Los Altos Hills City Council
March 16, 2023

Exhibit C
Westwind Community Barn
Agreed-Upon Procedure
A. Perform cash receipt testing for one randomly selected month

1. Compare boarding receipts to boarding agreements

2. Compare program receipts to program fee and enrollment agreement

3. Trace receipts to bank statement and to the general ledger

4. Compare total payments from Town to amount recorded on VDE’s accounting records

5. Attest reasonableness of total lessons revenues and boarding revenues through June 30, 2026
B. Perform expense testing

1. Confirm compliance with Section F.2.viii of the Agreement where all Concessionaire’s staff shall undertake background checks

2. While the Town is providing boarding subsidy:
a. Review payroll expenses and agree salary to employment agreement
b. Review Feed, Grain and Hay expense and agree amount to paid invoices
C. Compliance with Section 9 of Agreement

1. Compare tax return and December general ledger balance for completeness

2. Confirm record retention in compliance with Section E (3-year)

Exhibit D

Exhibit E

REQUIRED TOWN EVENTS
Expected duties performed by WCB Concessionaire
*Dates are subject to change

1. Hoppin’ Hounds (Saturday before Easter):
• Some event items are held onsite prior to the event and removed after the event.
• Takes place in Byrne Preserve.
• Barn Staff ensures that horses in Byrne Preserve are brought in the night before the event or no later than 7:30am on event day.

2. Pathways Run/Walk (Saturday, before Mother’s Day)
• The public event draws roughly 500 people and takes place in the parking lot. Race routes extend through WCB, Byrne Preserve and neighboring areas.
• The event blocks trailer parking; any who will need access shall move their trailer the night before the event.
• The barn shuts down for this morning public event.
• A few days prior to the event Town Staff begins staging, storage space is needed, porta-potties are delivered, signage hung, etc. • Barn staff:
 Completes a thorough barn cleaning;
 Extra bathroom supplies stocked;
 Ensures that horses in Byrne Preserve are brought in the night before the event;
 For safety, horses remain in their stalls from 7:30am - Noon.

3. Hoedown (First Saturday in September):
• This public event draws roughly 600 people and takes place around the Barn and inside of the gate.
• The event blocks trailer parking; any who will need access shall move their trailer the night before the event.
• A few days prior to the event Town Staff begins staging, the bar must be brought down, porta-potties are delivered, signage hung, etc. • Barn staff:
 Completes a thorough barn cleaning;
 Stocks extra bathroom/kitchen supplies, etc.;
 Provides temporary storage of event materials in an area of approximately one stall for not more than one week per event. • The Barn stakeholders usually host a 30 minute horseshow. • Riding is not allowed for duration of the event.

4. Barn Lighting (First Sunday in December):
• Pending weather, this public event draws roughly 300 people and takes place around the Barn and inside of the gate.

Exhibit E
• The event blocks trailer parking; any who will need access shall move their trailer the night before the event.
• A few days prior to the event Town Staff begins staging, storage space is needed, bar must be brought down, signage hung, etc.
• Barn staff:
 Completes a thorough barn cleaning;
 Stocks extra bathroom/kitchen supplies, etc;
 Provides temporary storage of event materials in an area of approximately one stall for not more than one week per event. • Weather Permitting, pony rides will be held either in the round pen or around the barn.
• A petting zoo is hosted in one stall.

5. TBD Town Event (Up to an additional event, Dates TBD):
• The Town reserves the right to conduct an additional event annually as needed. At this writing, no new events are scheduled or known; this paragraph is included as a placeholder for future events TBD. The Concessionaire shall allow for such one-day event should they occur.

Exhibit F
Exhibit F
1 FACILITY USE AND MAINTENANCE AGREEMENT

BETWEEN WESTWIND RIDING INSTITUTE

AND THE TOWN OF LOS ALTOS HILLS
This agreement for use and maintenance of the 4-HWRI Barn Facilities at Westwind Community Barn (“Agreement”) is made and entered into on this 1st 20th day of AprilJune, 20213 by and between the TOWN OF LOS ALTOS HILLS, a municipal corporation (“TOWN”) and the Westwind Riding Institute (WRI). In consideration of their mutual covenants, the parties agree hereto as follows:

1. Purpose. This Agreement authorizes WRI to use specified areas of Westwind Community Barn (identified herein as the “4H WRI Barn Facilities”) and to use on a non-exclusive basis Byrne Preserve and makes WRI responsible for maintaining the “4HWRI” Barn Facilities in a competent and professional manner in order to operate the 4H Riding for the Disabled program. WRI may keep a maximum of eight (8) horses at the 4H WRI Barn Facilities. Two (2) of the eight (8) horses may be kept at Byrne Preserve for grazing purposes. WRI shall be provided the current tack room, or a reasonably equivalent and convenient alternative tack facility. Hay storage space sufficient to store a minimum of 19 bales of hay shall be available in the 4H WRI Barn Facilities for feeding of 4H WRI and pasture horses.

WRI currently has exclusive use of upper arena shown on Exhibit A to provide horseback riding instructions during the days and times specified in the Concessionaire Agreement with the TownTOWNExhibit B. Activity scheduling as shown in Exhibit B shall remain essentially the same as the current schedule, subject to mutual agreement of WRI and Concessionaire. This Agreement supercedessupersedes any prior use agreements between the Town TOWN and WRI.

2. Premises. The premises covered by this Agreement include limited non exclusivenon-exclusive use of Byrne Preserve (APN: 182-21-016), Westwind Community Barn (27210 Altamont Road), and the exclusive use of the 4-HWRI Barn Facilities located within Westwind Community Barn (collectively, “Premises”). The 4- HWRI Barn Facilities include a four stall barn, a four stall shed row, the adjoining paddocks, and the side pasture, described more particularly in Exhibit A.

3. Term. The initial term of the Agreement shall be from August April 1, 20213 through July 31, 20216, unless terminated earlier pursuant to Section 5 of this Agreement.

4. Renewal. This Agreement shall be subject to renewal, upon mutual consent of the parties, for additional three-year periods. If a party desires to not extend the term as provided herein, that party will provide written notice to the other party of its intent not to renew the Agreement no later than April January 1st of the final year of the term of the Agreement.

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Exhibit F
Exhibit F
2 5. Termination. Either party may terminate this Agreement without cause upon three hundred and sixty-five (365) days’ written notice. TOWN may immediately terminate or suspend this Agreement for cause. Cause for immediate termination or suspension shall include, but not be limited to, any breach of this Agreement by WRI.

Notwithstanding the foregoing, in the event that the Town of Los Altos Hills TOWN elects to cease all equine activities at the Westwind Community Barn Facility, this Agreement may be terminated for convenience upon one hundred and eighty (180) days’ written notice to WRI.

6. Maintenance. WRI shall provide maintenance for the 4H WRI Barn Facilities and all improvements thereto sufficient to maintain them in a fully usable condition. The term “maintenance,” when used herein, shall mean all work required or undertaken to clean, maintain, and repair any and all 4H WRI Barn Facility improvements, including, but not limited to, stalls, paddocks, grounds and entryways. WRI shall cause the 4H WRI Barn and Premises to be inspected and cleaned with sufficient frequency and intensity to competently operate said facility. The 4H WRI Barn Facilities should be kept in working order and in a reasonably clean and sanitary condition. Maintenance work shall be performed in a good and workmanlike manner to the satisfaction of the TownTOWN.

WRI may contract for all on-going maintenance. In the event that the Town TOWN elects to make any major structural improvements to the 4H WRI Barn Facilities that result in any portion of the 4H WRI Barn Facilities unusable during the construction, WRI and the Town TOWN shall cooperate to identify alternative space at Westwind Community Barn for the WRI activities authorized herein.

7. Costs. WRI shall pay the Town TOWN the sum of $1 per year for rental of 4H WRI Barn Facilities and for limited non-exclusive use of Byrne Preserve. In addition, WRI shall be solely responsible for all maintenance costs of the 4H WRI Barn Facilities. Also, WRI shall sign a standard boarding the Horse Services agreement and also be solely responsible for payment of all equine service costs of the 4H WRI Barn Facilities provided by the Concessionaire or the Town TOWN if there is no Concessionaire as specified in Exhibit C. The fee for equine services as of July 1, 2013, is $1,929.00 per month but shall be modified each July 1st based on the change in the Consumer Price Index for the San Franciscio Bay Area for the prior twelve months. The fee for equine services shall be raised by no more than the Consumer Price Index rate each year for the prior twelve months.

8. Compliance with Laws. WRI shall fully comply with all applicable local, state, and federal rules, laws, regulations and ordinances and use its best efforts to ensure that all participants in its activities will comply with the same.

9. Statements and Rosters. WRI agrees to provide the following to the TOWN upon request:
a. Annual financial statements
b. 4H WRI class participant rosters for each riding session c. Annual roster of WRI board of directors
d. 4H WRI emergency notification and liability release forms

Exhibit F
Exhibit F
3 e. Written emergency procedures

10. WRI Obligations. WRI shall allow only the following persons to handle horses and/or retrieve horses from Byrne Preserve: (1) suitably qualified and experienced horse handlers; or (2) persons who are supervised at all times by a suitably qualified and experienced horse handler who is an employee or agent of WRI.

11. Hold Harmless. WRI agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of any nature, including personal injury and death, which may arise out of or occur by reason of any act or omission of its part, or the part of its employees, contractors, agents or representatives arising in any way out of its performance of this Agreement, except to the extent that such liability is caused by the gross negligence or willful misconduct of the TOWN.

WRI also agrees to require any contract in excess of $5,000 with its maintenance contractors or subcontractors to contain a provision requiring that the maintenance contractor or subcontractor indemnify, defend and hold harmless WRI and the TOWN and its officers, agents and employees from any and all demands, claims or liability of any nature which may arise out of or occur by reason of any act or omission on the maintenance contractor or subcontractor’s part, or the part of any of its employees, contractors, subcontractors, agents or representatives in furtherance of or related to the contract with WRI.

12. Insurance. Upon execution of this Agreement, and at all times during this Agreement, for its sponsored community riding programs and special events, WRI shall maintain insurance in the amount of at least one million dollars ($1,000,000) combined single limit for bodily injury and property damage and shall provide the TOWN evidence annually that such a policy is in force. TOWN shall be named as an additional insured in such policy.

WRI’s maintenance contractors and subcontractors, for projects exceeding $5,000, shall have in full force and effect, at their sole expense, for the joint benefit of the contractors, WRI and the TOWN, liability insurance in which WRI and TOWN are named as additional insured. The insurance thereunder shall be in the amount of at least one million dollars ($1,000,000) combined limit for bodily injury and property damage, shall be carried by insurers authorized to transact business in California, and shall be primary as to TOWN and WRI and non-contributory with any insurance which may be carried by TOWN or WRI. The insurance policy shall have a thirty (30) day notification to TOWN and WRI before any change in the policy or cancellation. WRI shall keep a current certificate of insurance from its contractors and subcontractors on file with the TOWN at all times.

13. Non-Discrimination. No discrimination shall be made in the employment of persons under this Agreement because of race, color, national origin, age, ancestry, sexual orientation, religion or gender.

Exhibit F
Exhibit F
4 14. Independent Contractor. At all times during the term of this Agreement, WRI acknowledges and the parties hereby agree that WRI shall be an independent contractor and that neither it, nor its agents, employees, or volunteers are agents or employees of the Town TOWN for any purpose whatsoever. Town TOWN shall have the right to control WRI only to the extent expressly provided in this Agreement. Except as expressly set forth in this Agreement, Town TOWN shall not have the right to control the means by which WRI accomplishes services rendered pursuant to this Agreement.

Notwithstanding any other TownTOWN, state, or federal policy, rule, regulation, law, or ordinance to the contrary, WRI and its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by TownTOWN, including but not limited to pension plans, unemployment insurance, Worker’s Compensation insurance and group insurance plans. (a) All personnel necessary to accomplish the purposes as set forth herein shall be at the cost and expense of WRI and those personnel shall be directly responsible and accountable to WRI and not to the TownTOWN. (b) Employees of WRI are not employees or agents of the TownTOWN. The Town TOWN shall have no involvement in decisions regarding the hiring, training, discipline, compensation, termination, or supervision of WRI’s employees. WRI shall comply with all applicable laws related to the employment of their employees. The parties agree that it shall be a material default of this Agreement if WRI does not comply with any applicable laws related to employment of its employees.

15. Assignment. This Agreement shall not be assigned or transferred without the prior written consent of the TOWN, which consent may be withheld in the TOWN’s sole discretion. No changes or amendments to the Agreement of any kind are authorized without the consent of the TOWN’s City Manager and WRI’s Board of Directors.

16. Sublet. WRI shall not have the authority to sublet any portion of the Premises. Sponsorship arrangement of WRI horses for members and donors are allowed but WRI shall not rent or lease the horses to the general public.

17. Amendment. This Agreement shall not be amended or modified except by a writing executed by the Parties hereto.

17. Default. In the event that WRI defaults in the performance of its obligations under this Agreement, TOWN shall provide WRI with written notice of the default. If WRI fails to cure the default no later than thirty (30) days after receipt of said written notice, TOWN may terminate this Agreement and/or exercise any remedy available to it by law and/or under this Agreement.

Exhibit F
Exhibit F
5 18. California Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action pertaining to this Agreement shall be Santa Clara County, California.

19. Entire Agreement. This Agreement and any exhibits attached hereto and incorporated herein by reference contain the entire agreement between the Parties hereto with respect to the subject matter of this Agreement except as set forth herein. It is expressly understood by each of the Parties that this Agreement may not be altered, amended, modified or otherwise changed in any respect whatsoever, except by a writing executed by all Parties hereto.

20. Severability. If any term, condition or provision of this Agreement is declared illegal or invalid for any reason by a court of competent jurisdiction, the remaining terms, conditions and provisions shall nevertheless remain in full force or effect.

21. Notices. Any material changes to this contract or the relationship between TOWN and WRI must be noticed or communicated in writing and sent to the Parties at their respective addresses specified below or to such other address as the Parties may designate by written notice delivered to the other Party in accordance with this Section.

All such notices shall be sent by:
a. Personal delivery, in which case notice is effective upon delivery; b. Certified or registered mail, return receipt requested, in which case notice shall be deemed delivered upon receipt if delivery is confirmed by a return receipt or upon attempted delivery if delivery is refused; If to City: Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022
Attention: City Manager
If to WRI: Westwind Riding Institute
27210 Altamont Road
Los Altos Hills, CA 94022
Attention: President
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the day and year first above written.

WRI: TOWN:

By:_: ___________________________By: ___________________________ Nancy Couperus, President Peter PirnejadCarl Cahill, City Manager

Exhibit F
Exhibit F
6 ATTEST: APPROVED AS TO FORM
___________________________ _________________________
Deborah Padovan, City Clerk
Steven T. Mattas, City
Attorney
5314859.1
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stops: 3", Left + 3.5", Left + 6", Left

Exhibit G
Barn Manager Duties
At a community barn like Westwind, a working manager performs a multitude of functions necessary for the safe and smooth running of the barn. Of all of these tasks, “administration” is just one responsibility that is ancillary to the primary mission but not part of the mission.

A working manager:
* Provides an active presence whenever activities are going on – enforcing Barn rules, advising horsemen who do foolish and unsafe things
* Checks the quality of hay when it is delivered
* Inspects the paddock fencing to make sure it’s safe
* Inspects arena fencing and repairs as necessary
* Ensures that all the horses in paddocks have access to water * Checks that all water troughs are clean and auto‐fill mechanisms operational

* Periodically checks arena sprinklers to see if they need adjustment * Maintains arenas and round pen – trains stable hands on proper maintenance and grooming * Takes proactive measures to keep flies under control – ensures that manure is regularly cleaned from the paddocks and the feeding pasture and emptied from the wheelbarrow/muck buckets in the arenas, round pen and side yard (at a minimum 2 times a week) * Routinely checks the gates to ensure operational safety and that they’re not out of adjustment
* Routinely monitors Byrne Preserve fencing and ensures corrective measures taken before the fences are so weakened as to provide an escape for the pastured horses * Routinely inspects that stalls are properly bedded and horses are fed correctly

Exhibit G
* Monitors the well being of all of the horses – including those in the paddocks and in the feeding pasture
* Ensures that all horses are current with immunizations * Assures that required inspections of fire extinguishers and sprinkler system are conducted, as well as annual fire inspections with the county fire department * Assures cleanliness of bathroom and kitchen (stocks bathroom with paper towels, toilet paper, and soap; maintains first aid kits and emergency flashlights) * Inspects and takes action for rodent control in the barn and on the property

* Establishes self as authority figure at the barn while maintaining courteous, friendly, and professional relationships with all groups at the barn
*Works with the trainers and their needs
* Represents the barn to the outside world in the context of Public Relations and recruitment of new boarders

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Exhibit H
The Town's overall vIs1on of operating goals and principles for Westwind Community Barn is as follows:

A. Create a safe and welcoming environment for all equestrians and Facility users.

B. Build and maintain a healthy and vibrant Facility whose barn, pastures and paddocks are full of horses and Facility users.

C. Foster community support and collaboration through the creation of an ad�hoc concession advisory group of key stakeholders and at least one neighbor (members are chosen by the concessionaire).

D. Practice good schedule management that m1rnm1zes and manages facility interference by and.among the various user groups.

E. Support public events that the Town may choose to convene at the facility.

F. Provide or obtain over time an adequately balanced supply of equestrian stock for user use, rental or lease at competitive rates and terms.

G. Provide equestrian and rider training programs.

H. Promote and support equestrian riding programs such as 4H, Pony Club and YRRP and such others that will encourage a broad range of facility and community usage.
..

Exhibit I
Arena Maintenance Plan
Annually: Arena will need to be dragged and laser leveled once a year Olympic Footing quoted: Lower arena cost $1,600; Upper arena cost. $1,000 Every Other Year: Footing flipped every other year
Olympic Footing quoted 1/2020: $3550
This is done to help with the longevity of your footing additives. The laser provides balance & consistency for the horse and rider.

Projected:
2023: laser leveled and flipped
2024: laser leveled
2025: laser leveled and flipped
Historical:
3/2014: Lower arena base footing sand installed
10/2015: The upper arena was installed (Footing and sand replaced and base repaired) 8/2017: Round pen Otto Matts installed
6/2018: Well Ran Dry; Part of the need at this time in the lower arena was due to the well running dry and the arena was not effectively watered for approximately two months. This caused the footing to move around more than normal.
8/2018: Footing was flipped and laser leveled in both arenas 5/25/22: Upper Arena Laser Leveled and added sand

Attachment 5
Sarah Robustelli
From:

Sent:

To:

Cc:

Subject:
.
. Attachments:

Torie Dye
Tuesday, February 21, 2023 4:55 PM
Sarah Robustelli
Alice; Peter Pirnejad; Sarina Revillar
Re: VDE Agreement
PV Stables Concession Agreement.pdf; AgmtChaparralCountyCorpBCRStables_R-22-99.pdf To whom it may concern:

Los Altos Hills is truly a gem of the San Francisco region, and the Town's ongoing focus on quality of life and community character as one of its goals means that our community remains strong and vibrant.

As manager of Westwind Community Barn for the last nine years, I am proud to report the following accomplishments which have improved the quality of life and community character of our town as well as the financial contribution of the barn towards town finances:
• Created and implemented a riding program that is highly-rated and in great demand • Created and implemented spring, summer and winter camp programs that routinely sell out and bring many more riders to the barn
• Provide a 10% discount on all camps and lessons for Town Residents • Fostered an atmosphere of cooperation and positive energy at the barn • Hosted town events, including the Hoedown, Barn Lighting, Hoppin' Hounds, Pathways Run and Earth Day
• Managed facility repair and improvement projects
• Managed the leasing of stalls and working with the boarders regarding their needs • Hired and managed competent staff to provide daily care of the horses and facility maintenance
• Worked with town staff to handle emergencies
• Started a IEA show team
• Provided support for The Westwind Riding Institute Program including arranging for exclusive use of the arena for the program and more recently joining their board of directors As the programs at Westwind Community Barn have grown more robust over the years, I have_ taken on more responsibilities and more challenging work. I am now requesting an adjustment of my contract to manage Westwind Community Barn to reflect the more robust nature of the role as well as the following considerations:
• Since I began managing the barn in 2014, the previous losses suffered by the town in supporting the barn have turned into a significant contribution to the town's finances. Even more important, the facility is now a well-run, positive part of the Los Altos Hills cbmmunity that contributes to the quality of life and community character. • As you will see in the attached documents, the financial contribution the Town currently requires is significantly more than is paid by managers of comparable facilities in other areas. • As the Westwind Community Barn program has grown, the work required to manage the barn at the level important to myself and the Town has grown as well. Accordingly, the scope of the role has outgrown the currently offered compensation package. 1

In order to continue providing the quality of services and performance to the Town of Los Altos Hills, I request that the Concessionaire's percentage of services be adjusted as follows, with all other parts of the existing agreement remaining unchanged.

Total Revenue Commission Rate Town Revenue
Camps -$120,000 20% -$24,000 ..

Lessons First 300K of revenue 20% $60,000 .·
'
$300k - $500k 18% . $36,000 . · ·.

TOTAL TOWN REVENUE: $120,000
Attached are two contracts with similar facilities. As you will see in these contracts, in each case the concessionaire is paying only 5 - 10% of services to the facilities' owners, far below the 20% I am proposing here.

At Bear Creek Ranch, located in Los Gatos,· Chaparral Ranch signed a new contract in August of 2022 with Midpeninsula Regional Open Space District. Chaparral Ranch pays 5% of gross revenue and lesson programs to Mid Pen as a lease payment. An additional 5% is put in a fund that goes back into the barn. Palos Verdes Stables pays 5% of total gross revenue as well. (See attachments for details.)
In addition to the adjusted commission rate above, I am requesting a continuation of the management fee currently paid by the Town for the management of the barn. Having a full-time barn manager means that Westwind Community Barn, one of the most beloved and treasured of Los Altos Hills' assets, is under experienced professional management at all times. The management fee helps to support programs such as the Hoedown, Barn Lighting, Pathways Run, and many other community events, and also supports the continuation of the boarding program which runs at a loss but is a beloved program offered to the community with many benefits beyond just for horse owners.

I am additionally requesting a continuation of the current division of responsibility for the water bill.

Both VOE and the Town have a critical stake in ensuring that Westwind Community Barn is wellcared for, a large part of which is providing plentiful water for the barn and its surroundings.

I love Westwind Community Barn. I have devoted myself to this community for the past nine years, and it has been a joy to shape Westwind's evolution into the strong, vibrant pillar of our community that it is today. I hope that with the adjustment of the contract to match the current needs and expectations required of the Concessionaire, I'll be a part of the Westwind community for years to come.

Thank you for your consideration.

Torie Dye
Principal, Victoria Dye Equestrian
2

R-22-99
Midpeninsula Regional
Open Space District
Meeting 22-21
August 24, 2022

AGENDA ITEM
AGENDA ITEM 6
Approval of a Multi-Year Agreement with Chaparral Country Corporation as the Recommended Concessionaire for Bear Creek Stables located in Bear Creek Redwoods Open Space Preserve · GENERAL MANAGER'S RECOMMENDATION~ ...

Authorize the General Manager to enter into a Concessionaire Agreement for Bear Creek Stables with Chaparral Country Corporation for a preliminary 2-year term with options to extend for two additional 5-year terms and a fee structure of: (1) 5% of gross receipts lease payment and (2) 5% of gross receipts payment held in a maintenance and improvement fund.

SUMMARY
In June, the Midpeninsula Regional Open Space District (District) completed the process for identifying a top recommended concessionaire for the Bear Creek Stables site located at Bear Creek Redwoods Open Space Preserve. Based upon the operational requirements and concessionaire selection criteria approved by the District Board of Directors (Board) at the July 14, 2021, meeting (R-21-98), a committee was formed comprised of sister agencies and District staff to review and rank proposals. Four candidates responded to a Request for Proposals (RFP) solicitation, submitting the required information for phase one of the process. Each proposer was then invited to continue to a second phase. Of the four candidates that submitted phase two documentation, three were selected to move forward to participate in a panel interview and to host an in-person, onsite inspection and review one of their current stables operations. After a thorough review of all the material and a ranking of the information using the Board-approved concessionaire selection criteria, the selection committee unanimously identified Chaparral Country Corporation (Chaparral) as the recommended Bear Creek Stables concessionaire. The General Manager recommends awarding Chaparral the Bear Creek Stables Concessionaire Agreement for an initial 2-year term with options to extend for two additional 5-years terms with a fee structure of the following: (1) a monthly lease payment equal to 5% of gross receipts and (2) a separate payment equal to 5% of gross receipts that is directed to and held in a maintenance and improvement fund.

BACKGROUND
In 1999, the District acquired a 260-acre property as an addition to Bear Creek Redwoods Open Space Preserve (BCR Preserve) in unincorporated Santa Clara County. This acquisition included Bear Creek Stables (Stables). Equestrian use was first established at the site by Dr. Harry L.

Tevis in 1916 as part of an extensive estate. The Stables has been in continuous operation since at least the 1940s as a boarding and training facility for 72 horses. The Stables legally operates in Santa Clara County under a legal non-conforming use designation since 1975. Under this Rev, 3/15/21

R-22-99 Page2
designation, the Stables is allowed to board up to 72 horses, however expansion or intensification of the use is not allowed.

In 2017, the Board approved the Bear Creek Redwoods Preserve Plan (Preserve Plan) (R-17-15).

The Preserve Plan designates the Stables for continued equestrian use and identifies numerous actions for the Stables, including infrastructure repairs and hillside erosion control and revegetation. Design plans for the repairs have been completed and a use permit submitted to the County. Discussions on the Use Permit conditions are ongoing. Once a Use Permit is secured, the District will proceed with obtaining a building and grading permit before releasing a Request for Bids to award a construction contract.

DISCUSSION
The District has recently completed a competitive concessionaire RFP process to pursue a multiyear agreement with a selected concessionaire for operation of the Bear Creek Stables. An evaluation committee comprised of sister agencies and District staff unanimously identified Chaparral as the highest ranked candidate with the experience and background to implement the Board-approved operational goals for the Stables. Chaparral's submittals and interviews demonstrate that they have the expertise, experience, resources, and shared purpose to effectively manage and operate the Stables and lead the public programs that are allowed at the site.

Entering into a multi-year agreement with Chaparral will maintain the horse stables operation, continue the horse boarding and public programming, and improve communications between the operator, the District, boarders, and public.

Concessionaire Selection Criteria
After receiving Board direction on the selection criteria (R-21-98), staff developed a rating scale with relative weights assigned to each criterion. The selection criteria represent the key requirements, qualifications, and other considerations that are necessary of a concessionaire.

This evaluation process established a fair and balanced approach for scoring purposes and ensured that key elements for effective selection were included in the submittals . . Each phase included the following submittals/steps:

Phase One
• Cover Letter or Executive Summary (one page)
• Approach to Work(two pages)
• Project Team and Composition (one page)
• Resumes (two pages maximum per team member; up to three team members) Phase Two
• Written Proposal
Description of experience managing a horse stables facility, providing equestrian training, providing for the health and safety of horses, and providing facility maintenance. A proposed financial plan, including an estimate of revenues, operational costs, and payments to the District.
• Panel Interview
Each selected candidate participated in a panel interview to gather additional information on their experience, to determine their suitability as a concessionaire, and to clearly communicate the operational needs of the Bear Creek Stables site.

R-22-99 Page 3
• Site Interview
Each candidate participated in an in-person, onsite inspection of one of their current stables operations to observe and learn more first-hand how they run a similar operation.

Evaluation Committee
The evaluation committee included District staff and external partners with broad experience managing concessionaire agreements and/or implementing capital repairs that support concessionaire operations to provide an impartial review of the proposals. The committee was comprised of six members of which three were from the District and three from outside agencies.

The District team consisted of a Senior Property Manager Specialist (Land and Facilities), Senior Capital Project Manager (Engineering and Construction), and Senior Planner (Planning). These staff have been actively managing the former stables operators and/or imple~nenting the Stables Repair Plan. The three external members were from the East Bay Regional Park District, Santa Clara Valley Open Space Authority, and Santa Clara County Parks Department, all of whom have experience in managing equestrian facility concessionaires who provide equestrian boarding and/or equestrian training services.

Selection Process
The RFP was issued on February 7, 2022, via Periscope. A legal ad was placed on February 11 and February 18 in the San Jose Mercury News and San Mateo County Times. Invitations to . submit proposals were sent to Bear Creek Stables Interested Parties list, Friends of Bear Creek Stables, and over 350 individual members of the Bay Area Equestrian Network covering members from the South Bay, North Bay, East Bay and Peninsula areas.

Potential candidates were invited to attend a mandatory onsite visit where the District reviewed the phase one RFP evaluation requirements. The site visit was held on March 1 at Bear Creek Stables and 24 individuals, broken into two smaller groups, attended. Phase one proposals were due March 23, 2022, and the District received the following four proposals.

Phase One Candidates Location
Chaparral Country Corporation Woodside, CA
Pam Ashford Los Gatos, CA
Bear Creek Community Stables Los Gatos, CA
Frank Bakonyi San Jose, CA
Phase one was designed to reduce barriers to entry and provide a more inclusive opportunity for potential proposers to submit a more streamlined initial information request. Phase one proposals were reviewed by the evaluation committee as Pass/Fail. The criteria for passing phase one inoluded: provide a cover letter or executive summary, submit an outline of the candidate's approach to managing the stables, describe how the candidate will provide stables management and how they anticipate providing equestrian training and camps, describe the proposed public programing to reach youth and adults not typically exposed to equestrian programs, describe the proposer team and their role operating the stables, and submit resumes for candidate(s) and other key staff members. All phase one proposals met the requirements and were invited to submit information for phase two.

R-22-99 Page4
Phase two was comprised of three steps and provided a more comprehensive review of each candidate. Each candidate provided a written proposal that was evaluated based on the following Board-approved selection criteria:
• Implementation Approach - a clear stables management structure and operational approach
• Implementation Expertise - experience running and improving a stables • Quality of Proposal - demonstrating an understanding of the project and consistency with the operational requirements
• Revenue/Fee Structure - revenue projections meet operational needs, proposed fee structure is fair and reasonable, submittal of financial records • Quality of Public Service - for public programs: demonstrating capability to provide quality services through management history and referrals; experience working with diverse and underserved communities
• Financial Capability to Provide Service and Make Payments to the District - demonstrating financial resources to cover startup costs and sustain losses while continuing to provide services and make payments
Based upon the scoring criteria outlined in the RFP, one proposal was eliminated. The remaining three candidates listed below were invited to proceed forward and participate in the panel interview and site interview steps of phase two.

Phase Two Candidates Location
Chaparral Country Corporation Woodside, CA
Pam Ashford Los Gatos, CA
Bear Creek Community Stables Los Gatos, CA
Candidate interviews were held on May 20, 2022. Each candidate was asked 10 questions with responses scored based upon a total value of 100 points. The final evaluation step was an onsite visit to the candidate's current operation site. This element was valued at 20% of the total interview process. The committee reviewed conditions of the operation, including storage of grain, feed and hay, organization and operation of camps and lessons, daily stable routine of staff, defensible space fire clearance, and the working relationship between the operator and staff, trainers, boarders, and the public. The committee weighed the three steps of the phase two process (written proposal, panel interview and site interview) to identify the best recommended candidate to enter into a concessionaire agreement.

Phase Two Candidates Ranking Location
Listed in order of rankin~

1. Chaparral Country Corporation Woodside, CA

2. Pam Ashford Los Gatos, CA

3. Bear Creek Community Stables Los Gatos, CA
Recommended Candidate
Chaparral was founded in 2009 by Shawn Mott and Susan Pennell. Chaparral is a commercial equestrian operation focusing on delivering equestrian programing and facility management that prides itself on customer service, safety and education while bringing together the relationship between horses and humans. Chaparral provides lessons, adult and youth camps, boarding, trail

R-22-99 Page5
rides, beach rides, scout and after school programs, and other educational programs. Their mission statement states:
"To serve the public with horse experiences through recreation and outdoor activities. To help preserve and support open space and county parks for future generations. To bring together the relationship between horses and humans through positive, educational, fun and safe interaction. "
Shawn and his team currently operate stables and equestrian operations in several cities, including Milpitas, Woodside, and San Francisco. Currently, Chaparral partners with the County of Santa Clara Parks at Ed Levin Park to offer trail rides and camps. They have partnered with the County of San Mateo Parks to operate Wunderlich Stables, offering boarding and equestrian programming since 2015. Chaparral has partnered with the City of San Francisco at Golden Gate Park since 2019 to offer trail rides. Additionally, Chaparral operates the .trail riding program at Camp Mather in Yosemite.

Chaparral's business plan focuses on providing 24-hour onsite management. Their business model outlines an operation that includes two stall cleaners to support feeding, cleaning, and maintenance of the facility(ies) and instructors to facilitate programs and camps. Chaparral can leverage staff and equipment from their other current operations to support short-term needs at a different site. Equipment can be shared between facilities and therefore reduce long term storage impacts when space is a premium. Programs and camps are organized with a limit of two staff per 10 children and operate between the hours of 9 a.m. to 5 p.m. and 9 a.m. to 2 p.m. during school break periods. Registration for all activities and programs is accessed through an online platform that lets clients view the dates and times available and book accordingly. Chaparral's public outreach is supported through electronic communication to patrons, previous students and interested parties.

Chaparral has a proven track record of working with government agencies to achieve common goals. They have partnered and managed improvement projects with volunteer groups, including barn construction and restoration/repair work at stables. Chaparral has donated services to local fundraising events in support of projects that benefit the equestrian community. Their customer service driven model, management style, and high level of organization of programs, equipment, staffing and leadership,· separated them from the other candidates.

Concessionaire Agreement
The Board previously approved the lease term and fee structure on July 14, 2021 (R-21-98, · minutes). The proposed term is a two-year agreement with two five-year agreement extensions.

This will give reasonable amount of time for District staff to evaluate operator performance with the initial two-year term before entering into longer five-year terms while also providing the operator more stability than the current month to month lease.

The proposed fee structure is as follows: 5% of gross receipts paid to the District with an additional 5% of gross receipts to be placed to a maintenance fund for the operator to use under the guidance and approval of the District. This structure is comparable to other public agency arrangements and supplements District funding for maintenance, repairs, and improvements proposed for the Stables.

R-22-99 Page6
Daily maintenance and upkeep of the Stables would remain the concessionaire's responsibility, a dedicated maintenance fund will ensure funding is available to repair and maintain the site and buildings. The maintenance funding would be used for repair and maintenance activities only; it may not be used to fund the caretaker's salary or for general upkeep such as cleaning and feeding. 10% of the maintenance fund would be set aside for capital repairs and improvements.

Large capital improvements would be funded by the District with Board approval.

FISCAL IMP ACT
At the initiation of the agreement with Chaparral, along with the transition from the current interim stable operator, the District will need to purchase and install some operational assets to allow for the continued operation of the Stables. District staff recommends purchasing horse water basins and auto watering units, pipe panels for the arena and paddocks, metal gates, posts and fencing systems, including hot-wires, horse shelters and an emergency 250-gallon water storage tanks located in the paddock areas. The total value of the operational assets is estimated at $54,866. There are sufficient funds in the adopted FY23 Budget to cover these costs.

Chaparral estimates $406,000 in total sales for the first year. They forecast $42,000 in lessons, $180,000 from boarding, $160,000 generated from camps, and $24,000 in hosting school, scout,. and other events. Feed costs are estimated at $130,000 while fuel is estimated at $2,400, and Vet/Farrier fees estimated at $3,600. Additional costs include maintenance repairs, supplies, labor, and marketing totaling $39,000. Operational expenses and overhead bring the estimated business net operating income to approximately $231,000 for the year. These projections place the estimated payment to the District at $40,600 for the first year, which includes $20,300 to be reinvested into Stables improvements and maintenance.

BOARD AND COMMITTEE REVIEW
Bear Creek Redwood Preserve Stable, lease information was presented to the Board during the following meetings. ·
• December 1999: The Board approved a month-to-month Stables lease with Glenda and Paul Smith (R-99-152, minutes)
• October 2015: Board approved and assigned a month-to-month interim Stables lease to Pamela Ashford. (R-15-146, minutes)
• January 2017: The Board approved the Bear Creek Preserve Plan, which established the Stables Management Guidelines. (R-17-15, minutes)
• June 2021: The Board affirmed the Use Permit permitting approach for the Bear Creek Stables Project. (R-21-74, minutes)
• July 2021: The Board reviewed and approved the Bear Creek Redwood Stable Operational Requirements, Concessionaire Selection Criteria, and Agreement Terms. (R21-98, minutes)

R-22-99

PUBLIC NOTICE
Public notice was provided as required by the Brown Act. In addition, Bear Creek Stables interested parties were notified of this public meeting.

CEQA COMPLIANCE
Page7
Award of a concessionaire agreement is not a project sµbject to the California Environmental Quality Act. For continued operation of the Stables, Pursuant to Section 15168 of the CEQA Guidelines, the Midpeninsula Regional Open Space District has made a Determination of Consistency, as the operation of the Stables as contemplated herein is within the scope of the approved Bear Creek Redwoods Open Space Preserve Plan, and the Final EIR for the Bear Creek Redwoods Open Space Preserve Plan, for which findings were adopted by Board Resolution No. 17-02, that adequately describe the activity for the purposes of CEQA.

NEXT STEPS
If the terms and new concessionaire agreement with Chaparral are approved by the Board, they will be offered a two-year agreement with the option to renew for two additional five-year periods. Staff would work with the current operator and new concessionaire to develop a transition plan. Staff would negotiate for purchase of assets owned by the current operator that the District is interested in purchasing and retaining as part of the continuing operation, and otherwise seek to purchase the supplies from an outside supplier.

ATTACHMENTS

1. Resolution authorizing the General Manager to enter into a Concessionaire Agreement for Bear Creek Stables with Chaparral Country Corporation for a preliminary 2-year term and to extend the Agreement for two additional 5-year terms Responsible Department Head:

Brandon Stewart, Land and Facilities Manager
Prepared by/ Staff Contact:

Omar Smith, Senior Property Management Specialist, Land and Facilities

Attachment 1
RESOLUTION 22-
RESOLUTION OF THE BOARD OF . DIRECTORS OF THE

MIDPENINSULA REGIONAL OPEN SPACE DISTRICT AUTHORIZING

THE GENERAL MANAGER TO ENTER INTO A CONCESSIONAIRE

AGREEMENT WITH CHAPARRAL COUNTRY CORPORATION (BEAR

CREEK STABLES, BEAR CREEK REDWOODS OPEN SPACE

PRESERVE)
WHEREAS, the Midpeninsula Regional Open Space District (District) desires to engage the services of a concessionaire to operate Bear Creek Stables which is located within Bear Creek Redwoods Open Space Preserve; and
WHEREAS, Chaparral Country Corporation ("Chaparral") was selected as the top ranked proposer to maintain the horse stabling operation and continue horse boarding and public programming on the premises; and
WHEREAS, the Board of Directors (Board) wishes to authorize the General Manager to engage Chaparral for an initial two-year term, with an option to extend the term for two additional five-year terms in the District's sole discretion.

NOW, THEREFORE, the Board of Directors ofMidpeninsula Regional Open Space District does hereby resolve as follows:

1. The General Manager is authorized to enter into a concessionaire agreement with Chaparral Country Corporation.

2. The General Manager is authorized to execute two five-year term extensions on behalf of the District provided that the concessionaire's performance is satisfactory to the District as further set forth in the concessionaire agreement. The General Manager, with the concurrence of the General Counsel, is authorized to make minor changes to the concessionaire agreement that do not materially amend the terms and conditions thereof. * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional Open Space District on , 2022, at a regular meeting thereof, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST: APPROVED:

Karen Holman, Secretary Zoe Kersteen-Tucker, President
Resolutions/2022/22-_BCR Stables concessionaire 1

Board of Directors Board of Directors
APPROVED AS TO FORM:

Hilary Stevenson, General Counsel
I, the District Clerk of the Mid peninsula Regional Open Space District, hereby certify that the above is a true and correct copy of a resolution duly adopted by the Board of Directors of the Mid peninsula Regional Open Space District by the above vote at a meeting thereof duly held and called on the above day.

Jennifer Woodworth, District Clerk
Resolutions/2022/22~_BCR Stables concessionaire 2

CONCESSION AGREEMENT

FOR OPERATION OF THE PALOS VERDES STABLE
THIS CONCESSION AGREEMENT (the "Agreement") is made and entered into this 11th day of December, 2018 by and between the CITY OF PALOS VERDES ESTATES, a California municipal corporation, (the "City") and 'Fk!os Verde.S' Riding Cite~ ("Concessionaire"). (City and Concessionaire are each a "Party" and are Lt.c. collectively the "Parties").

RECITALS
A. The City owns certain property in Palos Verdes Estates (the "Property" or the "Palos Verdes Stable") upon which facilities and equipment for the keeping and training of horses and their riders are located (the "Stable Facilities"). The location of the Palos Verdes Stables is shown on Exhibit A, attached hereto;

8. The Palos Verdes Stable Is intended for the private boarding of horses, the instruction and training of riders and their horses, and promoting the community aspects of the Property, including public recreation and special events;
C. Concessionaire desires to cost effectively maintain and safely operate the Palos Verdes Stable and the Stable Facilities, manage the Stable and Stable Facilities consistent with its intended purpose, provide enhanced services and programming, and restore the Stables Facilities to an elite boarding facility for all Palos Verdes Stable users pursuant to a concession agreement:

D. The parties therefore desire to enter into this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants, promises and agreements contained in this Agreement, and valuable consideration the receipt of 1

which is acknowledged, the Parties hereby covenant, promise, and agree as follows:

1. Grant of Concession.

A. As of March 1 , 2019 (the "Effective Date"), City grants to Concessionaire an exclusive concession at the Palos Verdes Stable for the limited purpose of maintaining and operating the Stable Facilities in conformance with all of the requirements of the Agreement. Concessionaire shall promote, increase and develop the Palos Verdes Stable and Stable Facilities.

2. Operation of Stable Facilities.

A. Concessionaire shall manage the Palos Verdes Stable in a responsible and safe manner consistent with the terms of this Agreement and any applicable equine best management practices.

B. Conce$sionalre shall at all times during the term of this Agreement provide sufficient material, supplies, equipment; and labor to enable it to offer the following programs and services (the "Stable Services") on the Property, all in accordance with the fees established by Section 10 of this Agreement:
(1) Accommodation for not less than fifty-two (52) horses nor more than eighty-seven (87) horses, to be available each day of the year, twenty-four (24) hours per day; provided, however, that in no event shall Concessionaire provide boarding for the horse of any person unless that person has a direct agreement with Concessionaire for such services for such horse;
(2) Group and private lessons in both English and Western styles of riding to accommodate all rider skill levels from beginner to advanced; and (3) Summer camp to be operated each year during the period between June and the end of August.

C. Concessionaire shall be entitled to use up to five (5) boarding stalls for personal use at no charge. Concessionaire shall also be entitled to use up to fifteen (15) boarding stalls for the boarding of horses used in connection with the 2

Stables Services subject to the payment of the concession fee.

D. Following execution of this Agreement by all Parties, the City agrees to pay a total of $125,000 to Concessionaire to be used by Concessionaire solely toward the implementation and enhancement of the Stables Services (the "Operations Payment"). The City shall pay the Operations Payment in five monthly increments of $25,000. Concessionaire shall provide a full accounting on the use of Operations Payment within one year of the execution of this Agreement and every year thereafter as part of the annual budget.

E. In order to facflitate the implementation and enhancement of the Stables Services, the City also agrees to waive payment of the concession fee required by Section 13.A, below, during the first eight years of the Agreement (the "Operations Waiver"). The Operations Waiver shall be used by Concessionaire solely for the implementation and enhancement of the Stables Services. Concessionaire shall provide a full accounting on the use of the Operations Waiver within one year of the execution of this Agreement and every year thereafter as part of the annual budget.

F. Concessionaire may, in addition, operate such other programs and services related to the keeping of horses or the training of horses or their riders as it may, in its sole discretion, determine to operate; provided that such other programs and services are compatible with the programs and services required by Subsection A and B of this Section.

G. Concessionaire shall provide a representative at the Property at all times necessary to effectuate the programs and services set forth in this Section.

Concessionaire may provide horse blanketing, grooming, exercise services; trail programs, summer camp programs, riding lessons, and any other equestrian services.

H. Concessionaire shall have a written agreement with each trainer who utilizes the Property which agreement shall specify the terms and conditions of that trainer's use of the Property and/or the Stable Facilities. Such agreement shall include a description of how the trainer is to be compensated and what programs and services the trainer is required or permitted to provide. Any fees which may be charged by a trainerfor any program or service at the Property shall be specified in the written agreement. Concessionaire shall provide City with a copy of a trainer's signed Version 2- 12/04/2018
3

agreement prior to permitting that trainer to provide any program or service at the Property, and shall further provide City with a copy of any amendment to any such signed agreement within two (2) weel<s after the execution of such amendment. ( 1) Such agreement shall provide a clause whereby the trainer and Concessionaire shall release the City from all liability and hold harmless and defend the City, its agents, Commissioners, Committee Members, staff and Council Members for any and all losses associated with boarding, lessons, riding or any other activity on the Property while under control of Concessionaire. (2) Concessionaire will also require each person boarding a horse at the Property to have Personal Horse Owners Liability insurance in an amount not less than $500,000. Concessionaire shall require all such policies to name the City and the Concessionaire as additional insureds.

3. Ongoing Maintenance.

A. Concessionaire shall be responsible for all repairs and upkeep on any and all equipment located within the Palos Verdes Stable as well as the interior and exterior of the Palos Verdes Stable. Concessionaire accepts the Palos Verdes Stable in its current condition as of the Effective Date of this Agreement and shall maintain the Premises in the same or better condition during the term of this Agreement. Accordingly, Concessionaire shall, at its sole expense be responsible for improvements, maintenance, repairs and daily cleaning of the Stable Facilities. Any damage to the Palos Verdes Stable resulting or arising from the negligent operation by Concessionaire shall be repaired by the City at Concessionaire's expense.

B. Concessionaire shall be solely responsible for the security of, and any costs associated with the repair or replacement of all equipment, supplies and materials located at and stored in the Palos Verdes Stable.

C. Concessionaire shall provide City with a detailed description of all signage it proposes to utilize at any location to advertise the programs or services it is providing on the Property. Such signage shall not be installed without the prior written permission of the City.
4

D. If the Stable Facilities or any part thereof are damaged by fire, earthqual<e, land movement, erosion, or any other Act of God, Concessionaire shall not be responsible to repair or replace the Stable Facilities; To the extent there is fire or other casualty loss that is insured, per Section 18.G., the City hereby agrees as follows:
( 1) The City may, at its sole discretion, rebuild or repair' such damaged Stables Facilities as they existed prior to the fire or other casualty loss, Including any Capital Projects (as defined in Section 8.b., below) made by Concessionaire.
(2) The City may, at its sole discretion, rebuild or repair the damaged Stable Facilities as they existed prior to the fire or other casualty loss, not including any Capital Facilities made by Concessionaire. In the event the City chooses to rebuild without the Capital Projects made by Concessionaire, the City shall reimburse Concessionaire for the costs of the Capital Projects less depreciation (calculated at a rate of 5% per year) and less any costs recovered by Concessionaire, including but not limited to, Concessionaire's own insurance. Concessionaire shall substantiate any costs incurred in relation to the Capital Projects via invoice, receipt or similar evidence of .cost.
(3) The City may, at its sole discretion, choose not to rebuild or repair the damaged Stables Facilities and terminate this Agreement. In the event the City chooses not to rebuild or repair the Stable Facilities, the City shall reimburse Concessionaire for the costs of the Capital Projects less depreciation ( calculated at a rate of 5% per year) and less any costs recovered by Concessionaire, including but not limited to; Concessionaire's own insurance. Concessionaire shall substantiate any costs incurred in relation to the Capital Projects via invoice, receipt or similar evidence of cost.

E. Concessionaire shall keep the Property free and clear from any mechanics' or materialmen's liens.
5

4. Additional Obligatjons of the Concessionaire.

A. Concessionaire shall maintain a maintenance and operations plan that demonstrates how the Concessionaire will maintain and operate the Facility. The plan should include schedules, procedures, and documentation methods for all the maintenance, housekeeping, sanitation, and safety programs and tasks that are necessary to operate the Facility in accordance with applicable rules and regulations.

B. Concessionaire shall develop a process to resolve disputes with boarders or other persons utilizing the Stable Facilities. A written copy of such process shall be posted on the Property in a place accessible to the public, shall be provided to each boarder at the time of execution of each boarding agreement, and shall be filed with City.

C. Concessionaire shall establish a Stable Committee, for the purpose of advising Concessionaire, which shall consist of such number of representatives of those persons using the Property (e.g., persons boarding horses, trainers, and persons utilizing the programs offered at the Property) as Concessionaire deems reasonable. The Stable Committee shall meet at any time when Concessionaire deems circumstances warrant such a meeting, but not less than once each year. Such meetings shall be open to all persons boarding horses at the Property, to all other persons who pay for any service or program at the Property, and to such representative(s) as City may choose to attend. The scheduled time, place and date of each meeting of the Stable Committee shall be provided to the City Manager not less than one month in advance, and shall be posted at the Property in a location accessible to the public.

D. Concessionaire shall prepare and maintain a current Fire Safety/ Evacuation Plan in the event of an emergency.
(1) The Fire Safety/Evacuation Plan shall be provided to the City for approval by its Fire Department.
(2) Concessionaire shall at least annually exercise and train according to the Fire/ Safety Evacuation Plan.

E. Within 24 hours of any incident involving threat to public safety or injury/fatality to Facility workers or Facility users, or damage to public property, 6

Concessionaire shall transmit an incident report to City.

F. Concessionaire shall maintain a written Medical Emergency Plan to address immediate medical care needs of individual horses or people on the Property in the event of a medical emergency.

G. Concessionaire shall comply with all applicable State of California Cal~OSA regulations including Section 3203 of Title 8 of the California Code of Regulations that requires all California employers to have a written, effective Injury and Illness Prevention Program that,addresses hazards pertaining to the particular workplace covered by the program.

H. Concessionaire shall undertake background and security '
investigations of each of Concessionaire's staff as a condition of beginning and continuing work under any resulting Contract, the cost of which is the sole responsibility of the Concessionaire.

I. Concessionaire shall reasonably accommodate City and public community programs, meetings, and events scheduled to be held on the Properly.

J. Concessionaire shall post at the Property the following:
(1) The current schedule of fees and charges for all
services provided by the Concessionaire at the Facility. (2) On a weekly basis, the ring time allocations, and seek input from Facility users in order to ·resolve potential conflict.

K. Concessionaire agrees that any programs or services that are held on days that City Hall is closed for a State or Federal holiday will be restricted according to program guidelines and standards approved by the City.

5. Access to the Public.

A. It is the intent of this Agreement that residents of the City shall have priority in the programs and services provided by. Concessionaire. Separate wait lists for residents and non-residents, containing the date and time of entrance on the list, shall be established for each program or service for which demand exceeds supply. A copy of each such list shall be posted at the Property in an area accessible to the 7

public and shall be provided to City on a monthly basis.

8. The Property· shall be operated by Concessionaire under the name "Palos Verdes Stable." The right of the public to free physical access to the Property shall be maintained at all times and in no event shall the Property be fenced and gated so as to prohibit such access, provided, however, that Concessionaire may implement such security measures as It deems appropriate to assure the health, welfare, and safety of persons utilizing the Stable Facilities and the horses. boarded on the Property.
(1) Concessionaire shall reasonably secure Property nightly at the close of operating hours to assure the health, welfare and safety of the horses boarded on the Property.

6. Property Maintenance.

A. Except as set forth in Section 3.D., Concessionaire shall at all times maintain the Property, including but not limited to the Stable Facjlities and all landscaping on the Property, in a condition reasonably satisfactory to the City.

B. Notwithstanding any other provision of this Agreement to the contrary, Concessionaire shall operate and maintain the Property, and every part thereof, in compliance with the conditions, restrictions and reservations by which the City holds title to the Property and in compliance with all rules and regulations and any amendments thereto promulgated by the City .

7. Sanitation.

A. No offensive matter or refuse, or substance constituting an unnecessary, unreasonable or unlawful fire hazard, or material detrimental to the public health, shall be permitted or remain on the Property. Concessionaire shall prevent the accumulation of trash and debris on the property and shall make all reasonable efforts to ensure that trash generated on~site and dust is not blown or otherwise allowed to leave the property excerpt in a proper disposal container. Concessionaire shall provide 8

that all litter and refuse is collected as often as necessary, and in no case less than once a week, and shall pay all charges which may be made for the removal thereof.

Concessionaire shall furnish all equipment and materials necessary, including trash receptacles to maintain Property in a sanitary condition acceptable to the City.

B. Concessionaire shall be responsible for cleaning all stalls, corrals and paddocks, removing all manure therefrom and replacing wet sawdust, shavings or straw. Manure shall be accumulated and removed from the Property according to Health Department regulations and for compliance with MS4 Permit requirements, but no less than twice per week.

C. Concessionaire shall control the accumulation and breeding of flies and vertebrate pests such as rodents within the Property. This will be done using methods that will pose no health hazard to humans, horses, birds wildlife, domestic cats and dogs, or the surrounding natural environment. This shall be an ongoing program for the duration of the Agreement.

D. Concessionaire shall control all offensive odors resulting from manure and the accumulation of urine in stalls, corrals and paddocks. This will be done using methods that pose no health hazard to humans or the surrounding natural environment. This shall be an ongoing program for the duration of the Agreement.

E. Disposition of manure shall be undertaken so that the manure is not deposited in a landfill, but is recycled consistent with the goals of AB939.

Concessionaire shall submit a quarterly report to City indicating the amount of manure diverted from landfill for purposes of City receiving diversion credit required by AB939.

No composting of manure by Concessionaire will be allowed on the Property without the express written permission of City.

8. Property lmgrovements.

A. Except as set forth herein, Concessionaire must obtain the approval of the City prior to contracting for any capital improvements to be made to the Property.

B. Concessionaire shall mal<e all necessary repairs and renovations to 9

the existing Stable Facilities and construct any new facilities (the "Capital Projects") necessary to make the Palos Verdes Stable and the Stable Facilities into an elite boarding facility. A list of and budget for the required Capital Projects is attached hereto as Exhibit B. Concessionaire shall complete the Capital Projects within three (3) years of the execution of this Agreement.

C. Concessionaire shall complete all required land use
procedures, including applicable environmental review and compliance with the Americans with Disabilities Act (42 U.S.C. §12101 et seq.). Concessionaire shall also obtain and thereafter comply with all required permits, and nothing herein shall be deemed to affect City's discretion to determine whether or under what conditions any permit shall be issued. All Capital Projects shall be consistent with the design and budget presented in Exhibit B. Unless stated otherwise (including but not limited to Section 1 Band Section 13), Concessionaire shall bear any and all costs associated with the design and construction of the Capital Projects including all City permit fees and other assessments.

D. The City shall repair and maintain all public trails, landscape maintenance (i.e., brush clearance), on the portion of Lot "O" that is bounded by Palos Verdes Drive North, Via Opata, and Valmonte Canyon, as described on the map attached hereto as Exhibit C.

E. Concessionaire shall be required to obtain at Concessionaire's cost, all permits required for improvements to the Property undertaken by Concessionaire, including but not limited to, those required for and/ or City for zoning, building and safety, Los Angeles County Sanitation Districts and / or State of California, except that City permits shall be with no fee.

F. City shall retain the right to enter the Property for purposes of construction of these facilities upon reasonable notice to the Concessionaire.

G. Concessionaire waives all claims for damages incurred due to business disruption that may be attributable to the construction of new site improvements, including, but not limited to loss of income due to temporary dislocation of boarded horses.

H. City and Concessionaire must mutually agree on any changes to 10

the location, style, size and number of boarding units available for rent on the Property.

9. Ownership of Property.

A. All fixtures, structures and Improvements existing on the Property as of the Effective Date shall be and remain the property of City, and all fixtures, structures and improvements installed on the Property by anyone during the term of this Agreement shall become and remain the property of the City.

B. Concessionaire agrees any property purchased and placed in or upon the Property by Concessionaire by way of additions, repairs, replacements, or improvements shall at no time be removed by Concessionaire unless (i) prior written consent of the City is first obtained, or (ii) the purpose of such removal is repair or replacement of said property. All such property shall at all times be the property of City.

Any inventory brought upon the Property expressly for the purpose of resale (such as snacks or drinks) is excluded from the provisions of this Subsection B. 1 O. Fees and Charges.

A. Concessionaire shall establish a schedule of fees for boarding services provided at the Stables Facilities, which shall be attached hereto as Exhibit D {the "Boarding Fees"). Upon execution of this agreement, the City approves the Boarding Fees as shown in the attached Exhibit D.
(1) Beginning on the first anniversary of the Effective Date, the Boarding Fees may increase annually at the end of each 12-month period by no more than any increase in the Consumer Price Index ("CPI") as determined by the U.S. Bureau of Labor Statistics for all Urban Consumers for Los AngeleswRiverside~Orange Counties over the previous year.
(2) Any request to increase the Boarding Fees in an amount greater than the annual CPI adjustment must be approved by the City.

B. Fees and charges for all services and programs provided by 11

Concessionaire which are not listed on Exhibit D may be established at the discretion of the Concessionaire (the "Discretionary Fees"). The Discretionary Fees must reflect a discount of no less than 5% for those individuals whose primary residence is within the City of Palos Verdes Estates. Concessionaire shall verify any person's claim to residency by utilizing such documentation as Is commonly recognized as showing residency (e.g., driver's license, utility bills, etc.).

C. Concessionaire shall be responsible for collecting all fees and charges for all services and programs provided by Concessionaire, including the Boarding Fees.

D. Concessionaire may require e~isting and future boarders to enter into new boarding contracts, which may require each boarder to remit first and last month's rents and may provide the last month's rent may be retained by Concessionaire as security for future past due rent payments

11. Books, Records and Audit.

A. Concessionaire shall adopt a fiscal year to coincide with City's fiscal year, that is, July 1st to June 30th. Each year Concessionaire shall prepare a budget for both operations and capital improvements. The budget for each fiscal year shall be submitted to City no later than the April 30th preceding the July 1ston which the fiscal year is to start. The budget shall be subject to the approval of the City Council, which may require changes in it if, in the sole discretion of the City Council, such changes are required to effectuate the purposes of this Agreement. The budget shall include a report detailing the accomplishments, services, improvements and activities during the prior 12 month period.

B. Concessionaire shall keep full, complete and accurate books of account and records which will reflect all business and monetary transactions of Concessionaire as well as all in~kind services provided to Concessionaire in connection with this Agreement. All such books and records shall be open to Inspection by the City during normal business hours.

C. Concessionaire shall present to a liaison committee, to be appointed 12

by the Mayor of City, at such times as Concessionaire meets with such liaison · committee, a current balance sheet and interim operating statement for inspection. In addition, Concessionaire shall forward to City an annual report no later than September 30 following the close of a fiscal year. Upon termination or expiration of this Agreement, Concessionaire shall forward to City a final report for such partial fiscal year. Such report shall be provided within thirty(30) days after the final date this Agreement remains in effect. This report obligation shall survive termination of this Agreement.

D. Within ninety (90) days after the close of Concessionaire's fiscal year, Concessionaire shall file a report with City setting forth the value of all improvements on the Property.

E. On an annual basis, Concessionaire shall submit to City a full and complete audit report prepared by City's then current auditor. The cost of the audit shall be split evenly between City and Concessionaire. Concessionaire shall maintain, . preserve and protect any and all records requested by the auditor or by City in the form requested and in the manner dictated.

F. Concessionaire will undertake a survey of patron and boarder satisfaction at the end of each calendar year during the term of the agreement, the results of which shall be shared with the City, along with a suggested plan for improvements if any are deemed to be needed, with submission of the fiscal year budget to the City.

12. Collection of Fees and Charges Due.

If any person utilizing the Palos Verdes Stable fails to pay promptly any sum due to Concessionaire, then Concessionaire shall give such person written notice of such default, and If such person fails to pay all sums due within thirty (30) days of such written notice of default, Concessionaire shall terminate the right of such person to utilize the 'Property, and shall undertake all reasonable action to collect such sum.

13. Concession Fee.
13

A. Except as specified in Subsection B, below, Concessionaire shall pay to the City a concession fee equal to five percent (5%) of the total gross income received by Concessionaire from the provision of any goods, wares, services, or programs at the Palos Verdes Stable, including but not limited to board fees, ring fees, Concessionaire's share of trainers' fees and trail riding fees_, except as specifically set forth herein.

B. The concession fee shall be paid to the City on a quarterly basis, within forty-five (45) days following the close of each calendar quarter. The obligation to make the final payment following termination of this Agreement shall survive the termination of this Agreement.

14. Compliance with Laws.

A. In performing any work under this Agreement, Concessionaire shall comply with all applicable Federal, State, and local statutes, ordinances, rules and regulations, including but not limited to the City's business license requirement, and those related to the hiring of undocumented workers, and the Americans with Disabilities Act. Concessionaire further understands and agrees it must pay "prevailing wage" for construction projects which are considered "public works" under Labor Code §1720.

B. Concessionaire shall operate in full compliance with al\ applicable governmental permits. Concessionaire shall use good housekeeping measures and other management practices to prevent or minlmize to the maximum extent practicable the discharge of pollutants into surface waters, dry creek beds, and/or into the Municipal Separate storm sewer system (MS4). This Includes discharges into the MS4, via paved streets, driveways, alleys, gutters, ditches, catch basins, manmade channels, and yard or area drains connected to the street, among other manners. All non-storm water discharges to the storm sewer system are prohibited unless specifically exempted by the Los Angeles Regional Water Quality Board.
14

15. Utility Costs. Concessionaire shall pay when due all charges for water, gas, electricity, telephone and other public utility charges furnished to Concessiohaire or used upon the Property during the entire term of this Agreement.

16. Posses§ory Interest Tax. Concessionaire understands a possessory interest tax will be imposed under the laws of the State of California upon Concessionaire's interest in the Property and agrees it shall pay such tax when due.

17. Indemnification.

A. City and its officers, agents, employees and representatives (collectively, the "City Representatives") shall not be liable for death, injury, or damage of any kind to persons or property from any cause whatsoever by reason of the use and operation of the Palos Verdes Stables or the Stable Facilities by Concessionaire, or by the agents, servants, employees, or invitees of Concessionaire, and the Concessionaire hereby waives all claims and causes of action against City and the City Representatives for any such injury or damage as well as for consequential damages, loss of profits, and business interruption. ·
B. Concessionaire agrees to indemnify and hold harmless and free Cit~ and the City Representatives from and against any and all liability, loss, cost, expense, or obligation, including, without limitation, attorney's fees, court costs, and other expenses, on account of, or arising out of, its performance under this Agreement; and this Agreement is made on the express condition that City and the City Representatives. shall not be liable for, or suffer any loss or incur any liability by reason of, injury to or death of a person or damage to or loss of any use of property, form whatever cause, in any way connected with the condition or use of the Property or the Stable Facilities during the term of this Agreement or any extension thereof, or the condition or use of personal property or fixtures on or about the Property or the Stable Facilities during the term of this Agreement or any extension thereof, whether arising in whole or in part from active or passive negligence on the part of City or any City Representatives and/or from acts for which City or any City Representative would 15

otherwise be held strictly liable, excepting only willful misconduct of City or the City Representatives acting in their duly authorized capacities. This indemnification obligation shall survive termination or expiration of this Agreement.

C. Concessionaire accepts the Property in as is condition as of the Effective Date. Concessionaire agrees City and the City Representatives shall not be liable to Concessionaire or Concessionaire's agents, servants, employees, or invitees for any damage, loss, or injury caused by the condition or design of, or any defect in, the Property or the Stables Facilities, even if such loss, damage, or injury is or was the result of negligence of City or any City Representatives, whether active or passive, or from act for which City or the City Representatives would otherwise be held strictly liable.

D. The foregoing indemnifications shall not apply to: (i) any damage caused by soils or geotechnical problems, if any, which may have existed at the Property as of the Effective Date; (ii) any requiremerit imposed by the Los Angeles County Fire Department to widen any road or street; (iii) any requirement to make any sewer or storm drain improvements which City determines are needed for the public health, safety, or welfare; or (iv) any liability occurring from operation of the stable by City prior to the Effective Date.

18. Insurance.

A. Concessionaire shall procure and maintain, at its sole costs and expense, comprehensive general liability Insurance for commercial equine operations in the minimum amount of Five Million Dollars ($5,000,000). Such insurance shall also specifically insure performance by Concessionaire of the indemnity set forth in Section 17 of this Agreement, shall specificaily name City and the City Representatives as additional insureds, shall provide such coverage is primary and any coverage City may maintain shall be in excess thereto, shall include a cross~liabillty or severability of interest endorsement, and shall provide it sl1all not be canceled or modified without at least thirty (30) days prior written notice to City. The presence of such insurance and the specification of liability limits for such Insurance by City shall in no manner limit the 16

liab,ility of Concessionaire under the terms of the indemnification set forth in Section 17 of this Agreement.

B. General liability policies shall provide, or be endorsed to provide, that City and Its officers, officials, employees, and agents shall be additional insureds under such policies. This provision shall Include endorsement covering liabilities arising out of the Concessionaire's "operations" in the leased space. This provision shall also apply to any excess liability policies.

C. Concessionaire shall procure and maintain, at Its sole cost and expense, Worl<er's Compensation insurance in the amounts required by law.

Concessionaire's liabllity limit of $1,000,000 shall be required. Concessionaire shall procure and maintain, at its sole cost and expense, a Care Custody & Control (CCC) policy of insurance that specifically insures against damages resulting from the death, injury, illness, or theft of non-owned horses in the care, custody and control of Concessionaire in an amount not less than $500,000 per horse and $1,000,000 per year. In addition, it is recommended, but not required, that an incremental $1,000,000 excess coverage policy be In force as well.

D. Concessionaire shall also maintain Business automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Concessionaire arising out of or in connection with the obligations to be performed under this Agreement, including coverage for any owned, hired, non"owned autos, trucks and trailers, or rented vehicles and equipment, to include loading and unloading in an amount not less than $1,000,000 combined single limit for each accident.

E. Concessionaire shall also maintain Equine Professional Liability Coverage of limits not less than $1,000,000 per claim and shall provide coverage for . claims and defense fees resulting frorri any negligent act, error or omission arising from your professional equestrian activities.

F. The City shall maintain, at Its sole cost and expense, standard form fire, extended coverage, vandalism, and malicious mischief insurance, insuring all real property and fixtures located at and comprising the Property and the Stable Facilities.

Concessionaire may, at its sole discretion, obtain such insurance for personal property 17

maintained by Concessionaire on the Property.

G. Prior to commencing any services on the Property or at the Stable Facilities, Concessionaire shall deliver to the City Manager of City certificates of insurance as required under the Subsection A of this Section. Concessionaire shall also deliver to the City Manager of City a renewal binder for each policy of Insurance required under this Agreement not later than fifteen (15) days before the schedule date of expiration of such policy. If Concessionaire fails to maintain any required policy of Insurance, then the City Manager may obtain said policy and Concessionaire shall immediately pay to the City any costs or expenses incurred by City in acquiring such policy. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City shall be promptly reimbursed by Concessionaire. In the alternative, the City may cancel this Agreement.

H. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow Concessionaire or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Concessionaire hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of Its sub-consultants.

1. Concessionaire's personal property, fixtures, equipment, inventory and vehicles are not insured by City against loss or damage due to fire, theft, vandalism, rain, water, criminal or negligent acts of others, or any other cause.

19. Assignment.

Concessionaire shall not assign or hypothecate this Agreement or any interest created hereby, nor any rights or privileges herein, nor shall it enter into any agreement allowing the operation by another person of the concession on the Property granted by this Agreement or any portion thereof without the prior written consent of Cltywhich consent may be granted or withheld at the sole discretion of City. Any unapproved 18

assignment or agreement shall be void and confer no rights on or to any third party and shall be cause for termination of this Agreement by City, at its sole option. This provision against assignment and hypothecation shall be deemed to be a continuing covenant and apply not only to Concessionaire, but to any and all assignees, contractors and mortgagees of the Palos Verdes Stables and to any who may in any manner acquire any interest herein.

20. Performance and Payment Guarantee: Liquidated Damages.

The Parties agree if Concessionaire falls in any way to meet any or all of its payment, operational or maintenance obligations under this. Agreement, if Concessionaire for any reason is dissolved, or If a petition in bankruptcy or insolvency is filed by or against the Concessionaire, then the public at large will suffer from those failures. To ensure those impacts are mitigated, the Concessionaire shall within 90 days of the execution of this Agreement either (1) deposit with City a letter of credit in the amount of One Hundred Thousand Dollars ($100,000.00) (the "Letterof Credit") upon of which the City shall have the right to draw down, or (2) provide expense documentation to demonstrate to the satisfaction of the City the expenditure of at least $100,000 toward construction of the Capital Facilities.

21. Waiver of defaults.

No waiver of any breach, default or term hereof shall constitute a waiver of any other breach, default or term hereof, whether of the same or any other covenant or condition.

22. Relationship of Parties.

The relatlonship of the Parties is soleiy that of owner and concessionaire, and nothing in this Agreement shall be construed as effecting or constituting a partnership between the Parties, and the Parties expressly declare that it is not their intention in 19

any respect to form a co-partnership. · Concessionaire shall have no right to obligate City in any manner or way whatsoever. Concessionaire understands and agrees that all persons furnishing services on behalf of Concessionaire pursuant to this · Agreement, are for purposes of Worker's Compensation Liability, employees solely of Concessionaire and not of City. Concessionaire shall bear the sole responsibility and liability for furnishing Worker's Compensation benefits to any person for injuries arising from or connect with services on behalf of Concessionaire pursuant to this Agreement.

23. Term of Agreement.

A. The initial term of the concession is for ten (10) years from the Effective Date.

B. Upon expiration of the initial term the Concessionaire can request an extension of the Agreement for an additional ten (10) years. Concessionaire shall be entitled to the extension of the Agreement only if Concessionaire is in compliance with all its obligations hereunder. Concessionaire shall provide City with written notice of its intention to exercise the extension not later than six (6) months prior to the expiration of the initial term.

C. Notwithstanding the foregoing, if Concessionaire fails to perform any of the covenants, conditions, provisions or agreements contained in this Agreement (the "Default Condition"), then the City shall provide Concessionairewith written demand to cure the Default Condition. Concessionaire shall have ninety (90) days to cure the Default Condition (the "Cure Period"). If Concessionaire fails to cure the Default Condition within the Cure Period, the City shall have the right to terminate this Agreement. However, if Concessionaire for any reason is dissolved, or if a petition in bankruptcy or insolvency is filed by or against Concessionaire, then, in that event, City shall have the right to immediately terminate this Agreement and to recover and resume possession of the Property. City shall give Concessionaire written notice .of its election to terminate this Agreement and the date upon which such termination is to occur, which shall be not less than three {3) days after the date of such notice. In the 20

event that Concessionaire shall hold the Property, or any part thereof, for any one day after the date upon which Concessionaire is required to terminate possession of the Property, Concessionaire shall be deemed liable for the unlawful detainer of the Property under the statutes of the State of California, and shall be subject to eviction.

D. Without limiting the generality and the effect of any of the preceding provisions of this Agreement, Concessionaire covenants and agrees, upon the termination of this Agreement, that it. will immediately peaceably surrender and deliver in good condition to City the Property, together with the improvements, appurtenances, furniture, furnishings, equipment and other personal property located thereon.

24. Attorney's Fees.

If either Party brings any action or proceeding to enforce, protect, or establish any right or remedy in this Agreement, then the prevailing Party shall be entitled to recover reasonable attorney's fees.
25 Force Majeure.

Performance by either Party hereunder shall not be deemed to be in default where delays or defaults are due to war, insurrection, strikes, lock~outs, riots, floods, earthquakes, fires, casualties, acts of nature, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes, lack of transportation, governmental restrictions or priority, litigation, unusually severe weather, inability to secure necessary labor, materials or tools, delays of any contractor, subcontractor or supplies, acts of the other party, acts or failure to act of any other public or governmental agency or entity (other than acts or failure to act of City shall not excuse performance by City) or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Party within thirty (30) days after knowledge of the commencement of the cause. 21

Times of performance under this Agreement may also be extended in writing by mutual agreement of City and Concessionaire.

26. Independent Contractor.

A. Concessionaire is and shall at all times remain as to City a wholly Independent contractor. The personnel performing the services under this Agreement on behalf of Concessionaire shall at all times be under Concessionaire's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Concessionaire or any of Concessionaire's officers, employees or agents, except as set forth in this Agreement.

Concessionaire shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Concessionaire shall not incur or have the power to incur any debt, obligation, or liability whatever against City, _or bind City in any manner.

B. No employee benefits shall be available to Concessionaire in connection with the performance of this Agreement: Except for the fees paid to Concessionaire as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Concessionaire for performing services hereunder for City. City shall not be liable for compensation or indemnification to Concessionaire for injury or sickness arising out of performing services hereunder.

27. Transition of Stable to Concessionaire.

A. Concessionaire shall have sole discretion in the hiring, scheduling, discipline and termination of any and all employees working on the Property pursuant to this Agreement. City represents that Concessionaire is free to hire existing Facility employees, that their employment is acceptable to the city and that there are no fees due any party for hiring these existing employees.

B. Concessionaire shall be obligated to honor the waiting list for board and care which has been. previously developed by the previous 22

Concessionaire.

28. Successors in Interest.

Each and all of the terms, conditions, covenants and obl!gations hereof shall inure to the benefit of and bind the heirs, personal representatives, successors and assigns of the Parties and all persons holding under or through them or any of them. All of Concessionaire's covenants hereunder, including those against assignment and subletting, are continuing and binding without exception on all who take or acquire any interest hereunder. Without limiting or qualifying any of the foregoing provisions of this Agreement, every person taking any interest hereunder, by, through or under Concessionaire shall by virtue of taking or acceptance of such interest and without further act be deemed to have become bound hereunder not only by privity of estate, but of contract, and to have assumed and agreed to perform all of the covenants and obligation of Concessionaire l1ereunder to the same extent as though such assignee had personally executed this Agreement.

29. Exhibits Incorporated by Reference.

This Agreement con,sists of 29 pages (Including signature pages) and 3 exhibits. All Exhibits attached hereto are incorporated by reference in this Agreement as though fully set forth herein. In the event of a conflict between the provisions contained in this Agreement and any Exhibit, the provisions of this Agreement shall' prevail.

30. Agreement Enforcement.

A. The City Manager shall be responsible for the enforcement of this Agreement on behalf of City and shall be assisted therein by those officers and employees of the City having duties in connection with the administration thereof.

B. Any officers and /or authorized employees of City may enter upon 23

the Property at any and all reasonable times for the purpose of determining wh_ether or not Concessionaire is complying with the terms and conditions of this Agreement, or for any other purpose incidental to the rights of City within the Property.

C. In the event City commences legal proceedings for the enforcement of this Agreement or recover of the Property, Concessionaire does hereby agree to pay any sum which may be awarded to the City by the Court for attorney's fees and costs incurred in the action brought thereon.

31. Governing Law. Jurisdiction, Venue.

This Agreement shall be governed by and construed in accordance with the laws qf the State of California. The Concessionaire agrees and consents to the exclusive jurisdiction of the courts of the State of Californla for all the purposes regarding this Agreement and further agrees and consents that venue of any action brought hereunder shall be exclusively in the County of Los Angeles.

32. Entire Agreement.

This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged Into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material.

Executed at Palos Verdes Estates, California, on the date first above written.

CITY OF PALOS VERDES ESTATES,·
a Municipal Corporation
24

ATTEST:
/
APPROVED AS TO FORM:

Christi Hagin, City Attorney
By:

Its:

By:

Its:
25

Comparison:

Peter Weber
Equestrian
Center
Box Stall $700
Covered $650
Pipe
In/Out $690

EXHIBIT A

BASE FEES
Resident
After
Current Remodel is
Complete
$635 $700
$575 $640
$695 $730
Non Resident
After
Current Remodel is
Complete
$695 $740
$610 $680
$745 $770
26

ITl:MII
;/.
3 4
5 6
7 8
9 lO
11 12
13 14
Bi
16 17

EXIUBITB
Improvement and Refurbishment Wot·l<to E><istlng Facility

DESCRIPTION QTY
Design; Pl;i1111i1,a and Permitting
Sitct Pre1n1rntion: Demolition; Debri5 re111avnl;
D\lrnp;t1m; Grad,n[J for New Pipe Su1ll;, ilnd Corrals
New Large Darn· 12 x12 Stnll.; · Budget
New l.arge Barn fex,siling dlk1pidiJ(ed)
Rust rerni1liatiori ~nd new metal paint finish
New Sta.II. Fronts
lnstalliltion fOI' Stall Fronts
Remov.e and Replace Destroyed Interior Panels
Roof Repair of .2 Small Bams
Covered Pipe Stalls
Covtln:d In/Out Corrals
Covered Pole Bani for Trail Horses
Clay PJ,ns
Barn~ Aisles Grncl,i and Pack 1)(3
Mnmirm covcwid Storoge
Hay and Shavmg, Coventd Slornge
Pmcllase and Installation of Automatic rly Sprayer
for 3 Barm
R<jund Pcrn
"*funds to be provided by HGS Mmiagr,ment LLC
Mobile H<>me
l
2A
24 10
t' J
2 J
J
2 UNl1
Unit
Unit
Unit
STALL
STALL
···r
Unit
Unit
Unit
Urnt
Unit
Un1l
Urnl
Unit
UNIT PIIICE TOTA!.
$1S,OOO $'.l.5,00()
.S20,000 $2.0,000
SUBTOTAL $35,000
$265,000 $265,000
SUBTOTAL $265,000
$18,000
$1,500 $.36,000
$435 $10,440
SUBTOTAL.
iiL_
$2,900
$6,000
S.15,000
$1,500
S.l'i,000
$9,000
$3,750
$6,300
$18,000
58,000
$90,440
ili"ii II
$29,000
$30.000
$15,000
$3,()00
$$,C.100
$15,000
.$9,0()0
$7,500
$6,30()
$27,000 ·
SUBTOTAi. $M6,800
lefii{~lt!l?~D~--:_,,,,:·__._grafsmfdl'~:~,~:~~'it§M~~~-imJ 19 Electric.al Rep<1irs 1 tJnit $5,QOO S5,(l00
SUBTOTAL $5,000
New Plumblllli · Budget
20 Bathroom Repairs and Upgrades; Wash Racks 1 Unit $10,000 $10,000 SUBTOTAL $10,000
AremrNew Base ,md Footing • Budget
Sile Work: Elevation; Cornp,1ct1011 ,ind
21 Constnrction gradmg l Unil S:15,000 $15,000
22 Ring 1 17,280 SF $10,347
23 Ring 2 8640 SF $6,988
24 Irrigation for arenas 2 EA $4,000. $8.000
SUBTOTAL $40,336
25 Hing 1 626 LF $19 $11,894
26 Ring 2 400 LF 519 $7,600
27 L<,sson Ring/Turno1.1t 300 IS S19 SS,700
28 Gates 3 Unit $700 $2,100
SUBTOTAL $27,294
Mi.scellaneous. Work
:l9 Miscellanew.111 Co11t,11g,u1cv SUBTOTAi. $25,000
TOTAi. BUDGET $6114,870
'*The cost pnwlded are bud(lets 011ly. If awarded co11cesslo.naira wn would be diligent to get competitive prices and reduce costs everywhere possible. Full accounting of Invoicing and payments would bG provided to the city council.

1'l
8 V>
(l/ ~ 0 0 :r. :c 'E ·m ·o I-'"' IO'J "' "'

EXHIBIT C ,.

PLAT OF SITE

-

To: Honorable Mayor and Town Council 3/8/2023
CC: City Clerk
Fm: Jitze and Nancy Couperus
Sj: Renewal of contract with VDE as Concessionaire for Westwind Barn Honorable Mayor Swan, and Fellow Council Members
We write to you as residents who have been involved with the governance of Westwind Barn in some way or another – ever since the Council was faced with the dilemma of what to do with this gift from the Baroness Besenyey in 1975, nearly 50 years ago.

In view of the relatively short historical perspective, and limited experience, that some of the negotiators and decision-makers may have of the Barn’s history - let alone the details of the tribulations it endured during that history - we want to convey to you our feelings and advice with regard to the renewal of the agreement with the current concessionaire.

In the strongest terms we know how to say it - it is critical that the current negotiations to renew the Town’s agreement with Victoria Dye Equestrian (VDE) be brought to a successful and mutually beneficial conclusion.

For those unfamiliar with this saga, I have prepared a web-page that provides a thumb-nail overview of the history of the Barn management since its acquisition by the town – it may be seen here http://www.couperus.org/Westwind_Management_History
This provides some flavor of what preceded the engagement of Victoria Dye Equestrian (VDE) in 2014. We would like to remind you that in the approximately preceding 20 years, the Town had gone through roughly 13 “Managers of Westwind”! These included both professional external contractors, and members of Town staff hired specifically for the job. The best that could be said about these attempts is that they barely succeeded, or failed through lack of experience and/or competence. A less charitable list of reasons might include fraud, outright theft, and “misunderstandings” about who checks should be made out to in payment of barn services.

We cite the above to emphasize as clearly as we can, the miraculous transformation that occurred when VDE was brought on board, and that then continued to flourish and improve over the next decade or so.

We look at one measure alone – the growth of income to the Town over these years, offsetting the “taxpayer’s subsidy of the Barn” as shown in the following diagram:

Supplemental No. 1
AGENDA ITEM #5.A
Distributed 3/10/23

This summary table shows that the income flow to the Town has more than tripled over these few years. (If we leave the first year out of consideration as being an anomalously low sample due its start-up nature, then it would appear that the annual revenue has merely more than doubled rather than tripled.) It is apparent VDE has been giving the town a “raise” over the years that is a factor of between 2½ and 3½, depending on how you calculate it.

If an employee at a company in Silicon Valley were to put in such a stellar performance, they too could well expect to see a “pay raise” in recognition of their hard-worked-for success.

We leave open what the details of that calculation should be, but we would urge a structure that still incentivizes performance. That is to say, one where higher performance (Revenue) is reflected in bigger payback for that higher achievement.

The commission rate that VDE pays to the Town has been a flat 25% since 2014, with no encouragement or $$$ recognition in all of that time. In nearly a decade of service to the Town, there has not been a single “pay raise” to VDE – not in recognition of inflation (cost of living index), nor in recognition of the innovations gained through experience (increased competence and thus value to the town), nor recognition of a performance level that was way above expectations. (For those who would claim that the rise in revenue over the years represents a “pay raise” for VDE – see footnote* below.)
Prior to 2014, the avowed goal of the Town was to minimize the cost (“burden”) to the Town’s taxpayers represented by the Barn. A decade later finds the Town instead enjoying a consistent positive cash flow from Barn operations. Some people call this a profit.

If the Town were to take a negotiating strategy of squeezing the concessionaire even harder in order to increase its profits from the barn by a relative pittance, the likely consequences of such a strategy are welldocumented in numerous case studies as taught in various Business Schools Such a strategy brings with it the risk that sooner or later the Town will be facing yet another “turn over” situation, ending up with “Barn Management” back in the Town’s hands (with its attendant success record

and accompanying “burden” on the Town’s Balance Sheet). A brilliant example of “Penny wise – Pound foolish”.

As a final point – the above discussion has been focused on dollar amounts as the measured “deliverable” from VDE. This is because monetary numbers are tangible and easily quantified.

But there are other more important “deliverables” than just plain cash. Lost in the penny-pushing discussions, are the fundamental reasons for having the barn - like Community Benefit, Town Identity, Rural Ambience, Neighborhood Pride, Youth Development, and just plain benefit and enjoyment by as many people as possible.

Permit me to cite just one example of such a benefit… a relatively small group of children with special needs, as well as the volunteers, parents, and horses that have sustained this effort over the last 40 years.

A program that has enabled significant life-direction changes for both the subjects and the high-school volunteers who participated. A program to which VDE has also made significant contributions.

These are the real reasons we have the barn, and what it is all about in terms of “maximizing investment”.

We urge the Council to ensure that VDE is encouraged (incentivized) to not only keep “running the Barn” but to continue to improve its overall value to the Town and the community it serves. The bottom line is recognition of this performance with a long-overdue “pay raise” - by agreeing to a lower commission structure to be paid by VDE to the town based on revenue, thus allowing VDE to retain more of its earnings.

The bottom line is recognition of this performance with a long-overdue “pay raise” – and thus maybe retaining the services of this concessionaire for years to come Yours Sincerely -
Jitze and Nancy Couperus
Footnote* - A bricklayer was paid 25cts for every brick he laid. Over the years his income went up as he worked more hours per day and thus laid more bricks per day (but still at 25cts a brick). This was cited by the contractor as evidence of a “pay raise”. Others might define it as simple exploitation.

From: Marina
To: City Council
Subject: Victoria Dye equestrian & westwind community barn Date: Monday, March 13, 2023 9:16:23 PM
[Some people who received this message don't often get email from [email protected]. Learn why this is important at https://aka.ms/LearnAboutSenderIdentification ] Hello, I’m writing this letter in support of Victoria Dye equestrian.

My name is Marina Gourji and I’m a resident of LAH.

I’m an equestrian myself and board my two horses at Westwind Community barn.

Having westwind barn just steps away from home was a decision making point when we were looking for a land to buy.

Being at westwind with my horses for two years has been a great pleasure. It is indeed a happy place.

Victoria Dye manages the barn with an amazing care , love and firmness. The barn is neat, the horses are happy, and so are the people.

It is hard to find a person with such a great knowledge in horsemanship and a talent to manage the business.

Victoria is first one you see at the barn in the morning and she is the last one to leave.

With her running the place my family can go on vacation knowing that our horses will be well taken care of.

She is the core that keeps the barn running and running it safe for everybody.

It would be hard to impossible to find an adequate replacement.

We would really want to have her contract renewed!
Thank you ,
Marina and Andrei Gourji
27575 black mountain road
Los Altos hills
94022
Supplemental No. 2
AGENDA ITEM #5.A
Distributed 3/14/23

Sent from my iPhone

TOWN OF LOS ALTOS HILLS March 16, 2023
Staff Report to the City Council
SUBJECT: RESOLUTION APPROVING MODIFICATIONS TO

MISCELLANEOUS PATHWAYS PROJECT IN THE ADOPTED
FY2022-23 OPERATING BUDGET AND FY2023-2027 FIVE YEAR

CAPITAL IMPROVEMENT PLAN WITH PROPOSED SCOPE AND
BUDGET APPROPRIATIONS; AND AUTHORIZING THE CITY

MANAGER TO SOLICIT PROPOSALS FOR SURVEY STAKING

SERVICES AND EXECUTE AGREEMENTS NOT TO EXCEED
$150,000 TOTAL
FROM: WooJae Kim, Public Works Director
Astha Khanal, Assistant Engineer
APPROVED: Peter Pirnejad, City Manager
RECOMMENDATION: That the City Council:

1. Approve modifications to Miscellaneous Pathways (Project Number 427913-23) in the adopted FY2022-23 Operating Budget and FY2023-2027 Five Year Capital Improvement Plan (CIP) with proposed scope and budget appropriations.

2. Authorize the City Manager to solicit proposals for survey staking services and execute agreements not to exceed $150,000 total.

BACKGROUND:

At the January 11 Special Council Meeting, the Pathways Committee proposed a goal to complete the installation of the entire Master Pathway Plan system in the next 10 years.

An audit by the Pathways Committee indicated that approximately 36 miles of Master Pathway Plan segments are yet to be installed. That would require installing around ten percent of 36 miles (3.6 miles) each year for the next ten years.

At the January 25 Special Council Meeting – Goal Setting Session, the City Council prioritized the installation of 3.6 miles of new pathways for the Town’s 2023 Work Plan and approved the plan at the February 16 Council Meeting. Town’s current pathway projects at Briones, Concepcion, Edgerton Road, Fremont/Redwood Grove connection, La Paloma, Page Mill Road from Lupine to Via Feliz, Summerhill Avenue, Saddle Court, and Middle Fork to Maple Leaf Court would count towards the total 3.6 miles goal if installed in 2023.

AGENDA ITEM #5.B
W.K.

P.P.

Staff Report to City Council Page 2
2023 Pathways Project
March 16, 2023
DISCUSSION:

Staff has developed the 2023 Pathways Work Plan, which includes a list of pathway segments to be considered for installation in 2023. The list was developed by including priority pathway segments provided by the Pathways Committee, current pathway projects in the FY2023-2027 Five Year CIP, and other pathway segments that staff evaluated to be feasible for installation by the grading moratorium date of October 1, 2023.

A draft of the 2023 Pathways Work Plan was discussed with the Pathways Committee on February 27. Committee members provided the following feedback and comments, which are now incorporated into the final work plan:
- Pathways Committee approved additional segments of pathways to be considered for 2023 installation. Additional segments focused in completing pathway loops at different parts of the Town.
- Committee members suggested moving forward with construction of pathway segments that may not require staking or construct immediately following staking work. Staff will consider having two rounds of construction contracts as suggested.

First round of construction would be for pathway segments that are ready to be constructed by June 2023. Second round would occur after staking is completed with specifications ready for bid with Council approval by July 2023. 2023 Pathways Work Plan
With the assistance of the Pathways Committee, staff finalized the 2023 Pathways Work Plan (Attachment 2) to include a combination of off-road and on-road pathways. The first critical action item is to hire a professional survey team or teams to confirm existing record maps and records of survey and to stake pathway easements and public right-of-way boundaries in the field. This is to determine whether there are potential easement and rightof-way issues, alignment concerns, engineering services needed, constructability issues, and potential environmental concerns that can delay or prolong the pathway installation beyond 2023. Since certain segments may not be feasible to complete in 2023, staff is looking to stake up to five miles of pathway segments, which may cost up to $150,000.

Staff may consider hiring two survey teams to expedite completion of staking. Staff will do the best to stake segments that can be constructed in 2023.

To further expedite the staking services, staff is requesting Council to authorize the City Manager to solicit proposals and execute agreements with staking survey consultants not to exceed $150,000 total for all staking services agreements at this time. If Council approves, staking work can start as early as May 2023. If staff has to return to Council for the award of contracts, staking work may not start until June.

As suggested by the Pathways Committee, it is recommended that staff start construction as early as possible, and staff is planning for two sets or rounds of construction contracts.

If directed by Council, staff could consider going with smaller construction contracts in 2023, but that would make the installation of 3.6 miles of pathways not feasible.

Staff Report to City Council Page 3
2023 Pathways Project
March 16, 2023
The first round of construction would be for on-road and off-road pathways ready for construction by June 2023. For this project timeline, staff would return to Council for the approval of the specifications in April and also seek authorization for the City Manager to award a low bid construction contract not to exceed $1,000,000.

After staking is completed, staff will prepare specifications for the balance of 3.6 miles of pathways for the second round of construction contract. Staff would seek Council approval in July timeframe to start the second round of construction by August in order to complete installation by October 2023. Town’s maintenance crew would be able to build few segments, but the in-house crew’s time may be best allocated for the maintenance of existing pathways.

Below is a general timeline of the expedited project schedule needed to deliver 3.6 miles of new pathways as outlined in the 2023 Pathways Work Plan:

Milestones Completion
Timeline
(2023)
• March 16 Council approval of the modified Miscellaneous Pathways Project with budget appropriation and authorize City Manager to execute an agreement for Staking Service.
• Staff solicit proposals for staking services.

March
• Staff review proposals and select surveyor(s) for staking services. • City Manager executes agreement(s) for staking services. • Notify residents of staking work.
• Council authorize staff to bid the first round of pathway construction and award contract not to exceed $1,000,000 (April 20).

April
• Staking work begins.
• Bids received for first round of pathway construction.

May
• Complete staking 3.6 to 5 miles of pathway segments.
• City Manager executes the contract for the first round of pathway construction.
• First round of pathway construction starts.

June
• Council authorize staff to bid the second round of pathway construction and award contract not to exceed.

July
• Bids received for second round of pathway construction. • City Manager executes the contract for the first round of pathway construction.
• Second round of pathway construction starts.

August
• Complete installation of 3.6 miles of pathways. October

Staff Report to City Council Page 4
2023 Pathways Project
March 16, 2023
• Solicit proposals for engineering/topographic survey and environmental evaluation services for future year segments. • Prepare for 2024 pathway project
August to
December
Staff will be checking in with Council again in April and July per the 2023 Pathways Work Plan to construction 3.6 miles of new pathways. With the guidance from Council, staff needs to efficiently streamline the project delivery process in order to meet this aggressive timeline.

Modifications to Miscellaneous Pathways CIP Project
For the installation of 3.6 miles of new pathways in 2023, staff is recommending Council to approve the scope and budget modifications/appropriations to the existing capital project for the Miscellaneous Pathways (Project Number 427913-23) in the Adopted FY2022-23 Operating Budget and FY2023-2027 Five Year CIP. The current project is “to improve the Town’s pathways system by filling in gaps and fixing existing portions of the pathway system” and to “allow for smaller pathway projects to be completed on shorter timelines as opportunities present themselves.” The current five-year budget appropriation and plan is for $325,000 from the Pathways Fund each fiscal year.

The proposed modifications to the Miscellaneous Pathways Project include the scope to construct 3.6 miles of new pathways in 2023 and budget appropriations needed (Attachment 3). Staff is anticipating a budget need of $3 million distributed between FY2022-23 and FY2023-24. The current fiscal year (FY2022-23) budget appropriation would need to be increased by an additional $1,000,000 to cover the survey staking services and the first round of pathway construction to start in June 2023 to install approximately one mile of pathways. The remainder budget of $2,000,000 would be required in FY2023- 24 to construct the remainder of 3.6 miles of pathways beginning August 2023. General breakdown of the 2023 pathways costs can be found under the Fiscal Impact section of this report. As part of the upcoming FY23-24 Operating Budget and FY2024-2028 Five Year CIP process, staff will further analyze the feasibility and budget needs to continue building 3 to 3.6 miles of pathways per each calendar year, if directed by Council.

Impacts to Existing Resources
With the inclusion of 3.6 miles of new pathways to Town’s 2023 Work Plan, there will be impacts to staff’s priorities and resources, which would in turn impact other existing programs and funds. The 2023 Pathways Work Plan will significantly increase staff time allocation to pathways by approximately 20% – 30% for one Assistant Engineer and 5% to 10% increase for rest of the Public Works staff.

Foreseeable staff responsibilities that may require outsourcing due to resource allocation impacts from the 2023 Pathways Work Plan are listed below:

Staff Report to City Council Page 5
2023 Pathways Project
March 16, 2023
• Annual Street Rehabilitation Project – Field quantity takeoffs for the preparation of plans and specifications
• Annual street pavement crack seal operations
• Soil erosion and sediment control inspections during the grading moratorium. • Maintenance of Purissima Park and potentially other Town facilities • With more new pathways being constructed, staff may need to contract out the maintenance of some existing pathways
Staff investigated constructing more pathways with the in-house crew, but the California Uniform Public Construction Cost Accounting Act limits public projects performed by public agency’s own resources to only $60,000 or less. The Public Contract Code is strict when it comes to splitting work to meet the $60,000 threshold. Even if the Town was able to split the work to smaller segments, building 3.6 miles of pathways would require all four of our maintenance staff with the superintendent to allocate majority of their time between May and September to come close to constructing 3.6 miles of pathways.

If the Town considered hiring two more maintenance staff members, there may be a chance to split the crew into two groups to have one focus on pathways year around. However, the Town would need to buy twice the equipment needed and there may not be sufficient space in the Corporation Yard to house the additional staff and equipment. Furthermore, with the current hiring market, it can take two to six months for the recruitment process.

Amendment to the Town Purchasing Ordinance
For pathways and other future projects, staff is advising that Council consider increasing the City Manager’s purchasing authority to $60,000 to match the current threshold set by the California Uniform Public Construction Cost Accounting Act (Act). The Act allows “opt in” public agencies to negotiate public projects less than $60,000 in the open market based on at least three competitive bids. This would streamline the contracting process for many of Town’s capital and operational projects and allow delivery of projects in a timely manner.

Staff is also advising Council to consider increasing the threshold of public projects for formal bids that require approval of specifications to be increased from $125,000 to $200,000 to align with the Act’s current formal bidding threshold.

These purchasing policy changes would require amending the Town’s Municipal Code Title 2, Chapter 4 modifying the Purchasing System to increase the City Manager’s purchasing authority and the threshold amount for formal bid process. A separate staff report will be presented on this topic for Council’s consideration.

Staff Report to City Council Page 6
2023 Pathways Project
March 16, 2023

ENVIRONMENTAL REVIEW
Alteration or addition to existing pedestrian trails that do not create additional automobile lanes is defined under California Environmental Quality Act (CEQA) Section 15301(c) as Categorically Exempt.
2023 CITY COUNCIL WORK PLAN:

This action is identified on the 2023 City Council Work Plan under “Improve Pathway System” specifically related to constructing next 3.6 miles of pathways, and it supports the council priority to Protect and Maintain Infrastructure.

FISCAL IMPACT
In addition to staff resources reallocated to deliver 3.6 miles of new pathways in 2023, staff is estimating a budget need of $3 million for the project to be appropriated from unreserved Pathways and General Funds. Below is a table indicating the low to high range of costs estimated for 3.6 miles of pathways depending on the complexity of installation:

Cost Items Low Range High Range
Easement and ROW Research $30,000 $60,000
Survey Staking $60,000 $120,000
Outreach and Misc. Expenditures $10,000 $30,000
Construction Estimate $2,500,000 $7,000,000
Inspection Services $40,000 $80,000
TOTAL PROJECT COST $2,640,000 $7,290,000
For 2023, staff will attempt to construct 3.6 miles of pathways with the least number of challenges to complete installation by end of 2023. Therefore, staff is anticipating a lower range cost and budget of $3,000,000 for 2023.

Here is a general fiscal table indicating funding needs and costs related to the Miscellaneous Pathways Project for FY2022-23 and FY2023-24:

Miscellaneous Pathways Project (Modified)
Funding FY2022-23 FY2023-24
Misc. Pathways (Remaining Budget) $317,855
Pathway Fund Unreserved $1,000,000
General Fund Unreserved $2,000,000
Subtotal $1,317,855 $2,000,000
TOTAL BUDGET $3,317,855

Staff Report to City Council Page 7
2023 Pathways Project
March 16, 2023
Cost Items
Easement and ROW Research $50,000
Survey Staking $100,000
Outreach and Misc. Expenditures $10,000
Construction Estimate $1,117,855 $2,000,000
Inspection Services $40,000
Subtotal $1,317,855 $2,000,000
TOTAL PROJECT COST $3,317,855
The Town collects $10,943 for Pathway Impact Fee for a new single-family residence and $3,826 for an addition of 900 or more square footage. The Town currently does not collect pathway fees for additional dwelling units (ADUs). The Pathway Impact Fee for a new single-family home is supposed to cover installation of approximately 200 feet of new pathways, which equates to $55 per linear feet collected. According to the latest estimates, average unit costs to install on-road pathways is $200 per linear foot and $80 per linear foot for off-road pathways, not factoring in staff’s project management costs.

Current balance of the unreserved Pathway Fund is $1,041,046. The 2023 pathways project would deplete the unreserved Pathway Fund and require additional $2,000,000 in appropriation from the unreserved General Fund. A nexus study for the Pathway Impact Fee is needed soon to collect sufficient fees for the Pathway Fund to sustain a continuous pathway program.

A more sustainable approach to pathway construction would be to identify a revenue stream (such as revised Pathway Impact Fee) to cover the cost of new construction and pace construction at rate that does not exceed revenues.

ALTERNATIVE
A deviation from the current 2023 Pathways Work Plan is possible, but that may require further analysis by staff. A change in direction from Council of the goal to install 3.6 miles of new pathways may require amending the 2023 City Council Strategic Priorities Implementation Plan (2023 Town’s Work Plan), which was approved by Council on February 16. For any changes to the proposal, a clear direction from the Council would be valuable and allowing time for staff to return to Council with a revised proposal.

ATTACHMENT

1. Resolution

2. 2023 Pathways Work Plan

3. Modified Miscellaneous Pathways Project CIP Worksheet

RESOLUTION

A RESOLUTION OF THE CITY COUNCIL OF THE

TOWN OF LOS ALTOS HILLS APPROVING MODIFICATIONS TO
MISCELLANEOUS PATHWAYS PROJECT IN THE ADOPTED FY2022-23 OPERATING BUDGET AND FY2023-2027 FIVE YEAR CAPITAL

IMPROVEMENT PLAN WITH PROPOSED SCOPE AND BUDGET
APPROPRIATIONS; AND AUTHORIZING THE CITY MANAGER TO

SOLICIT PROPOSALS FOR SURVEY STAKING SERVICES AND EXECUTE AGREEMENTS NOT TO EXCEED $150,000 TOTAL
WHEREAS, at the January 25 Special Council Meeting – Goal Setting Session, the City Council prioritized the installation of 3.6 miles of new pathways for the Town’s 2023 Work Plan and approved the plan at the February 16 Council Meeting; and WHEREAS, staff finalized the 2023 Pathways Work Plan to install 3.6 miles of new pathways to include a combination of off-road and on-road pathways with the assistance of the Pathways Committee; and
WHEREAS, staff is requesting Council to authorize the City Manager to solicit proposals and execute agreements with staking survey consultants not to exceed $150,000 total for all staking services agreements at this time to meet the expedited project timeline; and
WHEREAS, staff is planning for two sets or rounds of construction contracts with an anticipated budget need of $3 million distributed between FY2022-23 and FY2023-24; and WHEREAS, staff is recommending Council to approve the scope modification and budget appropriations to the existing capital project for the Miscellaneous Pathways (Project Number 427913-23) in the Adopted FY2022-23 Operating Budget and FY2023- 2027 Five Year Capital Improvement Plan for the installation of 3.6 miles of new pathways in 2023; and
WHEREAS, the appropriation of $1,000,000 for FY2022-23 project budget would be from the unreserved Pathway Fund.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the Town of Los Altos Hills that:

1. Approve modifications to Miscellaneous Pathways (Project Number 427913-23) in the adopted FY2022-23 Operating Budget and FY2023-2027 Five Year Capital Improvement Plan (CIP) with proposed scope and budget appropriations.

2. Authorize the City Manager to solicit proposals for survey staking services and execute agreements not to exceed $150,000 total.

Attachment 1

The above and foregoing resolution was passed and adopted by the City Council of the Town of Los Altos Hills at a regular meeting held on the 16th day of March 2023 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

By:

Linda Swan, Mayor
ATTEST:

Deborah L. Padovan, City Clerk

1 2023 PATHWAYS WORK PLAN

PROJECT INFORMATION
The Town’s pathway system is a valuable asset providing approximately 85 miles of recreational trails for equestrians and pedestrians throughout the Town. Currently, approximately 4 miles of the existing pathway network require significant repairs and rehabilitation. Approximately 36 miles of pathways identified in the Master Pathway Plan are yet to be built.

On February 16, the City Council approved the Town’s 2023 work plan that includes constructing 3.6 miles of new pathway segments by end of 2023 (preferably before the start of the grading moratorium on October 1, 2023). Staff developed a 2023 Pathways Work Plan to deliver 3.6 miles of new pathway this year. Staff will continue to investigate a long-term plan to complete the remaining 36 miles in ten years.

PATHWAY SEGMENTS
With the assistance of the Pathways Committee, staff has identified 5 miles of potential pathway segments to be considered for the 2023 Pathways Work Plan. The list of pathway segments was developed by including priority pathway segments provided by the Pathways Committee members, current pathway projects in the FY2023-2027 Five Year Capital Improvement Plan, and other pathway segments that staff initially evaluated to be feasible for installation by 2023. The list would be narrowed down to approximately 3.6 to 5 miles of pathway alignments to be staked in field for a more accurate evaluation of easements, public right-of-way, topographic, engineering, and environmental needs.

PATHWAYS TO BE CONSIDERED FOR 2023
- Street Name Type Length
(LF) Description
Pathway Segments in Progress
1 Briones on-road 272 Short segment connecting from Briones Wy. to Via Ventana
2 Concepcion on-road 721 Two segments on Concepcion Rd. 3 Edgerton on-road 475
CIP path that connects the off-road WallaceStegner Path with a segment on Edgerton Rd.

Challenges: Hillside path, additional easement
required, tree removal.
4 Fremont/Redwood
Grove on-road 1,230
CIP path that connects the edge of Fremont Road
to Redwood Grove & Shoup Park in the City of Los
Altos.

Challenges: Potential ADA requirements if built
within City of Los Altos. Pathway may be built
entirely on Town ROW, but would require
relocation of private fences.
5 La Paloma on-road 1,000 Six segments along La Paloma Rd.

Attachment 2

2 6 Page Mill/Lupine to
Via Feliz on-road 160
CIP path that proposes a connection along Page
Mill Rd. from Lupine to Via Feliz.

Challenges: Town needs additional easement.
7 Saddle Court off-road 2,858 This proposes an off-road connection through Saddle Mountain Estates.
8 SummerHill on-road 4,300
CIP path from Nicole Ln. to Magdalena Ave.

Challenges: Potential tree removal, retaining walls
required, safety mitigation measures required,
County Encroachment Permit required.
9 Middle Fork/Maple
Leaf Court off-road 1,229
Off-road connection through Maple Leaf Court to
Middle Fork Lane.

Challenges: Potential Environmental requirements.

Staking required to determine feasibility.
10 Love Shack to Natoma
Road off-road 1,069
Off-road path connecting Natoma Road from a
parcel adjacent to La Vida Real to an existing path.

Challenges: Potential environmental requirements.

Staking required to determine feasibility.

Pathways Segments Proposed
11 Zappettini Court to
Central Drive off-road 382
Off-road path connecting Zappettini Ct. to
Central Dr. to an existing path on Zappettini Ct.

Challenges: Potential tree removal. Staking
required to determine feasibility.
12 Dawnridge Drive to
Hilltop Road off-road 385
Off-road path connecting Hilltop Dr. with
Dawnridge Dr.

Challenges: Tree removal may be required.

Retaining wall in ROW potentially. Staking required
to determine feasibility.
13 Moody Road to
Altamont Road off-road 2,420
Off-road path connecting Moody Rd. to Altamont
Rd.

Challenges: Steep hillside. Switchbacks necessary.

Possible retaining walls. Staking required to
determine feasibility.
14 Burke Lane to
Robleda Road off-road 564
Off-road path connecting Robleda Rd. to Burke
Ln.

Challenges: Tree removal possibly required. Staking
required to determine feasibility.
15 Page Mill Road &
Moon Lane off-road 150
Short segment connecting Page Mill Rd. and
Moon Ln.

Challenges: Staking required to determine
easement and feasibility.

3 16 Chaparral Rd. to
Altamont Rd. off-road 837
Off-road path connecting Chaparral Ave. to
Altamont Rd.

Challenges: Steep hillside. Switchbacks may be
necessary, with potential retaining walls. Staking
required to determine feasibility.
17 Fremont Road on-road 1,869
On-road path with segments along Fremont Rd.

Fremont Rd. is a road with significant volumes of
traffic. Improves safety.

Challenges: Staking required to determine any
challenges.
18 Manuella (west side) on-road 920
On-road path connecting the west side of
Manuella Rd. to existing segments along Manuella
Rd.

Challenges: Staking required to determine any
challenges.
19 Hilltop Dr. on-road 1,930
On-road path along Hilltop Dr. Multiple segments
(Dawnridge-Summerhill Loop)
Challenges: Trees along roadside path, removal
may be necessary. Staking required to determine
feasibility.
20 Summerhill Rd. &
Hilltop Rd. on-road 237
On-road path with segments along Hilltop Dr.
(Dawnridge-Summerhill Loop)
Challenges: Potential trees removal and other
obstacles adjacent to path. Staking required to
determine feasibility.
21 Barley Hill Rd. on-road 770
On-road path with segments along Barley Hill Rd.
(Dawnridge-Summerhill Loop)
Challenges: Potential trees removal. Staking
required to determine feasibility.
22 Anacapa Dr. on-road 1,044
On-road path along Anacapa Dr. Improves safety
(Anacapa-Ascension Loop)
Challenges: Staking required to determine any
challenges. Narrow shoulder in the ROW, steep
slopes. Staking required to determine feasibility.
23 Ascension Dr. on-road 594
On-road path along Ascension Dr. Improves
safety (Anacapa-Ascension Loop)
Challenges: Steep slopes. Potential tree removal.

Staking required to determine feasibility.

4 24 Magdalena Rd. on-road 1,566
On-road path with segments along Magdalena
Rd. It is a road with large volumes of traffic.

Improves safety (Magdalena Loop)
Challenges: Potential easements necessary to build
segments. Potential environmental requirements
near Magdalena Creek. Staking required to
determine feasibility.
25 Ravensbury Ave. on-road 678
On-road path along Ravensbury Ave. (Magdalena
Loop).

Challenges: Potential environmental requirements
near Magdalena Creek. Potential tree removal.

Staking required to determine feasibility.

TOTAL
(miles) 5.2

ADDITIONAL PATHWAY SEGMENTS FROM PATHWAYS COMMITTEE
- Street Name Type
Lengt
h
(LF)
Description
Quary-Prospect-Rancho Loop
26 Stonebrook on-road 960
27 Prospect on-road 630
28 Finn Ln on-road 154
29 LaLoma Dr on-road 660
30 Summitwood on-road 694
31 Rhus Ridge Rd from
Moody on-road 1,153
32 Rhus Ridge from
Bassett on-road 824
Magdalena Loop
33 Magdalena
(Stonebrook to
Ravensbury)
on-road 1,566
34 Camino Hermosa on-road 653

5 Byrd Lane Loop
35 Byrd Lane on-road 908
36 Middle Fork on-road 304
Esperanza-Fremont Loop
37 Esperanza (south side) on-road 821
Anacapa-Ascension Loop
38 St Francis on-road 1,078
39 Ascension to
Pinewood on-road 458
40 Love Shack to Natoma
Road off-road 1,069
41 Moody Road to
Altamont Road off-road 2,420
42 Chaparral to Altamont
Road off-road 837
43 Ursula to Madadero
Crk off-road 1,978
44 Saddle Court to Berry
Hill - 2,913
45 Fremont - 700
BUDGET
A budget needed to install 3.6 miles pathways may range between $3 million to $7 million depending on the complexity of pathway segments that could include easement and right-if-way issues, existing grades, engineering services required, and environmental concerns. For 2023, staff will attempt to construct 3.6 miles of pathways with least challenges in order to complete the installation by end of the year. Staking also helps determine a more precise estimate and feasibility of segments.

Due to limited resources of the Town staff and since the Town’s maintenance crew will primarily focus on maintenance of existing pathways, and majority of the new pathways in 2023 will be contracted out for construction.

Cost Items Low Range High Range
Easement and ROW Research $30,000 $60,000

6 Survey Staking $60,000 $120,000
Outreach and Misc. Expenditures $10,000 $30,000
Construction Estimate $2,500,000 $7,000,000
Inspection Services $40,000 $80,000
TOTAL PROJECT COST $2,640,000 $7,290,000

TIMELINE
With the City Council’s approval, the first order of action is to hire a professional surveyor to confirm existing record maps and records of survey to stake pathway easements and public right-of-way boundaries on the field to determine if there are pending easement and right-of-way issues, alignment concerns, engineering services needed, constructability issues, and potential environmental concerns. In case concerns and issues are discovered after staking that can delay and prolong the pathway installation beyond 2023, up to five miles of pathway alignments would need to be staked.

An expedited project schedule is needed to deliver 3.6 miles of new pathways by end of 2023. Below is a general timeline for the 2023 Pathways Work Plan:

Milestones Completion
Timeline (2023)
• March 16 Council approval of the modified Miscellaneous Pathways Project with budget appropriation and authorize City Manager to execute an agreement for Staking Service.
• Staff solicit proposals for staking services.

March
• Staff review proposals and select surveyor(s) for staking services. • City Manager executes agreement(s) for staking services. • Notify residents of staking work.
• Council authorize staff to bid the first round of pathway construction and award contract not to exceed $1,000,000 (April 20).

April
• Staking work begins.
• Bids received for first round of pathway construction.

May
• Complete staking 3.6 to 5 miles of pathway segments.
• City Manager executes the contract for the first round of pathway construction. • First round of pathway construction starts.

June
• Council authorize staff to bid the second round of pathway construction and award contract not to exceed.

July
• Bids received for second round of pathway construction. • City Manager executes the contract for the first round of pathway construction. • Second round of pathway construction starts.

August
• Complete installation of 3.6 miles of pathways. October • Solicit proposals for engineering/topographic survey and environmental evaluation services for future year segments.
• Prepare for 2024 pathway project
August to
December

DEPARTMENT
427913-23 Public Works
FY 2021-22 Summer 2021
Ongoing
Project Budget
Spending Thru
February 2023
Available
Budget
Return to
General Fund
Prior
Appropriation
$ 325,000 $ 7,145 $ 317,855 $ - $ 317,855
$ 325,000 $ 7,145 $ 317,855 $ - $ 317,855
Project Summary
Prior
Appropriation
2022-23
Planned
2023-24
Planned
2024-25
Planned
2025-26
Planned
2026-27
Planned
Total
Project
Funding Source
$ 317,855 $ 1,000,000 $ 325,000 $ 325,000 $ 325,000 $ 2,292,855 2,000,000 $ 2,000,000
$ 317,855 $ 1,000,000 $ 2,000,000 $ 325,000 $ 325,000 $ 325,000 $ 4,292,855 Project Spending
$ 317,855 $ 200,000 $ 75,000 $ 75,000 $ 75,000 $ 742,855 - 1,000,000 1,800,000 250,000 250,000 250,000 3,550,000 $ 317,855 $ 1,000,000 $ 2,000,000 $ 325,000 $ 325,000 $ 325,000 $ 4,292,855 The general maintenance of the Town’s pathway system by Public Works would not be funded by this CIP, but there will be ongoing maintenance and operating costs associated.

General Fund
Total Funding
Staking and Design
Construction
Total Spending
RECURRING ANNUAL MAINTENANCE AND OPERATING COSTS, IF APPLICABLE:

Pathway Fund
In 2021, the Miscellaneous Pathways was added as an ongoing project is to improve the Town’s pathways system by filling in gaps and fixing existing portions of the pathway system. The projects covered under this CIP would be on a list that is maintained and updated by the Pathways Committee. This CIP was designed to allow for smaller pathway projects to be completed on shorter timelines as opportunities present themselves, including the Council's goal of completing ten sections per year.

On February 16, 2023, Council approved the Town's 2023 Work Plan, which included constructing 3.6 miles of new pathways (10% of the remaining 36 miles of the Master Pathway Plan to be installed). The Miscellaneous Pathways project scope and budget are being revised to accommodate constructing 3.6 miles of pathways in 2023. Staff will work the Pathways Committee for the list of segments to be considered and develop a 2023 Pathways Work Plan
PROJECT STATUS:

Ongoing
PRIOR APPROPRIATION:

Project Summary
Survey, Environmental
Study, Design, and
Construct
Total
PROJECT FUNDING/SPENDING ESTIMATE:

PROJECT DESCRIPTION:

MISCELLANEOUS PATHWAYS

PROJECT NUMBER

INITIAL FUNDING YEAR PLANNED START DATE

ESTIMATED COMPLETION DATE
Attachment 3

From: allan epstein
To: Deborah Padovan; Linda Swan; Stan Mok; George Tyson; Lisa Schmidt; Kavita Tankha; Peter Pirnejad Subject: AGENDA ITEM #5.B MODIFICATIONS TO MISCELLANEOUS PATHWAYS PROJECT Date: Thursday, March 16, 2023 3:17:40 PM
Hi Deborah,
Please attach this email to tonight’s agenda,
Thank you.

Best,
Allan
AGENDA ITEM #5.B

RESOLUTION APPROVING MODIFICATIONS TO MISCELLANEOUS PATHWAYS PROJECT IN THE ADOPTED FY2022-23 OPERATING BUDGET AND FY2023-2027 FIVE YEAR CAPITAL IMPROVEMENT PLAN WITH PROPOSED SCOPE AND BUDGET APPROPRIATIONS; AND AUTHORIZING THE CITY

MANAGER TO SOLICIT PROPOSALS FOR SURVEY STAKING SERVICES AND EXECUTE AGREEMENTS NOT TO EXCEED $150,000 TOTAL
Do not amend the five-year Budget or authorize $150,000 for staking.

This agenda items demonstrates how It is inadvisable to set annual priorities on a calendar basis without regard to cost or resources and prepare budgets and financial statements on a fiscal basis.

The decision to increase spending and change priorities for pathway construction should be considered as part of the budget process when the impact on other programs, staffing, and Town finances can be properly assessed.

The Town has been unable to construct one mile of pathway in the last five years.

As a result, the
Pathway Fund has increased and now has over $1 million. It is doubtful the Town will complete the work included in this year’s budget before June 30. Last year the Town constructed the La PalomaRobledo path utilizing its inhouse crew, not in accordance with the Cost Accounting Act, or properly reflecting the expense on its books.

The Town has 85 miles of pathway, so there is no acute shortage, and should complete the system in a measured way based on available funds and priorities set by safety and resident interest. It makes little sense to stake what one can’t build in a timely manner. Increasing mileage requires more maintenance and diverts maintenance crew from other maintenance activities and increases expense. Increased rate of construction will require more engineering and procurement staff and expense.

Consider this request as part to the budget process. It is irresponsible to consider it on its own.

Supplemental No. 1
AGENDA ITEM #5.B
Distributed 3/16/23

TOWN OF LOS ALTOS HILLS March 16, 2023
Staff Report to the City Council
SUBJECT: INTRODUCTION OF AN ORDINANCE (FIRST READING)
AMENDING TITLE 2, CHAPTER 4, OF THE LOS ALTOS HILLS

MUNICIPAL CODE MODIFYING THE PURCHASING SYSTEM
ORDINANCE TO INCREASE CITY MANAGER’S PURCHASING

AUTHORITY AND THRESHOLD AMOUNT FOR FORMAL BID

PROCESS
FROM: WooJae Kim, Public Works Director
Peter Pirnejad, City Manager
APPROVED: Peter Pirnejad, City Manager
RECOMMENDATION: That the City Council:

Proceed with an introduction and first reading of the proposed Ordinance of the Los Altos Hills Municipal Code amending Title 2, Chapter 4 modifying the Purchasing System Ordinance to increase the City Manager’s purchasing authority and the threshold amount for formal bid process.

BACKGROUND:

The California Uniform Public Construction Cost Accounting Act (“Act”), enacted in 1983 under Public Contract Code (PCC) section 22000 et seq., is a voluntary program available to all public entities in California that have “opted in” to the uniform construction cost account procedures set forth in the Act. The Town opted into the Act in 1995 through a Council Resolution No. 76-95 (Attachment 2). Under Resolution No. 76- 95, public project bidding thresholds were set at the following thresholds:
• Public projects or maintenance projects of $25,000 or less could be performed by the employees of the Town by force account, by negotiation contract, or by purchase order.
• Public Projects or maintenance projects of $75,000 or less could be let to contract by informal procedures as set forth in the Act.
• Public projects or maintenance of more than $75,000 shall, except as set forth in the Act, be let to contract by formal bidding procedures.

A public project under the Act, as defined in PCC section 22002(c), means construction work on any publicly owned, leased, or operated facility and publicly owned utility systems. However, a public project does not include maintenance work, which includes AGENDA ITEM #5.C
W.K.

P.P.

Staff Report to City Council Page 2
Purchasing System Ordinance Amendment
March 16, 2023
routine, recurring, and usual work for the preservation or protection of any publicly owned or publicly operated facility for its intended purposes.

Title 2, Chapter 4 entitled “Purchasing System” was later added to the Municipal Code, which reflected the Town’s election under Resolution No. 76-95. Over the years, some of the bidding thresholds in the Municipal Code have been updated to align with the thresholds under the Act, as the thresholds are amended by the Act Commission from time to time.

DISCUSSION:

The Town’s Purchasing System Ordinance (Title 2, Chapter 4) refers to the Public Contract Code and the Act for public projects. Through the proposed Ordinance Amendment (Attachment 1), staff is recommending that the City Council consider increasing the City Manager’s purchasing authority from $25,000 to $60,000 and to increase the formal bidding threshold for purchases of goods and procurement of public projects from $125,000 to $200,000. These amendments to the purchasing system would align the Town’s practice with the updated purchasing thresholds set by the Act Commission and allow staff to streamline the purchasing process and deliver projects in a timely and responsible manner. The amendments also restructure some of the provisions of the ordinance for clarity and include applicable language from the Public Contract Code pertaining to noticing requirements and timelines.

Municipal Code Title 2, Chapter 4, Section 2-4.03 Open Market Orders currently sets the City Manager’s purchasing authority to solicit bids in the open market and make purchases of goods, services, and public projects at less than $25,000. Any purchases that are $25,000 or more would require City Council approvals.

Per Section 2-4.04 – Bidding Procedures of the Ordinance, all purchases of goods and public projects of $125,000.00 or more shall be based upon specifications approved by the City Council and follow formal bidding process.

Uniform Public Construction Cost Accounting Act Bid Limits Every five years, the Act Commission reviews the informal and formal bid limits for inflation and other factors to determine whether adjustments should be made. Last adjustment made to the bid limits by the Act Commission was in 2019, and below is the summary on the adjusted threshold amounts for public projects:
• Public project work in the amount of $60,000 or less to be performed by a public agency’s force account using the public agency’s own resources, or by negotiated contract.
• Public projects in the amount of $200,000 or less may use informal or formal bidding procedures; and

Staff Report to City Council Page 3
Purchasing System Ordinance Amendment
March 16, 2023
• Public projects at a cost of more than $200,000 must use formal bidding procedures to let the contract.

Benchmark Study
Staff conducted a high-level benchmark study of purchasing policies of Town’s neighboring municipalities. Purchasing guidelines vary across municipalities and are tailored to each agency. For neighboring cities, the following table shows what years purchasing policies were last updated, which agencies have opted into the Act for public or Public Works (PW) projects, and the purchase amount thresholds that trigger formal bidding procedures and Council approval:

City
Policy
Revised
Adopted
Act Formal Bid w/ Legal Ad
Council
Approval
Required Above
Atherton 2014 Yes
$30k for prof. services;
$50k for PW projects
$30k for prof.
services;
$10k for PW
projects
Campbell 2017 Yes
$25k for goods & services;
limits per the Act for PW
projects $50,000
Hillsborough 2019 No
$20k - $30k informal bid;
Over $30,000 formal bid $30,000
Los Altos 2021 Yes $100,000 $100,000
Los Gatos 2021 Yes
$50k for goods & services;
limits per the Act for PW
projects $100,000
Morgan Hill 2019 Yes
$25k for goods & services;
limits per the Act for PW
projects $60,000
Saratoga 2015 Yes
Only for PW projects and
per Act's informal bid
limit, which is $60k $25,000
Sunnyvale 2019 No $50,000 $100,000
Los Altos Hills
(Current) 2019 Yes
$125,000 for goods & PW
projects $25,000
Los Altos Hills
(Proposed) 2023 Yes
$200k for goods, services,
& PW projects $60,000
Purchasing System Ordinance Amendment
The proposed Purchasing System Ordinance amendment to increase the City Manager’s purchasing authority aligns with the Act’s threshold amount of $60,000 or less for public

Staff Report to City Council Page 4
Purchasing System Ordinance Amendment
March 16, 2023
projects to be performed by a public agency’s force account using the public agency’s own resources, or by negotiated contract. For consistency, staff is recommending that the City Manager’s purchasing authority to be $60,000 also for goods and services. Services would include professional services.

The increase of the purchasing authority would allow Town staff to accelerate on delivery of priority projects in the Town’s 2023 Work Plan, such as the installation of new pathways. By streamlining award and execution of contracts under $60,000, such as for easements and right-of-way research, survey staking, and construction of selected few segments under $60,000, staff would assure more timely delivery of pathways project.

The proposed ordinance amendment would also increase the threshold amount from $125,000 to $200,000 for public projects that would require specifications to be approved the City Council and follow formal bid process. This means that for Public Works construction projects over $200,000 would require Council approval of the plans and specifications before being advertised for formal bid. The amended threshold for formal bid would align with current threshold set by the Act.

In the interest of financial transparency, it should be noted that every month the City Council agenda includes a treasurer's report and account of disbursements. Therein the council and public will have record of all the material expenses above $10,000 as well as a status of our accounts and receipts.

ALTERNATIVE
Council may choose to keep the existing purchasing thresholds for goods, and consider increasing the City Manager’s purchasing authority to $60,000 or less for services and public projects and increasing the threshold for Council approval of specifications and formal bidding to more than $200,000 for public projects.

ENVIRONMENTAL REVIEW
This action does not qualify as a “Project” as defined in California Government Code Section 15378(b) of the Guidelines for California Environmental Quality Act. 2023 CITY COUNCILWORK PLAN:

This action is not identified on the 2023 City Council Work Plan, but it supports the Council value and priority areas for “Increase Effective Service Delivery & Governance:
and “Protect & Maintain Infrastructure.”

FISCAL IMPACT
There is no fiscal impact associated with this proposed ordinance.

Staff Report to City Council Page 5
Purchasing System Ordinance Amendment
March 16, 2023

ATTACHMENT

1. Ordinance

2. Resolution No. 76-95

1 ORDINANCE

ORDINANCE OF THE CITY COUNCIL
OF THE TOWN OF LOS ALTOS HILLS AMENDING TITLE 2, CHAPTER 4 OF

THE LOS ALTOS HILLS MUNICIPAL CODE FOR PURCHASING SYSTEM WHEREAS, staff is recommending that the City Council consider increasing the City Manager’s purchasing authority from $25,000 to $60,000 and to, in accordance with the thresholds provided in the Uniform Public Construction Cost Accounting Act, increase the formal bidding threshold for public projects to $200,000; and WHEREAS, these amendments to the purchasing system would align the Town’s practice with the purchasing thresholds set by the California Uniform Public Construction Cost Accounting Act (“Act”), allow staff to streamline the purchasing process and deliver projects in a timely and responsible manner, reorganize certain provisions for clarity, and add relevant language from the Public Contract Code; and WHEREAS, following review of the code, it was determined that the amendments contained in this Ordinance were appropriate.

NOW, THEREFORE, the City Council of the Town of Los Altos Hills does hereby ORDAIN as follows:

1. Chapter 4 of Title 2 of the Los Altos Hills Municipal Code is hereby amended to read as follows (with additions in double underline and deletion in strikethrough):
2-4.01 Purchases of personal property—Purchases on Behalf of Town—General Rules.
(a) City Manager as Purchasing Agent. The City Manager shall have full authority to purchase or provide for the purchase of all materials, supplies, services, and equipment for the use of all departments, commissions, and boards comprising the city Town government, in accordance with the provisions of this chapter, except articles required by the state codes to be purchased otherwise. No purchase of an article, service or thing shall be made by any department head independently of the City Manager except in cases of immediate emergency that occur when the office of the City Manager is not open for the conduct of the City’s business. In such instances, the department head may make the necessary emergency purchase and shall report the same in writing to the City Manager within twenty-four (24) hours, accompanied by a definite statement of the occasion and reasons for such emergency purchase.
(b) Prohibition on Splitting Procurement. Under no circumstances may any procurement or purchase contemplated in this chapter be split or separated into smaller components to avoid procurement or purchasing procedures and/or determine the awarding authority.

Attachment 1

2-4.03 Open Mmarket Oorders for Purchases and Procurements of $60,000 or Less.

All purchases or procurements of professional and facility services, public projects, supplies, materials, equipment, or other personal property, the cost of which is less than twenty five sixty thousand dollars ($2560,000.00) or less, may be made in the open market without newspaper advertisement. When deemed appropriate by the City Manager, open market purchases shall be based on at least three (3) competitive bids or quotes and shall be awarded on the basis of the bid most advantageous to the Town. The City Manager may solicit bids by the directly from prospective vendors by mail, email, request to prospective vendors or by telephone. The City Manager shall keep a record of all open market orders and bids submitted thereon which shall be open to public inspection. Public projects of $60,000 or less may be performed by the employees of the Town by force account or may be performed by negotiated contract. Notwithstanding the provisions of this section, purchaseprocurement of Public Works public projects as defined in the California Public Contracts Code shall comply with all applicable provisions of the Public Contracts Code. 2-4.04 Bidding procedures Formal and Informal Procedures for the Purchase and Procurement of Goods, Services, and Public Projects in Excess of $60,000.

All purchases or procurements of goods, services (including professional, special, and personal), and public projects, the cost of which is in excess of $60,000 shall be made through either informal or formal procedures as provided for in this Section. All purchases or procurements of goods, services, and public projects, the cost of which is more than one hundred twenty-five two hundred thousand dollars ($125200,000.00) or more, shall be based upon specifications or a scope of work theretofore approved by the City Council. and submitted for formal bidding. The notice inviting bids to purchase shall be advertised upon authority of the City Council, and such advertisement shall be published one time in a newspaper of general circulation published nearest to the City, and in addition, invitations to bid may be mailed to prospective vendors at the discretion of the City Manager. The bids submitted shall be received by the City Clerk, to be opened by the City Manager at the time designated. The following exceptions shall apply:
(a) Purchases of Goods.
(1) Informal Bid Procedures for Purchase of Goods. For the purchase of goods above twenty-five two hundred thousand dollars ($25200,000.00) or less and more than sixty thousand dollars ($60,000), the City Manager shall solicit at least three (3) competitive bids and the contract shall be awarded on the basis of the bid most advantageous to the Town.
(2) Formal Bid Procedures for Purchase of Goods. Purchases of goods more than two hundred thousand dollars ($200,000.00) shall be and submitted for formal bidding.

The notice inviting bids to purchase shall be advertised upon authority of the City Council, and such advertisement shall be published onetwo times in a newspaper of general circulation published nearest to the Town, and in addition, invitations to bid may be mailed

to prospective vendors at the discretion of the City Manager. The bids submitted shall be received by the City Clerk, to be opened by the City Manager at the time designated. (b) Procurement of Public Projects.
(1) Informal Bid Procedures for PurchaseProcurement of Public Projects. Informal Bid Procedures. Public projects, as defined by the Act and in accordance with the limits listed in Section 22032 et seq., of the Public Contracts Code. In accordance with Public Contract Code sections 22032 and 22034, for the procurement of public projects two hundred thousand dollars ($200,000.00) or less, the Town shall engage in the following procedures:
(i) Contractors List. A list of contractors shall be developed and maintained in accordance with the provisions of Section 22034 of the Public Contracts Code and criteria promulgated from time to time by the California Uniform Construction Cost Accounting Commission.
(ii) Notice Inviting Informal Bids. Where a public project is to be performed which is subject to the provisions of this section, a notice inviting informal bids shall be mailed, faxed, or emailed to all contractors for the category of work to be bid, as shown on the contractor list, and to all construction trade journals as specified by the California Uniform Construction Cost Accounting Commission in accordance with Section 22036 of the Public Contracts Code. The notice inviting informal bids shall describe the project in general terms and how to obtain more detailed information about the project, and state the time and place for the submission of bids. All mailing of notices to contractors pursuant to this subdivision shall be completed not less than 10 calendar days before bids are due. Additional contractors and/or construction trade journals may be notified at the discretion of the department soliciting bids; provided, however:
a. If there is not a list of qualified contractors maintained by the Town for the particular category of work to be performed, the notice inviting bids shall be sent only to the construction trade journals specified by the California Uniform Construction Cost Accounting Commission. b. If the product or service is proprietary in nature such that it can be obtained only from a certain contractor or contractors, the notice inviting informal bids may be sent exclusively to such contractor or contractors. (iii) Informal Bids in Excess of Threshold. If all bids received are in excess of two hundred thousand dollars ($200,000), the City Council may, by adoption of a resolution by a four-fifths vote, award the contract, at two hundred twelve thousand five hundred dollars ($212,500) or less, to the lowest responsible bidder, if it determines the cost estimate of the Town was reasonable.

(2) Formal Bid Procedures for Procurement of Public Projects. Procurement of public projects valued at more than two hundred thousand dollars ($200,000.00) shall be submitted for formal bidding. The notice inviting bids shall be advertised upon authority of the City Council, and such advertisement shall be published two times in a newspaper of general circulation published nearest to the Town, and in addition, invitations to bid may be mailed to prospective vendors at the discretion of the City Manager. Notice inviting formal bids shall state the time and place for the receiving and opening of sealed bids and distinctly describe the project. The notice shall be published at least 14 calendar days before the date of opening the bids. The notice inviting formal bids shall also be sent electronically, if available, by either facsimile or electronic mail and mailed to all construction trade journals specified in Public Contract Code section 22036. The notice shall be sent at least 15 calendar days before the date of opening the bids. The bids submitted shall be received by the City Clerk, to be opened by the City Manager at the time designated.
(3) Rejection of Bids for Public Projects. In its discretion, the Town may reject any bids presented, if the Town, prior to rejecting all bids and declaring that the project can be more economically performed by employees of the Town, furnishes a written notice to an apparent low bidder. The notice shall inform the bidder of the Town's intention to reject the bid and shall be mailed at least two business days prior to the hearing at which the Town intends to reject the bid. If after the first invitation of bids all bids are rejected, after reevaluating its cost estimates of the project, the Town shall have the option of either of the following: (1) Abandoning the project or readvertising for bids in the manner described by the Public Contract Code, or (2) By passage of a resolution by a four-fifths vote of the City Council declaring that the project can be performed more economically by the employees of the Town, may have the project done by force account without further complying with Division 2, Part 3, Chapter 2, Article 3 of the Public Contract Code. If a contract is awarded, it shall be awarded to the lowest responsible bidder. If two or more bids are the same and the lowest, the Town may accept the one it chooses. If no bids are received through the formal or informal procedure, the project may be performed by the employees of the Town by force account, or negotiated contract without further complying with Division 2, Part 3, Chapter 2, Article 3 of the Public Contract Code (c) Purchases of Services. When entering into services contract, the skill, ability, and expertise of the entity or person performing the services is a key component of the selection criteria. The services selection should therefore be on the basis of demonstrated competence, overall value to the Town, and on the professional qualifications necessary for the satisfactory performance of the services required. Cost is only one factor in determining the selection. When deemed appropriate by the City Manager, the purchase of services may be made by soliciting requests for proposals or requests for quotations to prospective vendors either by mail, by telephone, by e-mail, or by public notice posted on a public bulletin board in the City Hall, or posted on the Town’s website. (d) Award of Contracts. The City Manager is authorized to award informal contracts pursuant to this section, valued at up to twenty-fivesixty thousand dollars

($2560,000.00) or less. Contracts exceeding the City Manager’s authority shall be awarded by minute order of the City Council.
(e) Authority to Reject Bids and Proposals. The City Council reserves the right to reject any and all bids and proposals. If, in the opinion of the City Council, none of the bids or proposals are satisfactory, then the City Council may reject all of the bids or proposals and direct the City Manager to proceed to purchase the goods or servicespublic project desired in the open market. Procurement of public projects in the open market after rejection of all bids must comply with the provisions of the Public Contract Code as outlined in Section 2-4.04(b)(3) above.

2. SEVERABILITY. If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid or unconstitutional, the remainder of this Ordinance, including the application of such part or provision to other persons or circumstances shall not be affected thereby and shall continue in full force and effect. To this end, provisions of this Ordinance are severable. The City Council of the Town of Los Altos Hills hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase hereof irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses, or phrases be held unconstitutional, invalid, or unenforceable.

3. EFFECTIVE DATE AND PUBLICATION. This ordinance shall become effective thirty (30) days from the date of its passage. Within 15 days after its passage, this ordinance shall be published once, with the names of those City Councilmembers voting for or against it, in the Los Altos Town Crier, a newspaper of general circulation in the Town of Los Altos Hills, as required by law.

The above and foregoing Resolution was passed and adopted by the City Council of the Town of Los Altos Hills at a regular meeting held on the 16th day of March 2023 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

By:

Linda G. Swan, Mayor
ATTEST:

Deborah L. Padovan, City Clerk
5310526.1

RESOLUTION NO. 76- 95

RESOLUTION OF

THE CITY COUNCIL OF THE

TOWN OF LOS ALTOS HILLS ELECTING

TO BECOME SUBJECT TO THE CALIFORNIA
UNIFORM PUBLIC CONSTRUCTION COST ACCOUNTING ACT .

WHEREAS, the Uniform Public Construction Cost Accounting Act (the " Act"), in the California Public Contract Code, Section 22000 et seq., provides for the development of cost accounting. standards and an alternative method for the bidding of public works projects by public entities; and
WHEREAS, public agencies may, by resolution of their governing board, elect to become subject to the uniform construction cost accounting procedures set forth in the Act;
NOW, THEREFORE, the City Council of the Town of Los Altos Hills does hereby RESOLVE as follows:

1. The Town of Los Altos Hills shall be subject to the Uniform Public Construction Cost Accounting Act and all of its provisions.

2. Public projects or maintenance of$25,000 or less may be performed by the employees of the Town by force account, by negotiated contract or by purchase order.

3. Public projects or maintenance of$75, 000 or less may be let to contract by informal procedures as set forth in the Act, ifthe Council adopts by ordinance these procedures.

4. Public projects or maintenance of more than$ 75, 000 shall, except asset forth in the Act, be let to contract by formal bidding procedures.

5. The City Clerk shall notify the State.Controller ofthe Town's election to be subject to the Act and send a copy ofthis resolution to the Controller.

PASSED AND ADOPTED this 6th day of September , 1995.

By:

Mayor
ATTEST:

City Clerk
14949/ 006/ 1040167. 1
Attachment 2

From: allan epstein
To: Deborah Padovan
Cc: Lisa Schmidt; Linda Swan; George Tyson; Stan Mok; Peter Pirnejad Subject: AGENDA ITEM #5.C
Date: Thursday, March 16, 2023 1:36:34 PM
Hi Deborah,
Please post this to the Agenda for tonight’s Council Meeting.

Thank you.

Best,
Allan
AGENDA ITEM #5.C
INTRODUCTION OF AN ORDINANCE (FIRST READING) AMENDING TITLE 2, CHAPTER 4, OF THE LOS

ALTOS HILLS MUNICIPAL CODE MODIFYING THE PURCHASING SYSTEM ORDINANCE TO INCREASE CITY MANAGER’S PURCHASING AUTHORITY AND THRESHOLD AMOUNT FOR FORMAL BID PROCESS Town should not increase City Manager’s purchasing authority from $25,000 to $60,000. The alleged benefits cited in the staff report do not offset the detrimental effects including loss of transparency by the both the Council and public, likelihood of less competitive procurement and higher costs, and loss of Council control.

The Cost Accounting Act only applies to “Public Projects”, not to all other purchases, and conformity with the $60,000 limit for in-house work (intended to ensure outside contractors are not deprived of work) provides no justification for the City Manager’s purchasing limit to be raised in “consistency” for all Town purchases. Staff’s comparison to other cities does not support the proposed change either; in most cases cited, authority is less than the $60,000 proposed.

As mentioned on multiple occasions, the Town does not conduct its procurement in accordance with the Town municipal code or the Cost Accounting Act, so changes are necessary to both the municipal code and Town practice. However, the proposed changes require additional corrections and are not the right changes for our small city at this time. Suggest this matter be referred to the FIC for further review and analysis prior to any action being taken.

Introducing the ordinance as proposed is ill advised.

Supplemental No. 1
AGENDA ITEM #5.C
Distributed 3/16/23

From: Rajiv Bhateja
To: City Council
Cc: Deborah Padovan
Subject: AGENDA ITEM #5.C
Date: Thursday, March 16, 2023 3:38:00 PM
Dear Council Members,
I strongly oppose the increase of the City Manager's spending authority from $25K to $60K.

Such an increase would reduce visibility and open the door to all sorts of abuses, or at least perceived abuses, and lessen trust in government.

I would like to see more review, accountability and transparency in our public finances, not less.

Thank you for your consideration.

Rajiv Bhateja
La Cresta Drive
Supplemental No. 2
AGENDA ITEM #5.C
Distributed 3/16/23

TOWN OF LOS ALTOS HILLS MARCH 16, 2023
Staff Report to the City Council
SUBJECT: RESOLUTION AWARDING A PLANNING SERVICE
CONTRACT TO MICHAEL BAKER INTERNATIONAL, INC.

FOR THE PREPARATION OF ZONING STANDARDS AND

REGULATIONS AND ASSOCIATED PROGRAM

ENVIRONMENTAL IMPACT REPORT (EIR) UNDER THE

CALIFORNIA ENVIRONMENTAL QUALITY ACT FOR THE

CREATION OF MULTI-FAMILY RESIDENTIAL OVERLAY
ZONES, FOR AN AMOUNT NOT TO EXCEED $601,620.

FROM: Elaine Ling, Senior Planner
APPROVED: Peter Pirnejad, City Manager
RECOMMENDATION: That the City Council:

Adopt the Resolution (Attachment 1) to award a planning service contract to Michael Baker International, inc. for the preparation of zoning regulations, objective design standards, and associated program environmental impact report (EIR) pursuant to the California Environmental Quality Act (CEQA) relating to multi-family residential overlay zoning districts, for an amount not to exceed $601,620.

BACKGROUND
Every eight (8) years, each jurisdiction is required to adopt an updated Housing Element and submit the element to the California Department of Housing and Community Development (HCD) for review and certification. The statutory deadline for jurisdictions in the Bay Area to adopt a Housing Element is January 31, 2023. Jurisdictions that fail to adopt a housing element that has been found in substantial compliance by HCD within 120 days of the statutory deadline must complete all necessary rezones within one year of that statutory deadline.

The Town timely adopted the 6th cycle Housing Element in substantial compliance with the State law on January 30, 2023, and timely submitted the adopted version to HCD for postadoption certification. However, if the Housing Element is not certified by HCD by May 31, 2023, the Town would be required to complete the rezoning and the associated environmental impact report by January 31, 2024, in accordance with state law.

The adopted 6th cycle Housing Element is introducing multi-family overlay zones on various sites to accommodate density at twenty (20) to thirty (30) dwellings per acre as applicable.

The proposed change will require an amendment to the Land Use Element of the General Plan and Municipal Code to establish these multi-family zones with objective development AGENDA ITEM #5.D
E.L.

P.P.

Staff Report to City Council Page 2
Planning Service Contract for Rezoning and Program EIR Preparation March 16, 2023
and design standards. In addition, the proposed rezoning qualifies as a “project” under CEQA and has been assessed to require a Program EIR. Consequently, the Town needs qualified housing consulting and environmental planning services for conducting public engagement, drafting development and design standards, evaluating potential environmental impacts, and preparing mitigation measures for any potential significant impacts.

The City Council adopted a resolution to authorize staff to advertise two (2) Requests for Proposals (RFPs) for the above-mentioned zoning amendment and EIR preparation work on December 15, 2022. Staff sent the RFPs directly to seven (7) firms and advertised the information on Daily Post on December 29, 2022. At the conclusion of the period for acceptance of proposals, staff received two (2) proposals from Precision Engineering, Inc. and Michael Baker International, Inc.

Per the bidding procedures outlined in Section 2-4.04 in Chapter 4 (Purchasing System) of the Los Altos Hills Municipal Code, contracts that exceed $25,000 shall be awarded by the City Council.

DISCUSSION
The two proposals from Precision Engineering, Inc. and Michael Baker International, Inc. were evaluated based on each firm’s experience with rezoning, objective standards, and program EIRs, staff qualifications, the proposed scope of work, work plan and schedule, project organization and management, and professional references.

Precision Engineering only submitted the proposal for rezoning RFP. Although the firm’s cost proposal is much lower compared to that submitted by Michael Baker International, the proposal only included two (2) project experiences for rezoning and objective design standards. In addition, Precision Engineering does not demonstrate sufficient experience with EIR preparation in the proposal submitted.

Michael Baker International Inc. proposed taking on the rezoning and objective design standards together with the Program EIR preparation. The same team that has been working on the Town’s 6th cycle Housing Element will lead the effort for the zoning amendment.

They have demonstrated their capability to work closely with Town staff, the Planning Commission, and the City Council, with a deep understanding of the Town’s character, development trends, and policy priorities. They have also proven their ability to work under pressure to meet critical deadlines to avoid risking the loss of compliance and grant funds, and potential enforcement actions and penalties. In addition, Michael Baker’s CEQA team has worked on the Notice of Exemption for the Town’s 6th cycle Housing Element. The same CEQA team that assisted with the prior CEQA efforts would bring their familiarity with the adopted Housing Element and rezoning sites to expedite the EIR preparation.

Based on these criteria, staff has determined that Michael Baker International, Inc. is the most qualified and responsive consultant and is recommending that the City Council award a
contract not to exceed $601,620 (inclusive of $20,370 contingency). As outlined in the

Staff Report to City Council Page 3
Planning Service Contract for Rezoning and Program EIR Preparation March 16, 2023
proposed scope of work shown in the section further below, Michael Baker International, Inc. will provide professional planning services related to community outreach, zoning amendments, objective design standards, and the Program EIR preparation by January 2024.

ENVIRONMENTAL REVIEW
The award of the contract itself does not qualify as a “Project” as defined in Section 15378(b) of the California Environmental Quality Act Guidelines as it does not have the potential of causing environmental impacts.
2023 CITY COUNCIL WORK PLAN
This is part of 2023 City Council Priorities under ‘Quality of Life and Community Character,’ and satisfies the milestone “Award Contract for a Consultant” under key projects “Amendments to Land Use Element and Municipal Code to add Multi‐family Zone” and “CEQA for Zoning Ordinance Amendment.” Both projects are part of the 6th cycle Housing Element implementation.

FISCAL IMPACT
The proposed scope of work outlined the following tasks and the related costs as follows:

Proposal for Zoning Ordinance Amendment and Objective Development and Design Standards
Project Administration $36,330
Analysis of Town Planning and Policies $15,970
Community Engagement $48,990
Draft Multi-Family Zones Development and Objective Design Standards
$110,510
Planning Commission and City Council Hearings $19,860
Final Document Adoption $3710
Total Optional Tasks Included $235,370
Total without Optional Tasks $203,700
Contingency (10%) $20,370
Total Budget Authorization $255,740
Proposal for Program EIR Preparation
Project Initiation and Data Collection $9,300
Notice of Preparation $3,730
SB18 and AB 52 Assistance (Tribal Cultural Consultation) $8,530 Project Scope Meeting $8,730
Preparation of Technical Studies $105,350
Administrative Draft Program EIR $92,540

Staff Report to City Council Page 4
Planning Service Contract for Rezoning and Program EIR Preparation March 16, 2023
Draft Program EIR $23,080
Administrative Draft Final Program EIR $31,660
Final Program EIR $15,500
Project Meetings and Hearings $47,640
Total Budget Authorization $345,880
Under the Town’s Fiscal Year 2021-22 and 2022-23 budgets, the City Council appropriated a total of $750,000 for a Capital Improvement Project (CIP No. 410220) of the 2023-2031 Housing Element. The Town has previously awarded a contract not to exceed $350,000 to Michael Baker International, Inc. for the 6th cycle Housing Element (2023-2031) preparation.

In addition, a total of $63,638.35 was billed to this Capital Improvement Project for legal consultation and miscellaneous expenses. Thus, there is some funding remaining (approximately $336,361.65) in the previously approved CIP budget for the rezoning and EIR work. Staff will request the remaining necessary funding as a part of the Fiscal Year 2023-2024 budget for the City Council’s approval.

ATTACHMENT

1. Resolution

2. Draft Contract for Planning Services

3. Planning Services Proposal, Michael Baker International, Inc. 5310866.1

- 1 -
RESOLUTION __-23

A RESOLUTION OF THE CITY COUNCIL OF THE

TOWN OF LOS ALTOS HILLS AWARDING A SERVICES AGREEMENT FOR THE

PREPARATION OF ZONING STANDARDS AND REGULATIONS AND ASSOCIATED

PROGRAM ENVIRONMENTAL IMPACT REPORT UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT FOR THE CREATION OF MULTI-FAMILY

RESIDENTIAL OVERLAY ZONES
WHEREAS, every eight years, cities and counties in California are required to adopt an updated Housing Element and submit the element to the California Department of Housing and Community Development (HCD) for review and certification, based on certain statutory deadlines; and WHEREAS, state law mandates any rezoning required as a part of the Housing Element update be completed by the jurisdiction within three years of the adoption deadline or within one year if the jurisdiction fails to adopt a Housing Element that has been found in substantial compliance by HCD within 120 days of the adoption deadline; and
WHEREAS, for the Sixth (6th) Planning Cycle of 2023-2031, the Town of Los Altos Hills timely adopted an updated Housing Element in substantial compliance with the state law on January 30, 2023, and timely submitted the adopted element to HCD for post-adoption certification in accordance with state law; and
WHEREAS, the adopted 2023-2031 Housing Element introduced multi-family overlay zones on various sites to accommodate density at twenty (20) to thirty (30) dwellings per acre, as applicable; and
WHEREAS, on December 15, 2022, the City Council adopted a resolution to authorize staff to advertise two (2) Requests for Proposals (RFPs) for preparation of the zoning amendment to create the multi-family zones identified in the Housing Element and the associated Program Environmental Impact Report (EIR) for the rezoning; and WHEREAS, the Town received two proposals which were reviewed by staff; pursuant to such review, staff evaluated that Michael Baker International, Inc. is the most qualified and responsive consultant based on the quality and experience of performing related planning services and prior experience in working with the Town; and
WHEREAS, based on such evaluation, the City Manager of the Town of Los Altos Hills recommends that the contract for the Project be awarded to Michael Baker International, Inc. for an amount not to exceed $601,620.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the Town of Los Altos Hills hereby finds the foregoing recitals are true and correct and incorporated herein, and authorize the City Manager to execute a services contract, in substantially the same form as that attached in the accompanying staff report, with the above-named firm on behalf of the Town of Los Altos Hills for the preparation of necessary zoning ordinance amendments for multi-family overlay zones as identified in the Housing Element with objective design standards and the associated Program EIR, subject to approval as to form by the City Attorney and timely submission of materials necessary to execute the contract by the above-named firm.

Attachment 1

- 2 -
The above and foregoing Resolution was passed and adopted by the City Council of the Town of Los Altos Hills at a regular meeting held on the 16h day of March, 2023 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

BY: _______________________________
Linda Swan, Mayor
ATTEST:
______________________________
Deborah Padovan, City Clerk
5310902.1

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 1 of 14

CONSULTING SERVICES AGREEMENT BETWEEN

THE TOWN OF LOS ALTOS HILLS AND
MICHAEL BAKER INTERNATIONAL INC.

THIS AGREEMENT for consulting services is made by and between the Town of Los Altos Hills (“Town”) and Michael Baker International, Inc. (“Consultant”) (together referred to as the “Parties”) as of March 16, 2023 (the “Effective Date”).

Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to Town the services described in the Scope of Work attached as Exhibit A , and incorporated herein, at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on January 31, 2024, the date of completion specified in Exhibit A, and Consultant shall complete the work described in Exhibit A on or before that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Consultant to complete the services required by this Agreement shall not affect the Town’s right to terminate the Agreement, as referenced in Section 8.

1.2 Standard of Performance. Consultant shall perform all services required pursuant to this Agreement according to the standards observed by a competent practitioner of the profession in which Consultant is engaged.

1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that Town, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from Town of such desire of Town, reassign such person or persons.

1.4 Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.1 above and to satisfy Consultant’s obligations hereunder.

Section 2. COMPENSATION. Town hereby agrees to pay Consultant a sum not to exceed $601,620 (where $20,370 is reserved for contingency), notwithstanding any contrary indications that may be contained in Consultant’s proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant’s proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. Town shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from Town to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to Town in the manner specified herein.

Except as specifically authorized by Town in writing, Consultant shall not bill Town for duplicate services performed by more than one person.

Attachment 2

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 2 of 14 Consultant and Town acknowledge and agree that compensation paid by Town to Consultant under this Agreement is based upon Consultant’s estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. Town therefore has no responsibility for such contributions beyond compensation required under this Agreement.

2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
 Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
 The beginning and ending dates of the billing period;  A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion;
 At Town’s option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense;
 The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder;
 The Consultant’s signature;
 Consultant shall give separate notice to the Town when the total number of hours worked by Consultant and any individual employee, agent, or subcontractor of Consultant reaches or exceeds 800 hours within a 12-month period under this Agreement and any other agreement between Consultant and Town. Such notice shall include an estimate of the time necessary to complete work described in Exhibit A and the estimate of time necessary to complete work under any other agreement between Consultant and Town, if applicable.

2.2 Monthly Payment. Town shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. Town shall have 30 days from the receipt of an invoice that complies with all of the requirements above to pay Consultant.

2.3 Final Payment. Town shall pay the last 10% of the total sum due pursuant to this Agreement within 60 days after completion of the services and submittal to Town of a final invoice, if all services required have been satisfactorily performed.

2.4 Total Payment. Town shall pay for the services to be rendered by Consultant pursuant to this Agreement. Town shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering services pursuant to this Agreement.

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 3 of 14 Town shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment.

2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown on the compensation schedule attached hereto as Exhibit B.

2.6 Reimbursable Expenses. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shall not be exceeded and no separate additional amount is set aside for expenses.

2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.

2.8 Payment upon Termination. In the event that the Town or Consultant terminates this Agreement pursuant to Section 8, the Town shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets to verify costs incurred to that date.

2.9 Authorization to Perform Services. The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement. Town shall make available to Consultant only the facilities and equipment listed in this section, and only under the terms and conditions set forth herein.

Town shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant’s use while consulting with Town employees and reviewing records and the information in possession of the Town. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of Town. In no event shall Town be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance listed below against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant and its agents, representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall provide proof satisfactory to Town of such insurance that meets the requirements of this section and under

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 4 of 14 forms of insurance satisfactory in all respects, and that such insurance is in effect prior to beginning work to the Town. Consultant shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence that such insurance is in effect to Town.

Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant shall maintain all required insurance listed herein for the duration of this Agreement.

4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Consultant. The Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than $1,000,000.00 per accident. In the alternative, Consultant may rely on a selfinsurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Consultant, if a program of self-insurance is provided, shall waive all rights of subrogation against the Town and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement.

4.2 Commercial General and Automobile Liability Insurance.

4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than $1,000,000.00 per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles.

4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an “occurrence” basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (most recent edition), Code 1 (any auto). No endorsement shall be attached limiting the coverage.

4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 5 of 14 a. The Insurance shall cover on an occurrence or an occurrence basis, and not on a claims-made basis.
b. Town, its officers, officials, employees, and volunteers are to be covered as insureds as respects: liability arising out of work or operations performed by or on behalf of the Consultant; or automobiles owned, leased, hired, or borrowed by the Consultant
c. For any claims related to this Agreement or the work hereunder, the Consultant’s insurance covered shall be primary insurance as respects the Town, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Town, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.
d. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after 30 days’ prior written notice has been provided to the Town.

4.3 Professional Liability Insurance.

4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than $1,000,000.00 covering the licensed professionals’ errors and omissions. Any deductible or self-insured retention shall not exceed $150,000 per claim.

4.3.2 Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates. c. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Consultant must purchase an extended period coverage for a minimum of five years after completion of work under this Agreement.
d. A copy of the claim reporting requirements must be submitted to the Town for review prior to the commencement of any work under this Agreement.

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 6 of 14

4.4 All Policies Requirements.

4.4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:VII.

4.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Consultant shall furnish Town with complete copies of all policies delivered to Consultant by the insurer, including complete copies of all endorsements attached to those policies. All copies of policies and endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. If the Town does not receive the required insurance documents prior to the Consultant beginning work, it shall not waive the Consultant’s obligation to provide them. The Town reserves the right to require complete copies of all required insurance policies at any time.

4.4.3 Deductibles and Self-Insured Retentions. Consultant shall disclose to and obtain the written approval of Town for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. At the option of the Town, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the Town, its officers, employees, and volunteers; or the Consultant shall provide a financial guarantee satisfactory to the Town guaranteeing payment of losses and related investigations, claim administration and defense expenses.

4.4.4 Wasting Policies. No policy required by this Section 4 shall include a “wasting” policy limit (i.e. limit that is eroded by the cost of defense).

4.4.5 Waiver of Subrogation. Consultant hereby agrees to waive subrogation which any insurer or contractor may require from vendor by virtue of the payment of any loss. Consultant agrees to obtain any endorsements that may be necessary to affect this waiver of subrogation.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the entity for all work performed by the consultant, its employees, agents, and subcontractors.

4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

4.5 Remedies. In addition to any other remedies Town may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, Town may, at its sole option exercise any of the following remedies, which

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 7 of 14 are alternatives to other remedies Town may have and are not the exclusive remedy for Consultant’s breach:
 Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
 Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or  Terminate this Agreement.

Section 5. INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES.

Consultant shall indemnify, defend with counsel acceptable to Town, and hold harmless Town and its officers, officials, employees, agents and volunteers from and against any and all liability, loss, damage, claims, expenses, and costs (including without limitation, attorney’s fees and costs and fees of litigation) (collectively, “Liability”) of every nature arising out of or in connection with Consultant’s performance of the Services or its failure to comply with any of its obligations contained in this Agreement, except such Liability caused by the sole negligence or willful misconduct of Town.

The Consultant’s obligation to defend and indemnify shall not be excused because of the Consultant’s inability to evaluate Liability or because the Consultant evaluates Liability and determines that the Consultant is not liable to the claimant. The Consultant must respond within 30 days, to the tender of any claim for defense and indemnity by the Town, unless this time has been extended by the Town. If the Consultant fails to accept or reject a tender of defense and indemnity within 30 days, in addition to any other remedy authorized by law, so much of the money due the Consultant under and by virtue of this Agreement as shall reasonably be considered necessary by the Town, may be retained by the Town until disposition has been made of the claim or suit for damages, or until the Consultant accepts or rejects the tender of defense, whichever occurs first.

With respect to third party claims against the Consultant, the Consultant waives any and all rights of any type to express or implied indemnity against the Indemnitees.

Notwithstanding the forgoing, to the extent this Agreement is a “construction contract” as defined by California Civil Code Section 2782, as may be amended from time to time, such duties of consultant to indemnify shall not apply when to do so would be prohibited by California Civil Code Section 2782.

In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of Town, Consultant shall indemnify, defend, and hold harmless Town for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of Town.

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 8 of 14 Section 6. STATUS OF CONSULTANT.

6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of Town. Town shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise Town shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Notwithstanding any other Town, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by Town, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of Town and entitlement to any contribution to be paid by Town for employer contributions and/or employee contributions for PERS benefits.

6.2 Consultant Not an Agent. Except as Town may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of Town in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind Town to any obligation whatsoever.

Section 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with all laws applicable to the performance of the work hereunder.

7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Consultant and any subcontractors shall comply with all applicable rules and regulations to which Town is bound by the terms of such fiscal assistance program.

7.4 Licenses and Permits. Consultant represents and warrants to Town that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Consultant represents and warrants to Town that Consultant and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from Town.

7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 9 of 14 employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Consultant thereby.

Consultant shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement.

Section 8. TERMINATION AND MODIFICATION.

8.1 Termination. Town may cancel this Agreement at any time and without cause upon written notification to Consultant.

Consultant may cancel this Agreement upon 60 days’ written notice to Town and shall include in such notice the reasons for cancellation.

In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; Town, however, may condition payment of such compensation upon Consultant delivering to Town any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or the Town in connection with this Agreement.

8.2 Extension. Town may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if Town grants such an extension, Town shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, Town shall have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period.

8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties.

8.4 Assignment and Subcontracting. Town and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant’s unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to Town for entering into this Agreement was and is the professional reputation and competence of Consultant.

Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 10 of 14 performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator.

8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between Town and Consultant shall survive the termination of this Agreement.

8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, Town’s remedies shall included, but not be limited to, the following:

8.6.1 Immediately terminate the Agreement;

8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement;

8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant; or

8.6.4 Charge Consultant the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that Town would have paid Consultant pursuant to Section 2 if Consultant had completed the work.

Section 9. KEEPING AND STATUS OF RECORDS.

9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the Town. Consultant hereby agrees to deliver those documents to the Town upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the Town and are not necessarily suitable for any future or other use. Town and Consultant agree that, until final approval by Town, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties.

9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the Town under this Agreement for a minimum of 3 years, or for any longer period required by law, from the date of final payment to the Consultant to this Agreement.

9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Consultant to maintain shall be made available for inspection, audit,

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 11 of 14 and/or copying at any time during regular business hours, upon oral or written request of the Town. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds $10,000.00, the Agreement shall be subject to the examination and audit of the State Auditor, at the request of Town or as part of any audit of the Town, for a period of 3 years after final payment under the Agreement.

Section 10 MISCELLANEOUS PROVISIONS.

10.1 Attorneys’ Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Santa Clara or in the United States District Court for the Northern District of California.

10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

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

10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal or less cost than virgin paper.

10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within the corporate limits of Town or whose business, regardless of location, would place Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq.

Consultant shall not employ any Town official in the work performed pursuant to this Agreement. No officer or employee of Town shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq.

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 12 of 14 Consultant hereby warrants that it is not now, nor has it been in the previous 12 months, an employee, agent, appointee, or official of the Town. If Consultant was an employee, agent, appointee, or official of the Town in the previous twelve months, Consultant warrants that it did not participate in any manner in the forming of this Agreement.

Consultant understands that, if this Agreement is made in violation of Government Code § 1090 et seq., the entire Agreement is void and Consultant will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and Consultant will be required to reimburse the Town for any sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California.

10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.

10.9 Contract Administration. This Agreement shall be administered by Elaine Ling, Senior Planner ("Contract Administrator"). All correspondence, communications and meetings shall be directed to or through the Contract Administrator or his or her designee. The Consultant shall only take direction regarding the services provided under this Agreement from the Contract Administrator. Furthermore, Consultant agrees that the Contract Administrator shall be included any meeting, teleconference or written communication between any Town representative including Committee members and the Consultant. The Town may modify the Contract Administrator at any time upon providing written notice to the Consultant.

10.10 Notices. Any written notice to Consultant shall be sent to:

Zoning Ordinance Amendment and Objective Design Standard Dan Wery, Project Manager
Michael Baker International, Inc.
500 Ygnacio Valley Road, Suite 300
Walnut Creek, CA 94596
Program EIR Preparation
Bob Stark, Principal in Charge
Michael Baker International, Inc.
9755 Clairemont Mesa Boulevard
San Diego, CA 92124
Any written notice to Town shall be sent to:

Elaine Ling, Senior Planner
Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 13 of 14

10.11 Professional Seal. Where applicable in the determination of the contract administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled "Seal and Signature of Registered Professional with report/design responsibility," as in the following example.
_________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.

10.12 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibits A represents the entire and integrated agreement between Town and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral.

Exhibit A Scope of Services and Compensation Schedule

10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. [SIGNATURES ON FOLLOWING PAGE]

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 14 of 14 The Parties have executed this Agreement as of the Effective Date.

TOWN OF LOS ALTOS HILLS CONSULTANT
____________________________ ______________________________ Peter Pirnejad, Town Manager Tim Thiele, Office Executive Michael Baker International, Inc.

Attest:
____________________________
Deborah Padovan, Town Clerk
Approved as to Form:
____________________________
Steven T. Mattas, Town Attorney
1070873.1

Consulting Services Agreement between March 16, 2023
Town of Los Altos Hills and Michael Baker International, Inc. Page 1 of 1

EXHIBIT A

SCOPE OF SERVICES AND COMPENSATION SCHEDULE
5310921.1

January 13, 2023
Ms. Sofia Mangalam, Planning and Building Director
Town of Los Altos Hills
26379 Fremont Road
Los Altos Hills, CA 94022
Re: Los Altos Hills – New Multifamily Zone, Objective Development Standards, and Architectural Guidelines Dear Ms. Sofia Mangalam:

Michael Baker International, Inc. is excited about the opportunity to partner with the Town of Los Altos HiIls (Town) to meet the challenge of developing and achieving adoption of the Town’s first multifamily zone by the State implementation deadline of January 31, 2024.

We have the team, understanding, skills, approach, and experience to successfully complete this project on time and on budget. Michael Baker has the unique advantage of having worked closely with the Town (including you, Peter, the Planning Commission and City Council and city attorneys, and many stakeholders and citizens) over the last two years for the preparation of the Housing Element update. Our team has the advantage of depth of knowledge and understanding, including development of the zoning strategy, identification, evaluation and selection of the rezoning sites. We understand the Town character, resident concerns and priorities, and believe we have established a level of trust with the Town.

By selecting the Michael Baker team, the Town will benefit from the following advantages:

TRUSTED PROJECT MANAGER AND TEAM l Our proposed Project Manager is Dan Wery, AICP, LEED AP. This project will require strong leadership and knowledge of the zoning code and objective standards that will both comply with State law and be compatible with the Town’s residential neighborhoods. Mr. Wery has award-winning experience with similar projects and understands the processes to achieve plan adoption. He is currently working on similar projects with the team members proposed for this project.

Mr. Wery will be supported by a multidisciplinary team that brings demonstrated State and local experience, including preparation of the Town’s SixthCycle Housing Element and Safety Element updates over the last two years. We have partnered with Citythinkers, an architectural firm that has worked on updating zoning and architectural design standards for multiple jurisdictions.

CLEAR METHODOLOGY AND PROVEN ABILITY TO WORK WITH LOS ALTOS HILLS l Our team has a clear understanding of the requirements for this project and a proven methodology and work program to accomplish the project goals. We have an unmatched knowledge of local needs and have demonstrated our ability to work closely with Town staff, the project team, Planning Commission, and City Council.

Type of Business:
• Corporation
Years in Business: 82
Michael Baker International has
been providing design services
for communities in California for
over 30 years.

Types of Services Provided:
• Planning
• Urban Design
• Architecture
• Environmental
• Engineering Design
• Construction
• Program Management
Attachment 3

Ms. Mangalam
January 13, 2023

SPEED AND AGILITY l Timing is critical. The zoning amendments need to be adopted by January 31, 2024, to avoid risking loss of compliance, grant funds, and potential enforcement actions and penalties. Our team has the unique ability to start immediately, which will be essential in the goal of meeting the project deadline. Our familiarity with the SixthCycle Housing Element update effectively eliminates the time and cost needed by other consultants to review and understand the Housing Element update. Simply put, our team exclusively reaps the benefit of all of the knowledge and experience gained throughout the Town’s Housing Element update process. Similarly, we are already familiar with and have executed a contract with the Town, so there will be no delay in executing the contracts and initiating the work.

INTEGRATED CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) SERVICES l Michael Baker is also proposing to prepare the project’s CEQA documentation (environmental impact report [EIR).]). Our CEQA team is already familiar with the Town, the Housing Element update, and the sites to be rezoned to multifamily. Combining the zoning, design guidelines, and CEQA documentation with the same consultant team will enable the highest level of communication, coordination, responsiveness, efficiency, and timeliness of preparation and adoption.

PROVEN APPROACH l Michael Baker is committed to providing quality services on a timely basis, and we look forward to continuing exemplary service to the Town of Los Altos Hills. The cost and fee proposal included will remain valid for 90 days after submission. Please contact me at 858-614-5081 or [email protected] for additional information or to schedule an interview.

Sincerely,
MICHAEL BAKER INTERNATIONAL, INC.
______________________________ ____________________________________ Dan Wery, AICP, LEED AP Steve Wragg
Project Manager Vice President (authorized to bind)

i
A. PROJECT UNDERSTANDING & APPROACH...................................................................................................................1 B. KEY STAFF, QUALIFICATIONS, & EXPERIENCE ...........................................................................................................4 ■ B-1. ABOUT US AND KEY TEAM MEMBERS...................................................................................................................4 ■ B-2. ARCHITECT/URBAN DESIGNER...............................................................................................................................4 ■ B-3. ORGANIZATION CHART............................................................................................................................................5 ■ B-4. RELEVANT EXPERIENCE..........................................................................................................................................5 ■ B-5. SIMILAR SERVICES....................................................................................................................................................5 ■ B-6. REPRESENTATIVE PROJECTS................................................................................................................................1 ■ B-7. CLIENT REFERENCES...............................................................................................................................................9 C. SCOPE OF WORK ..................................................................................................................................................................10 ■ Task 1.0: Project Administration........................................................................................................................................10 ■ Task 2.0: Analysis of Town Planning and Land Use Policy Documents.........................................................................10 ■ Task 3.0: Community Engagement ...................................................................................................................................11 ■ Task 4.0: Draft Multifamily Zone, Objective Development Standard & Design Guidelines............................................13 ■ Task 5.0: Planning Commission, and City Council Hearings...........................................................................................15 ■ Task 6.0: Final ADOPTED DOCUMENTS........................................................................................................................15 ■ California Environmental Quality Act (CEQA)...................................................................................................................15 D. WORK BREAKDOWN SCHEDULE & COST PROPOSAL............................................................................................16 E. PROJECT SCHEDULE...........................................................................................................................................................17 APPENDIX 1–KEY TEAM MEMBERS RESUMES................................................................................................................18

1 A. PROJECT UNDERSTANDING& APPROACH

STATE LAW COMPLIANCE
Michael Baker understands that the Town of Los Altos Hills needs to prepare and adopt its first multifamily zone with objective development standards to comply with recent State Housing Law. The new multifamily zone is planned to be an overlay zone.

The new zone will include evaluation and preparation of typical and appropriate objective development standards (height, setbacks, parking requirements, etc.). The Town seeks to prepare and adopt architectural design guidelines to complement the new multifamily zone to help ensure that this new form of development fits well into the existing development pattern and is a positive addition to the community.

OVERALL PROJECT CHALLENGE/TASK
The creation of the first multifamily zone for the Town is an elemental, and to some a potentially existential, change in the character of the Town. There could be significant opposition and controversy over a change in the basic circumstances and expectations under which residents have made substantial personal and monetary investments. The Town should expect concern over the potential impacts of new types of development on property values, traffic, noise, and visual character. This typically results in a temptation or demand for extremely comprehensive, rigid, and difficult to implement standards and requirements in the effort to provide certainty of the outcomes, or in some cases discourage such development altogether. Such regulations will violate the intent and letter of recent State Housing Law and the Town’s new Housing Element update.

The challenge for this project will be to quickly develop and provide adequate information and rationale to promote community understanding, relative acceptance, confidence and trust that the proposed zoning and design guidelines and project review process will adequately protect local property and community values, and to adopt the zoning amendments by January 31, 2024 (in less than 1 year) to avoid potential compliance issues and enforcement actions.

APPROACH
Our approach to ensure the project is a success includes several key elements. Overall, it will be important to establish a clear understanding of the goals, legal parameters and limitations, and to set appropriate and reasonable expectations for the new objective zoning, development standards, and design guidelines. We propose to focus on the essential zoning and design guideline requirements necessary to ensure that future multifamily development will have minimal disruption and impact upon the existing character and quality of life. The large lot, large setbacks, rolling hills, and heavily vegetated nature of Los Altos Hills is an advantage. These same characteristics will help hide and minimize the visibility and awareness of new multifamily housing. These will be part of the key objectives for the zoning and design guidelines. We also propose to use proven, wellestablished, and accepted development design guideline standards and techniques.

As noted, time is of the essence. Keeping the zoning and design guidelines to their essential components will also help simplify and expedite their development, understanding and acceptance by the community, and adoption. It will be important to avoid the temptation to overregulate and create new standards that become significant constraints on housing cost or production.

We propose several key steps in the process:
▪ Early identification of and agreement on essential elements and principles. ▪ Focus on standards and guidelines that avoid, minimize, and mitigate impacts to adjacent and surrounding singlefamily properties and neighborhoods.

SB 35 defines objective standards as
those standards that involve no personal
or subjective judgment by a public official
and are uniformly verifiable by reference
to an external and uniform benchmark or
criterion available and knowable by both
the development applicant or proponent
and the public official prior to submittal.

2 ▪ Provide attractive examples of suitable development to fit Los Altos Hills. Demonstrate (illustrate with simple graphics and explanations) how the standards and guidelines will reflect community objectives (privacy, open space, environmental sensitivity, screening, transitions, massing, etc.). ▪ Determine which project characteristics will be mandatory zoning requirements and which will be flexible design guidelines.
▪ Use the photographs and illustrations from the visual preference survey and community education and engagement in the objective development standards and design guidelines.

HOUSING LAW REQUIREMENTS AND LIMITATIONS
The Town’s first multifamily zone and development standards will be complemented by new multifamily objective design guidelines that, while not mandatory, will provide applicants and Town residents and staff clear objectives and direction to ensure that new multifamily development best fits and complements the existing character of Los Altos Hills. While a city may not deny a housing project for failing to comply with design guidelines, it can adopt conditions of approval that implement objective design guidelines, provided the conditions do not require the applicant to reduce the number of residential units and do not make the project economically infeasible.

The new objective multifamily zoning and design standards will be based on attractive examples, referenced in comparison with standards of other jurisdictions, and reflect best practices and staff, development community, and public input. This will help communicate the Town's vision to developers and Town staff clearly and without ambiguity. The new zoning and design guidelines will also assist in streamlining the entitlement process to better facilitate the creation of housing in accordance with State law. The recent legislative updates that have triggered the shift to objective development and design standards include the following:

SB 167 (1982, amended in 2018) Housing Accountability Act: SB 167 requires the city council or planning commission to approve a development and provide necessary permits within 90 to 180 days if it meets the city's objective general plan and zoning standards, would not cause a "specific, adverse impact" to public health, would not take water from bordering farms or preserved resources, and meets the standards of the California Environmental Quality Act and the California Coastal Act.

SB 35 (2017) Housing Accountability and Affordability Act: SB 35 requires cities and counties to streamline review and approval of eligible affordable housing projects by providing a ministerial approval process. The project must meet all objective general plan, zoning, and design review standards in effect at the time the application is submitted, with the exception of density bonus.

SB 330 (2019) Housing Crisis Act: SB 330 amended the Housing Accountability Act and Permit Streamlining Act, and added new provisions to the Government Code limiting local authority to downzone property or adopt new, subjective design standards. New, non-objective development standards established after January 1, 2020, cannot be imposed or enforced.

Cities and counties may not deny a housing development project or reduce its density if it is consistent with objective, quantifiable, written development standards, conditions and policies unless certain findings are made.

SB 8 (2020) Housing Crisis Act: SB 8 prohibits the approval of any proposed housing development project on a site that will require demolition of existing dwelling units or occupied or vacant “protected units” unless the proposed housing development project provides at least as many residential dwelling units including the protected units as the greatest number of residential dwelling units that existed on the project site within the past five years.

3 OBJECTIVE DEVELOPMENT STANDARDS AND DESIGN GUIDELINESCOMPONENTS We understand that the Town is currently finalizing its Housing Element and has a regional housing needs allocation (RHNA) of 489 units. A new multifamily zone is necessary to meet the lower-income housing need over the next eight years. Since SB 35 and other recent housing laws require cities and counties to streamline the review and approval of certain qualifying affordable housing projects through a ministerial process, and prohibits denial of projects that meet objective standards, it is highly important to ensure that the quality development is up to the Town's standards and fits into the Town's community fabric. The objective development standards and design guidelines generally may include some or all of the following:
▪ Site design: building and parking placement, access points, relationship with other buildings and streets ▪ Massing: the size, height, width, shape of the building, upper floor setbacks, roof lines ▪ Articulation: façade enhancements, plane changes, insets and offsets, window and door design, balconies, overhangs ▪ Materials: durability, color and texture, transitions ▪ Design transitions: response to the existing context, roof designs, shadows/daylight impact, privacy considerations ▪ Relationship to the immediate environment: relationship to streetscape, frontages and front yard character, parking screening, buffers, fence
▪ Open space: location, function, aesthetics, landscaping, shade, tree canopy ▪ Lighting: location, type, visibility, trespassing

OPTIONAL TASKS
This scope of services includes several optional tasks. Each are clearly identified in the body of this scope, and are also noted in the Work Breakdown/Fee Schedule and Project Schedule.

4 B. KEY STAFF, QUALIFICATIONS,& EXPERIENCE
B-1. ABOUT US AND KEY TEAMMEMBERS
Michael Baker International is a leading provider of engineering and consulting services with practices that encompass all facets of infrastructure, including design, civil engineering, planning, architecture, environmental, construction, and program management. For more than 80 years, the company has been a trusted partner to commercial clients, all branches of the military, and federal, state, and municipal governments, providing comprehensive services and solutions. Embracing emerging technologies and the latest innovations—like intelligent transportation and design-build project delivery—Michael Baker is an industry leader that delivers expertise and quality.

The firm's more than 3,500 employees across nearly 100 locations are committed to Making a Difference for clients and communities through a culture of innovation, collaboration, and technological advancement. Our work delivers differentiating innovations and dedicated experts who challenge the status quo and share a world of diverse experience and an impassioned entrepreneurial spirit. We attribute our success to our focus on understanding and meeting our client's needs most efficiently and creatively.

We bring the experience and broad perspective from our offices, staff, and clients throughout Northern and Southern California to help clients achieve a successful outcome. We have been providing placemaking and urban design services throughout California for over 30 years.

The Michael Baker team will be led by Dan Wery. With over 30 years of planning and project management experience, Mr.

Wery is skilled at streamlining the preparation of long-range policy planning projects. His project resume has several projects with similar scopes as proposed here for the Town of Los Altos Hills. Mr. Wery is committed to serving as an extension of Town staff, maintaining continuous availability to promptly respond to calls/emails and scheduled meetings.

Dan Wery has considerable experience in working on long-range projects, including zoning codes, form-based codes, and development and design standards. He has also worked on multiple SixthCycle Housing Element projects and is well aware of the latest regulatory changes related to housing.

Other key members of our team include Surabhi Barbhaya, who led the preparation of the Town’s Safety Element update. Ms.

Barbhaya is a skilled urban designer and will help lead and prepare the preparation of the new multifamily zoning and design guidelines. Housing Element update team members Shannon Liska, Hannah Kreitman and Cameron Savois will provide continuity, technical assistance with site evaluation, research, and community engagement. They will be assisted by Jeffrey Graham and Alex Chapman, who are both well-versed in the delivery of objective design standards and have recently worked on several multifamily, mixed-use, and accessory dwelling unit (ADU) objective design standards.

B-2. ARCHITECT/URBAN DESIGNER
We have asked architect, urban designer, and planner Diego Velasco, president and founder of Citythinkers, to assist the Michael Baker team with preparation of architectural design guidelines.

Mr. Velasco’s design skills, background, and graphic approach will ensure that the standards and guidelines are clearly communicated (illustrated) and easily understood. This will help expedite the development, facilitate review and adoption of the zoning and guidelines, and simplify their application and enforcement. With over 20 years of experience in the fields of planning and design, the firm's work ranges in scale and scope from general plans to community plans, master plans, zoning codes, streetscape design, design guidelines, and community outreach.

The key team members' resumes are included in the appendix at the end of this proposal.

5 B-3. ORGANIZATION CHART
* , ** Resume included in appendix
** Citythinkers
B-4. RELEVANT EXPERIENCE
The Michael Baker team has worked closely and effectively with the Town on the preparation and imminent adoption of the Housing Element update. The same team will immediately transition to the zoning amendment and design guideline preparation to implement the Housing Element. The continuity, familiarity, knowledge, and understanding will ensure no time or knowledge is lost, thus achieving the greatest efficiency and timeliness.

B-5. SIMILAR SERVICES

PLANNING SERVICES
Michael Baker provides diversified services to meet the planning needs of our clients. Our team is experienced in processing land use entitlements for public agencies and leading major long-range planning efforts.

Implementing Plans and Policies
We are practicing planners with many members of our team serving in roles that involve directly implementing development standards. We have decades of development plan preparation and entitlement processing experience. We work alongside our clients to review project plans, apply standards, and make findings and recommendations to decision makers. We have completed hundreds of projects on behalf of many cities as extension of planning staff and as planning and design consultants Dan Wery, AICP LEED AP*
Surabhi Barbhaya, AICP, LEED AP*
Shannon Liska, AICP Candidate
Hannah Kreitman
Cameron Savois
Jeffrey Graham*
Alex Chapman*
Jeremy Franzini, PLA (Landscape)
Diego Velasco, AICP, LEED AP** (Architecture)

ZONING & OBJECTIVE DEVELOPMENT STANDARDS
& DESIGN GUIDELINES

PROJECT MANAGER
Dan Wery, AICP, LEED AP*

6 for project applicants. This gives us a broad and intimate working knowledge of effective and appropriate development standards and guidelines.

Our team has extensive experience with the preparation and review of development standards and design guidelines as part of:
▪ Preparation of comprehensive zoning code updates
▪ Municipal- and developer-initiated specific plans
▪ Form-based codes
▪ Focused zoning code amendments and design guideline projects Entitlement Processing
Michael Baker planners are experienced in the entire entitlement process and understand the importance of representing our clients with professionalism while working efficiently to move projects forward. Our staff will work in tandem with agency staff across departments to review projects and document comments and conditions. Upon project completeness, our planners draft and assemble the staff report package and coordinate the project for hearings per the Town’s internal processes. Michael Baker planners are comfortable and professional in the hearing setting and will present project applications with clarity and be prepared to address questions from decision-makers. From start to finish, our planners document the entitlement process and work within the Town’s adopted practices. We have the experience and skill to process several entitlement types:
▪ Minor Use Permits / Conditional Use Permits
▪ Development Agreements
▪ Minor Exceptions / Variances
▪ Specific Plans
▪ Site Plan / Design Reviews
▪ General Plan Amendments
▪ Tentative Tract / Parcel Maps, Final Maps
▪ Zoning Amendments
Environmental Services (CEQA Advising, Peer Review, and Document Preparation) Michael Baker has an extensive history of providing CEQA peer review services to agencies throughout the State. Our objective in conducting peer review of CEQA documents is to work collaboratively with agency staff, agency counsel, and the document preparers to make the CEQA document readable and efficient. In conducting peer reviews, we focus on providing helpful, constructive, solution-oriented comments that improve the quality, readability, and defensibility of the CEQA document, including identifying the need for additional technical reports that may be needed for CEQA compliance. Our intent is not to be overly critical of the consultant’s work products or slow down or interfere with the process. To the contrary, by helping to improve the document before it is released for public review, our comments often result in time saved through the publ ic review and public hearing process.

Michael Baker also provides peer review of environmental documents and technical studies that are supported by professionals with experience in acoustics, air quality, climate change, traffic/transportation, hydrology, water quality, water/wastewater, landscape architecture, urban design, policy planning, structural design, civil engineering, GIS, mapping, and surveying.

1 B-6. REPRESENTATIVE PROJECTS

COMPREHENSIVE ZONING CODE UPDATE
CITY OF MENIFEE, CA (2018–2019)
Michael Baker prepared the City of Menifee’s first comprehensive zoning ordinance, grading ordinance, and subdivision regulations since its incorporation in 2008. The City had been using the 1950s-based zoning and subdivision codes from the County of Riverside that applied prior to incorporation. The purpose of the new codes is to develop Menifee-specific processes and regulations that implement the City’s first General Plan adopted in 2015. The project involved an intensive code audit, staff summits, a detail GIS-based zoning-General Plan consistency analysis, preparation of a project schedule and community engagement plan, biweekly coordination meetings, stakeholder interviews, Planning Commission and City Council workshops and study, public hearings, publication of work products and deliverables on the City website, publication of the draft zoning code on a proprietary code publishing website to facilitate a user-friendly public interface, and the development, review, revision and self-publication of the code. Unanimously adopted by the City Council in December 2019.

Winner 2020 Inland Empire Section of APA Best Practices Award.

OBJECTIVE DESIGN STANDARDS
RIVERSIDE COUNTY, CA (2022–ONGOING)
Michael Baker is currently developing the County of Riverside objective design standards to comply with California SB 35, which requires ministerial approval for affordable multifamily housing projects. Based on the County direction, Michael Baker is utilizing the Western Riverside Council of Governments Objective Design Standard Toolkit as a starting point for the County's objective design standards and would tailor them to meet County Land Use Ordinance (Ordinance No. 348) requirements. The design standards will apply to any multifamily development in the R-7 or MU zones. The design standards will include site planning, parking, landscape, lighting, building design, and architectural style standards. We are also reviewing any subjective language in the toolkit and providing objectivity based on best practices and/or design standards in the zoning code. We are using the original graphics from the toolkit and revising them to comply with the County ordinance as well as creating new graphics.

Relevance to this project:
✓ Multifamily and mixed-use
objective design standards
✓ Architectural design standards
Relevance to this project:
✓ Comprehensive Zoning
Code
✓ Created all new zones and
objective development
standards
✓ Streamlined approval
processes
✓ Successful methodology

2 OBJECTIVE DESIGN STANDARDS
CITY OF MONTEREY, CA (2020–2021)
Michael Baker developed objective design standards to comply with California SB 35, which requires ministerial approval for affordable multifamily housing projects. Based on City direction, Michael Baker amended and refined development standards and design guidelines in existing specific plans to facilitate the implementation of State law, clarify and illustrate objective standards for staff and applicants, and in turn facilitate the development of housing. Michael Baker staff assisted with the amendment of three existing specific plans—the Lighthouse Specific Plan, the North Fremont Specific Plan, and the Downtown Specific Plan—by preparing objective development standards for each specific plan area that will facilitate the development of housing on infill development sites in the City, and tailored them to comply with the City's municipal code requirements. The design standards include site planning, parking, landscape, lighting, building design, architectural style standards, signage, and planting palette.

Relevance to this project:
✓ Multifamily and mixed-use
objective design standards
✓ Architectural design standards

3 PUEBLO VIEJO IMPLEMENTATION PLAN – DESIGN GUIDELINES
CITY OF COACHELLA, CA (2018–2020)
Michael Baker worked with the City to develop and implement its Pueblo Viejo downtown vision plan, which was also prepared by Michael Baker. The project included identifying architectural styles appropriate to the Pueblo Viejo District, finalizing subareas, and crafting design guidelines for subareas, including signage guidelines. Each subarea has distinct characteristics derived from historical influences, public engagement, and the present development environment. These distinctions are captured via guidelines and the creation of two new zoning districts for the area. Michael Baker also analyzed existing parking conditions related to current supply and demand as well as future demand based on the General Plan update and known conditions. Winner of the 2020 APA Inland Empire Section award for Urban Design.

Relevance to this project:
✓ Mixed-use development design
guidelines
✓ Architectural guidelines

4 CAMPO ROAD CORRIDOR REVITALIZATION SPECIFIC PLAN
SAN DIEGO COUNTY, CA (2020–2023)
Michael Baker provided specific plan and environmental review services toSan Diego County to prepare the Campo Road Corridor Revitalization Specific Plan, which was recently adopted. This community-based plan will improve the urban form, quality of life, and public safety along the Campo Road Commercial Corridor. The purpose of the Specific Plan is to establish the long-term vision, goals, and strategies and provide an implementable development and mobility plan. The Specific Plan includes new objective development standards and design guidelines that reflect community goals and design preferences and allow and encourage a mix of land uses and businesses that attract a variety of visitors and users. It includes a step-bystep implementation plan with specific actions, priorities, responsible parties, and potential funding sources to achieve the vision. The implementation plan also focuses on simplifying and expediting the approval process.

Relevance to this project:
✓ Hybrid form-based
development standards
✓ Design guidelines
✓ Approval process

5 QUALITY DEVELOPMENT DESIGN GUIDELINES AND ADAPTIVE REUSE CITY OF MESA, AZ (2019–ONGOING)
Michael Baker developed design guidelines and an adaptive reuse program for Mesa, Arizona. These foundational documents work to provide citywide guidance regarding design concepts and policies, community character, and placemaking objectives, as well as economic development strategies that will aid in creating a high-quality, recognizable built environment for the client.

As the 36th largest city in the nation, Mesa is a modern community that covers approximately 132 square miles and is home to almost 500,000 people. Over the course of Mesa's growth, contemporary planning issues, such as the urbanization of once-suburban development patterns, the introduction of light rail, the expansion of high-capacity transportation corridors, and the advancement of regional employment centers, have all taken hold. In the future, Mesa's current appeal is anticipated to only magnify given its opportunity and physical location within the metropolitan Phoenix area.

To assist the City in promoting quality development, Michael Baker created design guidelines and an adaptive reuse program that will serve as a tool for the development community, as well as residents, business owners, City Council, and staff, to utilize when considering the location, design, and context of new development and redevelopment within the City.

Key elements of the project include promoting quality site and building design practices; retaining the flexibility to promote economic development; establishing more predictable and consistent application review conditions; aligning guidelines with existing policy and standards; and addressing citywide and local neighborhood-based design contexts and issues.

Relevance to this project:
✓ Residential, commercial, and
industrial design guidelines

6 ADU PROGRAM AND OBJECTIVE DESIGN STANDARDS
SAN BERNARDINO COUNTY, CA (2021–ONGOING)
Michael Baker is helping the San Bernardino County Transportation Authority (SBCTA) with the ADU program to help the communities in the San Bernardino County area. The project included developing a toolkit of policies and programs for use by various communities to include in their housing elements. Michael Baker also participated in planning commissioners' meetings to provide updates on the projects. We reached out to 30+ stakeholders to create a toolkit of programs and understand the state of ADU construction as well as emerging ideas in the field. A countywide online survey will be floated to gather more input.

The Michael Baker team also developed plan sets for 13 ADUs varying from studio to two-bedroom configurations. Each plan set is accompanied by three different elevations based on 10 architectural styles in the County. Of the 13 sets, four sets are developed for the construction documentation stage. Additionally, Michael Baker developed objective design standards that will act as a template for direct adoption by the cities or can be customized by the cities based on their needs. The document includes the conditions to be met to have both an ADU and junior ADU.

These include zones that permit ADUs, access, setbacks, heights, massing, entries, architectural details, door/window design and placement, and roof form. Other regulations include the use of ADUs/junior ADUs, rules of measurement, parking, utilities, and landscaping.

Relevance to this project:
✓ ADU objective design
standards
✓ Architectural styles
✓ Approval process

7 MIXED-USE ZONING STANDARDS
CITY OF EL CENTRO, CA (2017–2019)
Citythinkers developed urban design standards for the mixed-use and medical office zoning of the City's downtown. Notable outcomes include a menu-based approach to façade activation using frontage types, ground floor activation through design as opposed to use, and clear and simple graphics.

Relevance to this project:
✓ Mixed-use development
standards and design
guidelines
✓ Approval process

8 MIXED-USE ZONING CODE
CITY OF SAN DIEGO, CA (2017–2019)
Citythinkers developed a zoning code for six new mixed-use zones intended for transit-priority areas of the City. The code is designed to maximize development flexibility while maintaining key design features that promote pedestrian and bike orientation, placemaking, and neighborhood compatibility.

A key feature includes activation of the public realm through design, not use.

This is accomplished with a "menu" approach that provides applicants with a selection of frontage types they choose to apply to the project.

COUNTY OF SAN DIEGO HOUSING ZONING AMENDMENTS
SAN DIEGO COUNTY, CA (2022–ONGOING)
Michael Baker prepared a comprehensive set of zoning ordinance amendments and the associated CEQA documentation to implement the newly adopted Sixth Cycle Housing Element Update (2021). The amendments focused on Statemandated revisions. The project included the review and summary of over 120 State housing laws including a matrix of relevant housing law requirements and proposed amendments. Michael Baker also provided community engagement, staff report and presentation, and CEQA documentation services. Adoption is expected spring 2023.

Relevance to this project:
✓ Mixed-use development
standards and design
guidelines
✓ Approval process
Relevance to this project:
✓ Zoning amendments to
implement the SixthCycle
Housing Element
✓ State Housing Law
knowledge and
implementation
✓ Same project team

9 B-7. CLIENT REFERENCES
Michael Baker has a proven track record of successfully completing projects on time and within budget. Excellent organization, tools, and methods to monitor budgets, an emphasis on communication both internally and externally, and a structured project management approach are a few examples of how Michael Baker maintains client satisfaction. To hear what our clients have to say about us, we invite you to contact our references below.

REFERENCE CONTACT INFORMATION PROJECT INFORMATION VALUE Josh Lee
Chief of Planning
San Bernardino County
Transportation Authority
California
1170 W. 3rd Street, 2nd Floor
San Bernardino, CA 92410-1715
[email protected]
(909) 884-8276
SBCTA ADU Program and
Objective Design Standards
(2021–Ongoing)
Michael Baker International
$180,660
Jeannie Naughton, AICP
Community Development Director
City of Rolling Hills Estates
California
4045 Palos Verdes Drive North,
Rolling Hills Estates, CA 90274
[email protected]estates.ca.us
(310) 377-1577 ext. 115
ADU Program and Objective Design
Standards
(2020–2022)
Michael Baker International
$30,000
Mike Madrid, AICP
Land Use/Environmental Planner –
Long-Range Planning
County of San Diego
Planning & Development Services
California
5510 Overland Avenue, Ste. 310
San Diego, CA 92123
[email protected]
(619) 964-6918
Campo Road Corridor
Revitalization Specific Plan -
Development Standards and
Design Guidelines
(2019–2023)
Michael Baker International
$388,326
Gabriel Perez
Development Services Director
City of Coachella
California
53990 Enterprise Way
Coachella, CA 92236
[email protected]
(760) 398-3502
Pueblo Viejo Implementation Plan -
Design Guidelines, Draft Zoning
Ordinance, and Parking Study
(2018–2020)
Michael Baker International
$170,000
Renee Mezo
Senior Planner
City of San Diego
California
202 C St.

San Diego, CA 92101
[email protected]
(619) 236-6033
Mixed Use Zone Amendments
(2017–2019)
Citythinkers
$45,000
Cheryl Kitzerow
Community Development Director
City of Menifee
California
29844 Haun Road
Menifee, CA 92586
[email protected]
(951) 723-3706
Menifee Comprehensive
Development Code (Zoning,
Grading, Subdivision Ordinances)
(2018–2019)
Michael Baker International
$340,000
Camila Easland
Project Manager
Planning & Development Services
County of San Diego
California
Planning & Development Services,
5510 Overland Ave., Suite 310
San Diego, CA, 92123
[email protected]
(619) 323-7362
Housing Element Implementation
Zoning Amendments
(2022–Current)
Michael Baker International
$105,000

10 C. SCOPE OF WORK
Our proposed work plan to complete the preparation of the new multifamily zone, objective development standards and architectural design guidelines is detailed below. The scope includes all of the tasks requested in the scope of work contained in the Request for Proposals (RFP). A few optional tasks are recommended for consideration, and are clearly noted in this scope, the cost proposal and project schedule.

Our Cost Proposal is based on the tasks as described and the specific assumptions and limitations noted; however, we are flexible and happy to work with the Town to refine and customize the scope of work to meet your needs and desires.

Additional services and support for the tasks not included in our scope can be provided upon request, at an additional cost.

TASK 1.0: PROJECT ADMINISTRATION
TASK 1.1: PROJECT KICKOFF MEETING
The Michael Baker team will conduct a virtual kickoff meeting with the Town project management team. This will include discussion of various options for:
▪ Overall approach and content of zoning amendments and design guidelines ▪ Community engagement, the number of workshops and hearings ▪ Coordination with the required CEQA technical studies and EIR preparation The discussion will focus on the required research and analysis, identification of relevant and attractive examples of multifamily housing, and initial components of the objective development standards and design guidelines.

We will also review the overall project goals and refine the proposed scope of work, anticipated project schedule, and approach and deliverables. The project team will work with the City to refine the initial project schedule with a list of critical path tasks required to proceed toward adoption by the January 31, 2024, statutory deadline.

Michael Baker will prepare the agenda, facilitate the meeting, and prepare meeting notes including action items, project schedule milestones, and anticipated dates for public meetings. We proposed to use the same well-proven communications protocol from the Housing and Safety Element updates.

Deliverables
- Kickoff meeting agenda and summary
- Refined project schedule
- Initial objective development standards and design guidelines contents TASK 1.2: PROJECT COORDINATION
Michael Baker will conduct virtual coordination meetings with the Town staff on a biweekly (every other week) basis. Key items of discussion will ensure that objectives and milestones are tracked with the project schedule. Michael Baker will prepare meeting agendas, summaries, and action items for each coordination meeting. In addition, Michael Baker staff will communicate with Town staff through regular email and phone calls as needed over the course of the project.

Deliverables
- Bi-weekly virtual coordination meetings (up to 24)
- Meeting agendas and summaries
TASK 2.0: ANALYSIS OF TOWNPLANNING AND LAND USE POLICY DOCUMENTS TASK 2.1: FRAMEWORKOF ZONE AND GUIDELINE CONTENTS
Michael Baker is already familiar with the Town’s General Plan, the Sixth Cycle Housing Element Update, the Zoning Ordinance and all relevant Town Policies as part of our work on the Housing Element update. After a focused review and summary for the purpose of the new multifamily zoning and design guidelines, we will develop a list of possible development

11 standards and design guidelines. We will work with the Town to determine the guiding principles and approach for the new regulations. We will identify the essential and optional standards and guidelines as a framework to guide preparation of the draft zone and guidelines.

Deliverables
- Review of existing Town land use policy, regulations and procedures - Essential multifamily zone objective development standards - Complementary objective design guidelines
- Optional development standards and design guidelines
- Framework contents of the new objective multifamily zone development standards and design guidelines TASK 2.2: COMPARISON WITH OTHER JURISDICTIONS (OPTIONAL) This task is OPTIONAL.

We have found that many communities prefer to benchmark their standards to other communities to provide context, understanding and confidence in the effect of the new standards. Toward this end, we will research up to five jurisdictions that have recently updated their objective design standards and prepare a comparison based on the topics covered as well as certain details. The information will be presented in a matrix format, and where applicable, the existing design standards from the City will be provided for comparison.

Deliverables
- Comparison of topics covered in objective design standards of up to five (5) other jurisdictions TASK 3.0: COMMUNITY ENGAGEMENT
TASK 3.1: COMMUNITY AND STAKEHOLDER OUTREACH AND ENGAGEMENT STRATEGY Community and stakeholder engagement and support will play a critical role in the ability to meet the January 31, 2024 , statutory deadline to complete the rezonings necessary to implement the Housing Element update and RHNA obligations.

Michael Baker will work closely with Town staff to refine the engagement approach and schedule to streamline the zoning and design guideline development and adoption. Effective and concise communication of the necessary elements of the new multifamily zone and design guidelines will be key to developing standards that meet the requirements, providing reasonable assurance to the community that new development will complement and contribute positively to the character of the Los Altos Hills.

Deliverables
- Facilitated meeting with Town staff and meeting notes regarding any adjustments to community outreach and engagement strategy
TASK 3.2: VISUAL PREFERENCE SURVEY
Michael Baker will prepare a visual preference survey to receive broad public input early in the process, including images and preference studies (applies to both the Housing Element rezoning program, the objective development standards and architectural design guidelines). The survey will include photos, plans, elevations, and sketches organized around the key goals and contents of the zoning development standards and design guidelines. The survey will ask respondents to rank or prioritize images based on favorability. The results and images will be used to guide the development of the new objective standards and guidelines.

12 TASK 3.3: COMMUNITY OR FOCUSED STAKEHOLDER WORKSHOP(S) Michael Baker will facilitate up to two community and
stakeholder workshops to inform, educate, and solicit public input on the new multifamily zone and the objective
development standards and design guidelines. A minimum
of two Michael Baker staff members will attend these
meetings. The workshops may occur during the conceptual development of the draft standards and/or after the
standards have been drafted to obtain specific feedback.

The workshop is proposed to be virtual. This will provide the option to record and be available to enable greater
understanding and input. It may also be a method to
combine content and consolidate into a single workshop to save time.

We are anticipating the first workshop to be educational and to inform participants on the "What, Why, and How" of the project. This will include but not be limited to the following:
▪ Project goals, statutory requirements and limitations ▪ What are objective development standards and design guidelines? ▪ Why do we need objective development standards and design guidelines? ▪ How will these objective development standards and design guidelines be used? ▪ What areas/land uses are covered by the new multifamily zone and objective development standards and design guidelines?
▪ What is the relationship between zoning codes and objective design guidelines? The second workshop is proposed to report the results of the online visual preference survey, present the administrative or public review draft of the objective development standards and design guidelines, and obtain input to evaluate and make appropriate changes to the draft.

Deliverables
- Online visual preference survey
- Facilitation of up to two virtual community workshops TASK 3.4: STAKEHOLDER INTERVIEWS (OPTIONAL)
This task is OPTIONAL depending on the approach and results of the Community & Stakeholder Workshop(s) task.

If desired, Michael Baker will work with the Town to identify stakeholders, including representatives from the development community, to discuss best practices, preliminary or draft zoning and design guidelines. The goal will be to promote understanding among affected property owners, the development community, and other impacted or interested parties, and identify issues and potential solutions to ensure understanding, support and regulations that are effective and easy to implement.

Deliverables
- Facilitation of up to two (2) small focus group meetings or interviews with up to eight (8) individuals - Introductory presentation and meeting materials
- Meeting moderation
- Meeting summary
Virtual workshop or focus group session using Zoom

13 TASK 3.5: MEETING WITH TOWNDEPARTMENTS (OPTIONAL)
This task is OPTIONAL.

If desired, the Michael Baker team will attend up to two virtual meetings with a group of representatives of Town departments involved in the review and entitlement of development projects, such as the Building Division, Public Works, and Fire Department. During the meeting, we will present the findings from prior tasks. We will then discuss the changes they would like to see as well as ideas on filling gaps that would both help them with the safety, circulation, design, and aesthetics of the structures and increase the efficiency of their review processes. We will incorporate these suggestions when developing the draft standards and guidelines under Task 4.

It is assumed that the Town will arrange the meeting with the representatives of Town departments.

Deliverables
- Attendance and participation in up to two (2) meetings - Facilitation of one (1) focus group meeting
- Introductory presentation and meeting materials
- Meeting moderation
- Meeting summary
TASK 4.0: DRAFT MULTIFAMILY ZONE, OBJECTIVE DEVELOPMENT STANDARD &

DESIGN GUIDELINES
TASK 4.1: ADMINISTRATIVE DRAFT ZONE AND DESIGN GUIDELINES This task includes creation of a new multifamily overlay/residential infill development zone for the three institutional and single-family lot sites identified in the Housing Element update. (It is possible that the Twin Oaks site may be rezoned from single family to the new multifamily zone instead of an overlay.)
The new zone will include evaluation and preparation of typical and appropriate objective development standards (height, setbacks, parking requirements, building and lot coverage, etc.). The development standards of the new zone will be developed in coordination with and to be complemented by the architectural design guidelines (massing, articulation, orientation, screening, landscaping, common facilities and amenities, etc.).

The zone will be designed to permit and facilitate the development of marketrate and affordable multifamily housing to meet the Town’s housing needs, including a portion of the Town’s current Sixth Cycle and possibly future RHNA.

The objective development standards and design guidelines will be supported with a variety of graphics to provide clarity, to facilitate understanding and ease of compliance and enforcement. The design guidelines will include photographs and graphic depictions to illustrate and explain design concepts and standards. Examples from the from the visual preference survey will be used to the extent possible to provide continuity and familiarity with the highly ranked or rated community engagement documents and the adopted development standards and design guidelines.

Deliverables
- Administrative draft multifamily zone and objective development standards - Administrative draft architectural design guidelines
Depicting articulation, massing, and scale
graphically

14 TASK 4.2: PUBLIC REVIEW AND FINAL DRAFT
We will incorporate one round of consolidated comments from the Town to prepare a public review draft of the new zone and design guidelines. It is assumed that the public review drafts will be published on the Town website. This task assumes that the Town will provide the required notice of availability of the draft documents, and will collect the public comments, and distributing them to Michael Baker at the close of the public review period.

Michael Baker will compile public comments received and make appropriate changes as necessary based on the discussions with Town staff to prepare the final zone and design guidelines documents.

Deliverables
- Public review draft multifamily zone and objective development standards - Public review draft architectural design guidelines
- Final draft multifamily zone and objective development standards - Final draft architectural design guidelines
TASK 4.3: OBJECTIVE DEVELOPMENT STANDARDS AND DESIGN GUIDELINE CHECKLIST (OPTIONAL) This task is OPTIONAL. If desired, our team will prepare a streamlined development review checklist that can be used to facilitate and expedite the review and approval process. The checklist will be an appendix and complement to the zoning ordinance and design guidelines documents. The checklist summarizes the objective development standards of the new multifamily zone and the architectural design guidelines. It will include links and references to the zoning ordinance and design guidelines documents.

Deliverables
- Draft and final development
standards and design
guidelines checklist

15 TASK 5.0: PLANNING COMMISSION, AND CITY COUNCIL HEARINGS TASK 5.1: OBJECTIVE STANDARDS AND GUIDELINES ADOPTION
Michael Baker's team will attend up to four public meetings (assuming two Planning Commission public hearings and two City Council). It is proposed that attendance at the meetings will be held virtually. Michael Baker will prepare the presentations for these meetings. This scope assumes that the Town staff will prepare the necessary public hearing notices, staff reports, and resolutions. Michael Baker will review the documents and provide recommendations and support.

Deliverables
- Meeting materials and virtual attendance at up to four (4) public meetings/hearings
- Review and support of staff reports and resolutions prepared by Town staff
- Final adoption draft multifamily zone, objective development standards and architectural design guidelines documents (Word document, PDF, two printed copies)
TASK 6.0: FINAL ADOPTED DOCUMENTS
TASK 6.1: FINAL OBJECTIVE DESIGN STANDARDS AND GUIDELINES

DOCUMENTS
The final objective design standards and guidelines documents will be provided to the Town after adoption. The scope assumes any requested changes at the time of adoption will be minor, non-substantive, or clarificationbased edits. Substantive or time-intensive changes (if requested by the Planning Commission or City Council) would be subject to additional scope and fee.

Deliverables
- Final adopted multifamily zone, objective development standards and architectural design guidelines documents (Word document, PDF)

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA)
Michael Baker is proposing to prepare the necessary CEQA documentation (EIR) and associated technical studies to support the adoption of the proposed new zone and design guidelines. Our CEQA team is already familiar with the Town through our work on the Housing and Safety Element updates over the last two years. The ability to coordinate the zoning amendments and simultaneous CEQA technical studies and EIR preparation will lead to excellent communication, coordination, timeliness and efficiency. The proposal is submitted under separate cover. We anticipate that the zoning amendments will require an EIR.

Expansion of existing structures, articulation,
and roof forms

16 D. WORK BREAKDOWN SCHEDULE & COST PROPOSAL
Michael Baker International proposes to complete the scope of work according to the cost schedule shown in the table below.

We anticipate that the total combined hours for meeting attendance will be reduced through consolidated planning, CEQA meetings, and hearings and sharing of common support staff if Michael Baker is selected for and able to combine both the multifamily zone and design guidelines and CEQA documentation projects.

17 E. PROJECT SCHEDULE

APPENDIX1–KEY TEAM MEMBERS RESUMES

Dan Wery, AICP, LEED AP
Project Manager, Lead Planner and Zoning Specialist
Mr. Wery has over 30 years of public and private sector planning experience preparing general plans, zoning ordinances, and subdivision codes, project entitlement review and processing, policy planning, public participation, and environmental impact document review and preparation. He applies his experience to solve problems in a holistic, responsible, and pragmatic manner that best serves the community and environment. Principled and pragmatic, Mr. Wery maintains a perspective on long-term goals with a focus on implementation and achieving near-term results.

RELEVANT EXPERIENCE
County of San Diego Objective Design Guideline Checklist & Expedited Approval Process. San Diego County, California. County of San Diego. Project Manager, Technical Approach Designer, Principal Author. This project won the 2014 Award of Merit for Best Planning Practices from the San Diego APA for creating a win-win situation by streamlining the site plan review and approval of projects that demonstrate compliance with the community's design guidelines. Michael Baker conducted a comprehensive review and analysis of all nine of the County's communities with design guidelines and then worked with each community to fine-tune the objective development standards and develop easy-to-use project review checklists. The community is ensured that projects are meeting their goals and objectives. Projects that comply with the checklists would receive a waiver of the Site Plan Permit process and only require a ministerial building permits.

County of San Diego As-Needed Advance Planning Services, San Diego County, California. County of San Diego. Program Manager. Responsible for the management and preparation of projects from a multiyear on-call contract with the County of San Diego Planning and Development Services Department for advanced planning (policy and ordinance development). Michael Baker provided longrange planning and associate support services on an as-needed basis to the County for three years. Our services included preparation and review of draft policies and ordinances, zoning and community planning, urban design, community outreach, stakeholder engagement and facilitation, environmental review and compliance, and attendance at hearings and meetings. Mr. Wery managed the following projects over the last few years:
▪ Sixth Cycle Housing Element Update
▪ Housing Element Implementation – State Housing Law Zoning Amendments ▪ Casa de Oro Campo Road Corridor Revitalization Specific Plan ▪ Valley Center South Village Form-Based Code
▪ Fallbrook Subarea Plan
▪ Board of Supervisors - Let’s Talk Housing Workshop County of San Diego Housing Affordability Strategy Support ▪ County of San Diego Residential Density Yield Analyses ▪ County of San Diego Active Transportation Plan
▪ County of San Diego General Plan Amendment Comprehensive Property Specific Request Study ▪ County of San Diego Urban Agricultural Incentive Zone ▪ County of San Diego Dark Sky Communities Light Ordinance ▪ County of San Diego Housing, Environmental Justice, and Safety Element Strategies ▪ Environmental Justice Element
Campo Road Corridor Revitalization Specific Plan, Casa De Oro, California. County of San Diego. Program Manager. The Campo Road Corridor Revitalization Specific Plan is a community-based plan to improve the urban form, quality of life, and public safety along the Campo Road Commercial Corridor by furthering smart growth principles and creating a vibrant and accessible community center in the heart of Valle de Oro in San Diego County. The purpose of the Specific Plan is to establish the long-term vision, goals, and strategies and provide an implementable development and mobility plan. The plan also provides flexible development standards that reflect community goals and design preferences and allow and encourage a mix of land uses and businesses that attract a variety of visitors and users. It includes a step-by-step implementation plan with specific actions, priorities, responsible parties, and potential funding sour ces to achieve the vision.

Years of Experience
35 Education
B.A., 1987, Urban Studies, Columbia
University
Licenses/Certifications
American Institute of Certified
Planners, 1993, 010438
LEED Accredited Professional, 2009,
10037662
Board Positions
Director, San Diego American
Planning Association (2010-2013)
Programs Chair, San Diego American
Planning Association (2006-10)
2010 State Conference Committee
2013 State Chapter Awards Jurist &
Facilitator
SDAPA-Circulate San Diego
Complete Streets Task Force