rates for the qualitative evaluation of the effectiveness of an interest rate swap.

GASB Statement No. 94 – In March 2020, GASB issued Statement No. 94, Public-Private and Public-Public Partnerships and Availability Payment Arrangements. The objectives of this Statement improve financial reporting by addressing issues related to public-private and public-public partnership arrangements (PPPs). The requirements of this Statement are effective for reporting periods beginning after June 15, 2022, or FY 2022/2023. The City is evaluating the impact of this Statement on the financial statements.

GASB Statement No. 96 – In May 2020, GASB issued Statement No. 96, Subscription-Based Information Technology Arrangements. The objective of this Statement is to provide guidance on the accounting and financial reporting for subscription-based information technology arrangements (SBITAs) for government end users (governments). This Statement (1) defines a SBITA; (2) establishes that a SBITA results in a right-to-use subscription asset—an intangible asset—and a corresponding subscription liability; (3) provides the capitalization criteria for outlays other than subscription payments, including implementation costs of a SBITA; and (4) requires note disclosures regarding a SBITA. The requirements of this Statement are effective for reporting periods beginning after June 15, 2022, or FY 2022/2023. The City is evaluating the impact of this Statement on the financial statements.

GASB Statement No. 99 – In April 2022, GASB Issued Statement No. 99, Omnibus 2022. The objectives of this Statement are to enhance comparability in accounting and financial reporting and to improve the consistency of authoritative literature by addressing (1) practice issues that have been identified during implementation and application of certain GASB Statements and (2) accounting and financial reporting for financial guarantees. Certain requirements of this statement have been implemented as of June 30, 2022. The requirements related to leases, PPPs, and SBITAs are effective for fiscal years beginning after June 15, 2022, and all reporting periods thereafter. The requirements related to financial guarantees and the classification and reporting of derivative instruments within the scope of Statement 53 are effective for fiscal years beginning after June 15, 2023, and all reporting periods thereafter.

The City is evaluating the impact of this Statement on the financial statements.

GASB Statement No. 100 – In June 2022, GASB Issued Statement No. 100, Accounting Changes and Error Corrections – an amendment of GASB Statement No. 62. The objective of this Statement is to enhance accounting and financial reporting requirements for accounting changes and error corrections to provide more understandable, reliable, relevant, consistent, and comparable information for making decisions or assessing accountability. The requirements of this Statement are effective for accounting changes and error corrections made in fiscal years beginning after June 15, 2023 and all reporting periods thereafter. The City is evaluating the impact of this Statement on the financial statements.

EXHIBIT A
207

46 City of Livermore
Notes to Financial Statements
June 30, 2022

GASB Statement No. 101 – In June 2022, GASB Issued Statement No. 101, Compensated Absences. The objective of this Statement is to better meet the information needs of the financial statement users by updating the recognition and measurement guidance for compensated absences. That objective is achieved by aligning the recognition and measurement guidance under a unified model and by amending certain previously required disclosures. The requirements of this Statement are effective for fiscal years beginning after December 15, 2023, and all reporting periods thereafter. The City is evaluating the impact of this Statement on the financial statements.

Note 2 - Stewardship, Compliance and Accountability

Budgeting Procedures

The City adopts a biennial operating budget on or before June 30 for each of the ensuing two fiscal years for all funds except the Fiduciary Funds. The operating budget takes the form of a two-year financial plan which is adopted in its entirety by the City Council by a resolution. A mid-period review is conducted in the off-year and appropriations are adjusted accordingly. The fiscal year begins on July 1 and ends on June 30 of the following year.

As Livermore is a general law city, it is not subject to a budgetary process prescribed by statute or charter.

The operating budget is subject to supplemental appropriations throughout its term to provide flexibility to meet changing needs and conditions. A resolution approving a supplemental appropriation is necessary when the original total appropriations for that fund would be exceeded. Similarly, supplemental appropriations and budget transfers between funds and projects need approval from the City Council. Budget adjustments within the same fund may be approved by the City Manager if the total appropriation does not exceed the total approved limit for that fund. All appropriations and encumbrances lapse at year-end. Valid outstanding encumbrances (those for which performance under executory contract is expected in the next fiscal year) are re-appropriated and become part of the subsequent year’s budget.

The operating budget is on a program basis; however, the legal level of budgetary control is at the fund level. For governmental funds, the budget is prepared on a modified accrual basis consistent with generally accepted accounting principles (GAAP), except that land held for redevelopment is treated as an expenditure when purchased, proceeds from the disposition of this land is treated as revenue when measurable and available, and transfers (to) or from different fund categories are treated as budgetary resources (uses). Organizational priorities which have been developed by City Council and City staff are implemented at the program level.

EXHIBIT A
208

47 City of Livermore
Notes to Financial Statements
June 30, 2022

Expenditures in Excess of Appropriations

The funds below incurred expenditures in excess of appropriations in the amounts below. The City Street Sweeping Fund had higher than expected costs for gas in the amount of $5,644 and insurance costs were also $3,754 over budget. The Host Community Impact Fee Fund paid for unanticipated roof repairs at the Bankhead Theater in the amount of $21,295 that was not budgeted. These funds had sufficient fund balances or expected future revenues to finance these expenditures.

Fund
Excess of Expenditures
Over Appropriations
City Street Sweeping 7,549$
Host Community Impact Fee 20,325

Fund Balance Deficits / Net Position Deficits

As of June 30, 2022, none of the funds had a significant fund balance/net position deficit.

Note 3 - Cash and Investments

The City pools cash from all sources and all funds, except Cash and Investments held by Trustees, so that it can be invested at the maximum yield consistent with safety and liquidity, while individual funds can make expenditures at any time.

Policies

California Law requires banks and savings and loan institutions to pledge government securities with a market value of 110% of the City’s cash on deposit, or first trust deed mortgage notes with a market value of 150% of the deposit, as collateral for these deposits. Under California Law this collateral is held in a separate investment pool by another institution in the City’s name and the City is placed ahead of general creditors of the institution.

The City invests in individual investments and in investment pools. Individual investments are evidenced by specific identifiable securities instruments, or by an electronic entry registering the owner in the records of the institution issuing the security, called the book entry system. In order to increase security, the City employs the Trust Department of a bank as the custodian of certain City managed investments, regardless of their form.

The City’s investments are carried at fair value, as required by generally accepted accounting principles. The City adjusts the carrying value of its investments to reflect their fair value at each fiscal year end, and it includes the effects of these adjustments in income for that fiscal year.

EXHIBIT A
209

48 City of Livermore
Notes to Financial Statements
June 30, 2022

Classification

Cash and investments are classified in the financial statements as shown below, based on whether or not their use is restricted under the terms of City debt instruments or Agency agreements.

Cash and investments in City Treasury 323,755,895$
Cash and investments with Trustees 576,451
Total City cash and investments 324,332,346
Cash and investments in Fiduciary Funds (Separate Statement) In City Treasury 16,607,451
With Trustees 3,862,958
Total Fiduciary cash and investments 20,470,409
Total cash and investments 344,802,755$

Cash and investments available for operations is used in preparing proprietary fund statements of cash flows because these assets are highly liquid and are expended to liquidate liabilities arising during the year.

Investments Authorized by the California Government Code and the City’s Investment Policy

The City’s Investment Policy and the California Government Code allow the City to invest in the following Investment types, provided the credit ratings of the issuers are acceptable to the City and the approved percentages and maturities are not exceeded. The table below also identifies certain provisions of the California Government Code, or the City’s Investment Policy where the City’s Investment Policy is more restrictive.

Authorized Investment Type Maximum Maturity
Minimum Credit
Quality
Maximum
Percentage of
Portfolio
Maximum
Investment in One
Issuer
California Local Agency Bonds* 5 years A None None
U.S. Treasury Bills and Notes 5 years N/A None None Obligations issued by United States
Government Agencies
5 years N/A None None
Bankers Acceptances 180 days A 40% 30%
Commercial Paper 270 days A1/P1 10% 10%
Negotiable Certificates of Deposit 5 years None 30% None Repurchase Agreements 1 year None 20% None
Reverse Repurchase Agreements 92 days None 20% None
Medium Term Corporate Notes 5 years A 30% None
Money Market Mutual Funds 5 years Top rating category 15% 10% Collateralized Notes, Bonds, or Other
Obligations Secured by First Priority Security
Interest
5 years N/A None None
Certificates of Deposit 5 years N/A 30% None
California Local Agency Investment Fund 5 years N/A $75 million per account
$75 million per
accountPassbook Savings Account N/A N/A N/A N/A
Supranationals 5 Years AA 30% None
* No Maximum Maturity or minimum rating on Bonds issued by the City of Livermore.

EXHIBIT A
210

49 City of Livermore
Notes to Financial Statements
June 30, 2022

Under the City’s Investment Policy, investments not described above are ineligible investments. In addition, the City may not invest any funds in inverse floaters, range notes, or interest only strips that are derived from a pool of mortgages in accordance with the California Government Code. Except for callable federal agency securities, any security that derives its value from another asset or index is prohibited. In addition, the City may not invest any funds in any security that could result in zero interest accrual if held to maturity.

Investments Authorized by Debt and Trust Agreements

The City and the Successor Agency to the former Redevelopment Agency must maintain required amounts of cash and investments with trustees or fiscal agents under the terms of certain debt issues. These funds are unexpended bond proceeds or are pledged reserves to be used if the City and/or the Successor Agency fail to meet their obligations under these debt issues. The California Government Code requires these funds to be invested in accordance with the City resolutions, bond indentures or State statutes.

The table below identifies the investment types that are authorized for investments held by fiscal agents.

Authorized Investment Type Maximum Maturity Minimum Credit Quality Maximum %
Allowed
U.S. Treasury Bills and Notes No Limit NA No Limit
Federal and Local Agency Obligations No Limit NA No Limit Federal funds, unsecured certificates of deposit, time
deposits & bankers acceptances Not more than 360 days A-1 or A-1+ by S&P and P-1 by Moody No Limit Commercial Paper Not more than 270 days A-1+ by S&P and P-1 by Moody No Limit Money Market Mutual Funds No Limit AAAm or AAAm-G or better by S&P No Limit Municipal Bonds No Limit Aaa or AAA or general obligations of states with a rating of A2/A or high by Moody, S&P, or Fitch No Limit California Local Agency Investment Fund (LAIF) NA NA $75 million per account
Repurchase Agreements 6 mo. or less Equal to or better than existing Certificates by Moody’s No Limit
Investment Agreements No Limit Equal to or better than existing Certificates by Moody’s No Limit
Pre-refunded municipal obligations No Limit Aaa by Moody’s & AAA by S&P; if no Moody’s rating, then must have been pre-refunded with cash. No Limit

Interest Rate Risk

Interest rate risk represents how changes in market interest rates will adversely affect the fair value of an investment. Normally, the longer the maturity of an investment, the greater the sensitivity of its fair value to changes in market interest rates. The City generally manages its interest rate risk by holding investments to maturity.

EXHIBIT A
211

50 City of Livermore
Notes to Financial Statements
June 30, 2022

Information about the sensitivity of the fair values of the City’s investments (including investments held by bond trustees) to market interest rate fluctuations is provided by the following table that shows the distribution of the City’s investments by maturity:

12 Months 13 to 24 25 to 60 More than
Investment Type or less Months Months 60 Months Total
U.S. Government-Sponsored Enterprise Agencies -
Callable 57,189,525$ 12,832,410$ 18,581,850$ -$ 88,603,785$ Non-callable 15,983,670 27,157,521 57,173,000 - 100,314,191 California Local Agency Investment Fund 68,835,172 - - - 68,835,172 Money Market Mutual Funds 5,008,958 - - - 5,008,958 Negotiable Certificates of Deposit 1,474,445 3,590,405 9,547,269 - 14,612,119 Medium Term Corporate Notes 12,517,750 23,571,894 21,797,533 - 57,887,177 Municipal Bonds 1,734,110 262,575 237,745 1,812,000 4,046,430 Total Investments 162,743,630$ 67,414,805$ 107,337,397$ 1,812,000$ 339,307,832 Cash Equivalent 5,494,923
Total Cash and Investments 344,802,755$

Credit Risk

Credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of the investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization. Presented below is the actual rating as of June 30, 2022 for each investment type as provided by Standard and Poor’s investment rating service.

Investment Type AAA AA A BBB Not Rated Total
Rated:

U.S. Agencies
Callable 18,193,180$ 52,430,400$ -$ -$ 17,980,205$ 88,603,785$ Non-callable 2,788,530 72,079,110 - - 25,446,551 100,314,191 California Local Agency Investment Fund - - - - 68,835,172 68,835,172 Money Market Mutual Funds 5,008,958 - - - 5,008,958 Negotiable Certificates of Deposit - 465,165 - - 14,146,954 14,612,119 Medium Term Corporate Notes - 3,000,000 51,349,964 3,537,213 - 57,887,177 Municipal Bonds - 2,234,430 - - 1,812,000 4,046,430 Total Investments 20,981,710$ 135,218,063$ 51,349,964$ 3,537,213$ 128,220,882$ 339,307,832 Cash Equivalent (Overdraft) 5,494,923
Total Cash and Investments 344,802,755$

Local Agency Investment Fund

The City is a participant in the Local Agency Investment Fund (LAIF) that is regulated by California Government Code Section 16429 under the oversight of the Treasurer of the State of California. The City reports its investment in LAIF at the fair value amount provided by LAIF, which is the same as the value of the pool share. The balance is available for withdrawal on demand and is based on the accounting records maintained by LAIF, which are recorded on an amortized cost basis. Included in LAIF’s investment portfolio are collateralized mortgage obligations, mortgage- backed securities, other asset-backed securities, loans to certain state funds, and floating rate securities issued by federal agencies, government-sponsored enterprises, United States Treasury Notes and Bills, and corporations.

These investments matured in an average of 311 days.

EXHIBIT A
212

51 City of Livermore
Notes to Financial Statements
June 30, 2022

Money Market funds were available for withdrawal on demand at June 30, 2022 with an average maturity of 30 days or less.

Concentration of Credit Risk

Investments in the securities of any individual issuer, other than U. S. Treasury securities, mutual funds, and external investment funds that represent 5% or more of total investments are as follows on June 30, 2022:

Issuer Type of Investments Amount
Entity-wide:

Federal Home Loan Bank U.S. Agency Securities 95,292,904$ Federal Farm Credit Bank U.S. Agency Securities 30,542,640 Federal National Mortgage Association U.S. Agency Securities 27,109,140 Federal Home Loan Mortgage Association U.S. Agency Securities 17,156,710

Fair Value Measurement of Investments

The City categorizes the fair value measurements of its investments based on the hierarchy established by generally accepted accounting principles. The fair value hierarchy, which has three levels, is based on the valuation inputs used to measure an asset's fair value. The following provides a summary of the hierarchy used to measure fair value:

• Level 1 - Quoted prices in active markets for identical assets that the City has the ability to access at the measurement date. Level 1 assets may include debt and equity securities that are traded in an active exchange market and that are highly liquid and are actively traded in over-the-counter markets.

• Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active, or other inputs that are observable, such as interest rates and curves observable at commonly quoted intervals, implied volatilities, and credit spreads. For financial reporting purposes, if an asset has a specified term, a Level 2 input is required to be observable for substantially the full term of the asset.

• Level 3 - Unobservable inputs should be developed using the best information available under the circumstances, which might include the City's own data. The City should adjust that data if reasonable available information indicates that other market participants would use different data or certain circumstances specific to the City are not available to other market participants.

EXHIBIT A
213

52 City of Livermore
Notes to Financial Statements
June 30, 2022

The City's fair value measurements are as follows at June 30, 2022:

Level 2 Level 3 June 30, 2022
U.S. Government-Sponsored Enterprise Agencies
Callable 88,603,785$ -$ 88,603,785$ Non-callable 100,314,191 - 100,314,191 Medium Term Corporate Notes 57,887,177 - 57,887,177 Municipal Bonds 2,234,430 1,812,000 4,046,430 Negotiable Certificates of Deposit 14,612,119 - 14,612,119 Total investments measured at fair value 263,651,702$ 1,812,000$ 265,463,702 Investments Measured at Amortized Cost:

Money Market Mutual Funds 5,008,958
Investments Exempt from Fair Value Hierarchy:

California Local Agency Investment Fund 68,835,172
Cash Equivalent 5,494,923
Total Cash and Investments 344,802,755$
Fair Value Measurements Using
Levels

The California Local Agency Investment Fund (LAIF) is valued using a factor provided in the Pooled Money Investment Account (PMIA) Performance Report by the State Treasurer's Office. Investments classified in Level 2, were valued using prices provided by the City’s custodian bank. Fair value is defined as quoted market value on the last day of the period.

The City issued Pleasant View Limited Obligation Improvement Bonds, Series 2018 for and on behalf of Assessment District No.2016-2 in the amount of $967,537 on June 14, 2018, as a direct placement debt. The City also issued Trevarno Road Limited Obligation Improvement Bonds, Series 2021 for and on behalf of Assessment District No.2021-1 in the amount of $912,000 on January 6, 2022, as a direct placement debt. The City then purchased these bonds as an investment. These investments are not traded in the open market and, therefore, measured at Level 3 as per GASB Statement No. 72 since the valuation inputs for this bond are unobservable. As of June 30, 2022, the balance outstanding for these bonds is $1,812,000. Additional information is provided in Note 9.

Note 4 - Interfund Transactions

Current Interfund Balances

Current interfund balances arise in the normal course of business and represent short-term borrowings occurring as a result of expenditures which are paid prior to the receipt of revenues. These balances are expected to be repaid shortly after the end of the fiscal year when revenues are received. There were no current amounts due from one fund to another at June 30, 2022.

EXHIBIT A
214

53 City of Livermore
Notes to Financial Statements
June 30, 2022

Transfers between Funds

With Council approval, resources may be transferred from one City fund to another. The purpose of the majority of transfers is to subsidize operations of programs and funds which are not self-sustaining. Less often, a transfer may be made to open or close a fund. Interfund transfers for the year ended June 30, 2022 are summarized below.

Fund Receiving Transfers Fund Making Transfers
Amount
Transferred
General Fund Low Income Housing Fund 387,880$ A
Non-Major Governmental Funds 402,238 A
Low Income Housing Fund Non-Major Governmental Funds 115,680 C Non-Major Governmental Funds General Fund 4,605,063 B Non-Major Governmental Funds 999,529 B
Stormwater Enterprise Fund General Fund 1,767,367 C Total Interfund Transfers 8,277,757$
A - Transfer for reimbursement for administrative costs B - Transfers of approximately $3.88 million for the 2020 COP debt service payments and remaining for operating subsidies and expenses.

C - Operating subsidy

Long-Term Interfund Advances

The City’s General Fund made an advance of $4,720,000 to the Other Impact Fees Special Revenue Fund for downtown revitalization and the loan will be repaid to the General Fund as the fees are collected. No payment was made during fiscal year 2021-2022. The balance as of June 30, 2022 is $3,874,396.

Internal Balances

As a general rule, the effect of interfund activity has been eliminated from the government-wide financial statements.

Exceptions to this general rule are payments in lieu of taxes where the amounts are reasonably equivalent in value to the interfund services provided and other charges between the government’s airport, water, stormwater, and sewer functions and various other functions of the government. Elimination of these charges would distort the direct costs and program revenues reported for the various functions concerned.

Internal balances are presented in the City-wide financial statements only. They represent the net interfund receivables and payables remaining after the elimination of all such balances within governmental and business-type activities.

EXHIBIT A
215

54 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 5 - Notes Receivable

As of June 30, 2022, Notes Receivables balances are as follows:

Housing
Successor
Low Income
Housing
Housing &
Community
Assistance
Other Local,
State and
Federal Grants
Other Special
Revenue Funds Total
Deferred Second Mortgage Program -$ 20,375,589 705,640$ 1,565,924$ -$ 22,647,153$ Rehabilitation Loan Program - 233,205 - 192,818 - 426,023 Valley Care Senior Housing Project - 800,000 - - - 800,000 California Housing Finance Agency - 952,555 - - - 952,555 Livermore Housing Authority - - - 754,800 - 754,800 Loans to Successor Agency of the former
Redevelopment Agency 543,438 - - - - 543,438 Eden Housing Project 1,428,221 - - - - 1,428,221 Livermore Independent Living Associates Project 2,487,413 - - - - 2,487,413 Affordable Housing Loans 171,760 - - - - 171,760 Vineyard Development Loans 604,516 - - - - 604,516 California Water Service Agreement(s) - - - - 75,385 75,385 Totals 5,235,348$ 22,361,349$ 705,640$ 2,513,542$ 75,385$ 30,891,264$

The City administers the Deferred Second Mortgage Program using Low Income Housing Fund revenues and a Rehabilitation Loan Program using Community Development Block Grants. Under these Programs, individuals with incomes below a certain level are eligible to receive low interest loans, secured by second deeds of trust, to help purchase their home or rehabilitate it. Upon approval of loans, the City disburses the funds, arranges for, and collects repayments.

As part of the Valley Care Senior Housing Project, Agency funds transferred to the City’s Housing and Community Assistance Fund in fiscal year 2001-02 were used to finance the Developer Loan in the amount of $800,000 which was used to partially finance City and County Development Fees. The loan bears interest at ten percent, is due in fifty-seven years and is secured by a subordinated deed of trust. If the project maintains affordability covenants through maturity the interest rate will drop to five percent and eventually the five percent interest accrued will be forgiven.

In fiscal year 2005-06, the City loaned Livermore Housing Authority $510,000 from the Housing Trust Fund to be used for the acquisition of six units for low-income individuals located at 2276-2280 Chestnut Street. The loan bears interest at 3.00% per annum on the outstanding principal from the date of the closing of the permanent loan. The principal and all the interest will be due and payable on the earlier of the date the property is sold or when the permanent loan is refinanced. In the event of residual receipts, payments of principal and interest will commence on July 1, 2008 until the loan is paid in full or terminated.

The former Redevelopment Agency (RDA) engaged in programs designed to encourage construction of or improvement to low-to-moderate income housing. Under these programs, grants or loans are provided under favorable terms to homeowners or developers who agree to expend these funds in accordance with the Agency’s terms.

EXHIBIT A
216

55 City of Livermore
Notes to Financial Statements
June 30, 2022

With the dissolution of the former Redevelopment Agency the City became the Successor to the former Redevelopment Agency’s housing activities and as a result, the Housing Successor Fund assumed the notes receivable of the former Redevelopment Agency’s Low- and Moderate-Income Housing Fund. The balances of the notes receivable in the Housing Successor Fund at June 30, 2022 are set forth below:

During the fiscal year ended June 30, 2010, the former RDA approved an interfund advance of $1,561,803 from the Low and Moderate Income Housing fund to the former Agency’s Capital Projects Fund to make the required payment to the Supplemental Education Revenue Augmentation Fund (SERAF). During the fiscal year ended June 30, 2011, the former Agency approved a second interfund advance in the amount of $321,548 for a total of $1,883,351. As of June 30, 2022, the outstanding balance is $543,438.

During fiscal year 1992, the former RDA loaned a developer $1,520,605 as part of the Eden Housing Project agreement, the proceeds of which were used for land acquisition and development of low- and moderate-income housing. As of June 30, 2022, the loans had an outstanding balance of $1,428,221. The land loan bears interest at 3% and the predevelopment loan bears interest at 9% which is due in 2049 and is subordinated to permanent bank loans.

In 2009, the former RDA agreed to a property tax loan, extended to the Livermore Senior Associates LLC, which bears interest at 4%. Annual repayments begin after the project is complete commencing in year eight from available cash flows of the project. In fiscal year 2017-18, loan advances have ceased, and the loan repayment period commenced.

The principal balance was adjusted to match the repayment schedule. As of June 30, 2022, the outstanding loan balance was $2,487,413.

In April 2011, the former RDA loaned an individual $199,032 from Low- and Moderate-Income Housing Funds to be used for the purchase of an affordable housing unit. To assist in the refinancing of a below market rate unit, the City originally loaned the borrower $61,000. To further assist, the City increased that loan to $184,652 (original loan of $61,000 included). The balance of the two loans as of June 30, 2022 is $171,760.

In July 1990 and September 1992, the City and California Water Service Company (“Calwater”) entered into agreements to make annual payments for a term of 40 years to the City of Livermore for water lines sold to Calwater under Consolidated Refunding District 2002, College Avenue. The balance outstanding on this loan on June 30, 2022 is $75,385.

Note 6 - Lease Receivables

The City, as a lessor, has entered into long-term non-cancelable lease agreements for buildings, parking lots, land, facilities, and cell sites, which expire at various dates through 2061. During the year ended June 30, 2022, the City recognized $752,359 and $453,506 in lease revenue and interest revenue, respectively, pursuant to these contracts.

As of June 30, 2022, the City has a receivable for lease payments of $13,550,106, and a balance of deferred inflow of resources of $13,282,417. The future lease payments were discounted at a rate of 1.92% to 3.57%, depending on the length of the lease.

EXHIBIT A
217

56 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 7 - Capital Assets

All capital assets are valued at historical cost or estimated historical cost if actual historical cost is not available.

Donated capital assets, donated works of art and similar items, and capital assets received in a service concession arrangement are valued at acquisition cost. Some capital assets may be acquired using Federal and State grant funds, or they may be contributed by developers or other governments. Generally accepted accounting principles requires that these contributions be accounted for as revenues at the time the capital assets are contributed.

The City’s policy is to capitalize infrastructure with a cost exceeding $100,000 and other capital assets with a cost exceeding $5,000 and with useful lives exceeding one year.

The City has recorded all its public domain (infrastructure) capital assets, which include roads, bridges, curbs and gutters, streets and sidewalks, drainage systems and lighting systems in its government–wide financial statements.

All capital assets with limited useful lives are depreciated over their estimated useful lives. The purpose of depreciation is to spread the cost of capital assets equitably among all users over the life of the assets. The amount charged to depreciation expense each year represents that year’s pro rata share of the cost of capital assets.

Depreciation of all capital assets is charged as an expense against operations each year and the total amount of depreciation taken over the years, called accumulated depreciation, is reported on statement of Net Position as a reduction in the book value of the capital assets.

Depreciation of capital assets in service is provided using the straight-line method which means the cost of the asset is divided by its expected useful life in years and the result is charged to expense each year until the asset is fully depreciated. The City has assigned the useful lives listed below to capital assets.

Buildings 25-50 years
Improvements 20-50 years
Equipment 3-20 years
Library books 3-20 years
Licensed Vehicles 3-20 years
Infrastructure 25-50 years

EXHIBIT A
218

57 City of Livermore
Notes to Financial Statements
June 30, 2022

Capital Asset Additions and Retirements

Capital asset activity for the year ended June 30, 2022 comprises the following:

Balance Retirements Transfers/ Balance at
June 30, 2021 Additions and adjustments Reclassification June 30, 2022 Governmental activities
Governmental Fund Capital Assets
Capital assets not being depreciated:

Land 39,008,811$ -$ -$ 4,837,170$ 43,845,981$ Intangible asset - easement 4,542,933 - - - 4,542,933 Construction in progress 96,295,658 24,438,010 (1,958,008) (45,925,773) 72,849,887 Subtotal 139,847,402 24,438,010 (1,958,008) (41,088,603) 121,238,801 Capital assets being depreciated, cost:

Office equipment 8,767,642 48,383 (5,856,374) - 2,959,651 Other equipment 7,959,459 36,857 (527,089) 2,107,527 9,576,754 Library books 2,062,340 - - - 2,062,340 Licensed vehicles 261,992 - - - 261,992 Infrastructure 328,379,736 - - 32,166,719 360,546,455 Buildings 118,050,206 - - 5,638,452 123,688,658 Subtotal 465,481,375 85,240 (6,383,463) 39,912,698 499,095,850 Accumulated Depreciation:

Office equipment (8,416,365) (50,345) 5,760,914 - (2,705,796) Other equipment (7,448,178) (273,753) 520,581 - (7,201,350) Library books (2,062,340) - - - (2,062,340) Licensed vehicles (183,870) (19,530) - - (203,400) Infrastructure (185,613,351) (9,165,722) - - (194,779,073) Buildings (43,709,046) (2,565,457) - - (46,274,503) Subtotal (247,433,150) (12,074,807) 6,281,495 - (253,226,462) Net Governmental Funds
capital assets being depreciated 218,048,225 (11,989,567) (101,968) 39,912,698 245,869,388 Total Governmental Funds
capital assets 357,895,627$ 12,448,443$ (2,059,976)$ (1,175,905)$ 367,108,189$ Balance at Retirements Transfers/ Balance at
June 30, 2021 Additions and Adjustments Reclassification June 30, 2022 Internal Service Fund Capital Assets
Capital assets not being depreciated:

Construction in progress 892,488$ 310,873$ -$ (612,150)$ 591,211$ Subtotal 892,488 310,873 - (612,150) 591,211 Capital assets being depreciated, cost:

Office equipment 2,635,567 91,627 (9,000) - 2,718,194 Other equipment 849,030 37,683 (86,345) 438,435 1,238,803 Infrastructure 12,406,587 - - - 12,406,587 Licensed vehicles 18,663,664 539,300 (1,580,566) 173,715 17,796,113 Subtotal 34,554,848 668,610 (1,675,911) 612,150 34,159,697 Accumulated Depreciation:

Office equipment (2,298,788) (134,660) 9,000 - (2,424,448) Other equipment (621,533) (77,182) 83,880 - (614,835) Infrastructure (3,106,946) (11,647) - - (3,118,593) Licensed vehicles (12,126,849) (1,232,487) 1,514,276 - (11,845,060) Subtotal (18,154,116) (1,455,976) 1,607,156 - (18,002,936) Net Internal Service Fund
capital assets being depreciated 16,400,732 (787,366) (68,755) 612,150 16,156,761 Total Internal Service Funds 17,293,220 (476,493) (68,755) - 16,747,972 Governmental activity capital assets, net 375,188,847$ 11,971,950$ (2,128,731)$ (1,175,905)$ 383,856,161$

EXHIBIT A
219
58 City of Livermore
Notes to Financial Statements
June 30, 2022
Balance Retirements Transfers/ Balance at
June 30, 2021 Additions and adjustments Reclassification June 30, 2022 Business-type activities
Capital assets not being depreciated:

Land 13,380,924$ -$ -$ -$ 13,380,924$
Land improvements 634,433 - - - 634,433
Construction in progress 36,153,304 2,782,601 (336,250) (30,510,838) 8,088,817 Subtotal 50,168,661 2,782,601 (336,250) (30,510,838) 22,104,174 Capital assets being depreciated:

Office equipment 844,864 6,802 (147,117) - 704,549
Other equipment 2,805,462 76,725 (955,178) 6,346,522 8,273,531 Licensed Vehicles 946,078 - (36,070) - 910,008
Airport infrastructure 11,601,545 - - 1,169,347 12,770,892 Water infrastructure 50,923,942 - - 8,987,688 59,911,630 Sewer infrastructure 133,283,498 - - 9,698,936 142,982,434 Storm Drain infrastructure 105,567,448 - - 5,484,250 111,051,698 Stormwater infrastructure 1,011,473 - - - 1,011,473 Buildings 22,674,452 - - - 22,674,452
Subtotal 329,658,762 83,527 (1,138,365) 31,686,743 360,290,667 Accumulated Depreciation:

Office equipment (476,891) (57,957) 140,310 - (394,538) Other equipment (2,058,833) (478,539) 943,595 - (1,593,777) Licensed Vehicles (482,177) (34,178) 36,072 - (480,283) Airport infrastructure (11,014,886) (101,524) - - (11,116,410) Water infrastructure (26,901,251) (1,681,268) - - (28,582,519) Sewer infrastructure (88,169,090) (3,550,608) - - (91,719,698) Storm Drain infrastructure (87,229,376) (1,957,425) - - (89,186,801) Stormwater infrastructure (154,203) (44,650) - - (198,853) Buildings (10,827,432) (450,967) - - (11,278,399) Subtotal (227,314,139) (8,357,116) 1,119,977 - (234,551,278) Net capital assets being depreciated 102,344,623 (8,273,589) (18,388) 31,686,743 125,739,389 Business-type activity capital assets, net 152,513,284$ (5,490,988)$ (354,638)$ 1,175,905$ 147,843,563$ Depreciation Allocation
Depreciation expense was charged to functions and programs based on their usage of the related assets. The amount allocated to each function or program was as follows:

Governmental
Activities
Business-Type
Activities
General Government 2,300$ -$
Fire 297,607 -
Police 319,718 -
Public Works 10,743,117 -
Community Development 1,486,379 -
Library 681,662 -
Airport - 356,781
Water - 1,752,786
Sewer - 4,242,560
Storm Water - 2,004,989
Total Depreciation Expense 13,530,783$ 8,357,116$
Depreciation Expense

EXHIBIT A
220

59 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 8 - Long-Term Liabilities

Long-Term Debt Schedule:

The City’s debt comprises bonds, loans, notes, certificates of participation (COP), and refunding certificates of participation. Certificates of participation are similar to debt; they allow investors to participate in a share of guaranteed payments, which are made by the City. Because they are similar to debt, the present value of the total of the payments to be made by the City is recorded as long-term debt. Details of the individual debt issues and transactions are set forth below:

Balance at Additions Balance at Current
June 30, 2021 (Retirements) June 30, 2022 Portion
Governmental Activities
Certificates of Participation:
2020A, 4%, 2042 7,465,000$ (180,000)$ 7,285,000$ 205,000$ Unamortized Premium 1,349,358 (64,255) 1,285,103 64,255 2020B, 4%, 2030 35,467,418 (2,507,470) 32,959,948 2,611,198 Unamortized Premium 5,988,748 (519,919) 5,468,829 519,919 Housing & Urban Development Loan, varies, 2030 1,417,955 (599,758) 818,197 90,758 Internal Service Funds:

Financed Purchase:

Banc of America Equipment Purchase Loan 6,883,846 (735,352) 6,148,494 794,252 Total governmental activities debt 58,572,325$ (4,606,754)$ 53,965,571$ 4,285,382$ Business-type Activities
Airport
Certificates of Participation:
2020B, 4%, 2030 3,726,130$ (161,875)$ 3,564,255$ 168,308$ Unamortized Premium 661,003 (39,330) 621,673 39,330 Financed Purchase:

Banc of America Equipment Purchase Loan 270,015 (28,888) 241,127 31,202 Water
Certificates of Participation:
2020B, 4%, 2030 2,841,453 (235,656) 2,605,797 245,494 Unamortized Premium 468,885 (46,888) 421,997 46,888 Total business-type activities debt 7,967,486$ (512,637)$ 7,454,849$ 531,222$

Long Term Debt

Certificates of Participation:

2020 Certificates of Participation

On June 25, 2020, the City issued tax-exempt 2020 Certificates of Participation (2020 COP) to refinance the 2011 COP, 2014 COP Series A and 2014 COP Series B. There are two semi‐annual debt service payments, consisting of principal payments due annually on April 1 and interest payments due on November 1 and April 1, which are payable solely from and secured by the lease payments made by the City to the Public Property Financing Corporation of California. Lease payments will be made by the City pursuant to the Lease Agreement for the use and occupancy of the Leased Property, which comprises of the City’s police facility and civic center library located in the City’s Civic Center.

EXHIBIT A
221

60 City of Livermore
Notes to Financial Statements
June 30, 2022

The 2020 Certificates of Participation Series A (2020 COP Series A) are qualified 501(c)(3) certificates and are issued in the principal amount $7,465,000 to refund the 2014 COP Series A (Livermore Valley Performing Arts Center Refunding) and to pay certain costs of executing and delivering the 2020 Series A Certificates.

Lease payments for 2020 COP Series A will be made by the pledged revenue of the Host Community Impact Fee Special Revenue Fund.

The City issued $42,035,000 principal amount of 2020 Certificates of Participation Series B, (2020 COP Series B) to refund the outstanding principal balance of $14,945,000 for the 2011 COP and $35,530,000 for the 2014 COP Series B as well as to fund certain costs of executing and delivery of the Certificates. Lease payments for 2020 COP Series B will be made by the General Fund, Airport Enterprise Fund, and Water Enterprise Fund.

Hud Section 108 Loans – Direct Borrowing:

In fiscal year 2010, the City received a Section 108 loan in the amount of $1,320,000 from the Department of Housing and Urban Development to purchase the Hagemann Farms. The principal payments are due annually from 2012 through 2030. As of June 30, 2022, the outstanding loan balance was $550,000.

In May 2014, the City entered into a Public Participation Jurisdiction (PPJ) agreement with Alameda County and the Cities of Dublin and Pleasanton to jointly repay a $1,250,000 Section 108 loan guarantee from the US Department of Housing and Urban Development (HUD). This loan was obtained to renovate a building owned by Axis Community Health at 5925 West Las Positas Boulevard, Pleasanton, to expand medical and mental health services throughout the Tri-Valley region. The City of Pleasanton drew $950,000 only since Alameda County paid its share of $300,000 in cash.

The City of Livermore has committed to pay $387,505 or approximately 41% of the total loan amount of $950,000. As of June 30, 2022, the outstanding loan balance was $268,197. Payment of the loan is made out of the Other State, Federal, and Local Grants Fund.

Financed Purchase

Banc of America Equipment Purchase Loan

On October 24, 2012, the City entered into an equipment purchase agreement with Banc of America Public Capital Corp to install photovoltaic panels and streetlights throughout the City. The present value of minimum lease payments in the amount of $12,538,957 were initially reported on the financial statements. Rental payments are due in 180 uneven monthly payments ranging from $69,892 to $115,868 and include interest at the rate of 2.59%. Monthly lease payments began on November 24, 2013 and end on October 24, 2028. Because loan payments did not begin until construction was completed in November 2013, the accrued interest of $110,494 for July through October was capitalized and added to the principal balance at that time. Loan payments are being made by the Facilities Rehabilitation Internal Service Fund and the Airport Enterprise Fund.

EXHIBIT A
222

61 City of Livermore
Notes to Financial Statements
June 30, 2022

Debt Service Requirements

Debt service requirements are shown below for all long-term debt, including capital lease obligations.

For the Year
Ending June 30 Principal Interest Principal Interest
2023 3,701,208$ 1,732,542$ 445,004$ 244,417$ 2024 3,895,537 1,592,695 464,973 226,678 2025 4,098,636 1,445,714 484,391 208,186 2026 4,313,782 1,291,229 505,124 188,928 2027 4,504,770 1,129,527 528,522 168,826 2028-2032 17,443,901 3,254,296 2,356,355 529,125 2033-2037 4,490,118 1,412,538 830,496 244,946 2038-2042 4,763,687 441,750 796,314 65,250 Total 47,211,639$ 12,300,291$ 6,411,179$ 1,876,356$ Premium, net of amortization 6,753,932 1,043,670 53,965,571$ 7,454,849$
Governmental Activities Business-type Activities

Compensated Absences

Compensated absences are comprised of unused vacation leave and certain compensated time off and are accrued as earned. Compensated absences are liquidated by the fund that has recorded the liability. The long-term portion of governmental activities compensated absences is liquidated primarily by the General Fund. The liability for compensated absences is determined annually. For all governmental funds, amounts expected to be paid out for permanent liquidations due to terminations and retirements are recorded as fund liabilities; the long-term portion is recorded in the Statement of Net Position. Sick pay does not vest and is not accrued.

The change in compensated absences for the fiscal year 2021-22 was as follows:

Governmental Business Type
Activities Activities Total
Beginning balance 4,189,666$ 664,809$ 4,854,475$ Additions 1,898,797 302,748 2,201,545 Payments (2,061,658) (334,717) (2,396,375) Ending balance 4,026,805$ 632,840$ 4,659,645$ Current portion 1,266,330$ 237,378$ 1,503,708$

EXHIBIT A
223

62 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 9 - Special Assessment District Debt with No City Commitment

Special assessment districts, including Mello Roos Districts, exist in various parts of the City to provide improvements to properties located in those districts. Properties are assessed for the cost of improvements; these assessments are payable over the term of the debt issued to finance the improvements and must be sufficient to repay this debt. The City acts solely as the collecting and paying agent for the special assessment district debt issues below, but it has no direct or contingent liability or moral obligation for the payment of this debt. This debt is not included in the general debt of the City. The outstanding balance of each of these issues as of June 30, 2022 is as follows:

District
Balance at
June 30, 2021
Additions
(Retirements)
Balance at
June 30, 2022 Current Portion
Community Facilities District No. 2009-1 (El Charro)
2015 Refunding Special Tax Note 17,307,260$ (463,809)$ 16,843,451$ 488,804$ 2016 Special Tax Bonds 4,419,977 (101,162) 4,318,815 105,108 2017 Special Tax Note 2,684,094 (115,779) 2,568,315 121,279 Community Facilities District No. 1999-1 (Tri-Valley Technology Park) Special Tax Bonds Series 2015 11,280,000 (985,000) 10,295,000 1,010,000 Community Facilites District No. 2016-2 (Shea Properties) Special Tax Refunding Bonds, Series 2016 8,815,000 (315,000) 8,500,000 340,000 Assessment District 2016-2 (Pleasant View)
Improverment Bonds, Series 2018 919,537 (19,537) 900,000 20,000 Assessment District 2021-1 (Trevarno Road)
Improverment Bonds, Series 2022 - 912,000 912,000 18,000 Total 45,425,868$ (1,088,287)$ 44,337,581$ 2,103,191$

Community Facilities District (CFD) No. 2009-1 (El Charro)

2015 Refunding Special Tax Note – On June 1, 2015, the City on behalf of El Charro CFD No. 2009-1 entered into a special tax loan agreement with Livermore Premium Outlets, LLC. This loan was issued to refund the remaining principal amounts of the 2012 and 2014 loans.

2016 Special Tax Bonds – On September 1, 2016 the City on behalf of El Charro CFD No. 2009-1 entered into a special tax loan agreement with Crosswinds Church. The Bonds were issued to fund certain public infrastructure improvements within the CFD.

2017 Special Tax Note – On July 14, 2017 the City on behalf of El Charro CFD No. 2009-1 entered into a special tax loan agreement with Livermore Investments, LLC. This loan was issued to fund certain public infrastructure improvements within the CFD.

Community Facilities District No. 1999-1 (Tri-valley Technology Park) Special Tax Bonds, Series 2015 On May 28, 2015, the City sponsored the issuance of the Community Facilities District No. 1999-1 (Tri-valley Technology Park) Special Tax Bonds, Series 2015. The Bonds were issued to defease and refund remaining principal amount of Community Facilities District No. 1999-1 (Tri-valley Technology Park) Special Tax Bonds, Series 2000.

EXHIBIT A
224

63 City of Livermore
Notes to Financial Statements
June 30, 2022

Community Facilities District No. 2016-2 (Shea Properties) Special Tax Refunding Bonds, Series 2016 On December 22, 2016, the City sponsored the issuance of Community Facilities District No. 2016-2 (Shea Properties) Special Tax Refunding Bonds, Series 2016. The bonds were issued to defease and refund the remaining principal amount of the Community Facilities District No 2006-1 (Shea Properties) Special Tax Bonds, Series 2006.

Assessment District No. 2016-2 (Pleasant View) Limited Obligation Improvement Bonds, Series 2018 On June 14, 2018, the City issued bonds to fund certain public infrastructure improvements within the assessment district. The improvements included connections to the sanitary sewer service system, installation of streetlights, fire hydrants, provide for emergency vehicle access, and the addition of sidewalk curb and gutters to the required standards of the City. For additional information, see Note 3.

Assessment District No. 2021-1 (Trevarno Road) Limited Obligation Improvement Bonds, Series 2022 On January 6, 2022, the City issued bonds to fund certain public infrastructure improvements within the assessment district. The improvements included connections to the sanitary sewer service system and improvements to the water infrastructure. For additional information, see Note 3.

Note 10 - Net Position and Fund Balances

Net Position is measured on the full accrual basis, while Fund Balance is measured on the modified accrual basis.

Net Position

Net Position is the excess of all the City’s assets and deferred outflows of resources over all its liabilities and deferred inflows of resources, regardless of fund. Net Position is divided into three captions. These captions apply only to Net Position, which is determined only at the Government-wide level, and are described below:

Net Investment in Capital Assets describes the portion of Net Position which is represented by the current net book value of the City’s capital assets, less the outstanding balance of any debt issued to finance these assets. See table below for calculation of Net Investment in Capital Assets from portions of the Statement of Net Position.

Governmental
Activities
Business-Type
Activities Total
Net Assets:

Land, easements and construction in progress 121,830,012$ 22,104,174$ 143,934,186$ Capital assets, net of accumulated depreciation 262,026,149 125,739,389 387,765,538 Total Net Assets: 383,856,161 147,843,563 531,699,724 Less Debt Related to Assets:

Long-term debt (current portion) (4,285,382) (531,222) (4,816,604) Long-term debt (due in more than one year) (49,680,189) (6,923,627) (56,603,816) Total Debt Related to Assets: (53,965,571) (7,454,849) (61,420,420) Net Investments in Capital Assets 329,890,590$ 140,388,714$ 470,279,304$

EXHIBIT A
225

64 City of Livermore
Notes to Financial Statements
June 30, 2022

Restricted describes the portion of Net Position which is restricted as to use by the terms and conditions of agreements with outside parties, governmental regulations, laws, or other restrictions which the City cannot unilaterally alter.

These restrictions principally include developer fees received for use on capital projects and debt service requirements.

Unrestricted describes the portion of Net Position which is not restricted as to use.

Sometimes the City will fund outlays for a particular purpose from both restricted (e.g., restricted bond or grant proceeds) and unrestricted resources. In order to calculate the amounts to report as restricted-net position and unrestricted-net position in the government-wide and proprietary fund financial statements, a flow assumption must be made about the order in which the resources are considered to be applied. It is the City’s policy to consider restricted-net position to have been depleted before unrestricted-net position is applied.

Fund Balances

Governmental fund balances represent the net current assets of each fund. Net current assets generally represent a fund’s cash and receivables, less its liabilities. The City’s fund balances are classified in accordance with Governmental Accounting Standards Board Statement Number 54 (GASB 54), Fund Balance Reporting and Governmental Fund Type Definitions, which requires the City to classify its fund balances based on spending constraints imposed on the use of resources.

Each category in the following hierarchy is ranked according to the degree of spending constraint:

Non-spendables represents balances set aside to indicate items do not represent available, spendable resources even though they are a component of assets. Fund balances required to be maintained intact, such as Permanent Funds, and assets not expected to be converted to cash, such as prepaids, notes receivable, and land held for redevelopment are included. However, if proceeds realized from the sale or collection of non-spendable assets are restricted, committed or assigned, then non-spendable amounts are required to be presented as a component of the applicable category.

Restricted fund balances have external restrictions imposed by creditors, grantors, contributors, laws, regulations, or enabling legislation which requires the resources to be used only for a specific purpose.

Committed fund balances have constraints imposed by formal action of the City’s highest level of decision-making authority. The City Council is the highest level of decision-making authority for the City that can, by adoption of a resolution prior to the end of the fiscal year, commit fund balance. Once adopted, the limitation imposed by the resolution remains in place until a similar action is taken to remove or revise the limitation.

Assigned fund balances are amounts constrained by the City’s intent to be used for a specific purpose but are neither restricted nor committed. Intent is expressed through Council resolution and/or budget document or its designee (City Manager) and may be changed at the discretion of the City Council or its designee. This category includes Non-spendables, when it is the City’s intent to use proceeds or collections for a specific purpose, and residual fund balances, if any, of Special Revenue, Capital Projects and Debt Service Funds which have not been restricted or committed.

EXHIBIT A
226

65 City of Livermore
Notes to Financial Statements
June 30, 2022

Unassigned fund balance represents residual amounts that have not been restricted, committed, or assigned. This includes the residual general fund balance and residual fund deficits, if any, of other governmental funds.

The City’s permanent fund reported a fund balance amount of $577,287 of which $70,763 represents the cumulative net appreciation on investments available for expenditure and a permanent amount of $506,524 reported as restricted fund balance. The investment income can only be spent on Doolan Canyon projects.

Sometimes the City will fund outlays for a particular purpose from both restricted and unrestricted resources (the total of committed, assigned, and unassigned fund balance). In order to calculate the amounts to report as restricted, committed, assigned, and unassigned fund balance in the governmental fund financial statements a flow assumption must be made about the order in which the resources are considered to be applied. It is the City’s policy to consider restricted fund balance to have been depleted before using any of the components of unrestricted fund balance.

Further, when the components of unrestricted fund balance can be used for the same purpose, committed fund balance is depleted first, followed by assigned fund balance. Unassigned fund balance is applied last.

EXHIBIT A
227

66 City of Livermore
Notes to Financial Statements
June 30, 2022

Detailed classification of the City’s fund balances as of June 30, 2022 are below:

Low Income Other
General Housing-Special Governmental
Fund Balance Classifications Fund Revenue Fund Funds Total Nonspendable:

Items not in spendable form:

Prepaids and deposits 223,411$ 12,216$ 577,287$ 812,914$ Leases 18,966 - - 18,966 Advances 3,874,396 - - 3,874,396 Land held for redevelopment 1,727,437 - - 1,727,437 Total Nonspendable Fund Balances 5,844,210 12,216 577,287 6,433,713 Restricted for:

Alameda County Transportation programs - - 8,271,603 8,271,603 Gas tax program - - 11,563,742 11,563,742 Grant Programs - - 3,701,685 3,701,685 Host Community Impact program - - 1,356,484 1,356,484 Housing and human services programs - 14,859,474 4,200,226 19,059,700 Maintenance Program - - 15,342,775 15,342,775 Capital improvements programs - - 38,973,124 38,973,124 Park program - - 3,755,527 3,755,527 PEG program - - 1,271,678 1,271,678 Art programs - - 3,322,111 3,322,111 Solid waste and recycling program - - 341,352 341,352 Street sweeping program - - 48,549 48,549 Total Restricted Fund Balances - 14,859,474 92,148,856 107,008,330 Committed for:

Financial stabilization arrangement 18,137,383 - - 18,137,383 Open space acquisition and management - - 2,597,943 2,597,943 Total Committed Fund Balance 18,137,383 - 2,597,943 20,735,326 Assigned for:

Economic Uncertainty Reserve 16,323,645 - - 16,323,645 Infrastructure Repair & Replacement 22,325,000 - - 22,325,000 ERP Reserve 2,000,000 - - 2,000,000 CIP Reserves 2,358,145 - - 2,358,145 Total Assigned Fund Balances 43,006,790 - - 43,006,790 Unassigned:

General Fund 1,794,772 - - 1,794,772 Total Unassigned Fund Balances 1,794,772 - - 1,794,772 Total Fund Balances 68,783,155$ 14,871,690$ 95,324,086$ 178,978,931$

EXHIBIT A
228

67 City of Livermore
Notes to Financial Statements
June 30, 2022

Minimum Operating Reserve Policy

On June 13, 2016 the City adopted a resolution to update the City’s Fund Balance Policy. Special Revenue, Debt Service and Capital Projects Funds have no minimum funding levels due to the nature of the funds. The minimum funding levels of the policy are highlighted below.

General Fund

The Committed General Fund Financial Stabilization Operating Reserve minimum funding level is 15% of operating expenditures plus debt service transfers to be used in a catastrophic event or in a major emergency or in periods of severe fiscal crisis. The Assigned General Fund Economic Uncertainty Reserve minimum funding level is 13.5% of operating expenditures plus debt service transfers to be used during times of severe economic distress such as protracted recessionary periods. State raids on local resources, or other impactful unforeseen events which greatly diminish the financial ability of the City to deliver core services. The Unassigned General Fund balance minimum funding level is 1.5% of operating expenditures plus outgoing debt service transfers.

Enterprise Funds

The Airport and Water Funds’ unrestricted net position minimum balance is 12.5% (or 45 days’ worth of working capital) and 33% (or 120 days’ worth of working capital) of operating expenditures plus debt service requirements respectively. The Sewer Fund is recommended to maintain an unrestricted Net Position minimum balance of 50% of their operating budget plus debt service requirements.

Internal Service Funds

Liability Insurance and Workers Compensation Funds are recommended to fully fund actuarially determined claim obligations at a minimum at the seventy percent (70%) confidence level. The City will strive to fully fund actuarially determined claim obligations at the 90% confidence level.

The Fleet Services, Information Technology and Facilities Rehabilitation Funds are recommended to keep 12.5% of operating expenses as minimum unrestricted net position balance.

EXHIBIT A
229

68 City of Livermore
Notes to Financial Statements
June 30, 2022

Restatement of Net Position/ Fund Balances

As a result of the implementation of GASB Statement No. 87, Leases, the City restated general fund balance and Airport and Water enterprise funds net position as of July 1, 2021, as follows.

Governmental Business-Type
Government-Wide Financial Statements Activities Activities Net Position - Beginning 382,574,934$ 258,418,826$
Leases receivable 693,837 14,998,131
Deferred inflows of resources related to leases (693,837) (14,998,131) Net Position - Beginning as Restated 382,574,934$ 258,418,826$ Airport Water
General Proprietary Proprietary
Fund Fund Fund
Fund Balance - Beginning 77,177,493$ 20,281,130$ 59,784,223$ Leases receivable 693,837 14,701,109 297,022 Deferred inflows of resources related to leases (693,837) (14,701,109) (297,022) Fund Balance - Beginning as Restated 77,177,493$ 20,281,130$ 59,784,223$

Note 11 - Pension Plans

A. Social Security/ Public Agency Retirement Systems (PARS)

The Omnibus Budget Reconciliation Act of 1990 (OBRA) mandates that public sector employees who are not members of their employer’s existing retirement system as of January 1, 1992 be covered by either Social Security or an alternative plan. The City’s part-time, seasonal, and temporary employees are not covered under Social Security.

The City has an agreement with the Public Agency Retirement System (PARS) to provide an alternative retirement system for employees not eligible for the California Public Employees’ Retirement System (CalPERS) Pension Plan and adopted the PARS 457 Trust including the PARS Section 457 FICA Alternative Retirement Plan.

B. California Public Employees’ Retirement System (CalPERS) Pension Plans

All public employees meeting CalPERS membership requirements must participate in pension plans offered by California Public Employees Retirement System (CalPERS).

For the fiscal year ended June 30, 2022, the City reported its net pension liabilities, deferred outflows of resources, deferred inflows of resources, and pension expense for each of the above plans as follows:

Net Pension
Liability
Deferred
Outflows of
Resources
Deferred Inflows
of Resources Pension Expense
Miscellaneous Plan (55,577,308)$ 12,618,246$ (27,446,063)$ 3,931,827$ Safety Plan (27,916,195) 12,723,808 (19,435,841) 3,914,489 Total (83,493,503)$ 25,342,054$ (46,881,904)$ 7,846,316$

EXHIBIT A
230

69 City of Livermore
Notes to Financial Statements
June 30, 2022

1. General Information about the Pension Plans

Plan Descriptions – All qualified permanent and probationary employees are eligible to participate in the City’s separate Safety (Police) cost-sharing and Miscellaneous (all other) agent multiple-employer defined benefit plans (Plans), administered by the CalPERS. The Miscellaneous Plans are an agent multiple employer defined benefit pension plans administered by CalPERS, which acts as a common investment and administrative agent for its participating member employers. Benefit provisions under the Plans are established by State statute and City resolution. CalPERS issues publicly available reports that include a full description of the pension plans regarding benefit provisions, assumptions and membership information that can be found on the CalPERS website.

The City’s Safety Plans became part of a cost-sharing multiple employer defined benefit pension plan administered by CalPERS, commonly referred to as a risk pool, as of the actuarial valuation date of June 30, 2003. Risk pools exist for employers with less than 100 active plan members.

The City has three retirement benefit tiers in the Plans. Membership in the first tier of the retirement system is closed to new employees hired on or after December 31, 2012. The second tier was adopted by the City in November 2012 for all employees hired December 31, 2012. The third tier was adopted by the City effective January 1, 2013 pursuant to State Assembly Bill 340.

The net pension liabilities will be liquidated primarily from the general fund, approximately 80%, with the remaining amounts from the Airport, Water, Sewer, Stormwater, and internal service funds.

2. Benefits Provided and Actuarial Assumptions

CalPERS provides service and disability retirement benefits, cost of living adjustments, and death benefits to plan members and beneficiaries. Benefits are based on years of credited service, equal to one year of full-time employment. Members with five years of total credited service are eligible to retire at age 50 with statutorily reduced benefits. Members may apply for a non-duty disability retirement benefit after 5 years of service. The death benefit is one of the following: The Basic Death Benefit, the 1959 Survivor Benefit, or the Optional Settlement 2W Death Benefit. The cost of living adjustments for each plan are applied as specified by the Public Employees’ Retirement Law.

EXHIBIT A
231

70 City of Livermore
Notes to Financial Statements
June 30, 2022

The Plans’ provisions and benefits in effect at June 30, 2022, are summarized as follows:

Miscellaneous Safety
Benefit vesting schedule 5 years service 5 years service Benefit payments monthly for life monthly for life
Minimum retirement age 50/52 50
Employees hired prior to December 30, 2012 Tier 1 Tier 1 Monthly benefits, as a % of annual salary 2.7% at 55 3% at 50 Required member contribution rates 8% 9%
% paid by employee 8% 9% 1
% paid by employer 0% 0% 1
Required employer contribution rates (Normal cost) 11.470% 23.710% Employer payment of unfunded liability 8,223,570$ 4 3,327,588$

Employees hired December 31, 2012 Tier 2 Tier 2
Monthly benefits, as a % of annual salary 2% at 60 2 3% at 55 3 Required member (employee) contribution rates 6.75% 9.00% Required employer contribution rates (Normal cost) 11.470% 20.640% Employer payment of unfunded liability -$ 14,108$ Employees hired after December 31, 2012 Tier 3 Tier 3
Monthly benefits, as a % of annual salary 2% at 62 2 2.7% at 57 3 Required member (employee) contribution rates: 6.25% 12.0% Required employer contribution rates (Normal cost) 11.470% 13.130% Employer payment of unfunded liability -$ 6,114$ 1 Rates presented in the table above were effective 7/1/2016. 4 Balance mentioned above is a combined amount for all Miscellaneous plans. 3 Newly hired Safety Employees will be enrolled in the 3% at 55 or 2.7% at 57 formula, dependent on the individual's eligibility, as per AB340.
2 Newly hired Misc Employees will be enrolled in the 2% at 60 or 2% at 62 formula, dependent on the individual's eligibility, as per AB340.

Employees Covered – At June 30, 2022, the following employees were covered by the benefit terms of the Miscellaneous Plans, however, information for the Safety Police Plans was not provided from CalPERS for cost-sharing multiple employer defined benefit pension plans.

Miscellaneous1
Inactive employees or beneficiaries currently receiving benefits 493 Inactive employees entitled to but not yet receiving benefits 279 Active employees 319
Total 1,091
1 All Tiers of the Miscellaneous plans were reported together in the Census data report by CalPERS.

EXHIBIT A
232
71 City of Livermore
Notes to Financial Statements
June 30, 2022
Contributions – Section 20814(c) of the California Public Employees’ Retirement Law requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. Funding contributions for both Plans are determined annually on an actuarial basis as of June 30 by CalPERS. The City must contribute these amounts. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability.

The City is required to contribute the difference between the actuarially determined rate and the contribution rate of employees.

For the year ended June 30, 2022, the contributions recognized as part of pension expense for the Plans were as follows:

Miscellaneous1 Safety Police1 Total
Contributions - employer 11,735,625$ 5,916,978$ 17,652,603$ 1 All Tiers of the Miscellaneous and Safety Police plans were combined together on GASB 68 report by CalPERS.

Actuarial Assumptions – The total pension liabilities in the June 30, 2022 actuarial valuations were determined using the following actuarial assumptions:

All Plans (1)
Valuation Date June 30, 2020
Measurement Date June 30, 2021
Actuarial Cost Method Entry-Age Normal Cost
Actuarial Assumptions:

Discount Rate 7.15%
Inflation 2.500%
Payroll Growth 2.750%
Projected Salary Increase Varies by Entry Age and Service Investment Rate of Return 7.00% (2)
Mortality (3) Derived using CalPERS’
membership data for all funds
(1)
(2) Net of pension plan investment expenses, including inflation (3) 2017 CalPERS Experience Study for the period from 1997-2015, Recipients with attained age of 50
All of the City's plans for miscellaneous and safety police employed the same assumptions.

EXHIBIT A
233

72 City of Livermore
Notes to Financial Statements
June 30, 2022

The underlying mortality assumptions and all other actuarial assumptions used in the June 30, 2020 valuation were based on the results of the 2017 CalPERS Experience Study for the period 1997 to 2015. Further details of the Experience Study can be found on the CalPERS website.

Discount Rate – The discount rate used to measure the total pension liability was 7.15%. The projection of cash flows used to determine the discount rate assumed that contributions from plan members will be made at the current member contribution rates and that contributions from employers will be made at statutorily required rates, actuarially determined. Based on those assumptions, the Plan’s fiduciary net position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long-term expected rate of return on plan investments was applied to all periods of projected benefit payments to determine the total pension liability.

The long-term expected rate of return on pension plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class.

In determining the long-term expected rate of return, CalPERS considered both short-term and long-term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds’ asset classes, expected compound (geometric) returns were calculated over the short-term (first 10 years) and the long- term (11+ years) using a building-block approach. Using the expected nominal returns for both short-term and long- term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the rounded single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equal to the single equivalent rate calculated above and adjusted to account for assumed administrative expenses. The table below reflects long-term expected real rate of return by asset class.

Current
Target Real Return Real Return
Asset Class (1) Allocation Years 1-10 (2) Years 11+ (3) Global Equity 50.0% 4.80% 5.98%
Fixed Income 28.0% 1.00% 2.62%
Inflation Assets 0.0% 0.77% 1.81%
Private Equity 8.0% 6.30% 7.23%
Real Assets 13.0% 3.75% 4.93%
Liquidity 1.0% 0.00% -0.92%
Total 100.0%
(2) An expected inflation of 2.0% used for this period. (3) An expected inflation of 2.92% used for this period. (1) In the System's ACFR, Fixed Income is included in Global Debt Securities; Liquidity is included in Note - All of the City's plans for miscellaneous and safety police employed the same strategies.

EXHIBIT A
234

73 City of Livermore
Notes to Financial Statements
June 30, 2022

3. Miscellaneous Agent Multiple-Employer Defined Benefit Pension Plan (Miscellaneous)

The changes in the Net Pension Liability for the Miscellaneous Plan during the measurement year were as follows:

Miscellaneous Plan1: Total Pension Plan Fiduciary Net Pension Liability Net Position Liability/(Asset)
Balance at June 30, 2020 2 321,726,986$ 227,290,267$ 94,436,719$ Changes in the year:

Service cost 5,758,510 - 5,758,510 Interest on the total pension liability 22,490,655 - 22,490,655 Difference between expected and actual experience (2,611,847) - (2,611,847) Net plan to plan resource movement - - - Contribution - employer - 10,678,645 (10,678,645) Contribution - employee (paid by employer) - - - Contribution - employees - 2,345,433 (2,345,433) Net investment income - 51,699,700 (51,699,700) Benefit payments, including refunds of
employee contributions (14,879,565) (14,879,565) - Administrative expenses - (227,049) 227,049 Net changes 10,757,753 49,617,164 (38,859,411) Balance at June 30, 2021 2
332,484,739$ 276,907,431$ 55,577,308$
1 All Tiers of the Miscellaneous plan were combined together on GASB 68 report by CalPERS. 2 Represent measurement dates used in the GASB 68 valuation report.

Increase (Decrease)

Pension Plan Fiduciary Net Position – Detailed information about each pension plan’s fiduciary net position is available in the separately issued CalPERS financial reports.

4. Safety Police Cost-Sharing Multiple-Employer Defined Benefit Plan (Police Safety)

As of June 30, 2022, the City reported net pension liabilities for its proportionate share of the net pension liability of the Police Safety Plan as follows:

Proportionate Share of
Net Pension Liability 1
Safety Police Plan (27,916,195)$
1 All Tiers of the Safety Police plan were combined together on GASB 68 report by CalPERS.

The City’s net pension liability for the Plans is measured as the proportionate share of the net pension liability. The net pension liability of the Plans are measured as of June 30, 2021, and the total pension liability for the Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2020 rolled forward to June 30, 2021 using standard update procedures. The City’s proportion of the net pension liability was based on a projection of the City’s long-term share of contributions to the pension plan relative to the projected contributions of all participating employers, actuarially determined.

EXHIBIT A
235

74 City of Livermore
Notes to Financial Statements
June 30, 2022

The City’s proportionate share of the net pension liability for the Plan as of the measurements dates of June 30, 2020 and 2021 was as follows:

Safety Police
Proportion - June 30, 2020 0.69837%
Proportion - June 30, 2021 0.79545%
Change - Increase (Decrease) 0.09708%
1 All Tiers of the Safety Police plan were combined together on GASB 68 report by CalPERS.

Pension Plan Fiduciary Net Position – Detailed information about the pension plan’s fiduciary net position is available in the separately issued CalPERS financial reports.

5. Sensitivity of the Net Pension Liability to Changes in the Discount Rate

The following presents the net pension liability of the City’s Miscellaneous Plan and the City’s proportionate share of the net pension liability for the Safety Police Plan, calculated using the discount rate for the Plan, as well as what the City’s net pension liability would be if it were calculated using a discount rate that is 1-percentage point lower or 1- percentage point higher than the current rate:

1% Decrease Current 1% Increase
Net Pension Liability (6.15%) (7.15%) (8.15%)
Miscellaneous Plan1 $97,772,061 55,577,308 $20,441,546 Police Safety Plan1 52,219,781 27,916,195 7,953,801 Discount Rate
1 All Tiers of the Miscellaneous plan and Safety Police plan were combined together into

6. Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions

For the fiscal year ended June 30, 2022, the City recognized pension credit of $3,931,827 for the Miscellaneous Plan and $3,914,489 for the Police Safety Plan for a total pension credit of $7,846,316.

EXHIBIT A
236

75 City of Livermore
Notes to Financial Statements
June 30, 2022

At June 30, 2022, the City reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources:

Deferred
Outflows
Deferred
Inflows
Deferred
Outflows
Deferred
Inflows
Deferred
Outflows
Deferred
Inflows
of Resources of Resources of Resources of Resources of Resources of Resources Differences between actual
and expected experience 882,621$ (1,644,496)$ 4,769,458$ -$ 5,652,079$ (1,644,496)$ Changes in assumptions - - - - - - Net differences between
projected and actual earnings
on plan investments - (25,801,567) - (16,615,503) - (42,417,070) Change in proportion and
differences between actual
contributions and
proportionate share of
contributions - - 2,037,372 (2,820,338) 2,037,372 (2,820,338) Total 882,621$ (27,446,063)$ 6,806,830$ (19,435,841)$ 7,689,451$ (46,881,904)$ Miscellaneous Plan Safety Police Plan Total

Pension contributions subsequent to
measurement date
Deferred Outflows
of Resources
Deferred Inflows of
Resources Total
Miscellaneous Plan1 11,735,625$ -$ 11,735,625$ Safety Police Plan1 5,916,978 - 5,916,978 Total 17,652,603$ -$ 17,652,603$ 1 All Tiers of the Miscellaneous and Police Safety plan were combined together on GASB 68 report by CalPERS.

In the table above amounts reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2023.

Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized as pension expense as follows:

Miscellaneous Plan Safety Police Plan Total
Fiscal Year Deferred Deferred Deferred
Ended Outflows/(inflows) Outflows/(inflows) Outflows/(inflows) June 30 of Resources of Resources of Resources
2023 (6,612,299)$ (1,993,986)$ (8,606,285)$ 2024 (6,658,125) (2,556,942) (9,215,067) 2025 (6,183,961) (3,505,729) (9,689,690) 2026 (7,109,057) (4,572,354) (11,681,411) (26,563,442)$ (12,629,011)$ (39,192,453)$

EXHIBIT A
237

76 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 12 - Other Post Employment Benefits

The City has two types of retirement health benefits as determined by Council resolution and through agreements with its labor units. One plan is a Defined Benefit Plan (Other Post Employment Benefit “OPEB”) which provides health care benefits for retired employees under third party insurance plans. The second plan is a Defined Contribution Plan in which the City contributes a fixed amount to a retirement health savings account on behalf of employees who are not eligible for OPEB. The City’s Defined Benefit OPEB plan is closed to new entrants; all new employees are enrolled into the City’s Defined Contribution plan.

Executive
Management
Mid-Mgmt &
Confidential LPOA Police
Management
§ Hired Before • 8/1/2014 · 2/1/2006 · 2/1/2007 · 9/1/2004 § Eligibility •
•
§ Benefit •
• City will reimburse Medicare A & B if required for Medical coverage • Reimbursement percentage based on bargaining group and CalPERS service:

PERS
Service
Reimb
%
PERS
Service
Reimb
%
PERS
Service
Reimb
%
10 75% 10 70% 15 75%
15 80% 15 80% 20 85%
20 90% 20 90% 25+ 100%
25+ 100% 25+ 100%
· DOR < 10/9/01: $200 · DOR < 9/25/00: $200 · DOR < 2/1/02: $200 · DOR < 4/7/03: $200 § Cap · DOR < 10/9/01 and · DOR between 9/25/00 · DOH < 2/1/07: · Tier 1 (PL/Cpt):

DOH < 1/10/05: and 7/1/15: $2,121.241 $2,121.24 $1,866.20 2 (DOR < 9/1/04) $2,121.24 $2,121.24 1
• DOH ≥ 1/10/05: · DOR ≥ 7/1/15 and · DOR > 1/1/06: · DOH > 2/1/07: · Tier 2 (Actively With a current benefit DOH < 2/1/06: With a current benefit No benefits, City employed as of maximum of $1,866.201 With a current benefit maximum of $2,058.201 contributes 5% 8/30/04): $2,371.81 2 maximum of $1,9501 of base pay to
RHSA, EE · Tier 3 (promoted
· DOH ≥ 2/1/06: · DOR > 11/9/14: contributes 1% after 9/1/04): $1,866.20 2 No benefits, City No benefit, City With a current benefit of base pay to contributes 4% contributes 4% of maximum of $2,050 RHSA · Promoted EE's stay of base pay to base pay to RHSA with RHSA if RHSA RHSA · DOR > 1/1/17: $1,950 was prior benefit
· DOH ≥ 4/1/07: · DOH ≥ 9/1/04:

No benefits, City No benefits; City
contributes 4% contributes 5%
of base pay to of base pay to

RHSA RHSA
1: Will be matched to Kaiser A two party rate for an active employee 2: Will be matched to Pre 65 Retireee Kaiser A two party rate · DOR > 10/3/03:
· DOH ≥ 8/1/14:

ALE
· 4/1/2007
Retire directly from the City with 10 years CalPERS service (15 years for Police safety) and a minimum of 5 years City service, or
Industrial disability, for police safety (except for employees enrolled in retirement health savings account) City reimburses up to a percentage subject to a cap that varies by bargaining group · DOR < 10/3/03: $200

EXHIBIT A
238

77 City of Livermore
Notes to Financial Statements
June 30, 2022

Funding Policy and Actuarial Assumptions

The actuarially determined contribution (ADC) to the OPEB plan was determined as part of a June 30, 2020 actuarial valuation using the entry age normal actuarial cost method. This is a projected benefit cost method, which takes into account those benefits that are expected to be earned in the future as well as those already accrued. The actuarial assumptions included (a) 6.25% investment rate of return, (b) 2.75% projected annual salary increase, and (c) 2.75% general inflation rate and (d) health inflation decreases ranging from 4.0%-7.5%. The actuarial methods and assumptions used include techniques that smooth the effects of short-term volatility in actuarial accrued liabilities and the actuarial value of assets. Actuarial calculations reflect a long-term perspective and actuarial valuations involve estimates of the value of reported amounts and assumptions about the probability of events far into the future. Actuarially determined amounts are subject to revision at least biannually as results are compared to past expectations and new estimates are made about the future.

In accordance with the City’s budget, the actuarially determined contribution (ADC) is to be funded throughout the year as a percentage of payroll. During fiscal year ended June 30, 2010, the City joined the Public Agencies Post- Retirement Health Care Plan, a multiple employer trust administered by Public Agency Retirement Services (PARS).

During current fiscal year, the City contributed $5,163,000 to an irrevocable trust administrated by PARS, managed by an appointed board not under the control of City Council. This trust is not considered a component unit by the City and has been excluded from these financial statements. Separately issued financial statements for PARS may be obtained from PARS at 4350 Von Karman Ave., Suite 200, Newport Beach, CA 92660.

OPEB Trust Fund

Plan Administration

The City is the plan administrator. The Public Agency Retirement Services (PARS) administers the trust for the City’s retiree healthcare benefit plan – an agent multiple-employer defined benefit OPEB plan that provides healthcare benefits for eligible general and public safety employees of the City.

Fiscal Year ended
6/30/22
Plan Type Agent Multiple Employer
OPEB Trust No
Special Funding Situation No
Nonemployer Contributing Entity No

EXHIBIT A
239

78 City of Livermore
Notes to Financial Statements
June 30, 2022

Plan Membership

As of June 30, 2022, membership in the plan consisted of the following:

Number of
Covered Employees
Retirees and beneficiaries receivng benefits 308
Terminated plan members entitled to 26
but not yet receiving benefits
Active plan members 154
488

Benefits Provided

Post-employment healthcare and similar benefit allowances are provided to eligible employees who retire from the City or to their surviving spouses. As noted in the table above in Note 11B(ii), there were 320 participants receiving these healthcare benefits as of June 30, 2022. Refer to the table on the previous page for the contractual maximum contribution rates for the eligible employees depending upon their association with specific bargaining groups.

Contribution Information

PARS establish rates for each employer based on an actuarially determined rate for each employer. For the year ended June 30, 2022, the City’s average contribution rate was 19.5 percent of covered-employee payroll. Plan members are not required to contribute to the plan.

For the year ended June 30, 2022, the City contributed $5,035,080 in relation to the actuarially determined contribution.

Investment Policy

PARS offer different investment portfolios as part of the investment vehicle. The City invests in “Capital Appreciation” portfolio; the primary goal of the Capital Appreciation objective is growth of principal. The major portions of the assets are invested in the equity securities and market fluctuations are expected. The portfolio is constructed to control risk through four layers of diversification – asset classes (cash, fixed income, equity), investment styles (large cap, small cap, international, value, growth), managers and securities. Disciplined mutual fund selections and monitoring helps to drive return potential while reducing portfolio risk.

EXHIBIT A
240

79 City of Livermore
Notes to Financial Statements
June 30, 2022

The following is the City adopted asset allocation policy as of June 30, 2022.

Target Expected Real
Asset Class Component: Allocation Rate of Return
Global Equity 73.00% 4.56%
Fixed Income 20.00% 0.78%
REITs 2.00% 4.06%
Cash 5.00% -0.50%
Assumed Long Term Rate of Inflation 2.50%
Discount Rate 6.00%

Changes in Net OPEB Liability

The changes in the Net OPEB Liability are as follows

Total OPEB Plan Fiduciary Net OPEB
Liability Net Position Liability/(Asset)
Balance at June 30, 2021 1 78,753,409$ 43,870,459$ 34,882,950$ Changes in the year:

Service cost 1,032,271 - 1,032,271 Interest on the total pension liability 4,869,477 - 4,869,477 Changes of assumptions 1,365,243 - 1,365,243 Contribution - employer - 5,035,080 (5,035,080) Net investment income - (5,719,634) 5,719,634 Benefit payments, including refunds of
employee contributions (3,748,080) (3,748,080) - Administrative expenses - (78,844) 78,844 Net changes 3,518,911 (4,511,478) 8,030,389 Balance at June 30, 2022 1
82,272,320$ 39,358,981$ 42,913,339$
1 Represent measurement dates used in the GASB 75 valuation report.

Increase (Decrease)

Detailed information about the OPEB plan’s fiduciary net position is available in the separately issued plan financial report that may be obtained from PARS.

EXHIBIT A
241

80 City of Livermore
Notes to Financial Statements
June 30, 2022

Actuarial Methods and Assumptions

The City’s net OPEB liability was measure d as of June 30, 2022 and the total OPEB liability used to calculate the net OPEB liability was determined by an actuarial valuation dated June 30, 2020, based on the following actuarial methods and assumptions:

Measurement Date June 30, 2022
Valuation Date June 30, 2020
Funding Policy City Contributes full ADC
PARS portfolio: Capital Appreciation
Medical Trend Non-Medicare - 6.50% for 2023, decreasing to

3.75% in 2076
Medicare (Non-Kaiser) - 5.65% for 2023, decreasing to
an ultimate rate of 3.75% in 2076
Medicare (Kaiser) - 4.60% for 2023, decreasing to
an ultimate rate of 3.75% in 2076
Healthcare participation for future Retirees Not in RHSA: 90%; In RHSA: not applicable Cap Increases Kaiser plan A 2-party premium: Medical trend Active medical cap - Minimum of: Healthnet PPO
family premium (increase with medical trend); 1% (3/4% for Police Lieut.) of budgeted monthly salary (increased with payroll increase rate)
Actuarial Assumptions:

Discount Rate 6.00%
Salary Increase Aggregate:-2.75% annually
Merit- CalPERS 1997-2015 Experience Study
Inflation 2.50%
Investment Rate of Return 6.25% and does not include investment expenses Mortality , Retirement, Disability, Termination CalPERS 1997-2015 Experience Study Mortality Improvement Mortality projected fully generational with Scale MP-2020

Discount rate

The discount rates used to measure the total OPEB liability were 6.00% as of June 30, 2022. The projection of cash flows used to determine the discount rate assumed that City contributions will be made at rates equal to the actuarially determined contribution rates. Based on those assumptions, the OPEB plan’s fiduciary net position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long term expected rate of return on OPEB plan investments was applied to all periods of projected benefit payments to determine the total OPEB liability.

EXHIBIT A
242

81 City of Livermore
Notes to Financial Statements
June 30, 2022

Sensitivity of the Net OPEB Liability to Changes in the Discount Rate

The following table presents the net OPEB liability of the City as of June 30, 2022, calculated using the discount rate of 6.00%, as well as what the Plan’s net OPEB liability would be if it were calculated using a discount rate that is 1- percentage-point lower or 1-percentage point higher than the current rate:

1% Decrease Current 1% Increase
(5.00%) (6.00%) (7.00%)
Net OPEB Liability 53,064,422$ 42,913,339$ 34,453,758$ Discount Rate

Sensitivity of the Net OPEB Liability to Changes in the Healthcare Cost Trend Rates

The following presents the net OPEB liability of the City, as well as what the City’s net OPEB liability would be if it were calculated using healthcare cost trend rates that are 1-percentage-point lower or 1-percentage-point higher than the current healthcare cost trend rates:

1% Decrease Current 1% Increase
Net OPEB Liability 37,850,631$ 42,913,339$ 47,422,631$ Healthcare Trend Rate

OPEB Expenses and Deferred Outflows/Inflows of Resources Related to OPEB

For the year ended June 30, 2022, the City recognized OPEB Expense of $1,421,075. As of fiscal year, ended June 30, 2022, the City reported deferred outflows and inflows of resources related to OPEB from the following sources:

Deferred Outflows Deferred Inflows
of Resources of Resources
Differences between actual and expected experience -$ (533,964)$ Changes in assumptions 894,468 (418,050) Net differences between projected and actual earnings on plan investments* 2,507,639 -
Total 3,402,107$ (952,014)$
* Deferred Inflows and Outflows combined for footnote disclosure.

The difference between projected OPEB plan investment earnings and actual earnings is amortized over a five-year period. The remaining gains and losses are amortized over the expected average remaining service life.

EXHIBIT A
243

82 City of Livermore
Notes to Financial Statements
June 30, 2022

Amounts reported as deferred outflows of resources and deferred inflows of resources related to OPEB will be recognized as future OPEB expense as follows:

Deferred
Year Ended Outflows/(inflows)
June 30 od Resources
2023 (146,128)$
2024 777,875
2025 117,361
2026 1,700,985
2,450,093$

Payable to OPEB Plan

The City did not report any payables for the outstanding amount of contributions to the OPEB plan required for the year ended June 30, 2022.

The net OPEB liability will be liquidated primarily from the general fund, approximately 80%, with the remaining amounts from the Airport, Water, Sewer, Stormwater, and internal service funds.

Note 13 - Deferred Compensation Plan

City employees may defer a portion of their compensation under a City sponsored Deferred Compensation Plan created in accordance with Internal Revenue Code Section 457. Under this plan, participants are not taxed on the deferred portion of their compensation until distributed to them; distributions may be made only at termination, retirement, death or in an emergency as defined by the plan.

The laws governing deferred compensation plan assets require plan assets to be held by a Trust for the exclusive benefit of plan participants and their beneficiaries. Since the assets held under these plans are not the City’s property and are not subject to City control, they have been excluded from these financial statements.

Note 14 - Joint Ventures

The City participates in the joint venture activities described below through formally organized and separate entities established under the Joint Exercise of Powers Act of the State of California. As separate legal entities, these organizations exercise full powers and authorities within the scope of the related Joint Powers Agreements including the preparation of annual budgets, accountability for all funds, the power to make and execute contracts and the right to sue and be sued. Each joint venture is governed by a board consisting of representatives from member municipalities. Each board controls the operations of the respective joint venture, including selection of management and approval of operating budgets, independent of any influence by member municipalities beyond their representation on the Board. Assets and liabilities of the separate entities are not those of the City. The City’s sole financial responsibility is to fund annual contributions to each entity which are used along with other member contributions to finance each joint venture’s annual operations.

EXHIBIT A
244

83 City of Livermore
Notes to Financial Statements
June 30, 2022

Livermore-Amador Valley Water Management Agency (LAVWMA)

Livermore-Amador Valley Water Management Agency (LAVWMA) was formed in 1974. LAVWMA operates the export pipeline connecting with the East Bay Discharges Authority’s systems and discharges treated wastewater into San Francisco Bay. The current members of the Agency are Dublin San Ramon Services District, City of Livermore, and City of Pleasanton. Sewer revenue bonds issued by LAVWMA are being repaid with user charges assessed to member agencies.

The City accounts for its investment in LAVWMA by the equity method in the Sewer Enterprise Fund. The City records its share of earnings (losses) in the Proprietary Funds Statement of Revenues, Expenses and Changes in Net Position as "Change in value in investment in JPA - LAVWMA," and the carrying value of the City's investment in LAVWMA is recorded in the Proprietary Funds Statement of Net Position as "Investment in JPA - LAVWMA."

On August 1, 2011, LAVWMA issued $105,345,000 principal amount of 2011 Sewer Revenue Refunding Bonds.

Proceeds of the issuance were used to refund and retire the Series A Sewer Revenue Bonds and to pay costs of issuance. Under an Amended and Restated Sewer Service Contract dated October 1, 2011 between LAVWMA and the Members, the Members pledged and created, in favor of LAVWMA and the Trustee for the 2011 Bonds, a lien on the Net Revenues of their respective wastewater systems to pay to LAVWMA the amounts owed in order for LAVWMA to pay the debt service on the 2011 bonds. The City’s share is 27.83% of the total debt service. The City’s equity interest in LAVWMA was $19,866,754 as of June 30, 2022. Financial statements for LAVWMA may be obtained from DSRSD at 7051 Dublin Boulevard, Dublin, California 94568.

Livermore-Amador Valley Transit Authority (LAVTA)

This Authority was formed in May 1985 by a joint exercise of powers agreement between the County of Alameda and the Cities of Livermore, Pleasanton, and Dublin for the purpose of providing general public transportation under the business name "Wheels". Financial statements may be obtained from LAVTA, 1362 Rutan Court, Suite 100, Livermore, CA 94551.

Tri-Valley Transportation Council (TVTC)

The Tri-Valley Transportation Council was formed in 1991 by a joint exercise of powers agreement between the cities of Dublin, Livermore, Pleasanton, and San Ramon, the Town of Danville and the Counties of Alameda and Contra Costa for the purposes of preparing a transportation plan and providing transportation facilities within the Tri-Valley area.

Financial statements may be obtained from Franklin Management Systems, Inc., Attn: Mr. Jack Harrington, 3037 Hopyard Road, Suite M, Pleasanton, CA 94588.

EXHIBIT A
245

84 City of Livermore
Notes to Financial Statements
June 30, 2022

Livermore - Pleasanton Fire Department Joint Powers Agreement (LPFD)

On December 3, 1996, the cities of Livermore and Pleasanton signed a joint powers agreement to form a joint Fire Department covering both cities. The LPFD may own physical assets and can enter into contracts with the approval of the governing board, where applicable. Fire protection services are provided by the City of Pleasanton employees under the joint power agreement. The LPFD prepares its budget including contributions required from each City to fund operating and capital needs for the year. In January 2013, the City of Livermore began functioning as Treasurer for LPFD. The City of Livermore has 50% equity share (or deficit, when applicable) in LPFD and share all the costs at approximately 50%. The deficit net position of the LPFD is reported on the governmental activities statement of net position because the City has an ongoing financial responsibility. During the year ended June 30, 2022, the City contributed $22,203,003 to LPFD representing its share of costs. The City’s deficit interest in LPFD was $40,821,173 as of June 30, 2022, based on LPFD audited financial statements for the fiscal year ended June 30, 2022. Financial statements for LPFD may be obtained from the City of Livermore at 1052 South Livermore Avenue, Livermore, California 94550.

California Public Finance Authority (CalPFA)

California Public Finance Authority (CalPFA) is a political subdivision of the State of California established under the Joint Exercise of Powers Act for the purpose of issuing tax-exempt and taxable conduit bonds for public and private entities throughout California. CalPFA is empowered to promote economic, cultural, and community development opportunities that create temporary and permanent jobs, affordable housing, community infrastructure and improve the overall quality of life in local communities.

The City joined a Joint Exercise of Powers Agreement with CalPFA to issue bonds or other debt that constitute “qualified residential rental project bonds” under Section 142 (a)(7) and Section 142 (d) of the Internal Revenue Code in an amount not-to-exceed $55,000,000 for the purpose of financing or refinancing the acquisition and construction of Ageno Apartments. CalPFA is responsible for all the reporting and monitoring components and the City has no post issuance obligations. The City’s name does not appear on any legal documents. Since the JPA is a separate legal entity, the City has no liability exposure. Additionally, the City has no ongoing obligation to the JPA, unless the City wishes to issue bonds for another development project through the JPA.

Financial statements may be obtained from the California Public Finance Authority website, http://www.calpfa.org/general-information/audits-transaction-reports or from California Public Finance Authority, 2999 Oak Road Suite 710, Walnut Creek, CA 94597.

East Bay Community Energy (EBCE)

This authority formed in October 2016 by a joint exercise of power agreement between the County of Alameda and the Cities of Livermore, Pleasanton, and Dublin for the purpose of purchasing energy on a community-wide basis by pooling the buying power of the individuals within their jurisdictions. Involvement in the JPA gives opportunities to the City for gaining greater local involvement over the provision of electricity supply services, competitive electric rates, the development of local renewable energy projects, reduced greenhouse gas emissions, and the wider implementation of energy conservation and efficiency projects and programs.

EXHIBIT A
246

85 City of Livermore
Notes to Financial Statements
June 30, 2022

Stopwaste

This authority formed in 1976 by a joint exercise of power agreement between the County of Alameda, all fourteen cities located within the County along with two sanitary districts for the purpose of reducing waste in Alameda County.

A representative from each Member Agency serves on the Alameda County Waste Management Authority Board. The Alameda County Waste Management Authority provides solid waste planning, projects and initiatives to increase recycling and reduce waste by residents, businesses and schools. Funding is provided by waste-related fees. Some projects for reduction of waste include the Green Building in Alameda County program, curbside residential food scrap recycling and the reusable bag ordinance. These programs have reduced construction waste, increased use of recycled building materials, produced food scrap composting and reduced the number of plastic bags in the County landfills.

For more information visit www.stopwaste.org.

Note 15 - General Liability and Workers Compensation Coverage

Risk Management

The City of Livermore is self-insured for general liability claims up to a self-insured retention (SIR) of $750,000 per occurrence. It is a member of California Joint Powers Risk Management Authority (CJPRMA), an excess insurance pool that provides coverage for each occurrence that exceeds the SIR. CJPRMA provides coverage up to $40,000,000 per occurrence. The first $5,000,000 layer is retained by CJPRMA and the second and third layers totaling $35,000,000 are covered by reinsurance, purchased through their broker of record, Aon. The City of Livermore contributed $996,507 to CJPRMA for liability coverage for the fiscal year ending June 30, 2022. The City of Livermore purchases a variety of insurance products from Aon, both through the CJPRMA pooled programs and directly. The City paid $274,208 directly to Aon, $558,657 to Alliant through CJPRMA for property insurance, and $71,821 for auto physical damage insurance to Alliant through CJPRMA.

The Local Agency Workers Compensation Excess Joint Powers Authority (LAWCX) covers workers compensation up to statutory limits. The City has a deductible or uninsured liability of up to $500,000 per claim. During the fiscal year ended June 30, 2022, the City contributed $475,294 for program year coverage.

Each risk pool is governed by a Board consisting of representatives from member municipalities. The Board controls the operations of each risk pool, including selection of management and approval of operating budgets, independent of any influence by member municipalities beyond their representation on the Board. The City's contribution to each risk pool equals the ratio of the City's payroll to the total payrolls of all entities participating in the same layer of each program, in each program year. Actual surpluses or losses are shared according to a formula developed from overall loss costs and spread to member entities on a percentage basis after a retrospective rating. CJPRMA’s financial statements may be obtained by contacting CJPRMA at (925) 837-0667. LAWCX’s financial statements may be obtained by contacting LAWCX at (800) 541-4591.

EXHIBIT A
247

86 City of Livermore
Notes to Financial Statements
June 30, 2022

Liability for Uninsured Claims

The City’s liability for the uninsured portion of claims, including a provision for claims incurred but not reported, was computed as follows based on claims experience:

Liability Insurance
Reserve
Workers’
Compensation Total
Balances of claims payable at June 30, 2021 2,129,980$ 4,545,511$ 6,675,491$ Incurred claims and change in estimated 2,008,250 1,428,812 3,437,062 Claims paid (401,361) (856,061) (1,257,422) Balances of claims payable at June 30, 2022 3,736,869$ 5,118,262$ 8,855,131$ Claims payable - current 1,443,000$ 1,248,000$ 2,691,000$

Note 16 - Economic Development Incentives – Tax Abatements

The City offers economic development incentive program to the entities that propose to locate or expand already established businesses within the City. This incentive program is expected to provide a stimulus to the City's economy, increase the tax base and create jobs. Each of the agreements entered into by the City, provides for a rebate of taxes paid to the City according to formulas contained in the agreements. These limited terms agreements provide for a sharing of the taxes (percentage rebates) above certain amounts with a maximum rebate not to exceed the cost of a business’ improvements and/or development impact fees. The City generally expects to receive increased revenue as a result of these agreements. These incentive agreements require approval by City Council.

For financial reporting purposes, the GASB Statement No. 77 defines a tax abatement as resulting from an agreement between a government and an individual or entity in which the government promises to forgo tax revenues and the individual or entity promises to subsequently take a specific action that contributes to economic development or otherwise benefits the government or its citizens. According to the GASB 77, the substance of these agreements meets the definition of “tax abatements” as the revenues received were not available for general municipal services purposes, but rather used to effectively reduce the net tax liability of certain taxpayers per the conditions of an agreement.

The taxes paid to the City are included in the revenue reported in these financial statements. The payments made to the businesses based upon the taxes paid are also included as expenditures in these financial statements. For the fiscal year ended June 30, 2022, under this program the City has abatements of sales tax totaling $1,296,362.

Pursuant to the Sales and Use Tax law (chapter 8 – Article 1 – section 7056), in order to protect the confidential information of sales taxes collected and abatements provided to each of the specific agencies, the City has presented the aggregate amount abated during the current fiscal year.

EXHIBIT A
248

87 City of Livermore
Notes to Financial Statements
June 30, 2022

Note 17 - Commitments and Contingencies

The City is subject to litigation arising in the normal course of business. In the opinion of the City Attorney there is no pending litigation which is likely to have a material adverse effect on the financial position of the City.

The City participates in several Federal and State grant programs. These programs have been audited by the City's independent accountants in accordance with the provisions of the Federal Single Audit Act amendments of 1996 and applicable State requirements. No cost disallowances were proposed as a result of these audits; however, these programs are still subject to further examination by the grantors and the amount, if any, of expenditures which may be disallowed by the granting agencies cannot be determined at this time. The City expects such amounts, if any, to be immaterial.

Construction Commitments

The City has the following outstanding construction commitments at June 30, 2022:

Vendors Amount
Meyers & Sons 1,801,622$
Evra Construction Inc. 49,064
Integra Construction Services 407,909
Marshall Brothers 233,586
2,492,181$

There were no outstanding encumbrances related to these commitments on June 30, 2022.

EXHIBIT A
249

88 City of Livermore
Notes to Financial Statements
June 30, 2022

Animal Shelter

The Cities of Dublin, Pleasanton, and Livermore and the County of Alameda reached an agreement under which Alameda County constructed an animal shelter facility on County property. Under the agreement the entities share in the debt service and operating costs of the project based on their use of the animal shelter. The City of Livermore paid $341,443 for its share of debt service and operating costs. The City’s portion of the project fluctuates based on actual usage and was 17% as of June 30, 2022.

Alameda County

During fiscal year 2014-15, Alameda County made a $2.8 million contribution necessary to affect the redemption and retirement of the 2006 Bankhead Theater bond and prepayment of 2006 loan and issuance of 2014 COP Series A. The City is obliged to return $2.8 million to Alameda County in the event the Bankhead Theater is sold. At present, the City does not have any intentions of selling the Theater.

Note 18 - Successor Agency Activities

The City of Livermore opted to become the Livermore Successor Agency to the former Redevelopment Agency of Livermore as of January 9, 2012. Since February 1, 2012, the date of dissolution, the housing related assets and activities of the dissolved redevelopment agency are reported in the governmental Housing Successor Special Revenue Fund. The non-housing related assets and activities of the dissolved redevelopment agency are reported in the fiduciary Successor Agency to the Redevelopment Agency Private Purpose Trust Fund whose activities are subject to review and approval of the Oversight Board.

Long-Term Debt

The Successor Agency assumed the long-term debt of the Redevelopment Agency as of February 1, 2012. On August 1, 2001, the Redevelopment Agency issued $36,775,000 of 2001 Tax Allocation Bonds, Series A. Proceeds were used to refund the above outstanding Livermore Redevelopment Project 1986 Tax Allocation Bonds Series A, and to provide funds to finance various redevelopment activities within the Project Area.

Post Dissolution Assembly Bill 1484 permits the refunding of outstanding bonds of former redevelopment agencies if the total debt service (principal and interest) on the new refunding bonds is less than the total remaining debt service on the bonds being refunded (currently outstanding). The purpose for refunding redevelopment bonds is to reduce the interest rate, which lowers the annual tax increment required to make debt payments and increases the share of tax increment available to affected taxing entities.

EXHIBIT A
250

89 City of Livermore
Notes to Financial Statements
June 30, 2022

In December 2016, the Successor Agency refinanced the 2001 Tax Allocation Bonds, Series A and issued two refunding bonds, 2016 Tax Allocation Refunding Bonds, Series A (tax exempt) and Series B (taxable). The refinancing of this debt did not extend the August 1, 2032 final maturity date or provide additional proceeds for projects; however, the anticipated present value savings are more than $300,000 annually or approximately $4.9 million over the life of the refunding issue. The future annual debt savings will allow more funds to flow to the affected taxing entities, including the City. The table below presents the detail of activities during current fiscal year.

Livermore City CouncilFebruary 27, 2023

Livermore City Council
February 27, 2023