CITY COUNCIL REGULAR MEETING AGENDA
MAY 2, 2023
CLOSED SESSION:
OPEN SESSION:
6:00 P.M. - 7:00 P.M
7:00 P.M.
WE ENCOURAGE ALL MEMBERS OF THE PUBLIC TO PARTICIPATE IN THE MEETING VIA TELECONFERENCE BY CALLING (520) 525-8911. ANY MEMBER OF THE PUBLIC PARTICIPATING VIA TELECONFERENCE WILL BE GIVEN THE OPPORTUNITY TO PROVIDE PUBLIC COMMENT.
ADDITIONALLY, THE REGULAR MEETING WILL BE STREAMED ON YOUTUBE LIVE https://www.youtube.com/channel/UCB ZmQZIHELh-fCf PZ2VwZq Notice is hereby given that the City Council will hold a Regular Meeting on May 2, 2023, at the City Council Chambers, 663 Main Street, Livingston, California. Assistance will be provided to those requiring accommodations for disabilities in compliance with the Americans with Disabilities Act of 1990. Persons requesting accommodation should contact the Deputy City Clerk at least 24 hours prior to this meeting at (209) 394-8041, Ext. 121. Any writings or documents pertaining to an Open Session item provided to a majority of the members of the legislative body less than 72 hours prior to the meeting shall be made available for public inspection by email if requested. Public comments can be submitted via emailed at [email protected]. Comments must be received by 2 :00 p.m. on the day of the City Council meeting in order for them to be distributed to the Council prior to consideration of the matter. You will need to provide: Meeting date, item number, name, email and comment (please limit to 300 words or 3 minutes). Please include: PUBLIC COMMENT in the subject for the email. Written comments will not be read aloud at the meeting, but will be reported as received for the record. If you do not receive an acknowledgement of receipt by 4:00 p.m., please call the City Clerk's Office at (209) 394-8041, Ext. 121 (Note: This technology is not a gua ranteed method).
1
CLOSED SESSION
I. Call to Order
2. Roll Call
3. Citizen Comments
CLOSED SESSION
A "Closed" or "Executive" Session of the City Council or the Successor Agency to the Redevelopment Agency of'ihe City of Livingston may be held in accordance with state law which may include, but is not limited to, the following types of items: personnel matters, labor negotiations, security matters, providing instructions to real property negotiators, conference with legal counsel regarding pending litigation. The Closed Session will be held in the City Council Chambers located at 663 Main Street, Livingston, California. Any public comment 011 Closed Sessio11 items will be taken before the Closed Sessio11. Any required announcements or discussion of Closed Session items or actions following the Closed Session will be made in the City Council Chambers, 633 Main Street, Livingston, California.
4. Liability Claims (Gov. Code,§ 54956.95)
Claimant: Carolina Figueroa
Agency claimed against: City of Livingston
5. Liability Claims (Gov. Code,§ 54956.95)
Claimant: Cecilia Molina
Agency claimed against: City of Livingston
REGULAR MEETING
CALL TO ORDER
Pledge of Allegiance.
Moment of Silence-First Responders and Military Members.
Roll Call.
Closed Session Announcements.
Changes to the Agenda.
2 Next Resolution No.: 2022-28
Next Ordinance No.: 651
CITIZEN COMMENTS
This section of the agenda allows members of the public to address the City Council on any item NOT otherwise 011 the agenda, Members of the public, when recognized by the Mayor, should come forward to the lectern, and identify themselves. Comments are normally limited to three (3) minutes. In accordance with State Open Meeting laws, no action will be taken by the City Council this evening. For items which are on the agenda this evening memhers of the public will be provided an opportunity to address the City Council as each item is brought up for discussion.
ANNOUNCEMENTS AND REPORTS
Supervisor Rodrigo Espinoza Announcements and Reports.
City Staff Announcements and Reports.
• Chief of Police Chuck Hale - Work Plan for Code Compliance Officer.
City Manager Announcements and Reports.
City Council Members' Announcements and Reports.
Mayor's Announcements and Reports.
Jatinder Mann
• City Council Alternate Liaison - Parks, Recreation and Arts Commission -Jatinder Mann • Merced Integrated Regional Water Management Plan (MIRWMA)-Jatinder Mann, Representative and Jason Roth, Alternate Representative. • Central Valley Division League of California Cities - Maria Soto, Representative and Jatinder Mann, Alternate.
Jason Roth
• City Council Liaison - Livingston Planning Commission - Jason Roth • Special City Selection Committee of the San Joaquin Valley Air Pollution Control Board - Jason Roth, Representative and Gurpal Samra, Alternative. • Merced Integrated Regional Water Management Plan (MIRWMA)-Jatinder Mann, Representative and Jason Roth, Alternate Representative.
Maria Soto
• Merced County Local Agency Formation Commission (LAFC0) - Maria Soto, Representative. • Central Valley Division League of California Cities - Maria Soto, Representative and Jason Roth, Alternate.
Gurpal Samra
• Merced County Mosquito Abatement District Board of Directors - Gurpal Samra, Representative and Jason Roth, Alternate.
3
Jose Moran
• Merced County Association of Governments (MCAG) Governing Board -Jose Moran, Representative and Gurpal Samra, Alternate.
• City Council Liaison - Parks, Recreation and Arts Commission - Jose Moran • Utility Stakeholders Committee - Jose Moran and Gurpal Samra
RECEIVE AND FILE
I. City Treasurer's Investment Report (this item is a placeholder for any future investment reports received by the City Treasurer).
CONSENT AGENDA
Items on the Consent Calendar are considered routine or non-controversial and will be enacted by one vote. unless separate action is requested by the City Manager or City Council Member. There will be no separate discussion of' these items unless members of the City Council or City Manager request that specific items be removed
2. WAIVING OF READING OF ORDINANCE AND RESOLUTIONS
City Council Waive the Reading in Full of Ordinances and Resolutions on Agenda and Adopt by Reading the Title only, Unless Otherwise Requested by the Mayor or a Council Member
3. Resolution Approving a Supplemental Appropriation of$12,595.50 for Fiscal Year 2022/2023 to Open the Community Swimming Pool at Livingston High School
4. Resolution Awarding a Purchase Order to PAC Machine Company For Pump Repair Services for One 35 HP Submersible Pump at the Head Works Lift Station and Authorizing the Interim City Manager to Approve and Issue a Purchase Order to PAC Machine Company for An Amount Not to Exceed $19,262.71
5. Resolution (1) Approving an Amendment to An Agreement with Gilton Solid Waste Management, Inc. to Extend the Agreement for An Additional Seven (7) Months to Complete the Evaluation of(RFP) Proposals and Related Proposition 218 Process; (2) Authorizing the Interim City Manager to Execute Amendment; and (3) Authorize the Interim City Manager to Negotiate Minor Adjustments to the Contract Extension in Accordance with Legal Concurrence
PUBLIC HEARINGS
6. Resolution to Acknowledge Accomplishments and Confirm Closeout of the Community Development Block Grant Program
DISCUSSION AND POTENTIAL ACTION ITEMS
7. Discussion and Direction Regarding Banking Services
8. Discussion on Fiscal Year 2023/2024 Budget
4
COUNCIL DIRECTION ON FUTURE AGENDA ITEMS
ADJOURNMENT
5
AGENDA ITEM:
MEETING DATE:
PREPARED BY:
REVIEWED BY:
STAFF REPORT
Swimming Pool Budget Appropriation for Fiscal Year 2022/2023 May 2, 2023
Jacquelyn Benoit, Recreation Superintendent
Christopher Lopez, Interim City Manager
RECOMMENDATION:
Staff recommends the City Council adopt a resolution approving a supplemental budget in the Recreation Department appropriation for the remaining 2022/2023 fiscal year in the amount of $12,595.50 for purposes of opening the Community Swimming Pool at Livingston High School.
BACKGROUND AND DISCUSSION:
In December of 2022 the recreation department was informed that the City Council was interested in opening the high school pool at the community's request for the summer of 2023.
Due to covid restrictions the pool has been closed for several years and a budget for the pool had not been brought forth for the 2022/2023 fiscal year.
Communication with the Livingston High School and the Merced Union High School District has been made and the desire from the district and the school itself is for the city to move forward with opening the pool. The district is working on a current joint use agreement and has stated that the district will not charge the city for pool use. A schedule has been worked out with the high school swim coaching staff. The city will use the pool after 2pm each day until dark with no use on Sunday.
The pool programing will consist of 11 part-time staff members. Programing will consist of Lessons for all ages from Parent Tot to Swim Team Prep (Advanced Stroke Clinics) and Watercise for adults. The pool will also be opened Monday through Friday from 6: 15pm to 8:30pm for open swim and available for rentals on Saturdays.
The Estimated costs to prepare and open for the month of June is $12,595.00, this includes banners, swim class supplies, lesson forms, registration, shade pop ups and chemical test kits as well as part time salaries. The anticipated revenue will offset the expense.
FISCAL IMPACT:
$12,595.50 will be appropriated from the General Fund Reserves. The anticipated revenue is expected to offset this expense.
ATTACHMENTS:
1. 2022/2023 Budget Supplemental Appropriation Worksheet
2. Proposed Resolution
{CWl28216. I}
2022-2023 Budget Supplemental Appropriation Worksheet
to Open Swimming Pool - July 12th - June 30th
Set up- 2 staff 4 hours 8 hours at $16.50 per hour= $132.00 Lesson Training - 3 days all Staff of 12 for 3.5 hours= 84 hours x $16.50 per hour= $2079.00 2 days of rentals - 2 staff x 8 hours= 16 hours x 2 staff= 32 hours x $16.50 per hour= $528.00 8 days of Lessons - 8 guards 5 hours each= 40 hours x 8 days x $16.50 per hour= $4224.00 15 days Open Swim - 4 guards 3 hrs each= 12 hours x 15 days = 180 hours x 16.50 = $2970.00
Manager 5 hours per day x 15 days x $17.50 = $1312.50
Start up Supplies - $500.00
Promo: $500.00
Signs: $350
Total: $12,595.50
1125-106-4122 PT Salaries Pool= $11,245.50
11125-106-4614 Swimming Pool O & M - $1,350.00
Estimated Revenue -
Lessons - 1 Session Revenue collected (8 classes of 32x $35) - $8960.00 Rentals- 2 days $80 per hour, maximum 75 swimmers/ 16 hours possible rentals; $1280.00 Open Swim Kids 15 days X 75 kids X $2 = $2,250.
Open Swim Adults 15 days x 25 kids x $3 = $1125.00
Total Estimated Max Revenue - $13,615.00
{CWl282 16.I}
RESOLUTION 2023-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON APPROVING A SUPPLEMENTAL APPROPRIATION OF $12,595.50 FOR THE FISCAL YEAR 2022/2023 TO
OPEN THE COMMUNITY SWIMMING POOL
WHEREAS, as of December 2022 the Recreation Department was informed that the City Council was interested in opening the High School pool at the communities request for the summer of 2023; and
WHEREAS, due to covid restrictions the pool has been closed for several years and a budget for the pool had not been brought forth for the 2022/2023 fiscal year; and WHEREAS, communication with the Livingston High School and the Merced Union High School District has been made and the desire from the district and the school itself is for the city to move forward with opening the pool. The district is working on a current joint use agreement and has stated that the district will not charge the city for pool use; and WHEREAS, the Estimated costs to prepare and open for the month of June is $12,595.00. This includes banners, swim class supplies, lesson forms, registration, shade pop ups and chemical test kits as well as part time salaries, the anticipated revenue is expected to offset the expense.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Livingston does hereby approve a supplemental budget appropriation to the Recreation Department from the General Fund Reserves of $12,595.50 for the fiscal year 2022/2023 to open the community swimming pool.
Passed and adopted this 2nd day of May, 2023, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Jose A. Moran, Mayor
of the City of Livingston
I hereby certify that the foregoing resolution was regularly introduced, passed and adopted at a regular meeting of the City Council of the City of Livingston this 2nd day of May, 2023. (CW!282!6.!J
Monica Cisneros, Deputy City Clerk
of the City of Livingston
AGENDA ITEM:
MEETING DATE:
PREPARED BY:
REVIEWED BY:
STAFF REPORT
Resolution Awarding a Purchase Order to PAC Machine Company for pump repair services for One 35 HP submersible pump at the Head Works Lift Station and Authorizing the Interim City Manager to approve and issue a Purchase Order to PAC Machine Pump Company in an Amount Not to Exceed $19,262.71
May 2, 2023
Anthony Chavarria, Director of Public Works
Christopher Lopez, Interim City Manager
RECOMMENDATION:
Staff recommends that the City Council adopt a Resolution of the City Council of the City of Livingston awarding a contract to PAC Machine Company for pump repair services for one 35 HP submersible pump at the Head Works Lift Station and Authorizing the Interim City Manager to issue a Purchase Order to PAC Machine Company in an amount not to exceed $19,262.71.
BACKGROUND:
On March 15, 2023, staff reported that one of the four Head Works Lift Station pumps failed and could not be started. The Head Works Lift Station receives and pumps the entire waste flow from the City of Livingston to the Wastewater Plant to be treated. The Head Works Lift Station is equipped with four submersible pumps; two 20 HP pumps and two 35 HP pumps. The 20 HP pumps are primary while the 35 HP pumps start in the event the primary pumps cannot keep up with incoming flow. It is important that the pumps are repaired in an expedited manner to reduce the possibility of a health and safety issue such as a sewer overflow event.
DISCUSSION:
Staff sent the failed 35 HP submersible pump to PAC Machine Company to be inspected. The inspection resulted in the impeller needing replacement along with the electrical cord and other minor repair items while the pump housing and windings were found to be in good condition.
This project is exempt from the Public Contract Code per Section 22002 as it is repairs to a Sewer facility.
The Livingston Municipal Code requires formal bidding procedures for all purchases over $10,000 unless the formal bidding process is undesirable, impossible, unavailing or incongruous as determined by the City Manager. The Interim City Manager has determined that the formal bidding process for this work is undesirable due to the abrupt failure of the pump and the potential for a health and safety issue should the City experience additional pump failure at the Head Works Lift Station. Staff recommends that the City proceed with awarding a purchase order to PAC Machine Pump Company for the repair of the failed 35 HP submersible pump.
FISCAL IMPACT:
$19,262.71 Expended from the Sewer Enterprise Fund included in the FY 2022-2023 budget.
ATTACHMENTS:
1. Resolution No. 2023-
2. Exhibit "A" Cost Proposal from PAC Machine Company for the amount of $19,262.71
RESOLUTION NO. 2023-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON AWARDINGING A
PURCHASE ORDER TO PAC MACHINE COMPANY FOR PUMP REPAIR SERVICES FOR ONE 35 HP SUBMERSIBLE PUMP AT THE HEAD WORKS LIFT STATION AND
AUTHORIZING THE INTERIM CITY MANAGER TO APPROVE AND ISSUE A PURCHASE ORDER TO PAC MACHINE COMPANY FOR AN AMOUNT NOT TO EXCEED $19,262.71 WHEREAS, on March 15, 2023 staff reported that one of the four Head Works Lift Station pumps failed and could not be started; and
WHEREAS, the Head Works Lift Station receives and pumps the entire waste flow from the City of Livingston to the Waste Water Plant to be treated. The Head Works Lift Station is equipped with four submersible pumps, two 20 HP pumps and two 35 HP pumps; and WHEREAS, the 20 HP pumps are primary while the 35 HP pumps start in the event the primary pump cannot keep up with the incoming flow; and
WHEREAS, It is important that the pumps are repaired in an expedited manner to reduce the possibility of a health and safety issue such as a sewer overflow event; and WHEREAS, Staff sent the failed 35 HP submersible pump to PAC Machine Company to be inspected. The inspection resulted in the impeller needing replacement along with electrical cord and other minor repair items. The pump housing and windings were found to be in good condition; and
WHEREAS, this project is exempt from the bidding requirements per Public Contract Code section 22002, as the nature of the work is repairs to a sewer facility; and WHEREAS, the Livingston Municipal Code requires formal bidding procedures for all purchases over $10,000 unless the formal bidding process is undesirable, impossible, unavailing or incongruous as determined by the City Manager. The Interim City Manager has determined that the formal bidding process for this work is undesirable do to the abrupt failure of the pump and the potential for a health and safety issue should the City experience additional pump failures at the Head Works Lift Station and recommends that the City proceed with awarding a purchase order to PAC Machine Company for the repair of the failed 35 HP submersible pump.
NOW, THEREFORE, BE IT RESOLVED that the City of Livingston City Council hereby finds that there is a need to award a contract with PAC Machine Company to make necessary repairs to the 35 HP submersible pump at the Head Works Lift Station and hereby authorizes the Interim City Manager to approve and issue a purchase order to PAC Machine Company to make necessary repairs in an amount not to exceed $19,262.71.
THE FOREGOING RESOLUTION was adopted at a regular meeting of the City Council of the City of Livingston the 2nd day of May 2023 and passed at said meeting by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
___________________________
Jose A. Moran, Mayor
of the City of Livingston
ATTEST:
I, hereby certify that the forgoing resolution was regularly introduced, passed and adopted at a regular meeting of the City Council of the City of Livingston this 2nd day of May, 2023. ___________________________
Monica Cisneros, Deputy City Clerk
of the City of Livingston
~Pac Machine Co., Inc.
8750 23RD Avenue, Sacramento, CA 95826 Qty Part# Description Total PH: (916) 387-1336 FAX: (916) 387-1380 50' 942109 CABLE $2,850.00 5326 Gateway Plaza Dr, Benicia, CA 94510 1 844398 SEAL SLEEVE $73.00 PH: (707) 746-4940 FAX: (707) 746-1845 1 827493 O-RfNG $41,00 1246 Glendale Ave, Sparks, NV 89431 1 827509 O-RING $76.00 PH: (775) 359..SS00 FAX: (775) 359-0818 1 804627 KEY $10.00 460 W Silver Street# 101, Elko, NV 89801 2 6065800 WASHER $80.00 PH: (775) 777-1909 FAX: (775) 777-9732 2 6065801 WASHER $76.00 2 6065802 WASHER $78.00
WORK ORDER 2 6065803 WASHER $86.00
Date: 3/23/23 1 6065615 IMPELLER $9,372.00
Rec'd by: BRANDON MARTINEZ 1 823707 WASHER $15.00
1 820115 SCREW $28.00
Customer: CITY OF LIVINGSTON 1 6647200 INSERT RING $2,008.00 1416 C STREET
LIVINGSTON, CA 9S334
Phone Number:
Fax Number:
Customer P.O.:
Make Model/Type Voltage
FLYGT 3201.091 460
HP Serial Number Impeller
35 0240014 642
Description of work needed or performed
PUMP CAME IN WITH A COMPLAINT OF A BAD SEAL.
STATOR OHMS 0.36 EVEN, FLS 1.526, MEGS 500, OIL
IS CLEAN AND CLEAR. INSPECTION CHAMBER IS DRY. CABLE
IS IN SOMEWHAT BAD SHAPE. RECOMMEND REPLACING.
IMPELLER SPINS FREELY BUT IS DAMAGED. THE WEAR RING
IS WORN BADLY. HAD TO PRESSURE WAS FOR 30 MINUTES
,fO CLEAN OFF PRODUCT ON AND IN THE VOLUTE/PUMP.
--
---
--
--
-~-
---
-
Oil $200.00
Shop Materials $100.00
Ocean Freight Outside Work $800.00 - Labor $2,200.00
Total Parts $15,093.00 -
Rec'd by: Tax 7.75% $1,169.71 -
Date: Total $19,262.71
STAFF REPORT
AGENDA ITEM: Resolution (1) Approving an Amendment to an Agreement with Gilton Solid Waste Management, Inc. to Extend the Agreement for an Additional Seven (7) Months to Complete the Evaluation of (RFP) Proposals and Related Proposition 218 Process; (2) Authorizing the Interim City Manager to Execute Amendment; and (3) Authorize the Interim City Manager to Negotiate Minor Adjustments to the Contract Extension in Accordance with Legal Concurrence.
MEETING DATE: May 2, 2023
PREPARED BY: Anthony Chavarria, Public Works Director
REVIEWED BY: Christopher Lopez, Interim City Manager
RECOMMENDATION:
Adopt Resolution No. 2023-____, (1) Approving an Amendment to an Agreement with Gilton Solid Waste Management, Inc. to Extend the Term for an Additional Seven (7) Months; (2) Authorizing the Interim City Manager to Execute the Amendment; and (3) Authorize the Interim City Manager to Negotiate Minor Adjustments to the Contract Extension in Accordance with Legal Concurrence.
BACKGROUND:
The City has contracted with Gilton Solid Waste Management, Inc. since 1986 and the original contract expired on December 31, 2022. Prior to the expiration of the original agreement, staff prepared a Request for Proposals (RFP) for solid waste, recyclable materials, and organic waste collection service. In order to allow adequate time to receive responses from the RFP, staff requested an extension to the original agreement which the Council approved on December 20, 2022. Previous management anticipated the process would take five (5) months, so the extension was set to expire on May 31, 2023.
With a new Interim City Manager in place, and new Public Works Director as well, new staff wanted to ensure a thorough process for the selection of a long term agreement. As a result, staff is requesting this second amendment to extend the deadline to allow for the additional time needed.
This no cost contract extension affords the City the time to complete the RFP evaluation of proposals and Proposition 218 process.
DISCUSSION & RECOMMENDATION:
Staff recommends that Council, (1) Approve an extension to the agreement with Gilton Solid Waste Management, Inc. to extend Agreement for seven (7) additional months, (2) authorizing the Interim City Manager to execute amendment; and (3) authorize the Interim City Manager to negotiate minor adjustments to the Contract Extension in accordance with Legal concurrence.
FISCAL IMPACT:
The seven month contract extension does not reflect a fee increase and the current rates charged are budgeted for FY 2022/23 and 2023/2024.
ATTACHMENTS:
1. Resolution 2023-___Approving an Amendment to an Agreement with Gilton Solid Waste Management, Inc., and Authorizing the Interim City Manager to Execute Amendment.
2. Seven month contract extension through December 31, 2023
RESOLUTION NO. 2023-
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON (1) APPROVING AN AMENDMENT TO AN AGREEMENT WITH GILTON SOLID WASTE MANAGEMENT, INC. TO EXTEND THE AGREEMENT FOR AN ADDITIONAL SEVEN (7) MONTHS TO COMPLETE THE EVALUATION OF (RFP) PROPOSALS AND RELATED PROPOSITION 218 PROCESS; (2) AUTHORIZING THE INTERIM CITY MANAGER TO EXECUTE AMENDMENT; AND (3) AUTHORIZE THE INTERIM CITY
MANAGER TO NEGOTIATE MINOR ADJUSTMENTS TO THE CONTRACT
EXTENSION IN ACCORDANCE WITH LEGAL CONCURRENCE
WHEREAS, the City of Livingston has contracted with Gilton Solid Waste Management, Inc. since 1986; and
WHEREAS, the current contract is set to expire on March 31, 2023; and WHEREAS, scope of work and costs will remain the same; and WHEREAS, the City wishes to approve a seven (7) month contract extension with Gilton Solid Waste Management, Inc. with an expiration date of December 31, 2023; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Livingston hereby adopts a Resolution to approve a seven (7) months, and authorizing the Interim City Manager to execute the Amendment.
Passed and adopted this 2
nd day of May, 2023, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Jose A. Moran, Mayor
of the City of Livingston
I, hereby certify that the foregoing resolution was regularly introduced, passed and adopted at a regular meeting of the City Council of the City of Livingston this 2 nd day of May, 2023.
Monica Cisneros, Deputy City Clerk
of the City of Livingston
Page I of 1 Pages
AMENDMENT NO. 2
TO THE AGREEMENT WITH GIL TON SOLID WASTE MANAGEMENT, INC. FOR
SOLID WASTE SERVICES
This Amendment No. 2 to the Agreement with Gilton Solid Waste Management, Inc. for Solid Waste Services ("AMENDMENT NO. 2") is made and entered into effective the 2nd day of May 2023, by and between the CITY OF LIVINGSTON, a California municipal corporation (hereinafter referred to as "CITY"), and GIL TON SOLID WASTE MANAGEMENT, INC., a California Corporation (hereinafter referred to as "CONTRACTOR"). CITY and CONTRACTOR may herein be referred to individually as "Party" and collectively as the "Parties." There are no other parties to this Amendment No. 2.
RECITALS
WHEREAS, the CITY and CONTRACTOR entered into a Solid Waste Services Contract ("ORIGINAL AGREEMENT") dated April 2, 2013 for Contractor to provide CITY with solid waste hauling, disposal, and green waste collection services; and WHEREAS, the ORIGINAL AGREEMENT provides for an initial contract term of ten (10) years and may be extended by mutual written agreement of the Parties; and WHEREAS, on December 20, 2022, the Parties entered into Amendment No. 1 to the ORIGINAL AGREEMENT to extend the ORIGINAL CONTRACT for five (5) months ("AMENDMENT NO. 1"). The ORIGINAL AGREEMENT and AMENDMENT NO. 1 are hereinafter collectively referred as the "AGREEMENT;" and WHEREAS, the Parties now desire to extend the AGREEMENT for an additional seven (7) months.
NOW, THEREFORE, in consideration of the promises and covenants set forth below, the Parties agree as follows:
AGREEMENT
1. Recitals. The recitals set forth above ("Recitals") are true and correct and are hereby incorporated into and made part of this AMENDMENT NO. 2 by this reference.
In the event of any inconsistency between the Recitals and Section 1 through 9 of this AMENDMENT NO. 2, Sections 1 through 9 shall prevail.
2. Effect on Original Contract. All terms and conditions of the AGREEMENT not addressed herein shall remain in full force and effect.
3. Amendment. The Parties mutually agree to amend the AGREEMENT to extend the Term to and including December 31, 2023.
{CW128318.l}
4. Authority. All Parties to this AMENDMENT NO. 2 warrant and represent that they have the power and authority to enter into this AMENDMENT NO. 2 and the names, titles, and capacities herein stated on behalf of any entities, persons, states, or firms represented or purported to be represented by such entities, persons, states, or firms and that all former requirements necessary or required by the state or federal law in order to enter into the AMENDMENT NO. 2 have been fully complied with. Further, by entering into this AMENDMENT NO. 2 neither Party hereto shall have breached the terms or conditions of any other contract or agreement to which such Party is obligated, which such breach would have a material effect hereon.
5. Drafting and Ambiguities. Each Party acknowledges that it has reviewed this AMENDMENT NO. 2 with its own legal counsel, and based upon the advice of that counsel, freely entered into this AMENDMENT NO. 2. Each Party has participated fully in the review and revision of this AMENDMENT NO. 2. Any rule of construction that ambiguities are to be resolved against the drafting Party, does not apply in interpreting this AMENDMENT NO. 2.
6. Counterparts. This AMENDMENT NO. 2 may be executed simultaneously, and in several counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.
7. Headings. Headings used in this AMENDMENT NO. 2 are for reference purposes only and shall not be considered in construing this AMENDMENT NO. 2.
8. Necessary Acts and Further Assurances. The Parties shall, at their own cost and expense, execute and deliver such further documents and instruments and shall take such other actions as may be reasonably required or appropriate to evidence or carry out the intent and purposes of this AMENDMENT NO. 2.
9. Time is of the Essence. Time is of the essence in this AMENDMENT NO. 2 for each agreement and term of condition herein.
(Signatures on following page)
{CW128318.1}
N WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 the day and year first hereinabove written.
CITY OF LIVINGSTON: GIL TON SOLID WASTE MANAGEMENT, INC.:
By _____________ _ By ___________ _
Christopher Lopez, Interim City Manager Richard Gilton, President {CW128318.1}
STAFF REPORT
AGENDA ITEM: 20-CDBG-12003 Closeout and Public Hearing
MEETING DATE: May 2, 2023
PREPARED BY: Paul Ashby, Adams Ashby Group
APPROVED BY: Christopher Lopez, Interim City Manager
RECOMMENDATION:
• Open Public Hearing
• Receive Public Comment(s)
• Close Public Hearing.
• Direct staff to submit final reports and closeout package to the State HISTORY:
In May of 2021, the City received $3,050,000 from CDBG under the Over The Counter (OTC) application process. The Housing and Community Development (HCD) Department allows for these funds to be expended and projects to be completed within a 36-month contract term. The following projects were completed with these funds:
- Sewer Line Replacement
The project has been completed and the grant will now be closed out with HCD.
The City is required to hold a public hearing to discuss the grant accomplishments and submit a closeout certification to the State. Upon direction from the Council, staff will submit the final closeout package to HCD. Please note that the City Council formally accepted a Notice of Completion already for this project on September 6, 2022.
DISCUSSION:
The City has utilized CDBG funds many times in the past and continues to do so. The funds received are 100% grant funds and have been critical in assisting the City complete various projects in the City.
All funds that have been requested from the State have now been reimbursed, thus closeout will now occur.
FISCAL IMPACT
The CDBG funds of $3,050,000 were 100% grant funded. The project was completed under budget, thus the remaining balance will be returned to the State with the closeout package.
ATTACHMENTS:
1. Resolution
RESOLUTION 2023-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON TO
ACKOWLEDGE ACCOMPLISHMENTS AND CONFIRM CLOSEOUT OF THE
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM
WHEREAS, the City Council approved Resolution No. 2020-10 for the submittal of a grant application to the Community Development Block Grant (CDBG) Program; and WHEREAS, the application was successful and awarded funding from the CDBG Program in the amount of $3,050,000 for a sewer line replacement project under contract 20-CDBG-12003; and
WHEREAS, the project has been completed and the City Council has previously accepted a Notice of Completion; and
WHEREAS, all funding eligible for reimbursement has been requested and received; and
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Livingston does hereby accepts the accomplishments of the CDBG grant and directs city staff to proceed with the completion of all forms for grant closeout to occur.
Passed and adopted this 2nd day of May 2023, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
___________________________
Jose A. Moran, Mayor
of the City of Livingston
ATTEST:
I hereby certify that the foregoing resolution was regularly introduced, passed and adopted at a regular meeting of the City Council of the City of Livingston this 2nd day of May, 2023.
__________________________
Monica Cisneros, Deputy City Clerk
of the City of Livingston
AGENDA ITEM:
MEETING DATE:
PREPARED BY:
REVIEWED BY:
STAFF REPORT
Discussion and Direction Regarding Banking Services
May 2, 2023
Christopher Lopez, Interim City Manager
Christopher Lopez, Interim City Manager
RECOMMENDATION:
It is recommended that the Mayor and City Council discuss and provide direction on the following:
1. The banking services agreement
BACKGROUND AND DISCUSSION:
Council directed that staff bring forward the banking services agreement for discussion and direction. Staff has attached the banking services agreement to this staff report for reference.
In 2022, the City Manager signed an extension with F&M Bank Farmers & Merchants Bank of Central California. The expiration of this agreement is now August 2024.
ATTACHMENTS:
1. Banking services agreement
1
F&M BANK
FARMEHS & MERCIIANTS BANK OF CENTR1\J. C:AI.IFOHNIA
BANKING SERVICES AGREEMENT
Authorization and Agreement for Treasury Management Services Section 1.1 Parties
ARTICLE 1
PARTIES AND PURPOSE
This Banking Services Agreement (this "AGREEMENT') is entered into as of October 11, 2019, by and between the City of Livingston, a municipal corporation ("COL") and FARMERS & MERCHANTS BANK OF CENTRAL CALIFORNIA, a California banking corporation ("BANK") and is supplemented by the Treasury Management Terms and Conditions (''TERMS AND CONDITIONS") which contains the general terms and conditions governing each of the Bank Services (as defined herein). These TERMS AND CONDITIONS shall be construed and the rights and obligations of the parties determined in accordance with California law, except as otherwise stated.
Section 1.2 Purposes
The COL issued a Request for Proposals for Banking Services ("RFP") on or about February 121 \ 2019. The BANK submitted a written proposal to such RFP dated March 11, 2019.
COL elected the BANK to provide the services as outlined in the SCOPE OF SERVICES for the RFP.
COL wishes to enter into an agreement with BANK for Banking Services, certain Treasury Management Services, and Collateralization of Deposits as set forth in this AGREEMENT, and as supplemented by the TERMS AND CONDITIONS, which may include such additional services as COL may request and BANK may agree to provide from time to time. BANK acknowledges that it is qualified to provide such services to COL.
Section 2.1 Scope of Services
ARTICLE2
SCOPE OF SERVICES
BANK, for the benefit and at the direction of COL, shall perform the Scope of Services as set forth in "Exhibit A" (each a "Service" or collectively the "Services").
Section 2.2 Terms of Agreement
BANK shall serve as CO L's depository and provider of banking services for a period of three (3) years, commencing August 20, 2019 and ending August 20, 2022. This AGREEMENT is renewable for one (I) additional two year (2 year) period upon the written agreement of the parties and including such changes upon which the parties may in writing agree.
Farmers & Merchants Bank of Central Califom,a - Confidential Rev.4/19 Page 1
BANK shall commence to provide services pursuant to this AGREEMENT upon receipt of a written notice to proceed from COL and shall perfonn all services diligently with due care for the duration of the AGREEMENT.
Section 2.3 Meetings
BANK shall attend meetings with the COL as may be reasonably required.
Section 2.4 Staffing
BANK represents it is prepared to and can perfonn all services requested. BANK represents that it has, or will have at the time this AGREEMENT is executed, all licenses, pennits, insurance and approvals of whatsoever nature as are legally required for BANK to provide the Services, and BANK shall, at its own cost and expense, keep in effect during the life of this AGREEMENT all such licenses, pennits, insurance and approvals, and shall reimburse COL for any out of pocket costs COL incurs as a result of BANK maintaining such licenses, pennits, insurance and approvals.
Section 3.1 Commencing a Service
ARTICLE3
DEPOSIT SERVICES
Prior to commencing a Service, the COL will open and maintain with the BANK one or more demand deposit accounts (individually "DDA" and collectively "DDAs") as the BANK shall require in connection with a Service. The COL shall maintain in each DDA good and collected funds sufficient to conduct each transaction on the DDA. The BANK shall have no obligation to conduct a transaction that may result in an overdraft in a DDA. If an overdraft is created in any DDA, the COL shall repay the overdraft and pay any associated service fee immediately upon the receipt of written notification of such overdraft.
If a Service requires the BANK to extend credit to the COL or on the COL's behalf, the COL shall meet the BANK's credit and underwriting criteria. The COL shall authorize the BANK to obtain infonnation about the COL's credit history or financial infonnation in order to open a DDA or to provide a Service. The COL will provide the BANK infonnation about the COL's financial information from time to time as the BANK may reasonably request.
Section 3.2 Rules Governing a Service
Each Service is subject to the BANK's AGREEMENT and TERMS AND CONDITIONS, its user guides, processing descriptions, procedures, instructions, online help screens, or other documentation (collectively "USER DOCUMENTATION") provided to the COL by the BANK from time to time. In addition, each Service is subject to the applicable provisions of any software license affecting the Service; the Operating Rules of the National Automated Clearing House Association ("NACHA Rules") and the rules of any other funds transfer system or clearing house through which funds are sent when the BANK provides a Service, as the same may be amended from time to time; the laws of the state of California and applicable Federal law and regulations. DDA's established in connection with a Service are subject to the disclosures as outlined in the TERMS AND CONDITIONS, the applicable account agreement (signature card) for the account(s) and the applicable fee schedule(s) as provided in "Exhibit A".
Farmers & Merchants Bank of Central California - Confldential Rev.4119 Page2
ARTICLE4
TREASURY MANAGEMENT SERVICES
Section 4.1 Authorization to Act
The Designees (as defined below) - and any person designated by one or more of the Designees shall be entitled to access and control all DDAs established with BANK through the Services without regard to any multiple signer designations, requirements, or restrictions that might otherwise be applicable to a specific account but for this Agreement. Such access includes, without limitation, the ability to: (1) control the DD As electronically; (2) view or initiate transactions including, without limitation, withdrawals; (3) deposit and transfer money; and (4) generally perform all types of electronic transactions to and from each account established by the COL. This authority may be exercised at such times and on such terms as Designees believe proper.
The COL requests the following Services (as checked)
181 Account Analysis
D Account Reconcilement
0 ACH Block/Filter
181 ACH Origination
121 ACH Positive Pay
OCDR0M
D Credit Sweep
D EDI/Fed Payments Reporter
[8] eStatement
181 Investment Analysis
D Lockbox
181 Security Tokens
181 Treasury Management Online
181 Positive Pay Default Option: 0 Pay 181 Return
t8I Positive Pay Payee Verification
181 Remote Deposit Capture
C8l Wire Transfer of Funds
D Zero Balance Account
The COL understands that use of any Service(s) is subject to: (1) BANK's receipt of any required information and documentation; (2) BANK's approval; and (3) the COL's completion of any testing or training requirements.
The undersigned Designees are authorized to act on behalf of the COL. The undersigned represent and warrant that the COL has taken all action required by statute or regulation to authorize the undersigned Designees to execute and deliver this Agreement and any other documents BANK may require with respect to a Service, and to provide to BANK instructions, and to designate employees and agents to act in the name of and on behalf of the COL regarding the Services and any and all accounts affected by any Service obtained on behalf of the COL.
The authorized Designee(s) for COL are defined as:
NAME CONTACT INFO
Jose Antonio Ramirez 209-394-8041 x113
Gurpal Samra 209-756-7114 -
The authorized Designees may be changed from time to time by written agreement between the COL and BANK.
Farmers & Merchants Bank of Central California - Confidential Rev .4/19 Page3
ARTICLES
POOLED COLLATERAL
Section 5.1 Placement of Pooled Securities
As provided in California Government Code Section 53659, the COL (through its Designees) authorizes a third party Agent of COL approved by the BANK and COL in writing (the "Agent") as the agent for COL to hold the securities of BANK in accordance with Government Code Sections 53630 to 53686 (as they may be amended or modified from time to time). Agent is further authorized to place BANK's securities for safekeeping as provided in Government Code Section 53659 (as amended or modified from time to time).
Section 5.2 Conversion of Pooled Securities
If the Agent fails to pay all or part of the deposits of COL that are secured by pooled securities in accordance with the contract provided for in Government Code Section 53649, then the provisions of Government Code Section 53665 apply.
Section 5.3 Withdrawal of Deposits
Upon notice to the BANK from the Administrator, the COL may withdraw deposits in the event the BANK fails to pay the assessments, fines, or penalties assessed by the Administrator (defined below) or may withdraw authorization for the placement of pooled securities with the Agent in the event the Agent fails to pay the fines or penalties assessed by the Administrator.
Deposits may be withdrawn in accordance with the agreement of the parties and applicable federal and state statutes, rules and regulations. This AGREEMENT is subject to modification or termination upon enactment of any statute, rule, or regulation, state or federal, which, in the opinion of the Administrator of Local Agency Security of the State of California (the "Administrator") is inconsistent with this Agreement, including any change relative to the payment of interest upon moneys so deposited by the COL. The COL may withdraw deposits from the BANK immediately upon receiving notice from the Administrator that the BANK has failed to pay assessments, fines or penalties assessed by the Administrator.
Interest shall accrue on any moneys so deposited as pennitted by any act of Congress of the United States or by any rule or regulation of any department or agency of the Federal Government. If interest may legally be paid on the account into which the moneys are deposited, then all moneys deposited shall bear interest at a rate agreed upon by the COL and the BANK. Interest on active deposits will be computed on the average daily balance for the calendar quarter and paid no less than quarterly. Interest on i_nactive deposits will be computed on an Actual/360-day basis and paid no less than quarterly.
The BANK shall issue the COL for each deposit a receipt on a fonn agreed to by the BANK and the COL stating the interest to be paid (if any), the duration of the deposit (if appropriate), the frequency of interest payments (if any) and the tenns of withdrawal. Each such deposit receipt is by reference made a part of this AGREEMENT.
The BANK will maintain at all times with the Agent of the BANK as security for COL's deposits:
(a) eligible securities of the classes described in Government Code Section 53651 (except subdivisions (m) and (p) having a market value at least 10% in excess of the total amount of deposits secured by those securities), and (b) eligible securities of the class described in subdivision (m) of Government Code Section 53651 having a market value at least 50% in excess of the total amount of deposits secured by those Farmers & Merchants Bank of Cenl/81 California - Confidential Rev.4/19 Page4
securities. The BANK will also comply with all the provisions of subdivision (m) of Government Code Section 53651.2. If the Administrator determines that a security is not qualified to secure public deposits, the BANK will substitute other securities to comply with the requirements of this Section.
The COL hereby does not elect to waive security for that portion of the total amount on deposit which is insured pursuant to Federal law.
The Agent of the BANK, which the COL and the BANK hereby authorize to hold the eligible securities posted as collateral under this contract, is MUFG, Union Bank, N.A .. The Agent of the BANK has filed with the Administrator an agreement to comply in all respects with all provisions of the Local Agency Deposit Security Law, as governed by Government Code Section 53654, 53657, 53658, and 53659.
Authority for placement of securities for safekeeping in accordance with Government Code Section 53659 is hereby granted to the Agent of the BANK including placement with any one or more Federal Reserve Banks or branches thereof.
If the BANK fails to pay all or part of any moneys of the COL on deposit with the BANK which are subject to this AGREEMENT when ordered to do so in accordance with the terms of withdrawal set forth on the applicable deposit receipt, the COL will immediately notify the Administrator in writing.
Action of the Administrator in converting the collateral required by this Agreement for the benefit of COL is governed by Government Code Section 53665.
The BANK may add, substitute or withdraw eligible securities being used as security for deposits made hereunder in accordance with Government Code Section 53654, provided the requirements of this Agreement are met, and, provided further, with respect to any substitution of a class of eligible securities, that the BANK has given prior written notice to the COL of such substitution.
The BANK shall have and hereby reserves the right to collect and retain for the Bank's own account the interest or income on the securities, except in cases where the securities are liable to sale or are sold or converted in accordance with the provisions of Government Code Section 53665.
The BANK will pay all expenses incurred in transferring eligible securities maintained as collateral for moneys on deposit to and from the Agent of the BANK, and the BANK will pay all expenses incurred in transporting moneys from the BANK to the COL.
The parties hereto, and all deposits governed by this contract shall comply with and be subject in all respects to the Local Agency Deposit Security Law, and all other state and federal laws, statutes, rules and regulations applicable to such deposits, whether now in force or hereafter enacted, all of which are by this reference made a part hereof.
Section S.4 Compliance with Law
The BANK shall comply with all provisions of Government Code Sections 53630 to 53686 and other applicable provisions of law regarding local agency deposits.
Section S.S Deposit and Other Limitations
Fa,mers & Merchants Bank of Central Callfomia - Confldentlal Rev.4/19 Page5
The COL proposes to deposit in the Bank from time to time, moneys in custody in an aggregate amount on deposit at any one time not to exceed $6.S million, and said moneys wilt be deposited subject to Title 5, Division 2, Part 1, Chapter 4, Article 2 (commencing with Section 53630) of the Government Code of the State of California (the "Local Agency Deposit Security Law").
Section 5.6 Security Interest
To secure all obligations of COL to BANK arising from this Agreement, COL grants to Bank a security interest in all accounts of COL at BANK, all funds in those accounts, any reserve accounts or funds therein, all items and entries (including any funds in process of settlement), whether now or hereafter established by or for the benefit of COL at BANK, and all proceeds of the foregoing. BANK 's security interest will survive after termination of this Agreement. This security interest shall be limited to the value of the Normal Security Reserve (defined in Section 7.15 below) and is supplemental to and not in lieu of the security interest granted by COL to BANK under any other agreement. In the event a single item is processed in excess of the Normal Security Reserve, BANK's security interest shall be temporarily increased to the full amount of that single item until 60 days after that single item has cleared, at which time the security interest shall revert to the Normal Security Reserve amount.
Section 6.1 Compensation
ARTICLE6
COMPENSATION
BANK's compensation for all Services under or pursuant to this AGREEMENT shall conform to the provisions of the Fee Schedule, attached hereto as "Exhibit A" and incorporated by this reference.
Section 6.2 Method of Payment
BANK shall be compensated according to those specified in the TERMS AND CONDITIONS and as specified in "Exhibit A" Fee Schedule.
Section 6.3 Auditing
COL reserves the right to periodically audit all charges made by BANK to COL for Services under this AGREEMENT. Upon request, BANK will furnish COL, or a designated representative, with necessary information and assistance needed to reasonably conduct such an audit. COL, or its delegate, will have the right to review, obtain and copy all records pertaining to performance of this AGREEMENT subject to applicable California and Federal privacy laws and regulations. BANK will provide COL, or its delegate, with any relevant information reasonably requested, upon reasonable notice, during normal business hours for the purpose of inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this AGREEMENT. BANK further agrees to maintain such records for a period of three (3) years after termination of this AGREEMENT.
Section 7.1 Nondiscrimination
ARTICLE7
MISCELLANEOUS PROVISIONS
Farmers & Merchants Bank of Central C8Iilomia - Confidenllal Rev.4/19 Page 6
In perfonning services under this AGREEMENT, BANK shall not discriminate in the employment of its employees or in the engagement of any subcontractor on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law.
Section 7 .2 Acts of God
BANK is not responsible for any loss, delay, cost or liability which arises, directly or indirectly, in whole or in part, from: (a) COL,s actions or omissions, or those of third parties which are not within BANK 's immediate and reasonable control; (b) CO Vs negligence or breach of any agreement with BANK; (c) any ambiguity, inaccuracy or omission in any instruction or information provided to BANK; (d) any error, failure or delay in the transmission or delivery of data, records or items due to a breakdown in any computer, utility or communications facility; (e) any error or omission, willful or negligent by any third party, including, without limitation, the Service, equipment malfunction, unusually severe weather conditions, accidents, strikes or labor disputes, war, civil unrest, sabotage, fire, explosion, flood, water damage (e.g., from fire suppression systems), or acts of God; (f) circumstances beyond BANK's reasonable control, including delays by third parties; or (g) the application of any government or funds transfer system rule, guideline, policy or regulation. BANK's perfonnance of our obligations shall be extended to include the period of time that our (or our third party processor, if any) was delayed or prevented from performing their obligations under the AGREEMENT by reason of any of the above causes.
Section 7.3 No Personal Liability
Neither the COL Council, nor any other officer or authorized assistant or agent or COL employee shall be personally responsible for any liability arising under this AGREEMENT.
Section 7.4 Insurance Requirements for BANK
At a minimum, BANK shall take out and maintain during the life of this AGREEMENT, insurance coverage as set forth in Exhibit B attached hereto and incorporated by this reference as requested by COL.
Section 7.S Notices
Any notice required to be given by the tenns of this AGREEMENT shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows:
To City:
To BANK:
City of Livingston
1416 "C" Street
Livingston, CA 95334
Attention: City Manager
Farmers & Merchants Bank of Central California
PO Box 3000
Lodi, CA 95241-1902
Attention: Treasury Management
Nothing in this section shall be construed to prohibit communication by more expedient means, such as by telephone, e-mail, or facsimile transmission, to accomplish timely communication. In the event of contract tennination, written confinnation of a telephone conversation or an original of a facsimile Farmers & Merchants Bank of Central California• Confidential Rev.4/19 Page7
transmission must be sent by first class mail or commercial carrier, or hand delivered to constitute effective notice.
Each party may change the address by written notice in accordance with this Section. Notices delivered personally shall be deemed communicated as of actual receipt; mailed notices shall be deemed communicated as of three (3) days after mailing, unless such date is a date on which there is no mail service.
In that event mailing is deemed to occur on the next mail service day.
COL Representative, The Deputy COL Manager or his/her designee ("COL Representative" ) shall represent COL in all matters pertaining to the Services to be rendered under or pursuant to this AGREEMENT. All requirements of COL pertaining to the Services and materials to be rendered under this AGREEMENT shall be coordinated through the COL Representative.
BANK Representative Treasury Management Officer ("BANK Representative") familiar with Public Agencies shall represent BANK in all matters pertaining to the Services and materials to be rendered under this AGREEMENT. All requirements of BANK pertaining to the Services or materials to be rendered under this AGREEMENT shall be coordinated through the BANK Representative.
Section 7.6 Cooperation of COL
COL shall cooperate fully and in a timely manner in providing relevant infonnation it has at its disposal relevant to the Services.
Section 7.7 BANK is Not an Employee of COL
BANK agrees that in undertaking to provide the Services under this AGREEMENT, it shall act as an independent BANK for and on behalf of COL and not as an employee of COL. COL shall not direct the work and means for accomplishment of the Services and work to be perfonned under this AGREEMENT. Subject to applicable California and Federal law applicable to federally insured depository institutions, COL, however, retains the right to require that work performed by BANK meet specific standards without regard to the manner and means of accomplishment thereof.
Section 7.8 Termination
BANK and COL may tenninate this AGREEMENT by giving the other party at least one hundred eighty (180) days written notice. Notwithstanding any such notice of termination, the provisions of this AGREEMENT shall remain in full force and effect as to all transactions, which shall have occurred prior to the effective date of tennination. Upon tennination, BANK shall be entitled to payment as set forth in the attached Exhibit A to the extent that Services have been perfonned. Upon tennination, BANK shall immediately suspend all Services. However, COL shall assume no liability for costs, expenses or lost profits resulting from Services not completed or for contracts entered into by BANK with third parties in reliance upon this AGREEMENT.
Section 7.9 Confidentiality
BANK agrees to maintain confidentiality of all work and work products produced under this AGREEMENT, except to the extent otherwise required by law or permitted in writing by COL. COL agrees to maintain confidentiality of any documents owned by BANK and clearly marked by BANK as "Confidential" or "Proprietary", except to the extent otherwise required by law or pennitted in writing by BANK. BANK acknowledges that COL is subject to the California Public Records Act.
Farmers & Merchan1s Bank or Cen1ra1 C&lifomia - Confidential Rev.4/19 Page8
Section 7.10 Binding Effect; Successors and Assigns
The provisions of this AGREEMENT shall be binding upon and inure to the benefit of the parties hereto and their respective successors, administrators, liquidators, receivers, trustees, assignees, custodians, conservators or other similar officials. COL may not assign its rights or delegate its duties under this AGREEMENT without BANK's consent, and any purported assignment in violation of this provision shall be null and void. With prior notice to the COL, BANK may assign or transfer any or all of BANK 's rights and obligations under the AGREEMENT and COL 's accounts to any other direct or indirect wholly owned subsidiary of BANK or any other person which acquires all or substantially all of BANK 's local agency deposit or cash management business.
Section 7.11 Captions
The captions of the sections and subsections of this AGREEMENT are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent under this AGREEMENT.
Section 7.12 Integration and Modification
This AGREEMENT, and exhibits hereto, and the supplemental TERMS AND CONDffIONS represents the entire and integrated agreement between COL and BANK and supersedes all prior negotiations, representations or agreements, either written or oral. This document may be amended only by written instrument, signed by both COL and BANK. All provisions of this AGREEMENT are expressly made conditions. With respect to any discrepancies between this AGREEMENT, any exhibits, and TERMS AND CONDITIONS referenced herein or any ofBANK's Fee Schedules, this AGREEMENT shall prevail.
Section 7.13 Arbitration
This Arbitration Agreement is entered into between you and Farmers & Merchants Banlc of Central California in connection with your Banking Services Agreement and the Terms and Conditions herein.
Your agreement to the terms of this Arbitration Agreement is a material factor in our agreeing to the Banking Services Agreement and the Terms and Conditions, and to opening and maintaining a deposit account for you.
(a) Dispute Resolution by Arbitration
Any and all claims, controversies, or disputes arising out of or related in any way to the Agreement shall be subject to binding arbitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association (AAA) under the Federal Arbitration Act. This includes, without limitation, ( l) all issues concerning the transaction in connection with which this Arbitration Agreement has been executed; (2) initial claims, counterclaims, cross-claims, and third-party claims, whether arising in law or equity, and whether based upon federal, state, or local law; contract; tort; fraud or other intentional tort; constitution, common law, or statute; and (3) any issue as to whether any such claims, controversies, or disputes are subject to arbitration.
(b) Consent to Arbitration
You and we understand and agree that we are choosing arbitration rather than litigation to resolve disputes and that such arbitration shall be the sole and exclusive remedy for resolving any and all claims or disputes covered by this Arbitration Agreement. The decision reached in arbitration shall be final and binding on the parties except as set forth herein.
Farmers & Merchants Bank of Central California • Confidential Rev.4/19 Page9
THEREFORE, YOU AND WE UNDERSTAND THAT BY ENTERING INTO THIS ARBITRATION AGREEMENT, YOU AND WE VOLUNTARILY AND KNOWINGLY. WAIVE ANY RIGHTS WE HAVE TO A JURY TRIAL AND TO HAVE A COURT RESOLVE ANY DISPUTE UNDER THIS ARBITRATION AGREEMENT.
Section 7.14 Effect of Waiver of Breach or Violation
The waiver by either party or any breach or violation of any tenn, covenant, or condition of this AGREEMENT or of any provision, ordinance or law shall not be deemed to be a waiver of any other tenn, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or any other tenn, covenant, condition, ordinance or law. The subsequent acceptance by either party of any fee or other money, which may become due hereunder, shall not be deemed a waiver of any preceding breach or violation by the other party of any tenn, ordinance or condition of this AGREEMENT or of any applicable law or ordinance.
Section 7.15 Authority
The COL represents and warrants that it has 1) the full power and legal authority to execute, deliver and perform all of its duties and obligations under and pursuant to this AGREEMENT and Terms and Conditions, and 2) has taken all actions and obtained all consents and approvals necessary or desirable to exercise said power and authority to execute, deliver and perfonn its duties and obligations hereunder and under the AGREEMENT and Tenns and Conditions. The undersigned officers and officials have been duly authorized to execute this AGREEMENT and Tenns and Conditions on behalf of the relevant party.
Section 7.16 Security Reserve
COL shall maintain a normal security reserve of $50,000.00 for purposes of the offset rights set forth in this Section ("Nonnal Security Reserve"). If COL's accounts fall below the Normal Security Reserve, COL shall immediately fund the reserve amount with good funds. Bank may withhold and use any amounts due to COL to maintain the Nonnal Security Reserve amounts. Refer to the Right of Offset Section of the TERMS AND CONDITIONS.
Section 7.17 Relation to Other Agreements
The requirements imposed on COL under this Agreement are cumulative of the requirements imposed on the COL under any other agreements under which the COL has obligations to the Bank. If any conflict arises between the terms of this Agreement and any such other agreement, the terms of this Agreement will prevail except to the extent the conflicting provision in such other agreement is applicable specifically to the subject of that transaction or unless BANK and COL agrees to the contrary in writing which references the inapplicable provisions of this Agreement. This Agreement prevails, to the extent of any inconsistency, over any previous agreement between the parties. This Agreement constitutes the entire and integrated agreement between COL and BANK regarding the matters addressed herein and supersedes all prior negotiations, communications, understandings, and commitments relating to this Agreement, whether written or oral.
Farmers & Merchants Bank of Central California - Confidential Rev.4/19 Page 10
IN WITNESS WHEREOF, the COL and BANK have executed this AGREEMENT and Tenns and Conditions as of the date first above written.
crrY OF LIVINGSTON, A MUNICIPAL CORPORATI
~ .... -~._._ _/
By::s::i::..
Jose Antonio
. 1 . __:_:_:_ - ~
Ramirez
City Manager
A'ITEST:
~ City Clerk1 \)e.(>u~
APPROVED AS TO FORM:
By: ~
r -- Jose M. Sanchez
City Attorney
By:.,.(,,..,<=..::. 1-=-,~-==.:::.
Gurpal Samra
Mayor
FARMERS & MERCHANTS BANK OF CENTRAL CALIFORNIA
By: ________ _
David Zitterow
Executive Vice President
Wholesale Banking
Attachments:
Exhibit A - Fee Schedule
Exhibit B Insurance
I
By: _______ _
Kelly Attebery
SVP/Director of Treasury Solutions
Treasury Solutions Division
Farmers & Merchants Bank of Central Califomla • Confldenllal Rev.4/19 Page 11
Conditions
IN WITNl•~SS WII EUEOF, lhc (OL and B/\NK have cxccutcil lh1:- /\GREEM l•.N'I nnd Tenn:- nnd ;is ol' the date lirsl ah<wc wriltcn.
CIT\' 01'1,JVINGSTON, A ~tUNICIPAL CORl'OI~
ors.J
Jose
City Mnnag.cr
/\ntouio
"'"" '\
Ramire;
~ 11,,
(iurpal
Ma)'or
, Samrn
~
APPROVED /\S TO FORM:
ny:~
(
Jose M. Sanchez
::a,
City Allorm:y
::R~lANI< Ol'....._C..!E~•·Nic.· ... n,..,. { . .,,,_ i\1t, LY-4.3"',pc--=-.:..-::s.-.:- l),1vi~
Executive Vice President
Wholcsnlc Bnnl:ing
Attachments:
Exhibit A Fee Schcclulc
fahihit B lnsurnncc
S Vl'/1 ·c:rnlll')' o t
Treasury Solutions Divismn
e ;;e'-S::i".. *ca-· e e• -H 1 £.!I! _4¥ ..:i.:Je£'ifi R ) fi?j?JPSSZZ_j! Fam1em & Mn,chnnls nnnk of Cenlrol Cul~ornla - Confltlcntial Rov.4/ 19 .. , '
Account Maintenance
1 Zero Balance Concentration Account
Sub-Account Month! Fee
sited Items
ACH Debits/Credits
Debits - Checks Paid
TMO Wire Module
EXHIBIT A
FEE SCHEDULE
erification Per Account
ACH Positi~e P~_E_x_c ...... e...__t_io_n_I_te_m __________ _._ __ ___. _ _ Fanner& & Merchants Bank of Central California - Confidential Rev.4/19
18.00 25.00
15.00 1.50
0.120
0.09 0.16
30.00 20.00
60.00 0.05
3.00 250.00
10.00 2.50
0.15 10.00
10.00 35.00
20.00 20.00
50.00 20.00
20.00 50.00
25.00 20.00
0.025
1.00 20.00
1.00
F '" i\ I B. \ \ I~
I 1u:.•\Sl tn .\l ,\~.\<;E,\11•::,T si-:1n·1c1-. 11\1 I'S ('()SI' OF ' ACH Block
ACH Block Exce tion Item
ACH Filter
Per$]
er $1
n Standard
ied Per Roll
Coin Wrappers Supplied (40 Assorted Wrappers) HARD
CHARGE
~ : SERcVICES
Non-Sufficient Funds Items Paid or Returned - HARD
CHARGE
Interest on Negative Collected Balances
Full Account Reconcilement
Partial Reconcilement
Reconcilement Additional Accounts
De osit Reconciliation (Per Account
Account Reconcilernent Per Item (No Char e if on Pos Pa Matching/Stapling Items Returned to Customer Per Item
Re-association
Correspondence/Envelopes Returned to Customer Per PKG
Mailed
Courier
Investment Sw~p
Fanners & Merchants Bank of Central California • Confidential Rev.4/19 Sl-:1{\' I( ·1•.
10.00 1.00
15.00 10.00
0.0013
0.0013
5.00 8.00
0.12 3.00
32.00 Reference Rate +
4%
18.00%
10.00 50.00
40.00 10.00
30.00 0.0025
25.00 75.00
225.00
150.00
0.50 0.50
0.015
0.35 0.25
5.00 AS UOTED
100.00
100.00 . ---
1",~\l B.\i\":
l'IU: \Sl 1 l<\ \I v,.\Cl·:1\I E:\'I ~1-:R\'I( L 1;,1 rs ( OS r OF Sl•.R\"IU•:
Non-Sufficient Funds Items Paid or Returned*
Cashier's Checks for F&M Customers/each*
Mone Orders for F&M Customers/each*
Account Closure Fee (Checking/Savings) If account closed within 6 months of o enin *
D
Printed Checks
Statement Holds and Undeliverable Mail/each item/per
month*
175.00
50.00 25.00
20.00 25.00
9.95 0.50
10.00 32.00
5.00 30.00
20.00 8.00
7.00 25.00
5.00 Prices V
8.00 7.00
5.00 2.50
Forei 50.00 1---....._ _ _____ __,..__ __ __. _ ____ ~ '--- -+-----+-- ---- F ore i gn Drafts ( calculated in $100 increments; minimum char e $25 *
Medallion Stamp Signature Guarantee/each signature
(available only to established customers and no charge on F&M Banco Stock*
Non-Customer Cashing an F&M Bank Non-Payroll Business
Check/each (no fee for cashing payroll checks drawn on F&M Bank)*
Farmers & Merchants Bank of Central CalWomla - Confidential Rev.4119 1%
5.00 25.oo I
7.00
F .. ~ i\ I B:\ ,-..; t..:
TIU'. ..\SUtn ,\L\,\",.\CE:\IE1\T St-:RVICt·: l ( \ t rs COST OF SH{ \ 'IC!-'.
Non-Customer Cashing an F&M Bank Personal Check/each* 7.00 Notary Service/each sil!llature* 15.00
Notice of Escheatment/each* 2.00
Signature Validation/each (excludes F&M Bancorp stock and available only 25.00 to established clients)*
Special/Additional Services AS QUOTED
Safe Deoosit Boxes• AS QUOTED
*All fees noted with an "asterisk*" are Hard Charges
Farmers & Merchants Bank of Central California • Confidential Rev.4/19 Page 15
EXHIBIT 8
INSURANCE
BANK intends to meet all the insurance requirements of the CO Vs RFP. BANK offers the following provisions.
BANK shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to COL as may be required by COL. The policies, endorsements or certificates of insurance shall provide that thirty (30) days prior to the effective date of any tennination, cancellation or material change in the policy or endorsement, the insurer shall give notice of same to COL by registered mail, return receipt requested.
BANK shall maintain:
Workers' Compensation: Workers' Compensation coverage as may be required by California law, plus employer's liability coverage with a minimum limit of liability of $1,000,000.
General Liability: General liability insurance with a minimum limit of liability of $2,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to:
premises and operations; broad form contractual; independent consultants and subcontractors'; and products and completed operations, as applicable.
Automobile Liability: For automobiles owned by BANK, minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage.
Banker's Professional Liability: Banker's professional liability insurance with a minimum limit of $5,000,000 per claim and policy aggregate. If coverage is on a claims made basis, coverage shall be maintained for at least three (3) years following completion of the work.
Fidelity Bond: Financial Institution's Fidelity Bond with a minimum of$10,000,000, including coverage for fidelity and crime.
Failure of Proof of Coverage: If at any time any of the policies shall be unsatisfactory to COL, as to form or substance, or if a company issuing such policy shall be unsatisfactory to COL, BANK shall promptly obtain a new policy, submit same to COL for approval and submit a certificate of insurance as above provided. Upon failure of BANK to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of COL, may be forthwith declared suspended or tenninated.
Failure of BANK to obtain and/or maintain any required insurance shall not relieve BANK from any liability under this AGREEMENT, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of BANK concerning indemnification.
Additional Insured; Subrogation: COL, and its agents, officers, employees, and volunteers shall be named as additional insured on all insurance policies required in this AGREEMENT, except Workers' Compensation insurance, Bankers' Professional Liability insurance and Financial Institution's Fidelity Bond. The Workers' Compensation insurer shall agree to waive all rights of subrogation against COL, it agents, officers, employees and volunteers for losses arising from work performed by BANK for COL.
BANK'S insurance policy(ies) shall include a provision that the coverage is primary as respects COL; shall Fannera & Merchants Bank of Central Callfomla - Confidential Rev.4/19 Page 16
include no special limitations to coverage to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A: VII or with approval of COL. The BANK must deliver certificates evidencing existence of the insurance to COL prior to the time the AGREEMENT is signed.
BANK will provide COL with a separate endorsement evidencing proof ofCOL's additional insured status required in this AGREEMENT (both general and automobile liability), as well as a separate endorsement for the Workers' Compensation insurer's waiver of all subrogation rights as stated above. Every endorsement shall identify the policy number.
For any claims related to the Services, the BANK'S insurance coverage shall be primary insurance as respects the COL, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the COL, its officers, officials, employees and volunteers shall be excess of the BANK'S insurance and shall not contribute with it.
Adiustmeots: COL may from time to time adjust the amount of insurance required under this AGREEMENT. BANK will evidence of the adjusted insurance amounts within thirty (30) days written notice from COL of the adjustments.
Available Insurance: Notwithstanding anything to the contrary in this Exhibit B (Insurance), the COL acknowledges and agrees that due to the nature of the banking relationship contemplated between the parties and/or changes in the insurance markets in the future, certain of the requirements set forth in Exhibit B may not be commercially available, may become commercially unavailable or even if available, the premiums, fees or other costs to the BANK may be prohibitively expensive. Under these circumstances, after appropriate due diligence to detennine commercially reasonable alternatives, the BANK will in good faith attempt to secure alternative coverage and tenns that are satisfactory under the circumstances and the parties agree in good faith to modify the insurance requirements under this AGREEMENT in a commercially reasonable manner.
3338953.1
Farmers & Merchants Bank of Central California• Confidential Rev.4/19 Page 17
STAFF REPORT
AGENDA ITEM: Discussion on FY 2023/2024 Budget
MEETING DATE: May 2, 2023
PREPARED BY: Christopher Lopez, Interim City Manager
REVIEWED BY: Christopher Lopez, Interim City Manager
RECOMMENDATION:
It is recommended that the Mayor and City Council receive an update and provide feedback related to the FY 2023/2024 Budget.
BACKGROUND AND DISCUSSION:
The preparation of the FY 2023/24 Budget is well underway. The purpose of this discussion is to set the stage for future discussions related to the proposed FY 2023/24 Budget.