Livingston City Council
November 19, 2024

CITY COUNCIL SPECIAL AND REGULAR MEETING
AGENDA
NOVEMBER 19, 2024
SPECIAL MEETING: 6:00 P.M. – 7:00 P.M
REGULAR MEETING: 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-ECEPZ2VwZg Notice is hereby given that the City Council will hold a Special and Regular Meeting on November 19, 2024, 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 guaranteed method).

SPECIAL MEETING

1. Call to Order

2. Roll Call

3. Pledge of Allegiance.

4. Moment of Silence – First Responders and Military Members.

5. Citizen Comments

CLOSED SESSION
A “Closed” or “Executive” Session of the City Council or the Successor Agency to the Redevelopment Agency of the 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 on Closed Session items will be taken before the Closed Session.

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.

6. Conference with Labor Negotiator
(Government Code Section 54957.6)
Labor Negotiator: Christopher Lopez, Interim City Manager Employee Organizations:

OE3- Police Supervisory Employees Association.

OE3- Livingston Police Officer Association

7. Conference with Legal Counsel – Anticipated Litigation Significant exposure to litigation pursuant to Gov. Code, § 54956.9(d):

Two (2) matter

8. Conference with Legal Counsel – Anticipated Litigation Deciding whether to initiate litigation pursuant to paragraph 4 of subdivision (d) of Government Code Section 54956.9: One (1) Case, County of Merced.

9. Conference with Legal Counsel – Pending Litigation pursuant to paragraph 4 of subdivision (d) of Government Code Section 54956.9: Jose Ramirez v. City of Livingston, et al., Case No. 22CV0082.

REGULAR MEETING
CALL TO ORDER Next Resolution No.: 2024-67
Next Ordinance No.: 657
Pledge of Allegiance.

Moment of Silence – First Responders and Military Members.

Roll Call.

Closed Session Announcement.

Changes to the Agenda.

CITIZEN COMMENTS
This section of the agenda allows members of the public to address the City Council on any item NOT on 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.

ANNOUNCEMENTS AND REPORTS
Supervisor Rodrigo Espinoza Announcements and Reports.

City Staff Announcements and Reports.
• Jacquie Benoit, Recreation Superintendent – Christmas Parade Update.

City Manager Announcements and Reports.

City Council Members’ Announcements and Reports.

Mayor’s Announcements and Reports.

Robert Wallis
• City Council Alternate Liaison - Livingston Planning Commission – Robert Wallis • Merced Integrated Regional Water Management Plan (MIRWMA) – Robert Wallis, Representative and Jason Roth, Alternate Representative.

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) – Robert Wallis, Representative and Jason Roth, Alternate Representative. • Merced County Mosquito Abatement District Board of Directors – Gurpal Samra, Representative and Jason Roth, Alternate.

• City Council Liaison - Parks, Recreation and Arts Commission – Jose Moran and Alternate Liaison Jason Roth.

Maria Soto
• Merced County Local Agency Formation Commission (LAFCO) – Maria Soto, Representative. • Central Valley Division League of California Cities – Maria Soto, Representative and Vacant, Alternate.

Gurpal Samra
• Merced County Mosquito Abatement District Board of Directors – Gurpal Samra, Representative and Jason Roth, Alternate.
• Special City Selection Committee of the San Joaquin Valley Air Pollution Control Board – Jason Roth, Representative and Gurpal Samra, Alternative.
• Merced County Association of Governments (MCAG) Governing Board – Jose Moran, Representative and Gurpal Samra, Alternate.
• Utility Stakeholders Committee – Jose Moran and Gurpal Samra.

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 and Alternate Liaison Jason Roth.
• Utility Stakeholders Committee – Jose Moran and Gurpal Samra.

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 a member of the public, the City Manager or City Council Member.

There will be no separate discussion of these items unless members of the public, City Council or City Manager request that specific items be removed. Public comment on consent agenda items shall be limited to three (3) minutes per-person regardless of the number of items contained within the consent agenda.

1. RATIFY CHECK WARRANTS
Ratify Warrant Register Dated October 25, 2024.

2. City Treasurer’s Investment Report for the Month Ending August 31, 2024.

3. City Treasurer's Investment Report for the Month Ending September 30, 2024

4. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on January 16, 2024.

5. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on February 6, 2024.

6. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on February 13, 2024.

7. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on February 20, 2024.

8. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on February 27, 2024.

9. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on March 5, 2024.

10. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on March 19, 2024.

11. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on April 2, 2024.

12. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on April 16, 2024.

13. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on May 7, 2024 (Regular Meeting).

14. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on May 7, 2024 (Joint Special Meeting).

15. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on May 21, 2024.

16. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on June 4, 2024.

17. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on June 10, 2024.

18. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on June 18, 2024.

19. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on July 2, 2024.

20. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on July 16, 2024.

21. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on August 6, 2024.

22. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on August 20, 2024.

23. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on September 3, 2024.

24. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on September 11, 2024.

25. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on September 17, 2024.

26. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on September 24, 2024.

27. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on October 1, 2024.

28. APPROVE MINUTES OF MEETING
Approval of Minutes of Meeting Held on October 15, 2024.

29. Consideration of a Resolution Approving the Cancellation of the First Regular Scheduled City Council Meeting in December due to the Thanksgiving Holiday. Staff Recommendation:

Approve Resolution.

30. Consideration of a Resolution (1) Approving a One (1) Year Professional Service Agreement with WGR Southwest, Inc. for FY 2024/2025 to Assist the City of Livingston with its Storm Water Compliance Program and Plan Review Services in the Amount Not to Exceed $51,762.0 and Authorizing the Interim City Manager to Execute all Required Documents. Staff Recommendation:

Approve Resolution.

31. Consideration of a Resolution (1) Approving a One (1) Year Professional Service Agreement with Holt of California to Perform Annual Level Two (2) PM Service, in the Amount not to Exceed $33,402.49, (2) Authorizing the Finance Department to Make Appropriation Budget Adjustments, and (3) Authorizing the Interim City Manager to Execute all Required Documents. Staff Recommendation: Approve Resolution.

32. Consideration of a Resolution Authorizing the Interim City Manager to Execute a Professional Services Agreement Between California Consulting, Inc., and the City of Livingston. Staff Recommendation: Approve Resolution.

33. Consideration of a Resolution (1) Accepting the Proposal from Calgon Carbon Corporation for the Replacement of Granulated Activated Carbon (GAC) Media in the Amount of $53,200 for Well No. 8 and $156,840 for Well No. 16, (2) Making Findings Supporting that the Procurement for these Materials and Services is Exempt from Competitive Bidding Requirements, and (3) Authorizing the Interim City Manager to Execute a Purchase Order(s). Staff Recommendation: Approve Resolution.

34. Consideration of a Resolution Approving a Subscription Agreement for Agenda Management Software from eScribe Software Ltd in an amount not to Exceed $72,508 and Authorize the Interim City Manager to Execute all Required Documents Subject to Approval from the City Attorney. Staff Recommendation: Approve Resolution.

35. Consideration of a Resolution Ratifying the Memorandum of Understanding Between the City of Livingston and the Management and Confidential Employees Association for the Period of July 1, 2024 through June 30, 2025 and Adopting a Revised Mastery Salary Schedule. Staff Recommendation: Approve Resolution.

36. Consideration of a Resolution ratifying the Memorandum of Understanding Between the City of Livingston and the Livingston Clerical Employees Association (CEA) for the Period of July 1, 2024 through June 30, 2025 and Adopting a Revised Mastery Salary Schedule. Staff Recommendation:

Approve Resolution.

37. Consideration of a Resolution Ratifying the Memorandum of Understanding between the City of Livingston and the Public Works and Parks Employees Unit for the Period of July 1, 2024 through June 30, 2025 and Adopting a Revised Mastery Salary Schedule. Staff Recommendation: Approve Resolution.

38. Consideration of a Resolution Authorizing the Interim City Manager to Execute an Agreement for Stop Gap Fire Protection Services with Merced County up to a Maximum Two- Year Term and a Not to Exceed Amount of $1,537,500 Subject to Approval of a Final Agreement by the City. Staff Recommendation: Approve Resolution.

PUBLIC HEARING

39. Resolution to Confirm the Closeout of the City’s Community Development Block Grants (CDBG) 20- CDBG-CV2-3-00006 and 20-CDBG-CV2-3-00034. Staff Recommendation: Approve Resolution.

DISCUSSION AND POTENTIAL ACTION ITEMS

40. Consideration of a Resolution to Appoint Jasneil Singh to the Planning Commission as a Regular Member of the Planning Commission and Resolution to appoint Diego Castillo to the Planning Commission as an Alternate Member. Staff Recommendation: Approve Resolutions.

41. Consideration of a Resolution Authorizing Repayment of the State of California Senate Bill (SB) 2 Planning Grants Program Contract No. 19-PGP 13591 Grant Back to the State of California, Department of Housing and Community Development. Staff Recommendation: Approve Resolution.

42. Discussion and Direction Regarding the DWSRF $27 Millon Funding Agreement for Emerging Contaminants.

43. Discussion and Direction Regarding Potential Water System Consolidation Between the City of Livingston and Floyd A. Schelby Elementary School.

44. Discussion and Direction Regarding Recognition of Lupe and Aurora Garcia.

ADJOURNMENT

MEETING MINUTES

SPECIAL AND REGULAR MEETING

LIVINGSTON CITY COUNCIL
SEPTEMBER 17, 2024
A Special and Regular Meeting of the Livingston City Council was held on September 17, 2024, in the City Council Chambers with Mayor Moran presiding.

SPECIAL MEETING
Mayor Moran called the meeting to order at 6:01 p.m.

ROLL CALL
Mayor Jose A. Moran
Mayor Pro Tem Gurpal Samra (Absent)
Council Member Maria Baptista-Soto
Council Member Jason Roth
Council Member Robert Wallis

PLEDGE OF ALLEGIANCE
The pledge of allegiance to the flag was recited

MOMENT OF SILENCE
There was a moment of silence for First Responders and Military Members.

CLOSED SESSION
Mayor Moran opened the meeting for public comments at 6:03 p.m. There were no comments, and the Council went into Closed Session immediately thereafter to discuss the following matters:

6. Conference with Labor Negotiator
(Government Code Section 54957.6)
Labor Negotiator: Christopher Lopez, Interim City Manager Employee Organizations:

OE3- Clerical Bargaining Unit
OE3 - Police Supervisory Employees Association.

OE3 - Management/Confidential Bargaining Unit
OE3 - Livingston Police Officer Association
AFSCME- Public Works and Park Unit

REGULAR MEETING
Mayor Moran called the meeting to order at 7:00 p.m.

PLEDGE OF ALLEGIANCE
The pledge of allegiance to the flag was recited

MOMENT OF SILENCE
There was a moment of silence for First Responders and Military Members.

ROLL CALL
Mayor Jose A. Moran
Mayor Pro Tem Gurpal Samra
Council Member Maria Baptista-Soto
Council Member Jason Roth
Council Member Robert Wallis

CLOSED SESSION ANNOUNCEMENTS

There was no reportable action taken.

CHANGES TO THE AGENDA
Motion: M/S Samra/Roth to move agenda item 9 before consent items. The motion carried 5-0-0 by the following roll call:

AYES: Council Members: Samra, Roth, and Wallis
NOES: Council Members: Soto and Moran
ABSENT: Council Members: None

CITIZEN COMMENTS
Mayor Moran opened Citizen Comments at 7:05 p.m.

Citizen Comments:

Chris Santos, Representation of the office of Congressman John Duarte Aimee Pratali, Union Representative for Public Works
Lisa Sanchez
Mayor Moran closed and Citizen Comments at 7:15p.m., as there were no further comments from the public.

AWARD, PRESENTATIONS, PROCLAMATIONS

1. Presentation by Mayor Moran: Proclamation Recognizing Hispanic Heritage Month.

Mayor Moran presented a Proclamation recognizing Hispanic Heritage Month.

ANNOUNCEMENTS AND REPORTS
Supervisor Rodrigo Espinoza Announcements and Reports
No report.

City Staff Announcements and Reports
• Jacquie Benoit, Recreation Superintendent – Recreation Department Report.

Mayor Moran opened public comments.

Public Comments:

Attendee (did not state name)
Mayor Moran closed public comments at 7:32 p.m. as there were no further comments from the public.

City Manager Announcements and Reports
No Report.

City Council Members’ Announcements and Reports
• Council Member Maria Soto
• Mayor Pro-Tem Gurpal Samra
Mayor’s Announcements and Reports.
• Mayor Jose Moran
Robert Wallis
• City Council Alternate Liaison - Parks, Recreation and Arts Commission – Vacant • Merced Integrated Regional Water Management Plan (MIRWMA) – Vacant, Representative and Jason Roth, Alternate Representative. • Central Valley Division League of California Cities – Maria Soto, Representative and Vacant, 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) – Vacant, Representative and Jason Roth, Alternate Representative.

Maria Soto
• Merced County Local Agency Formation Commission (LAFCO) – 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.

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.

DISCUSSION AND POTENTIAL ACTION ITEMS

9. Discussion and Direction Regarding Waiving/Reimbursing the Facility Fee to Pacific Coast Khalsa Diwan Society Sikh Temple, Inc., in the Amount of $320.

Mayor Pro-Tem Samra introduced this item.

There was a brief discussion between the Council and staff regarding waiving/reimbursing the facility fee.

Mayor Moran opened and closed citizen comments at 8:06 p.m. as there were no comments from the public.

Motion: M/S Samra/Roth Approve the Waiving/Reimbursing for the Memorial Park use for Pacific Coast Khalsa Diwan Society Sikh Temple, Inc. for the event held on September 1, 2024.

The motion carried 3-2-0 by the following roll call vote:

AYES: Council Members: Samra, Roth, and Wallis
NOES: Council Members: Soto and Moran
ABSENT: Council Members: None

CONSENT AGENDA

3. Consideration of a Resolution of the City Council of the City of Livingston (1) Authorizing the Interim City Manager to Execute a Professional Service Agreement as Approved by the City Attorney’s Office with Tesco Controls, Inc., in an Amount Not to Exceed $20,000 Per Year for the Extended Maintenance And Systems Services (EMASS) and Not to Exceed $15,000 Per Year for Additional Services Including Emergencies, and Granting the Interim City Manager to Enter into Future Agreement(s) with Tesco Controls Inc.; the City Manager is Authorized to Make Any Non-Material Changes to the Agreement Subject to Approval as to Legal Form by the City Attorney; (2) Approving the Five (5) Year Agreement with a Total Value of $175,000 Throughout its Term, and (3) Authorizing the Finance Department to Make a Supplemental Appropriation to the Water Enterprise Fund in the Amount of $35,000 for FY 2024-2025 Budget.

Staff Recommendation: Approve Resolution.

4. Consideration of a Resolution Approving An Architectural Services Contract to SVA Architectural, Inc., in the Amount Not to Exceed $1,298,191 for the Design of the Livingston Rec Plex (Proposition 68 Grant). Staff Recommendation: Approve Resolution.

5. Consideration of a Resolution Authorizing the Interim City Manager to Enter into a 24 Month Contract with Flock Safety for Additional Automated License Plate Readers (ALPR) Not to

Exceed $26,100 for the Contract, $14,100 for the First Year and $12,000 for the Second Year.

Staff Recommendation: Approve Resolution.

Mayor Moran opened public comments at 8:13 p.m.

Public Comments:

Japjeet (did not state last name)
Mayor Moran closed public comments at 8:19 p.m. as there were no further comments from the public.

Jason An, Project Manager from Dahlin Architecture, Recreation Superintendent Jacquie Benoit, and City Attorney Roy Santos responded to public comments.

Motion: M/S Samra/Roth to approve the consent agenda items 3,4 and 5. The motion carried 5-0- 0 by the following roll call vote:

AYES: Council Members: Roth, Wallis, Soto, Samra, and Moran NOES: Council Members: None
ABSENT: Council Members: None

2. Consideration of a Resolution (1) Approving the Purchase of New Playground Equipment for Arakelian Park Furnished and Installed by all About Play, in the Amount of $139,151.36; (2) Authorizing the Finance Department to Make Appropriation Budget Adjustment; (3) Authorizing the Interim City Manager to Execute All Required Documents; and Adopting A Class 1 (Existing Facilities) and Class 2 (Replacement or Reconstruction) Exemption Under the California Environmental Quality Act. Staff Recommendation: Approve Resolution.

Mayor Pro-Tem Samra recused himself due to the distance of the project and his residence. He left the Council Chambers at 8:27 p.m. before the item was discussed.

Mayor Moran opened and closed public comments at 8:36 p.m. as there were no comments from the public.

Council Member Wallis made a motion to bring back the item.

Council Member Wallis withdrew his motion.

Motion: M/S Roth/Moran to approve Resolution (1) Approving the Purchase of New Playground Equipment for Arakelian Park Furnished and Installed by all About Play, in the Amount of $139,151.36; (2) Authorizing the Finance Department to Make Appropriation Budget Adjustment; (3) Authorizing the Interim City Manager to Execute All Required Documents; and Adopting A Class 1 (Existing Facilities) and Class 2 (Replacement or Reconstruction) Exemption Under the California Environmental Quality Act and have staff bring back item for additional add on (for special needs children). The motion carried 3-1-0-1 by the following roll call vote:

AYES: Council Members: Roth, Wallis, and Moran
NOES: Council Members: Soto
ABSENT: Council Members: None
ABSTAIN: Council Members: Samra

Mayor Pro-Tem Samra returned to the Council Chambers at 8:47 p.m. after the item was discussed.

DISCUSSION AND POTENTIAL ACTION ITEMS

6. Designation of Delegates for the Merced County Association of Governments (MCAG) 2025 One Voice Trip and Identify Potential Priorities.

Interim City Manager Christopher Lopez introduced this item and responded to Council questions.

Mayor Moran opened and closed public comments at 8:54 p.m. as there were no comments from the public.

Motion: M/S Moran/Roth to make wastewater & water infrastructure and regional transportation the City’s priorities and appoint Mayor Moran and Mayor Pro-Tem Samra as the two (2) delegates for the One Voice Trip and Council Member Soto as the alternate delegate.

Mayor Moran amended his motion.

Motion: M/S Moran/Roth to make wastewater & water infrastructure, regional transportation, and public safety the City’s priorities and appoint Mayor Moran and Mayor Pro-Tem Samra as the two (2) delegates for the One Voice Trip and Council Member Soto as the alternate delegate. The motion carried 5-0-0 by the following roll call vote:

AYES: Council Members: Roth, Wallis, Soto, Wallis, and Moran NOES: Council Members: None
ABSENT: Council Members: None

7. Selection of Committee Members for the Ad-Hoc Committee for Evaluating “Over the Counter” Building Permit Applications Subject to the City of Livingston’s Current Water Supply Conditions.

Interim City Manager Christopher Lopez introduced this item and responded to Council questions.

Mayor Moran opened and closed public comments at 9:11 p.m. as there were no comments from the public.

Motion: M/S Samra/Roth to appoint Council Member Wallis, Council Member Roth, Public Works Director, Engineer, Chair of Planning Commission, and City Planner to the Ad-Hoc Committee for Evaluating “Over the Counter” Building Permit Applications Subject to the City of Livingston’s Current Water Supply Conditions. The motion carried 4-1-0 by the following roll call vote:

AYES: Council Members: Roth, Wallis, Samra, and Moran
NOES: Council Members: Soto
ABSENT: Council Members: None

8. Discussion and Direction Regarding Providing Direction to Staff on Whether to Initiate an Amendment to the Sign Chapter of the City of Livingston’s Municipal Code (LMC 4-2) to allow Off-premises Advertising on Vacant Land.

Interim City Manager Christopher Lopez introduced this item and responded to council questions.

David Storer, representing AAA Truck Stop, responded to Council questions.

There was a brief discussion between the Council and staff regarding the amendment to signs.

Mayor Moran opened public comments at 10:03 p.m.

Public Comments:

Pardeep Sohal
Attendee (did not state name)
Ruth Alejo
Diego Castillo

Mayor Moran closed public comments at 10:12 p.m. as there were no further comments from the public.

Motion: M/S Wallis/Samra Direct staff to Initiate an amendment to the Sign Chapter of the City’s Municipal Code to allow freeway-oriented signs to advertise off-premises businesses. The motion carried 5-0-0 by the following roll call vote:

AYES: Council Members: Roth, Wallis, Soto, Samra, and Moran NOES: Council Members: None
ABSENT: Council Members: None
Interim City Manager Christopher Lopez noted that they will be using the language that David Storer provided.

ADJOURNMENT
The meeting was adjourned by consensus at approximately 10:16 p.m. __________________________________
City Clerk of the City of Livingston
APPROVED:
_____________________________
Mayor or Mayor Pro Tempore
The written meeting minutes reflect a summary of specific actions taken by the City Council. They do not necessarily reflect all of the comments or dialogue leading up to the action. All meetings are digitally recorded and are an official record of the meeting’s proceedings. Digitally recorded verbatim minutes are available upon request and may be obtained at Livingston City Hall.

Power Systems Service: Electric Power, Petroleum, Industrial - 1-916-373-4155 - www.holtca.com/psservice Detailed Scope of Services
Level 1 PM (Recommended Semi-annual or Quarterly)

1.0 GENERAL

1.1 Visual inspection of the overall condition of the generating set for foreign objects, loose or broken fittings, guards, and other components.

2.0 AIR INDUCTION AND EXHAUST SYSTEM

2.1 Air Service Indicator - Inspection and notation of the reading on service indicator (if applicable).

2.2 Air Filter – Visual inspection (replace when required at an additional cost).

2.3 Air Inlet System – Inspection of piping/ducting for damage, loose connections and inspect for proper louver or inlet air fan operation (if applicable).

2.4 Turbocharger – Visual inspection for signs of wet stacking, exhaust leakage or external damage.

2.5 Exhaust Manifold – Inspection for damage, lose or missing hardware and evidence of wet stacking and exhaust leaks.

2.6 Exhaust Silencer/After treatment – Visual inspection of overall condition, wet stacking, exhaust leaks, loose, broke and missing fasteners, and after treatment high back pressure alarms (if applicable). Check for proper rain cap operation and exhaust fan operation.

3.0 COOLING SYSTEM

3.1 Radiator/Heat Exchanger – Visual inspection for leaks, damage, and debris. Inspect louvers for proper operation (if applicable).

3.2 Coolant – Inspect for proper level, conditioner level, proper freeze point, and visual inspection for color quality. Inspect radiator cap for signs of leaking, damage, and deteriorating sealing gasket.

3.3 Hoses and Connections – Visually inspect hoses, clamps, and connections for leaks, bulging, and collapsing.

3.4 Fan Drive Assembly – Check for proper operation (no slipping) while engine is running and check for signs of slipping on adjacent components. Inspect fan belt for proper tightness and for any wear cracks. Check shiv for glossing and wear.

3.5 Jacket Water Heater – Check and record temperature and check upper hose for hardening, ensure circulation is adequate throughout the engine.

3.6 Water Pump – Visual inspection for coolant leaks out of flanges and weep holes.

3.7 Temperature Thermostats (regulators) – Infrared analysis before and after the regulators prior to starting engine to check for signs of open thermostats. Run engine and record engine coolant temperature after cooling system has stabilized.

4.0 FUEL SYSTEM

4.1 Fuel Lines and Connections – Inspect for leaks and condition of hoses (if applicable).

4.2 Governor – Inspection of controls and linkage for proper operation (if applicable).

4.3 Fuel Filters (primary and secondary) - Inspect for leaks and external damage. Inspect water trap bowls on primary filters for water and sediment (if Applicable).

4.4 Day Tank – Check and record fuel level. Visual inspection for leaks and test operation of the transfer pump (if applicable).

4.5 Main Fuel Tank – Check and record fuel level. Visual inspection for damage, fuel leaks and signs of water entry (if applicable).

4.6 Engine Fuel Priming Pump – Inspect for leaks (if applicable).

4.7 Fuel Pressure – Check fuel pressure while engine is running and record if an external gauge is present.

5.0 LUBE OIL SYSTEM

5.1 Oil Level – Check for proper oil level and contamination of oil on level gauge. Check for external oil leaks.

5.2 Oil Pressure – Check and record engine oil pressure while engine is running if an external gauge exists.

5.3 Crankcase Breather – Visual inspection for damage leaks and excessive blow-by while the engine is running.

5.4 Oil Sampling – Obtain oil sample for laboratory analysis; TBN check for extended oil change intervals (if applicable).

6.0 ENGINE STARTING SYSTEM

6.1 Batteries – Maintain electrolyte level, clean and tighten post connections as needed, Battery analyzer test and record voltage drop while engine is cranking for lead acid batteries.

6.2 Battery Charger – Verify proper float and boost operation, adjust float to match battery type where applicable, and inspect for loose and deteriorated wiring.

6.3 Starter Motor – Verify connections are tight and clean. While cranking listen for abnormal engagement and cranking noises. Check amperage draw while cranking and record findings.

6.4 Charging Alternator – Check belts for looseness and deterioration, record DC voltage during engine operation and record maximum amperage output; compare with specifications.

7.0 CONTROL PANEL

7.1 Start Controls – Check manual/auto start switch for proper operation. Check automatic start function and return to the “auto” position after testing; record position of manual/auto switch after testing (if applicable).

7.2 Metering – Verify that the voltage and engine parameter gauges function while engine is operating, record the readings of each after engine operation has stabilized (if applicable).

7.3 Emergency stop – Test for proper operation and annunciation; return switch to run position and record switch position after testing (if applicable).

7.4 Remote Annunciator – Lamp test to check for presence of DC voltage and correct lamp operation (if applicable).

7.5 Control panel-operation and test.

7.6 Safety Shutdowns – Test for proper safety shutdown operation and annunciation (if applicable).

8.0 GENERATOR MECHANICAL (if applicable)

8.1 Space Heaters – Check for proper operation (if applicable).

8.2 Generator – visual Inspection of generator for foreign material, dirt, and grease/oil accumulation.

8.3 Vibration Isolators – Check for proper adjustment and condition of mounting hardware. Visual inspection of generator set for movement while starting.

8.4 Main Circuit Breaker – Open and close circuit breaker; record breaker position after testing.

9.0 AUTOMATIC TRANSFER SWITCH (if applicable) - (inspection includes one ATS) 9.1 Monitor source voltage indicators while engine is running.

9.2 Perform visual inspection of inside the ATS, with proper personal protective clothing on, and check for hot spots with infrared thermometer if proper ARC flash study has been performed.

9.3 With customer approval, perform building load test and observe ATS operation until engine cool down and shutdown sequence occurs.

Level 2 PM (includes items listed in Level 1 PM. Recommended annually)

10.0 COOLING SYSTEM

10.1 Coolant – Obtain coolant sample for level two laboratory analysis.

10.2 Radiator Cap – Pressure test radiator cap for proper operation

10.3 Radiator – Pressure test radiator (if applicable).

11.0 FUEL SYSTEM

11.1 Fuel – Obtain fuel sample from main tank for laboratory analysis (if applicable).

11.2 Filters – Replace engine fuel filters (if applicable).

12.0 LUBE OIL SYSTEM

12.1 Oil – Replace engine oil and record level after engine testing (unless approved for extended intervals)

12.2 Filters – Replace engine oil filters.

13.0 STARTING SYSTEM

13.1 Magnetic Pickup Sensor – Remove sensor and clean. Reinstall sensor and set to the proper depth. Record voltage output while engine is running (if applicable).

13.2 Starter Motor - On units with multiple starters verify each starter operates properly.

13.3 Replace batteries at 3 year intervals.

14.0 GENERATOR MECHANICAL (if applicable)

14.1 Exciter/PMG – Check and record exciter clearance if accessible.

14.2 Conductors – Check AC conductors for insulation damage within the marshaling box.

14.3 Bearing – Lubricate generator bearings (if applicable).

Cooling System Service (Recommended every three years)

15.0 AIR INDUCTION AND EXHAUST SYSTEM

15.1 Separate Circuit Aftercooler (if applicable) – Drain coolant and flush the aftercooler system with fresh water (or chemicals if applicable). Replenish aftercooler system with new coolant and purge air from system when full.

16.0 COOLING SYSTEM

16.1 Coolant – Drain coolant, and flush up to 4 times with fresh water (and/or chemicals if applicable) until flush water clears. Replenish cooling system with new coolant and purge system of air when full.

16.2 Hoses and Connections – Replace all cooling system hoses including jacket water heater hoses; for all connections using worm-gear clamps replace clamps as needed.

16.3 Fan Belts – Replace engine fan belts; after final operational check the unit to verify belt tension.

16.4 Temperature Thermostats – Replace engine cooling system thermostats and seals.

16.5 Fan – Check for broken fan blades and foreign debris.

17.0 ENGINE STARTING SYSTEM

17.1 Charging Alternator – Replace alternator belt(s).

Resistive – Resistive/Reactive Load Bank Testing (Recommended annually)

18.0 RESISTIVE / REACTIVE LOAD BANK TEST

18.1 Connect load bank to generator output

18.2 Start engine and record baseline readings (Engine: Oil Pres, Water temp, Fuel pressure, RPM, D.C. Voltage, & Exhaust temp.

Generator: A.C. Voltages across all phases, Amperage @ each phase, Frequency, Power, Power Factor, & Ambient
temp.)

18.3 Apply load to generator at required levels and at required intervals. Monitor unit and recording readings at required
intervals for duration of load bank test.

18.4 Complete Load Bank Data Sheet and provide copy to customer.

REV 2 B.W. 3.18.28

STAFF REPORT
AGENDA ITEM: Resolution Approving a Subscription Agreement for Agenda Management Software from eScribe Software Ltd in an amount not to Exceed $72,508 and Authorize the Interim City Manager to Execute all Required Documents Subject to Approval from the City Attorney.

MEETING DATE: November 19, 2024
PREPARED BY: Monica Cisneros, Executive Assistant/Deputy City Clerk REVIEWED BY: Christopher Lopez, Interim City Manager
RECOMMENDATION:

Staff recommends that the City Council adopt a Resolution Approving a Subscription Agreement for Agenda Management Software from eScribe Software in an amount not to exceed $72,508 and Authorize the Interim City Manager to Execute all Required Documents Subject to Approval from the City Attorney.

BACKGROUND/ DISCUSSION:

One of the major goals of the City Clerk’s Office is to introduce technology that improves the functions of local government so that information is more accessible to the public. Staff has identified that the agenda creation process is in need of updating, as the current process is time-consuming, prone to errors, and inconsistent across departments. The implementation of agenda management software can remedy those issues.

The City currently relies on an outdated, paper-based process to schedule items for upcoming meetings, prepare staff reports and attachments, review and revise those reports and attachments, and prepare the City Council agenda and agenda packets. Additionally, several software programs are used to create the agenda and reports for City Council and Commissions. An agenda management system would streamline the agenda creation process by only requiring one program to achieve those results and make it easier for staff and members of the public to search and retrieve content in agenda packets.

The city received quotes from Granicus, CivicPlus, Icompass and eScribe and staff watched a demo for all four software’s. The software was also presented to all staff members that are in charge of creating agenda items. After a careful evaluation, eScribe was selected as the vendor that best meets the City’s operational, technological, and fiscal requirements, offering the best value.

In addition to the City Council meeting management, eScribe also streamlines the entire agenda creation process and minutes management, enhancing transparency, efficiency, and accessibility.

Pricing for the agenda management system, webcasting plus, closed captioning, and board manager plus with eScribe are as follows:

Staff recommend that the city execute a contract with eScribe for the purchase of the ultimate bundle which includes the agenda management system, webcasting plus, closed captioning, and board manager plus software for a three (3) year contract at a price not to exceed $72,508. The contract with eScribe shall be for three (3) years which can be extended to an additional one (1) year if the parties mutually consent at an amount not to exceed $99,127.90.

FISCAL IMPACT:

The compensation has been appropriated and approved in the FY2024-2025 budget (1100-101-4310).

Future year allocations will be budgeted within each fiscal year.

ATTACHMENTS:

1. Resolution No. 2024-

2. Exhibit “A” Client Subscription Agreement

3. Exhibit "B” eScribe Proposal

RESOLUTION NO. 2024-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON APPROVING A

SUBCRIPTION AGREEMENT FOR AGENDA MANAGEMENT SOFTWARE FROM ESCRIBE SOFTWARE LTD MEETINGS IN THE AMOUNT NOT TO EXCEED $72,502 AND

AUTHORIZING THE INTERIM CITY MANAGER TO EXECUTE ALL REQUIRED

DOCUMENTS SUBJECT TO APPROVAL FROM THE CITY ATTORNEY
WHEREAS, one of the major goals of the City Clerk’s Office is to introduce technology that improves the functions of local government so that information is more accessible to the public; and

WHEREAS, staff has identified that the agenda creation process is in need of updating, as the current process is time-consuming, prone to errors, and inconsistent across departments. The implementation of agenda management software can remedy those issues; and WHEREAS, the City currently relies on an outdated, paper-based process to schedule items for upcoming meetings, prepare staff reports and attachments, review and revise those reports and attachments, and prepare the City Council agenda and agenda packets; and WHEREAS, an agenda management system would streamline the agenda creation process by only requiring one program to achieve those results and make it easier for staff and members of the public to search and retrieve content in agenda packets; and WHEREAS, the city received four (4) quotes from Granicus, CivicPlus, Icompass and eScribe and watched a demo for all four software’s. The software was also presented to all staff members that are in charge of creating agenda items. After careful evaluation, eScribe was selected as the vendor that best meets the City’s operational, technological, and fiscal requirements, offering the best value; and
WHEREAS, In addition to the City Council meeting management, eScribe also streamlines the entire agenda creation process and minutes management, enhancing transparency, efficiency, and accessibility; and
WHEREAS, staff recommend that the city execute a contract with eScribe for the purchase of the ultimate bundle which includes the agenda management system, webcasting plus, closed captioning, and board manager plus software for a three (3) year contract at a price not to exceed $72,502; and
WHEREAS, the contract with eScribe shall be for three (3) years which can be extended to an additional one (1) year if the parties mutually consent at a price not to exceed $99,127.90.

WHEREAS, the City of Livingston's Municipal Code Title 1: Administrative, Chapter 11:

Purchase Policies and Procedures, Section 1-1-1 O: Exempt from Bidding, exempts the City from bidding requirements for the contract of professional or specialized skills such as recruitment services; and
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Livingston as follows:

Section 1. Adopt a Resolution of the City Council of the City of Livingston approving a subscription agreement for agenda management software from eScribe software Ltd.

Section 2. Approving the duration of the contract for three (3) years in an amount not to exceed $72,508. This contract can be extended to an additional one (1) year if the parties mutually consent at an amount not to exceed $99,127.90.

Section 3. Future year allocations will be budgeted within each fiscal year as part of the budget.

Section 4. Authorize the Interim City Manager to execute the Subscription Agreement attached hereto as exhibit A, subject to approval from the City Attorney.

Section 5. This Resolution will become effective immediately.

I hereby certify that the foregoing Resolution No. 2024-_____ is a full, true, and correct copy of a resolution duly passed and adopted by the City Council of the City of Livingston at a regular meeting thereof duly held on the 19th day of November 2024, by the vote recorded as follows:

AYES:

NOES:

ABSENT:

ABSTAIN:

By:

Jose A. Moran, Mayor
Of City of Livingston
ATTEST
Monica Cisneros, Deputy City Clerk

APPROVED AS TO LEGAL FORM
________________________
Roy C. Santos, City Attorney

This Subscription Agreement (the "Agreement") is entered into by and between eScribe Software Ltd. (“eScribe”) and City of Livingston (“Customer”) (each a “Party” and collectively, the “Parties”). This Agreement, together with any appendices referenced and attached, govern the Customer’s subscription to the eScribe product and is effective as of the last signature date below (“Effective Date”).
eScribe Terms and Conditions

1. Overview of eScribe
eScribe’s service is a proprietary software application and platform for the purpose of meeting and agenda automation which it makes available as services via the internet. eScribe includes online storage space for storing, retrieving and sharing Customer Content (as defined below).

2. Definitions
The terms below have the following meaning:

A. “Customer Content” shall mean the content, documents, audio and video uploaded or inputted to the Services or created, produced by the Customer during Use of the Services.

B. “Data Storage” refers to the online electronic secure storage of all Customer Content during the Use of the Services.

C. “Documentation” includes any and all printed or electronic guides and manuals, including sales, marketing and training materials provided by eScribe for the proper Use of the Services.

D. “Implementation Services” refers to the configuration, training, and other services set out in Appendix C.

E. “Legacy Data” refers to the ongoing Data Storage of Customer Content from previous Term(s) as set out in Appendix D.

F. “Personal Information” means information which relates to an identified or identifiable individual, and includes any information defined from time to time as “personal information” under applicable Privacy as defined herein.

G. “Privacy Laws” means applicable laws and regulations relating to privacy, data protection, or data security.

DRAFT
H. “Services” or “Software” means the provision of the software service known as “eScribe”, together with any services provided, including the applications for access to the eScribe site, System Upgrades and interfaces made available to the Customer in connection with eScribe.

I. “Support Services” shall mean the technical support for the Customer’s use of eScribe as made available under eScribe's Support Services set out in Appendix B.

J. “Taxes” refers to all present or future sales tax, consumption tax and similar taxes.

K. “Usage Data” refers to the data generated automatically through access or use of eScribe, including but not limited to user log-in data, date and time stamps, device details such as browser type and operating system, IP address, feature usage, product settings and configuration, activity records, and associated log data and metadata. For the avoidance of doubt, Usage does not include Customer Content.

L. “Use” shall mean the ability for the Customer to login with username and password and access the Services via the internet.

M. “You or Your” refers to Customer, as defined in the preamble of this Agreement.

3. Operations

3.1 Software, Implementation Services. eScribe shall provide the Software, Implementation Services, and the Documentation to the Customer subject to the terms of this Agreement. The Implementation Services will be provided in a professional, timely, and competent manner. eScribe shall take appropriate steps to carry out the Implementation Services to the reasonable satisfaction of the Customer.

3.2 Availability of Service. eScribe shall make the Services available twentyfour (24) hours a day, seven (7) days a week, and will credit the Customer 10% of the equivalent monthly Subscription Fees listed in Appendix A for each three (3) hour period for which the Services are unavailable for Use by the Customer in a monthly period. "Uptime" and "Downtime" is recorded and calculated on a monthly basis and will be applied as a credit towards the annual Subscription Fees listed in Appendix A, for the next year.

Downtime does not include scheduled outages for software updates, server or network maintenance (which will generally be scheduled for weekends or after midnight eastern time), notification of which will be provided to the Customer’s designated Support Contacts five (5) days in advance. Unsuitable Customer operating environment, including, but not limited to, inadequate end user computer configuration, installed third party software, internet connection issues or general internet congestion issues are excluded from any downtime calculations. Account credits of eScribe for any twelve (12) month period are hereby limited to a maximum of twenty percent (20%) of the annual Subscription Fees listed in Appendix A paid by the Customer during the prior twelve (12) month period up to the outage. Downtime is measured from the time that a trouble ticket is registered with Support Services by the Customer for the Services being unavailable for Use or the time that eScribe becomes aware that the Services are unavailable for Use (whichever is earlier), to the time the problem is resolved, and the Services are restored. In the event that eScribe becomes aware that the Services are unavailable for Use, eScribe shall notify the Customer immediately.

3.3 Support Services. During the Term of this Agreement, eScribe will provide the Customer the Support Services as described in Appendix B.

3.4 Access. eScribe will provide access to users designated by the Customer. eScribe may deny access to the Service if it has reason to believe that a login or password has been lost, stolen or compromised or is used contrary to the terms of this Agreement or threatens the security of Customer Data, the eScribe Service, or other users. You are solely responsible for all acts or omissions of any person using eScribe through assigned logins or passwords, or integrated access methods like Azure Active Directory. Use of eScribe via Customer logins and passwords, or integrated access methods is deemed to have been authorized by the Customer. If any of the Customers logins, passwords or access methods are lost, stolen or compromised, the Customer will promptly notify eScribe. Upon receipt of such notice, the affected logins and passwords will be cancelled or suspended as soon as is reasonably practicable, but the Customer remains responsible for any actions prior to our receipt of that notice. Customer may not make available the Service for Use by any third parties.

3.5 Usage Data. eScribe may collect and process Usage Data to (a) provide Services and associated support to Customer; (b) manage and secure its technical infrastructure; (c) develop and improve its products and services;

(d) communicate with Customer about your use of the Services and provide recommendations regarding additional offerings; (e) enforce the terms of this Agreement or other contractual terms; (f) prevent abuse and fraud; (g) perform statistical analyses; and (h) for its internal business purposes. eScribe may share Usage Data with its affiliates and third-party service providers for these purposes, or as otherwise required or permitted by applicable law.

3.6 Customer Content Retrieval. During the Term of this Agreement, the Customer may retrieve Customer Content from the Services at any time and, within ten (10) days of the Customer’s request, eScribe will make available any Customer Content that is stored in native file format (Word, Excel, PowerPoint, PDF, MP4).

3.7 Privacy. eScribe will comply with its obligations under all applicable laws and regulations related to the operation of the Services, including all applicable Privacy Laws.

4. License and Related Terms.

4.1 License Grant. During the Term and subject to You and Your Users’ ongoing full compliance with the terms and conditions set forth in this Agreement, eScribe (a) grants Customer, solely for your internal and legitimate purposes, a limited, revocable, non-exclusive, non-sublicensable and non-transferable license to access and use the modules of the Service as set forth in your subscription.

4.2 Commitments and Restrictions. Customer and Your Users shall not: (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Services, the Software or the eScribe Sites available to any third party; (b) modify, copy or create derivative works based on eScribe or the Software; (c) frame or mirror any content forming part of or all of the Services or the eScribe Sites, other than on your own intranets or otherwise for your own internal business purposes as permitted by this Agreement; (d) reverse engineer, disassemble, decompile or otherwise attempt to imitate, derive or discover the source code for the Software; (e) provide non-Users with access to the Services, the Software or eScribe Sites, whether directly or through a service bureau, commercial time-sharing arrangement, or application service provider arrangement; (f) use the Services, the Software or the eScribe Sites to provide outsourcing or training services to non-Users; (g) otherwise market

the Services, the Software or the eScribe Sites to third parties without eScribe’s written permission; (h) access or use the Services in order to build a competitive product or service, or copy any ideas, features, functions or graphics of the Services or the Software; (i) use the Service for any illegal or unauthorized purposes or beyond the scope of the this Agreement; or (j) breach or attempt to breach the security of any platforms or applications in the Services or the Software.

4.3 Rights to Intellectual Property. eScribe grants no other right or license to any of its or its affiliates’ intellectual property to You by implication, estoppel or otherwise. You acknowledge and agree that eScribe or its affiliates (as applicable) owns all right, title, and interest in, to, and under such intellectual property and that you shall not acquire any proprietary rights therein. Any use by You or Your Users of any of such intellectual property and all goodwill and other rights associated therewith shall inure to the benefit of eScribe or its affiliates (as applicable).

4.4 Customer Responsibilities. You are responsible for Your Users’ use of the Services. You will: (a) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Content; (b) ensure that each User has all necessary permissions, consents, approvals, and licenses for and to the Customer Content; and (c) comply with all applicable local, state, federal and foreign laws, or regulations in connection with each User’s use of the Services. You shall not transfer or assign Your eScribe account privileges to a third-party without eScribe’s prior written consent. Users are authorized to use the Services only for Your legitimate activities. As between You and eScribe, You shall be solely responsible for, and eScribe shall have no responsibility for, monitoring and policing the adherence of Users to all applicable laws, regulations, duties, and obligations with respect to accessing, distributing, and using Customer Content. You acknowledge and agree that eScribe is not responsible or liable in any way for any Customer Content and has no duty to pre-screen such content. However, eScribe reserves the right to remove Customer Content from the Site at any time, without prior notice, if eScribe in its sole discretion concludes that the Customer Content may violate applicable law.

4.5 Feedback and Improvements. The Customer acknowledges and agrees that eScribe shall own all rights, title, and interest, in and to any improvements to the Services, or any new programs, upgrades, modifications or enhancements to the foregoing, whether developed by eScribe or Customer in connection with rendering the Services to You. In the event that the Customer provides any feedback, ideas, suggestions

proposals, refinements or other improvements (collectively, “Feedback”), the Customerhereby irrevocably transfer and assign to eScribe all rights, title, and interest which Customer may have in such Feedback. eScribe shall have the right, but not the obligation, to use any such Feedback to improve any or all parts of its Services or Software and in the event that eScribe does incorporate such Feedback, it shall solely retain all right, title and interest in such Feedback. In the event that such Feedback does not automatically transfer to and vest in eScribe, You hereby grant an exclusive, irrevocable, transferable, sublicensable, royalty-free, fully paidup license to eScribe and its affiliates to use the Feedback for any purpose without notice or restriction.

4.7 Ownership of Customer Content; Disclaimer. As between You and eScribe, You exclusively own all rights, title and interest in and to all Customer Content provided by You to eScribe Sites or under the Services. You acknowledge and agree that eScribe’s custodial function is limited to the technical operation and maintenance of the Services and shall not extend to any fiduciary or other duty of care related to management of the sourcing, posting, accessing, use, or receipt for any Customer Content, or any functioning which utilizes the Service.
5 Confidentiality

5.1 Definition of Confidential Information. As used herein, “Confidential Information” means all confidential and proprietary information of a Party (“Disclosing Party”) disclosed to the other Party (“Receiving Party”), including any intellectual property or proprietary rights, that (a) if disclosed orally is designated as confidential at the time of disclosure, (b) if disclosed in writing is marked as “Confidential” and/or “Proprietary,” or (c) reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Without limiting the foregoing, Confidential Information of eScribe shall include the terms and conditions of this Agreement (including pricing and other terms reflected hereunder), provision of the Services, screenshots of eScribe, pricing in proposals, business and marketing materials, technology and technical information, product designs, and business processes. The Customer’s Confidential Information shall include the Customer Content. Notwithstanding the foregoing, eScribe may disclose the existence and terms of this Agreement, in confidence, to a potential purchaser of or successor to any portion of such Party’s business resulting from the reorganization, spin-off, or sale of all or a portion of all

the assets of any business, division, or group of such Party. Confidential Information shall not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party; (iii) was independently developed by the Receiving Party, which can be demonstrated with clear and convincing evidence; or (iv) is received from a third party without breach of any obligation owed to the Disclosing Party.

5.2 Confidentiality and Non-Disclosure. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, except with the Disclosing Party’s prior written permission. Notwithstanding the foregoing, the Receiving Party may disclose such Confidential Information to those of its employees and contractors who need to know such information for purposes of performing this Agreement and certifies that such employees and contractors have agreed, either as a condition of employment or in order to obtain the Confidential Information, to be bound by terms and conditions substantially similar to those in this Section 5. The Receiving Party shall use the same degree of care to protect the Confidential Information as it uses to protect its own information of a confidential and proprietary nature, and in no event shall it use less than a reasonable degree of care.

5.3 Compelled Disclosure. If the Receiving Party is compelled by law or legal process to disclose Confidential Information of the Disclosing Party, it shall provide the Disclosing Party with prior notice of such compelled disclosure (to the extent legally permitted), provide reasonable assistance, at Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure and only make such disclosure, in both manner and content, as required by such law or legal process.

5.4 Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of confidentiality protections hereunder, the Disclosing Party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the Parties that any other available remedies are inadequate.

5.5 Survival. Notwithstanding the expiration or termination of this

Agreement for any reason, the obligations of confidentiality and nonuse set forth in this Section shall continue in perpetuity. 6 Pricing and Payment

6.1 Subscription Fees. The first year’s Subscription Fees and the Implementation Fees, as described in Appendix A, will be invoiced as of the date of this Agreement and will be due according to the terms of the invoice. The Subscription Fees are due annually thereafter and will increase from the previous year’s Subscription Fees by five percent (5%). eScribe may implement revised Subscription Fees for the Renewal Term, as defined in Section 7.1, by giving written notice of such price changes to You at least ninety (90) days prior to the expiration of the current Term, and that pricing will take effect unless You elect to terminate this Agreement in accordance with Section 7.

6.2 Implementation Fees. The Implementation Fees listed in Appendix C are assessed for remote participation by eScribe personnel during the onboarding process. Optionally, should the Customer wish to have eScribe personnel attend onsite during the onboarding process, additional travel and living expenses would apply in addition to the Implementation Fees listed in Appendix C.

6.3 Legacy Data. If Legacy Data fees apply, it will be added to the annual Subscription Fees as set out in Appendix D.

6.4 Overdue Payments. All payments are due thirty (30) days from the date of invoice. Any invoiced amounts (excluding those subject to good faith dispute), not received by eScribe by the due date may accrue, at eScribe’s discretion, late charges at the rate of twelve percent (12%) per annum, or the maximum rate permitted by applicable law, whichever is lower, from the date such payment was due until the date paid. In addition, Customer shall be responsible for reasonable attorneys’ fees and other reasonable costs of collection in the event of nonpayment by the Due Date.

6.5 Taxes. All fees and other charges set forth in this Agreement are

exclusive of any and all applicable Taxes due to eScribe from Customer. Payment of all applicable Taxes shall be the responsibility of the Customer. If any such Taxes has to be withheld under this Agreement, Customer shall increase payment under this Agreement by such amount as to ensure that eScribe has received an amount equal to the payment otherwise required after such withholding or deduction.

6.6 Nonpayment and Suspension of Services. If any portion of the Customer invoice is more than thirty (30) days past due, in addition to any of its other rights or remedies under this Agreement or by applicable law, eScribe reserves the right to suspend access to the Service, but only if such past due account is not paid within five (5) business days after written notice of eScribe’s intent to exercise its right to suspend hereunder. Any such permitted suspension shall be without liability to the Customer and may continue until such amounts are paid in full.

7. Term

7.1 Term of Agreement and Subscription. The term of this Agreement commences on the date of this Agreement for a period of three (3) years (the “Term”) which can be extended to an additional one (1) year if the parties mutually consent at a price not to exceed $99,127.90.

7.2 Early Termination. This Agreement may be terminated by either Party prior to the end of the Subscription Term as follows: (a) If either party is adjudged bankrupt, becomes insolvent, makes an assignment for the benefit of creditors, bankruptcy or insolvency proceedings are instituted by or against such party, and such proceedings are not removed within sixty (60) days (an “Event of Bankruptcy”), then the party affected by such an Event of Bankruptcy must immediately give notice thereof to the other party, and the other party at its option may terminate this Agreement upon written notice to such affected party, (b) in the event that a Party materially breaches an obligation hereunder and fails to cure such breach within thirty (30) days after being notified thereof in writing, the nonbreaching Party may terminate this Agreement at any time thereafter that the breach is continuing by providing written notice to the breaching Party, (c) by either Party for Force Majeure as defined in Section 14.7.

7.3 Termination Penalties. If this Agreement is terminated by the Customer, or the Customer downgrades their subscription during the first year of the Term for any reason other than grounds for early termination defined in Section 7.2 above, the Customer will be liable for the First Year Subscription Fees as invoiced, and a termination or downgrade penalty amounting to 35% of the remaining Subscription Fees due for Years Two and Three of the Agreement. If the Customer terminates or downgrades their subscription during the Second Year of the Term, for any reason other than the material breach of the Agreement by eScribe, the Customer will be responsible for Second Year Subscription Fees in full as invoiced, and a termination penalty amounting to 25% of the remaining Year Three Subscription Fees. If the Customer terminates or downgrades their subscription during the Third Year of the Term, for any reason other than the material breach of the Agreement on the part of eScribe, the Customer will be responsible for the Third Year Subscription Fees in full as invoiced without any additional penalty. If the Customer terminates or downgrades their subscription during a Renewal Term for any reason other than material breach, the Customer will remain responsible for 15% for any remaining Subscription Fees due for the Renewal Term.

7.4 Post Termination Obligations. Termination of this Agreement shall not limit either Party from pursuing any remedies available to it, including injunctive relief. Agreement termination, other than by the Customer in accordance with Section 7.2, shall not relieve You of Your obligation to pay the entire Subscription Fee for applicable Term and all other applicable fees, if any due for the use of the Services. Following any termination pursuant to Section 7.2, eScribe shall refund to the Customer the prepaid but unused portion of the Subscription Fee for the then- current Subscription Term (prorated based on the number of whole months left in the then- current Term).

7.5 Effect of Termination. Following the termination or expiration of this Agreement, including your Subscription, (a) eScribe will convert Your Account to an inactive status, (b) Customer must immediately cease (and eScribe can block) Your accessing and using the Services and (c) Customer will retrieve all Customer Content no later than thirty (30) days after termination. After the thirty (30) day period, eScribe will delete or destroy all copies of Customer Content in its possession or control, unless legally prohibited and upon request, provide the Customer with a certificate of destruction.

7.6 Surviving Provisions. In the event this Agreement is terminated, any provision which must survive in order to allow the Parties to enforce its

meaning shall survive, including without limitation, Sections 4.3 (Rights to Intellectual Property), 4.5 (Feedback and Improvements), 5 (Confidentiality), 6 (Pricing and Payment) (until all amounts due hereunder are paid in full), 7.4 (Post Termination Obligations), 7.5 (Effect of Termination),7.6 (Surviving Provisions), 8.5 (Disclaimer), 9 (Limitation of Liability), 10 (Indemnification) and 14.3 (Survival).

8. Warranties and Disclaimers. The following representation and warranties are applicable at the execution of this Agreement and during the Term:

8.1 Mutual Warranty. Each Party represents and warrants to the other that it has the legal capacity and right to execute this Agreement; that the signatory has the authority to bind the applicable organization; and when executed and delivered, this Agreement will constitute the legal, valid, and binding obligation of each Party, enforceable in accordance with its terms.

8.2 Customer Warranty. The Customer warrants the Customer Content will not infringe on any copyright, patent, trade secret or other proprietary, privacy, or other right held by any third party, or violate any applicable law.

8.3 eScribe Warranty of Rights and Performance. eScribe warrants that: (a) it owns or otherwise has sufficient rights in the Software to license Customer to use the Service as stated in this Agreement, and (b) the Service will materially conform to and perform substantially in accordance with the Documentation.

8.4 Remedies for Breach of eScribe Warranty. In the event eScribe breaches Section 8.3 and is unable to substantially correct such deficiencies after good faith efforts and at a commercially reasonable cost within thirty (30) days of Your written notification of such nonconformance, Customer shall have the right, as Your sole remedy for such breach, to terminate the Agreement and receive from eScribe the prepaid but unused portion of the Subscription Fee for the then- current Subscription Term (prorated based on the number of whole months left in the then-current Subscription Term).

8.5 Disclaimer. eScribe EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS SECTION 2 G, (A) NEITHER PARTY TO

THIS AGREEMENT, NOR ANY OTHER PERSON ON SUCH PARTY'S BEHALF,

HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR

WARRANTY, EITHER ORAL OR WRITTEN, WHETHER ARISING BY LAW,

COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, TRADE, OR

OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (B) EACH

PARTY ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY

REPRESENTATION OR WARRANTY MADE BY THE OTHER PARTY, OR ANY

OTHER PERSON ON SUCH PARTY'S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THIS SECTION 8.

9. Limitation of Liability
In no event shall either Party be liable to the other Party or its personnel for any indirect, incidental, punitive, special, or consequential damages related to use of eScribe, or for any damages for loss of profits, business interruption, harm to any computer system, or any other commercial damages or losses, regardless of the theory of liability (contract, tort, or otherwise), even if the other Party has been advised of the possibility of such damages. Except as provided herein, eScribe’s total cumulative liability for damages, expenses, costs, liability or losses to You or any User arising out of or in connection with use of eScribe or any other matter under this Agreement is capped at seventyfive thousand US dollars ($75,000.00).

10. Indemnity

10.1 By eScribe. eScribe will defend and indemnify the Customer and its users against any claim, suit, action or proceeding against it alleging (a) harm originating in willful misconduct of eScribe or (b) that the Software or use of the Services in the manner and for the purposes authorized in this Agreement infringes any third-party patent or copyright. Notwithstanding any limitation of Section 9, and only to the extent of eScribe’s applicable insurance coverage, eScribe will defend and indemnify You and Your Users against any claim, suit, action or proceeding against You or Your Users alleging harm originating in grossly negligent breach of this Agreement by eScribe.

In the event the Service or a component part thereof is held by a court of competent jurisdiction, or is believed by eScribe, to infringe or potentially infringe a third party’s rights, eScribe shall, with prior notice to the Customer, (i) modify, at its expense, the Service to be non-infringing; provided that such modification does not adversely affect the Service as set out in this Agreement, or (ii) obtain for Customer the right to continue using the Service in its current state at no additional expense to the

Customer, or (iii) if eScribe determines that neither of the foregoing options are reasonably available, eScribe may terminate this Agreement and refund any prepaid Fees to the Customer for which it has not received Services.

10.2 Procedure. If Customer is seeking indemnification, it must promptly notify eScribe in writing of the indemnifiable claim and provide the indemnifying Party with all non-monetary assistance, information and authority reasonably required for the defense and settlement of the indemnified claim. An indemnifying Party will select counsel for defense of the indemnified claim and direct and control the defense. Provided the indemnifying Party is diligently conducting such defense, the indemnifying Party shall not be liable for any attorney’s fees of the indemnified Party. The indemnifying Party must obtain the indemnified Party’s written consent to any settlement (said consent not to be unreasonably withheld, conditioned, or delayed), except that no such consent shall be required if the settlement or compromise requires no payment of damages by the indemnified Party and does not admit any liability or determination against the indemnified Party or materially restrict the indemnified Party.

11. Insurance
eScribe will at all times maintain sufficient insurance, appropriate for its industry and Service. At all times during the term of this Agreement, eScribe will maintain insurance coverage at least in line with the coverage and amounts specified in its current Certificate of Insurance.

12. Advertising
Customer agrees that eScribe may use and disclose Customer’s name in its marketing material with prior written approval of the Customer, which will not be unreasonably withheld.

13. Trademarks
Any trademarks and service marks (“Trademarks”) adopted by eScribe to identify the Services, Documentation and other products and services, belong to eScribe. Nothing herein grants, or shall be construed to grant, to Customer any rights to such Trademarks.

14. General Provisions

14.1 Relationship of Parties. In all matters relating to this Agreement Customer and eScribe are independent contractors, and nothing in this Agreement shall be deemed to place the parties in the relationship of employeremployee, principal-agent, partners, or joint ventures.

14.2 No Third-Party Beneficiaries. This Agreement is not intended to create any rights in any person or entity who is not a party to this agreement, and no such rights are created hereunder.

14.3 Entire Agreement. This Agreement, including all Appendices, is the entire Agreement between the parties and supersedes all prior negotiations, understandings and agreements between the parties concerning the subject matter hereof. No amendment or modification of this Agreement shall be made except by written agreement of both parties.

14.4 Ride Along: The terms of this Agreement may be extended for use by other parties, including: municipalities, school boards and government agencies upon execution of an addendum outlining the associated Services and Fees applicable. This term is not intended to circumvent any procurement rules and regulations of the additional party.

14.5 No Waiver. The failure of either party to exercise any right or the waiver by either party of any breach shall not prevent a subsequent exercise of such right or be deemed a waiver of any subsequent breach of the same or any other term of the Agreement.

14.6 Partial Invalidity. Should any provision of this Agreement be held to be void, invalid, or inoperative, the remaining provisions of this Agreement shall not be affected and shall continue in effect as though such provisions were deleted.

14.7 Force Majeure. Neither party shall be deemed in default of this Agreement to the extent that performance of its obligations or attempts to cure any breach are delayed or prevented by reason of any act of God, fire, natural disaster, act of government, or any other similar cause beyond the reasonable control of such party ("Force Majeure”), provided that such party gives the other party written notice thereof promptly and, in any event, within ten (10) days of discovery thereof and uses its reasonable efforts to cure the delay. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of nonperformance exceeds ten (10) days from the receipt of notice of the Force

Majeure event, the party whose performance has not been affected may, by giving written notice, immediately terminate this Agreement.

14.8 Assignment; Enurement. Neither Party may assign, delegate, or otherwise transfer this Agreement or any of it rights or obligations hereunder, without the prior written consent of the other Party (such consent not to be unreasonably withheld); provided, however, that either Party may assign this Agreement without the other Party’s consent in the event of any successor or assign that has acquired all, or substantially all, of the assigning Party’s business by means of merger, stock purchase, asset purchase, or otherwise. Any assignment or attempted assignment in violation of this Agreement shall be null and void.

14.9 Injunctive Relief. The parties recognize that a remedy at law for a breach of the provisions of this Agreement relating to either party’s Confidential Information will not be adequate for the non-breaching party’s protection, and accordingly the non-breaching party shall have the right to seek, in addition to other relief and remedies available to it, injunctive relief to enforce the provisions of this Agreement in any court of competent jurisdiction.

14.10 Governing Law. This Agreement shall be governed and interpreted in accordance with the laws of the State of California, United States of America and the federal laws of United States of America applicable therein.

14.11 Calendar Days. All references to a day or days in this Agreement mean a calendar day or calendar days.

14.12 Time of the Essence. Time is of the essence of this Agreement and of every part hereof and no extension or variation of this Agreement will operate as a waiver of this provision.

14.13 Survival. All obligations of the parties which expressly or by their nature survive termination or expiration of this Agreement will continue in full force and effect subsequent to and notwithstanding such termination or expiration and until they are satisfied or by their nature expire.

14.14 Headings. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in

the neuter gender include the masculine gender and the feminine gender and vice versa.

14.15 Notice. Any notice required or permitted to be sent hereunder shall be in writing and shall be sent in a manner requiring a signed receipt, such as courier delivery, or if mailed, registered or certified mail, return receipt requested. Notice to both parties shall be to the address and contact set forth below and updated from time to time.
eScribe Software Ltd.
5300 Commerce Court West, 199 Bay Street
Toronto, ON M5L1B9
Attn: Legal
Customer Contact Info for Notices:

City of Livingston
1416 C Street
Livingston, CA
95334

The undersigned parties hereby enter into this Agreement, eScribe Software Ltd. City of Livingston
Signature Signature
Authorizing Officer, Title
Date:

Christopher Lopez, Interim City Manager
City of Livingston
Date:

ATTEST
Monica Cisneros, Deputy City Clerk

APPROVED AS TO LEGAL FORM
Roy C, Santos, City Attorney

Appendix A – Annual Subscription Fees
eScribe Annual Service and Support Fees
Module License Type License Fee Quantity Cost
eScribe Ultimate Bundle Annual $ 28,000 1 $ 28,000
eScribe Meeting Manager INCL
eScribe Participant Access INCL
eScribe Internet Publishing INCL
eScribe Document Manager INCL
eScribe Webcasting Plus INCL
eScribe Board Manager Plus INCL
eScribe Live Closed Captioning INCL
Entra ID or ADFS Authentication INCL
Discount if Agreement Signed by November 30, 2024 1 -$ 5,000 Total - Annual Software and Support Fees $ 23,000

Appendix B – Support Services
Subject to the terms and conditions of this Agreement, eScribe shall perform the Support Services as defined.

Definitions:

The definitions used in the Agreement are incorporated herein. In addition, the following terms shall have the following ascribed to them:
“Business Hours” means the hours during which eScribe’s helpdesk is available to take live incoming calls, emails and be available to respond to the Customer’s Support Contacts, namely 8:00 a.m. to 8:00 p.m., Monday through Friday eastern time (excluding statutory holidays). “Extended Hours” means the hours during which eScribe’s helpdesk is available to take urgent calls during 8:00 p.m. to 11:00 p.m. EST, Monday through Friday eastern time (excluding statutory holidays). “Support Contacts” means the Customer designated individuals (to be identified in the attached Problem Reporting Schedule) and any replacements designated in writing to eScribe who will serve as technical liaison between eScribe and Customer and who are to have technical knowledge and experience with the Services used by the Customer. "Updates" shall mean fixes, patches, modifications, improvements to functionality or revisions to the Services and Documentation.

All other capitalized terms shall have the meanings set out in the Agreement.

Support Services:
eScribe will provide the following services to Customer:
a. Technical assistance by telephone or electronic mail. b. Receipt and monitoring of calls during Business Hours at eScribe’ s support desk.
c. Direct access for Customer Support Contacts to eScribe’ s team of support technicians.
d. Provision of any available problem solutions related to the Services e. Make all reasonable commercial efforts to provide a response to reported problems in the manner described in the Problem Reporting Process below.
f. Make available any Updates to the Services and Documentation at no additional charge, subject to Customer’s responsibility for any Implementation Services fees for any new Services.

Exclusions:
a. Customer’s third-party hardware and software not part of this Agreement.

Problem Reporting Process:

Step 1: Contact eScribe using one of the following methods:

Toll free number 1-855-299-0023
Email: [email protected]
Portal: https://customerportal.eScribemeetings.com
Step 2: Provide the following information:

Provide Support Contact’s name, location the Services are in Use, telephone number and E-mail address.

Step 3: Provide a description of the problem.

Provide as much detail, including system error messages and screen printouts, as possible. eScribe assign a Priority Level based on the response matrix below.

Priority Level Initial Response Status Updates
1- Complete Services or business
critical functions unavailable
or impaired
Within 2 hours Every 4 hours
2- Specific Services functions
unavailable or impaired
Within 4 hours Every 8 hours
3- Services operational, isolated
or individual user issues
Next Business Day As required on each
reported incident
eScribe shall assign a ticket number to reference the case in all future communications with Customer regarding the reported incident.

Customer understands that failure to provide accurate and detailed call information as described above may increase the amount of time needed by eScribe to diagnose the problem and develop a possible solution.

Regardless of the priority assignment, Customer’s problem must relate to the Services in order for Support Services to be applied hereunder. Where eScribe is required to perform Support Services outside of the scope of the Agreement, including but not limited to investigations, efforts and

resolutions pertaining to third party software, hardware, networks or facilities, eScribe shall charge Customer at its daily Implementation Services rate for the services rendered.

Using the Customer Community Portal, customers are able to check the status of their support tickets at any time.

The case will not be closed by eScribe until receipt of written confirmation from the Support Contact that the problem has been resolved. If written confirmation or feedback is not received within ten (10) business days, it will be assumed the problem has been resolved and the case will be closed.

General Support Terms:
a. The Support Contacts will be the only persons authorized to receive the Support Services hereunder and to instruct eScribe in respect of Support Services.
b. The delivery of Support Services hereunder does not extend to: i) Inadequate Customer computer configurations, installed third party software, internet connection issues or general internet congestion issues; ii) Services which have been altered, modified or improperly configured by the Customer, its customers, or any third party without eScribe’s prior written consent; iii) failures related to an accident, disaster or other Force Majeure event; iv) any unauthorized use of the Services; c. eScribe warrants that its Support Services personnel shall deliver services in a professional manner and in accordance with industry standards. d. Response and resolution times provided in the Problem Reporting Process or otherwise whether orally or in writing, are intended as good faith estimates, guidelines or objectives only and are not to be taken as warranties or representations.

Appendix C – Implementation Services
Subject to the terms and conditions of this Agreement, eScribe shall perform the Implementation Services as listed below.

Implementation Fees Service Fee Quantity Cost
eScribe Ultimate Setup/Training One time $ 8,400 1 $ 8,400 5 Meeting Types, 5 Report Template, 5 Workflows INCL
15 x eScribe Academy Licenses INCL
Board Manager Setup (1 Board Template, 2 Application Forms) INCL Discount if Agreement Signed by November 30, 2024 100% -$ 8,400 Total - One-time Implementation Fees $ -

Appendix D – Legacy and Third Party Migrated Data Storage Fees Upon the completion of the initial, or any subsequent Term or Third-Party Data Migration, (Appendix E) eScribe will measure the total Customer Content Storage in gigabytes (GB) to calculate any Legacy Data storage fees based on the following schedule:

GB Price / GB / Year
0-50 $ 10.00
51-100 $ 9.50
101-150 $ 9.00
151-200 $ 8.50
201-300 $ 8.00
301+ $ 7.50

Appendix E – Third Party Data Migration – Project Scope Subject to the terms and conditions of this Agreement, eScribe shall perform the Third-Party Data Migration Services listed below.

In Scope
- N/A
Out of Scope
- N/A
Assumptions
- N/A
Optional Sections
N/A
Additional Notes
- N/A
Migration Timelines
Data migrations are done as a phase 2 of your onboarding project. Migration projects are not committed to the schedule until the project planning phase with your onboarding team.

While we do our best to schedule as close as possible to go-live, typical lead times are approximately 6 months from date of scheduling. It is important to note that the incumbent system must remain available until after the migration is completed.

Note, an additional cost may apply if the migration needs to happen sooner than the initially scheduled timeline.

Additional Fees
At the completion of the migration, an additional legacy data storage fee will be charged based on the amount of migrated data in gigabytes (GB) as per the table in Appendix D.

Appendix A – Annual Subscription Fees
eScribe Annual Service and Support Fees
Module License Type License Fee Quantity Cost
eScribe Ultimate Bundle Annual $ 28,000 1 $ 28,000
eScribe Meeting Manager INCL
eScribe Participant Access INCL
eScribe Internet Publishing INCL
eScribe Document Manager INCL
eScribe Webcasting Plus INCL
eScribe Board Manager Plus INCL
eScribe Live Closed Captioning INCL
Entra ID or ADFS Authentication INCL
Discount if Agreement Signed by November 30, 2024 1 -$ 5,000 Total - Annual Software and Support Fees $ 23,000

Appendix B – Support Services
Subject to the terms and conditions of this Agreement, eScribe shall perform the Support Services as defined.

Definitions:

The definitions used in the Agreement are incorporated herein. In addition, the following terms shall have the following ascribed to them:
“Business Hours” means the hours during which eScribe’s helpdesk is available to take live incoming calls, emails and be available to respond to the Customer’s Support Contacts, namely 8:00 a.m. to 8:00 p.m., Monday through Friday eastern time (excluding statutory holidays). “Extended Hours” means the hours during which eScribe’s helpdesk is available to take urgent calls during 8:00 p.m. to 11:00 p.m. EST, Monday through Friday eastern time (excluding statutory holidays). “Support Contacts” means the Customer designated individuals (to be identified in the attached Problem Reporting Schedule) and any replacements designated in writing to eScribe who will serve as technical liaison between eScribe and Customer and who are to have technical knowledge and experience with the Services used by the Customer. "Updates" shall mean fixes, patches, modifications, improvements to functionality or revisions to the Services and Documentation.

All other capitalized terms shall have the meanings set out in the Agreement.

Support Services:
eScribe will provide the following services to Customer:
a. Technical assistance by telephone or electronic mail. b. Receipt and monitoring of calls during Business Hours at eScribe’ s support desk.
c. Direct access for Customer Support Contacts to eScribe’ s team of support technicians.
d. Provision of any available problem solutions related to the Services e. Make all reasonable commercial efforts to provide a response to reported problems in the manner described in the Problem Reporting Process below.
f. Make available any Updates to the Services and Documentation at no additional charge, subject to Customer’s responsibility for any Implementation Services fees for any new Services.

Exclusions:
a. Customer’s third-party hardware and software not part of this Agreement.

Problem Reporting Process:

Step 1: Contact eScribe using one of the following methods:

Toll free number 1-855-299-0023
Email: [email protected]
Portal: https://customerportal.eScribemeetings.com
Step 2: Provide the following information:

Provide Support Contact’s name, location the Services are in Use, telephone number and E-mail address.

Step 3: Provide a description of the problem.

Provide as much detail, including system error messages and screen printouts, as possible. eScribe assign a Priority Level based on the response matrix below.

Priority Level Initial Response Status Updates
1- Complete Services or business
critical functions unavailable
or impaired
Within 2 hours Every 4 hours
2- Specific Services functions
unavailable or impaired
Within 4 hours Every 8 hours
3- Services operational, isolated
or individual user issues
Next Business Day As required on each
reported incident
eScribe shall assign a ticket number to reference the case in all future communications with Customer regarding the reported incident.

Customer understands that failure to provide accurate and detailed call information as described above may increase the amount of time needed by eScribe to diagnose the problem and develop a possible solution.

Regardless of the priority assignment, Customer’s problem must relate to the Services in order for Support Services to be applied hereunder. Where eScribe is required to perform Support Services outside of the scope of the Agreement, including but not limited to investigations, efforts and

resolutions pertaining to third party software, hardware, networks or facilities, eScribe shall charge Customer at its daily Implementation Services rate for the services rendered.

Using the Customer Community Portal, customers are able to check the status of their support tickets at any time.

The case will not be closed by eScribe until receipt of written confirmation from the Support Contact that the problem has been resolved. If written confirmation or feedback is not received within ten (10) business days, it will be assumed the problem has been resolved and the case will be closed.

General Support Terms:
a. The Support Contacts will be the only persons authorized to receive the Support Services hereunder and to instruct eScribe in respect of Support Services.
b. The delivery of Support Services hereunder does not extend to: i) Inadequate Customer computer configurations, installed third party software, internet connection issues or general internet congestion issues; ii) Services which have been altered, modified or improperly configured by the Customer, its customers, or any third party without eScribe’s prior written consent; iii) failures related to an accident, disaster or other Force Majeure event; iv) any unauthorized use of the Services; c. eScribe warrants that its Support Services personnel shall deliver services in a professional manner and in accordance with industry standards. d. Response and resolution times provided in the Problem Reporting Process or otherwise whether orally or in writing, are intended as good faith estimates, guidelines or objectives only and are not to be taken as warranties or representations.

Appendix C – Implementation Services
Subject to the terms and conditions of this Agreement, eScribe shall perform the Implementation Services as listed below.

Implementation Fees Service Fee Quantity Cost
eScribe Ultimate Setup/Training One time $ 8,400 1 $ 8,400 5 Meeting Types, 5 Report Template, 5 Workflows INCL
15 x eScribe Academy Licenses INCL
Board Manager Setup (1 Board Template, 2 Application Forms) INCL Discount if Agreement Signed by November 30, 2024 100% -$ 8,400 Total - One-time Implementation Fees $ -

Appendix D – Legacy and Third Party Migrated Data Storage Fees Upon the completion of the initial, or any subsequent Term or Third-Party Data Migration, (Appendix E) eScribe will measure the total Customer Content Storage in gigabytes (GB) to calculate any Legacy Data storage fees based on the following schedule:

GB Price / GB / Year
0-50 $ 10.00
51-100 $ 9.50
101-150 $ 9.00
151-200 $ 8.50
201-300 $ 8.00
301+ $ 7.50

Appendix E – Third Party Data Migration – Project Scope Subject to the terms and conditions of this Agreement, eScribe shall perform the Third-Party Data Migration Services listed below.

In Scope
- N/A
Out of Scope
- N/A
Assumptions
- N/A
Optional Sections
N/A
Additional Notes
- N/A
Migration Timelines
Data migrations are done as a phase 2 of your onboarding project. Migration projects are not committed to the schedule until the project planning phase with your onboarding team.

While we do our best to schedule as close as possible to go-live, typical lead times are approximately 6 months from date of scheduling. It is important to note that the incumbent system must remain available until after the migration is completed.

Note, an additional cost may apply if the migration needs to happen sooner than the initially scheduled timeline.

Additional Fees
At the completion of the migration, an additional legacy data storage fee will be charged based on the amount of migrated data in gigabytes (GB) as per the table in Appendix D.

AGENDA ITEM: Resolution Authorizing the Interim City Manager to Execute an Agreement for Stop Gap Fire Protection Services with Merced County up to a Maximum Two-Year Term and a Not to Exceed Amount of $1,537,500 Subject to Approval of a Final Agreement by the City Attorney

MEETING DATE: November 19, 2024

PREPARED BY: Christopher Lopez, Interim City Manager
REVIEWED BY: Roy Santos, City Attorney

RECOMMENDATION
Staff recommends that City Council adopt a resolution authorizing the Interim City Manager to execute an agreement for stop gap fire protection services with Merced County up to a maximum two year term and a not to exceed amount of $1,537,500 subject to approval of a final agreement by the City Attorney.

BACKGROUND
The fire protection partnership between Merced County and the City of Livingston dates back to 1966 when both agencies entered into a mutual aid service agreement. The last signed agreement between Merced County and the City of Livingston was in 1988. These agencies have maintained their partnership for decades even when fire services shifted from Merced County to CAL FIRE in the late 80’s. On September 25, 1989, Merced County formally entered into an agreement with CAL FIRE to provide fire protection services to the County and contracted Cities in the region. The 1988 contract between Merced County and the City of Livingston for fire protection services expired in 1995. Although, separate agreements for liability compliance have been brought to the agencies’ respective elected bodies, the main contract outlining roles and responsibilities for fire services has not been updated since its expiration in 1995.

City of Livingston, Station 96
Station 96, built in 1953, is the busiest county fire station protecting the residents of the City of Livingston and surrounding County community. Within its 47 square mile response area, Station 96 protects 34 apartment complexes, 19 assemblies, 6 daycares, 12 educational establishments, 2 hotels, and a variety of commercial organizations including Foster Farms, TA Travel Center, Mid Valley, and E & J Gallo Winery.

Station 96 call volume is partly due to their large population of almost 14,000 individuals and over 3,000 housing units. In addition, Station 96 is responsible for protecting a sizable section of State Highway 99 as well as various County roads. Despite being the busiest station in the County, Station 96 is staffed with only one (1.0) person on duty falling short from the recommended NFPA 1710 standards of 4-0.

Merced County Fire Department has provided Livingston City with an exceptional level of service for 34 years without an updated agreement for fire protection services. The continuing increase of emergency calls for service requires a professional career fire department to provide an all-inclusive level of service.

Additional Background:

On February 7, 2023, the Livingston City Council was scheduled to discuss an agreement with Merced County for enhanced staffing at Station 96 in the City of Livingston. The agenda item proposed staffing at a 2-0 level at a cost of $399,903 to the city for the increased staffing. The proposed cost to the City of Livingston was proposed based on the call for service volume and was the rationale for the City’s proportion of costs. That evening, the then Acting City Manager pulled the agenda item from discussion.

Within a couple of months, Merced County notified the City that it was increasing the contract amount to $750,000 (from $399,903). Currently, Livingston residents contribute approximately $1,007,010 in fire parcel tax revenues to the County which it currently retains.

On April 9, 2024, the Merced County Board of Supervisors had a discussion related to the potential closure of Livingston Station 96. The Board of Supervisors ultimately continued the conversation until May 7, 2024. The Board eventually authorized the closure of Station 96 with an effective date of December 31, 2024.

On June 18, 2024, the Mayor and Council approved a resolution placing an initiative on the ballot which would enact a 1% special tax for public safety purposes on the November 5, 2024 ballot. Preliminary results show that the measure is above the 2/3 majority required for passage meaning the City will now have the revenues necessary to provide fire protection services into the future.

On July 16, 2024, the Mayor and City Council approved a resolution authorizing a stop gap agreement to provide funding to staff Station 96 at a 2-0 level to ensure that Livingston Station 96 remained open.

DISCUSSION
For the last several months, the City Manager’s Office and City Attorney’s Office have been working collaboratively with the County CEO’s Office and County Counsel on an agreement that would provide fire services beyond December 31, 2024. This is necessary in order to ensure that the City has adequate fire protection services for the Livingston community.

As a result of those discussions, the County has provided three options for the Council’s consideration.

The only difference between the options is the term of the agreement. They are summarized below:

Term Length Total Cost
12 months $750,000
18 months $1,162,500
24 months $1,537,500
Based on conversations with County staff, staff would recommend the 18-month agreement to the Board of Supervisors for approval.

The County will provide staffing for Station 96 with a minimum of two fire personnel 24 hours a day and seven days a week. Additionally, Station 96 will be a priority cover station in the event the assigned staff at Station 96 are committed to an incident. Additional details for the details associated with the agreement are included in the draft agreements provided in the attachments.

The term length envisions a shorter timeframe to allow the City to develop its own Fire Department separate and apart from Merced County providing fire protection services via CalFire.

RECOMMENDATION
Staff recommends that City Council adopt a resolution authorizing the Interim City Manager to execute an agreement for stop gap fire protection services agreement with Merced County up to a maximum twoyear term and a not to exceed amount of $1,537,500 subject to approval of a final agreement by the City Attorney.

FISCAL IMPACT
The City recommends the use of General Fund, Fire Services Fund, and Community Facilities District (CFD) reserves to fund the initial expenditure, which will then be replenished with Measure L revenues once the City receives the revenues which is expected in 2025.

ATTACHMENTS

1. Resolution

2. Draft agreements

1 STAFF REPORT
AGENDA ITEM: Discussion and Action – Notice of Resignation of Robert Wallis from the Livingston Planning Commission and Appointments to fill vacancies on the Livingston Planning Commission.

MEETING DATE: November 19, 2024
PREPARED BY: Miguel Galvez, Contract City Planner
REVIEWED BY: Christopher Lopez, Interim City Manager
RECOMMENDATION:

Staff recommends the Council adopt a Resolution to appoint Jasneil Singh to the Planning Commission as a Regular Member of the Planning Commission. Staff also recommends the Council adopt a Resolution to appoint Diego Castillo to the Planning Commission as an Alternate Member.

BACKGROUND AND DISCUSSION:

On June 18, 2024, the City Council appointed Planning Commissioner Robert Wallis to the Livingston City Council. On this same day, Mr. Bob Wallis verbally resigned from the Planning Commission, creating a vacancy on the Planning Commission. Mr. Wallis submitted a letter of resignation on June 19, 2024, refer to Attachment 1. Bob Wallis was serving a term as a Regular Member of the Livingston Planning Commission with his term scheduled to expire on December 31, 2024. With a vacancy on the roster of the Regular Planning Commission, refer to Attachment 4, Alternate Planning Commissioner Jasneil Singh is next in line to be appointed to the Planning Commission and serve as a Regular Planning Commissioner.

If the Council appoints Planning Commission Alternate Member Jasneil Singh to serve as a Regular Member of the Planning Commission, a vacancy for an Alternate Member of the Planning Commission will be created and should be filled, see Attachment 3.

Appointments to the Planning Commission are considered by the City Council of residents who applied to serve on the Planning Commission. On May 30, 2024, Mr. Diego Castillo applied to serve on the Livingston Planning Commission, see Attachment 4. No other applications to serve on the Planning Commission have been received to date.

Alternatively, if the City Council wishes, it can delay making any appointments to the Planning Commission and readvertise the vacancy on the Planning Commission. The City Council would then consider all applications and consider making an appointment from either the alternate Planning Commission members or from interested residents. 2 The City’s current Planning Commission member roster is listed below.

Commissioner Regular or
Alternate
Term
Expiration
Date of
Vacancy Status
Vacant
(Formerly Bob Wallis) Regular 12/31/2024 June 18, 2024, Appointed to the City
Council and resigned
from the Planning
Commission.

Jose Flores Regular 12/31/2025 Not Vacant Still Serving Steve Bassi Regular 12/31/2026 Not Vacant Still Serving Renee Waite
Mendonca Regular 12/31/2026 Not Vacant Still Serving
Japjeet Singh Uppal Regular 12/31/2027 Not Vacant Still Serving.

Mohinder Kanda Alternate 12/31/2025 Not vacant Still Serving Jasneil Singh Alternate 12/31/2027 No vacant Still Serving One Regular Planning Commission vacancy exists, whose term expires December 31, 2024. The appointment to fill this vacancy will have a new four-year term starting on January 1, 2025, and ending on December 31, 2028.

Background
In 1929, the Legislature of the State of California authorized cities and counties to create planning commissions. In 1965 it also required a "planning agency" in each jurisdiction. Currently, State law requires each planning commission to prepare a plan for the physical development of the community, to be adopted by the governing body of the city and county. California Government Code Section 65101 governs the role of the creation of Planning Commissions in each jurisdiction.

Locally, Title 2 of the Livingston Municipal Code governs the Livingston Planning Commission. It states:
“LIVINGSTON MUNICIPAL CODE (LMC) Title 2 – BOARDS AND COMMISSIONS 2-1-2: GENERAL RULES:
(C) Committee members shall be appointed by resolution of the city council. The city council may also appoint alternates to any committee, who shall participate in all committee meetings, and may vote in the absence of a regularly appointed committee member. In the case of an absence by a regularly appointed committee member, alternates shall fill in for the absent member based on their seniority.” “LIVINGSTON MUNICIPAL CODE (LMC) Title 2 – BOARDS AND COMMISSIONS LMC Sections 2-2-2: MEMBERSHIP AND TERMS OF OFFICE:
3 (A) Membership and compensation.

1. The Planning Commission shall consist of five members and two alternates appointed by majority vote of the City Council. The alternate members may participate, but may not vote on an item before the Planning Commission unless a Planning Commissioner is absent or is disqualified due to an expressed conflict of interest.

2. The members of the Planning Commission may be composed of qualified electors of the City and a maximum of one member may reside outside the city limits, as long as they reside within the boundaries of the Livingston Union School District. The composition of the Planning Commission shall be established by resolution of the City Council.
(B) Terms. Terms of office of the members of the Planning Commission are for a period of four years or until their successors are appointed and such terms are staggered with terms of one member of the Planning Commission expiring each year, except that every fourth year the terms of two members expire. Terms expire December 31 of each year.
(C) Chairperson and Vice Chairperson. The Planning Commission shall rotate the positions of Chair and Vice Chairperson among the appointed members.

Officers hold offices for one year, or until their successors are appointed. Terms expire on December 31 of each year.
(Ord. 637, passed 3-19-2019; Ord. 655, passed 6-4-2024
Appointment Recommendations
Traditionally, a resident who has applied to serve on the Planning Commission is first appointed to serve as an Alternate Member of the Planning Commission. When a vacancy occurs of a Regular Member of the Planning Commission, an Alternate Member has been appointed to fill the vacancy. Appointments are typically made in chronological order based on the date of Commission Application was received.

At this time, Alternate Planning Commissioner Jasneil Singh submitted his Commission Application on February 14, 2024, and Alternate Planning Commissioner Mohinder Kanda submitted his Commission Application on March 27, 2024.

If Commissioner Jasneil Singh is appointed to serve as a Regular Member of the Planning Commission, then a new vacancy will be created for the position of Alternate Member. Mr. Singh’s current term is scheduled to expire on 12/31/2027.

Mr. Diego Castillo submitted his application to serve on the Planning Commission on May 30, 2024. At the time of drafting this report, there were no other applications submitted to serve on the Planning Commission.

Mr. Diego Castillo presently resides outside of the City Limits, but Livingston Municipal Code (LMC) Section 2-2-2 (A) 2, allows one interested resident to be appointed to the Planning Commission if they reside outside of the City Limits, but reside within the within the boundaries of 4 the Livingston Union School District. Mr. Castillo
ENVIRONMENTAL REVIEW:

The proposed action is exempt from the California Environmental Quality Act (CEQA) Guidelines:

Article 5, Section 15061(b)(3) – Common Sense Exemption, which states that CEQA applies only to projects that have a potential for causing a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. Making an appointment is considered an administrative matter and will not directly result in a change to the Environment.

FISCAL IMPACT:

Staff time was used to prepare and process this agenda item.

ATTACHMENTS:

1. Letter of Resignation from Commissioner Robert Wallis dated June 19, 2024.

2. Committee/Commission Application - Jasneil Singh, dated February 14, 2024

3. Committee/Commission Application - Diego Castillo, dated May 30, 2024

4. Livingston Planning Commission Members (10/08/24)

5. Resolution No. ____, Appointing Jasneil Singh to the Planning Commission as a Regular Member.

6. Resolution No. ____, Diego Castillo to the Planning Commission as an Alternate Member.

RESOLUTION 2024 –

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON APPOINTING

DIEGO CASTILLO AS AN ALTERNATE TO THE CITY OF LIVINGSTON

PLANNING COMMISSION
WHEREAS, the City of Livingston Planning Commission (Commission) is governed by Title 2 of the Livingston Municipal Code; and
WHEREAS, the Commission is comprised of 5 members (Commissioner) and 2 Alternates all of which are appointed by majority vote of the City Council (Council); and WHEREAS, terms of office for members of the Commission are for a period of four (4) years, or until their successors are appointed; and
WHEREAS, there is one vacancy on the Planning Commission – 0 Commissioner and 1 Alternate.

WHEREAS, the City actively publicized at City Hall and on the City’s website and Facebook page seeking citizens of the City to apply for the available Commission vacancies; and WHEREAS, the City received an application from Diego Castillo requesting to be considered as nominees to serve on the Commission; and
WHEREAS, the applicant does not reside in the City of Livingston, but resides with the boundaries of the Livingston Union School District; and
WHEREAS, it is the intention and desire of the Council to appoint Diego Castill to the Planning Commission as an Alternate Commissioner; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LIVINGSTON DOES HEREBY RESOLVE, FIND AND ORDER AS FOLLOWS:

1. Diego Castillo is appointed to serve on the City of Livingston Planning Commission as an Alternate Commissioner for the term provided by law; and

2. The term of this appointment is from January 1, 2025, through December 31, 2027.

3. The Resolution is effective immediately upon adoption.

I hereby certify that the foregoing Resolution No. 2024 ___ is a full, true, and correct copy a resolution duly passed and adopted by the City Council of the City of Livingston at a regular meeting thereof duly held on the 19th day of November 2024, by the vote recorded as follows:

AYES:

NOES:

ABSENT:

ABSTAIN:

STAFF REPORT
AGENDA ITEM: Resolution Authorizing Repayment of State of California Senate Bill (SB) 2 Planning Grants Program Contract No. 19-PGP 13591 Grant Back to the State of California, Department of Housing and Community Development
MEETING DATE: November 19, 2024
PREPARED BY: Miguel Galvez, Contract City Planner
REVIEWED BY: Christopher Lopez, Interim City Manager
RECOMMENDATION:

Adopt a Resolution Authorizing Repayment of State of California Senate Bill (SB) 2 Planning Grants Program Contract No. 19-PGP 13591 Grant Back to the State of California, Department of Housing and Community Development.

BACKGROUND AND DISCUSSION:

On March 28, 2019, State of California Housing and Community Development (HCD) issued a Notice of Funding Availability (NOFA) for Senate Bill (SB) 2 Planning Grants Program (PGP). The PGP is a program that provides one-time funding technical assistance to California local governments to help them streamline housing approvals and accelerate housing production. The program's goal is to help cities and counties prepare, adopt, and implement plans to make housing more affordable and accessible. This is a non-competitive program.

Eligible activities include, but are not limited to, general plans, community plans, specific plans, local planning related to the implementation of sustainable communities strategies, local coastal plans, zoning ordinances, environmental analyses, local process improvements, and any other planning activities that can demonstrate a nexus to production.

The Planning Grants Program was designed to fund activities that accelerate housing production and streamline housing approvals. Any funded activity must include a strong implementation component and where appropriate, needs to be formally adopted by the locality. Localities that do not formally adopt the funded activity could be subject to repayment of the grant. Projects funded by the grant must be encumbered by June 30, 2020, and funds must be expended by June 30, 2022.

On November 5, 2019, the City Council adopted Resolution No. 2019-67, authorizing the application for, and receipt of, 2019 SB2 PGP Funds in the amount of $160,00 (see Attachments 1 and 2). Sections two and three of the Resolution required the City to adhere to terms of the State’s Standard Agreement and requirements as set forth in the Standard Agreement. The Standard Agreement is Attachment 6 to this staff report.

Although the agreement with JEG Ranches estimated that a total of $361,550.50 would be needed for the completion of the Specific Plan, the City submitted an application for $160,000 to complete the Specific Plan. The Grant Application illustrated that $160,000 would be needed to complete and finalize the Specific Plan, which is shown below and in page 7 of the Grant Application (Attachment 7).

This means that even with the grant award, the City was short over $200,000 to complete the Specific Plan. The Grant Application estimated that $160,000 would be enough to complete the Specific Plan, which was different than the MOU with JEG Ranches.

The Grant Application also committed to having the Council approve the Specific Plan, but without additional funding, this would have been impossible.

On March 11, 2020, the PGP grant was executed. A total of $160,000 was awarded per HCD Contract No. 19-PGP 13591 with the contract expiration date of December 31, 2022.

On March 21, 2021 the City executed a Memorandum of Understanding with JEG Livingston Ranches LLC to develop a residential, mixed-use community on the approximate 35-acre infill site through a Specific Plan, General Plan Amendment and associated environmental

assessment, See Attachment 3.

On November 22, 2021, the initial draft Livingston Commons Specific Plan was submitted to the City to commence the entitlement process. On March 17, 2022, City comments on the draft Livingston Commons Specific Plan were relayed to the applicant (Micah Gallo) and the applicant‘s agents Mike Ratajski, Garth Pecchenino and Steve Brandt) and again on March 28, 2022. After correspondence ended with Mr. Ratajski, Micah Gallo announced that Mr. Ratajski was retiring.

The applicant requested reimbursement for costs incurred to prepare the draft Livingston Commons Specific Plan. The City received two reimbursements from the State, totaling $154,709.67. However, the applicant has yet to respond to City comments on the draft Livingston Central Commons Specific Plan. Meetings have been scheduled with the applicant and his agents, but were subsequently canceled by the applicant.

Per emails from HCD, and the original agreement with HCD, the State expected the Specific Plan to be completed and adopted by December 1, 2022. In March of 2023, the City Manager’s Office coordinated a call with HCD to go over the status of the Grant.

During this conversation, the State identified issues with the City’s administration of the grant including the following:

1. The City did not adhere to the State’s Standard Agreement involving procurement of consultants for this work, violating the Agreement with the State—Please see Attachment 6, Exhibit D as the consultants did not work directly for the city nor were they procured through the City’s procurement process as there was no agreement with the consultant and the City which began in 2019.

2. The City did not adhere to the deadlines as stipulated in the agreements.

For the last year and a half, staff has attempted to work with the State to resolving the issue, but the State was requesting repayment of the grant funds.

On August 28, 2024, Planning staff provided an update to HCD staff on the closeout of the SB 2 Grant award for the Livingston Central Commons Specific Plan project. Staff reported that proposed land use entitlements for the Specific Plan have not been completed. The applicant prepared a draft Specific Plan document. City staff reviewed it and provided comments to the applicant in March 2022. The applicant has yet to submit revisions to the Specific plan that responds to City comments.

The applicant requested the City pursue additional funding to help them complete the land use entitlement process.

On October 31, 2024, HCD notified the City that due to its non-fulfillment of the deliverables under the grant contract (19-PGP-13591), HCD is requesting repayment of the reimbursement the City received in the amount of $154,709.67, see Attachment 4.

FISCAL ANALYSIS:

The budget to “complete the work” of the Livingston Central Commons Specific Plan was

estimated to be $361,525.50 based on the MOU with JEG Ranches. The SB 2 grant would fund $160,000 of this amount. The balance of $201,525.50 was identified as additional funds to fund the balance of the project based on the stipulations in the MOU. Per the terms of the grant application submitted by the City, the City identified that the $160,000 would be sufficient to complete the Specific Plan. To staff’s knowledge, no additional funding sources or grants were applied for after this grant was received which resulted in a funding shortfall from the beginning without a reliable source of funding to complete the work.

With the State’s knowledge of the City’s noncompliance with the Standard Agreement, and of the non-completion of the deliverables, the City was placed in a precarious and difficult position to try and resolve.

Repayment of the grant award, along with any accrued interest will need to be paid from the General Fund Reserve, necessitating approval of a supplemental appropriation. HCD is requesting that funds be deposited with HCD within 30 days of the HCD letter or November 31, 2024.

ENVIRONMENTAL REVIEW:

The proposed action is exempt from the California Environmental Quality Act (CEQA) Guidelines:

Article 5, Section 15061(b)(3) – Common Sense Exemption, which states that CEQA applies only to projects that have a potential for causing a direct physical change in the environment, or a foreseeable indirect physical change in the environment. Making an appointment is considered an administrative matter and will not directly result in a change to the Environment.

FISCAL IMPACT
Repayment of the grant award of $154,709.67 will need to be paid from the General Fund Reserve along with any accrued interest.

Authorize the Finance Department to make the necessary supplemental appropriation to cover this cost from the General Fund Reserve.

ATTACHMENTS:

1. City Council Resolution No. 2019-67.

2. Staff Report to the City Council dated November 5, 2019.

3. Memorandum of Understanding with JEG Livingston Ranches LLC, dated March 17, 2021

4. Letter from HCD Paul McDougall, Senior Program Manager dated October 31, 2024.

5. City Council Resolution No. __, authorizing repayment of State of California SB 2 Planning Grants Program Contract No. 19-PGP-13591 in the amount of $154,709.67, plus any additional interest as applicable.

6. Standard Agreement

7. Grant Application

8. Email to Council

RESOLUTION NO. 2024-

RESOLUTION OF THE COUNCIL OF THE CITY OF LIVINGSTON
AUTHORIZING REPAYMENT OF STATE OF CALIFORNIA SENATE BILL (SB) 2 PLANNING GRANTS PROGRAM CONTRACT NO. 19-PGP 13591 GRANTS BACK

TO THE STATE OF CALIFORNIA, DEPARTMENT OF HOUSING AND COMMUNITY

DEVELOPMENT
WHEREAS, the State of California, Department of Housing and Community Development (Department) issued a Notice of Funding Availability (NOFA) dated March 28, 2019, for its Planning Grants Program (PGP); and
WHEREAS, the Department was authorized to provide up to $123 million under the SB 2 Planning Grants Program from the Building Homes and Jobs Trust Fund for assistance to Counties and Cities (as described in Health and Safety Code section 50470 et seq. [Chapter 364, Statutes of 2017 (SB 2)] related to the PGP Program.

WHEREAS, on November 5, 2019, the City Council adopted Resolution No. 2019-67, authorizing application for, and receipt of, 2019 SB2 PGP Funds in the amount of $160,000, and
WHEREAS, the City of Livingston submitted a project application for the PGP program to accelerate the production of housing and submitted a 2019 PGP grant application as described in the Planning Grants Program NOFA and SB 2 Planning Grants Program Guidelines released by the Department for the PGP Program; and WHEREAS, on March 11, 2020, the PGP grant was awarded and executed. A total of $160,000 was awarded per HCD Contract No. 19-PGP-13591 with a contract expiration date of December 31, 2022, and.

WHEREAS, on March 17, 2021, the City executed a Memorandum of Understanding with JEG Livingston Ranches LLC to develop a residential, mixed-use community on an approximate 35-acre infill site through a Specific Plan, General Plan Amendment and associated environmental assessment; and
WHEREAS, on May 12, 2021, the State Department of Housing and Community Development (HCD) paid the City $30,706.50 per voucher 00015781 for reimbursement of incurred project costs by the applicant; and
WHEREAS, on November 22, 2021, the initial draft Livingston Commons Specific Plan was submitted to the City to commence the entitlement process; and WHEREAS, on March 17, 2022, and March 28, 2022, City comments on the draft Livingston Commons Specific Plan were relayed to the applicant (Micah Gallo) and the applicant ‘s agents Mike Ratajski, Garth Pecchenino and Steve Brandt); and WHEREAS, on January 2, 2024, they received a reimbursement check in the amount of $124,003.17 from HCD for reimbursement of incurred project costs by the applicant; and

WHEREAS, HCD has reimbursed the City of Livingston a total of $154,709.67 in SB 2 Grant funds per Contract No. 19-PGP-13591; and
WHEREAS, the land use entitlement process for approving the Livingston Commons Specific Plan has not completed as revisions to the draft Specific Plan remain uncompleted by uncompleted by the applicant, exceeding the time frame for completing the work under the PGP Grant Contract No. 19-PGP-13591.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LIVINGSTON hereby resolves, finds, determines and orders as follows:

Section 1. The City Manager of the City of Livingston is hereby authorized and directed to Reimburse the State of California, Department of Housing and Community Development the amount of $154,709.67 for project costs reimbursements for costs associated with the preparation of the draft Livingston Commons Specific Plan, plus any interest as applicable.

Section 2. Authorize the Finance Department to make the necessary supplemental appropriation to cover this cost from the General Fund Reserve I hereby certify that the foregoing Resolution No. 2024- _____ is a full, true, and correct copy a resolution duly passed and adopted by the City Council of the City of Livingston at a regular meeting thereof duly held on the 19th day of November 2024, by the vote recorded as follows:

AYES:

NOES:

ABSENT:

ABSTAIN:

___________________________
Jose A. Moran, Mayor
of City of Livingston
ATTEST:
________________________________
Monica Cisneros, Deputy City Clerk
of City of Livingston

APPROVED AS TO LEGAL FORM
________________________________
Roy C. Santos, City Attorney