Los Gatos City Council
June 2, 2026

IMPORTANT NOTICE
This is a hybrid meeting and will be held in-person at the Town Council Chambers at 110 E. Main Street and virtually through Zoom Webinar (log-in information provided below). You may watch the Council meeting without providing public comment on Comcast cable channel 15 or at www.LosGatosCA.gov/TownYouTube. Members of the public may provide public comments for agenda items in-person or virtually by following the instructions listed at the end of the agenda.

To watch and participate via Zoom, please go to:
https://losgatosca-gov.zoom.us/j/86730363468?pwd=pfKQoh92JnbwOYwFvZqIdSSWpjxYoK.1 Enter Passcode: 577971

CALL MEETING TO ORDER

ROLL CALL

PLEDGE OF ALLEGIANCE

PRESENTATIONS
i. Outgoing Youth Commissioners End of Term Commendations CONSENT ITEMS (Consent Items are considered routine Town business and may be approved by one motion. Any member of the Council may remove an item from the Consent Items for comment and action. Members of the public may provide input on any or multiple Consent Item(s) when the Mayor asks for public comments on the Consent Items. If you wish to comment, please follow the Participation Instructions located at the end of this agenda. If an item is removed, the Mayor has the sole discretion to determine when the item will be heard. Each speaker is limited to no more than three (3) minutes or such time as authorized by the Mayor.)

1. Approve the Minutes of the May 19, 2026, Town Council Meeting.

RECOMMENDATION: Approve the Minutes of the May 19, 2026, Town Council Meeting.

TOWN OF LOS GATOS

COUNCIL MEETING AGENDA
JUNE 02, 2026
110 EAST MAIN STREET AND TELECONFERENCE

TOWN COUNCIL CHAMBERS
7:00 PM
Rob Moore, Mayor
Maria Ristow, Vice Mayor
Mary Badame, Council Member
Matthew Hudes, Council Member
Rob Rennie, Council Member

2. Ratify the Town Council Selection Committee’s Recommended Youth Commissioner Appointments
RECOMMENDATION: Ratify the Town Council Selection Committee’s recommended Youth Commissioner appointments.

3. Adopt a Resolution Calling the November 3, 2026, General Municipal Election for Three Town Council Members in the Town of Los Gatos, Requesting Consolidation with the Statewide General Election and Specified Election Services from the Santa Clara County Board of Supervisors, and Adopting Regulations Pertaining to Candidate Filing Fees, Candidate Statements, and Tie Vote Procedures
RECOMMENDATION: Adopt a resolution calling for the General Municipal Election to be held on November 3, 2026, in the Town of Los Gatos for the election of three Town Council Members to be held; requesting the consolidation of election with the Statewide General Election,: requesting the Santa Clara County Board of Supervisors render specified services to the Town: adopting regulations pertaining to candidate filing fees and candidate statements; and providing procedures for resolving a tie vote.

4. Adopt a Resolution Approving the Final Map for Tract 10675 - Boulevard Located at 15349-15367 Los Gatos Boulevard, Accepting the Public Easement Dedications, and Authorizing the Town Manager to Execute the Subdivision Improvement Agreement, the Landscape Maintenance Agreement, and the Stormwater Treatment and Detention Measures Operation and Maintenance Agreement in Substantially the Form Presented RECOMMENDATION: Adopt a resolution approving the Final Map for Tract 10675 (Boulevard Condominium Development located at 15349-15367 Los Gatos Boulevard); accepting the public easement dedications; and authorizing the Town Manager to execute the Subdivision Improvement Agreement, the Landscape Maintenance Agreement, and the Stormwater Treatment and Detention Measures Operation and Maintenance Agreement in substantially the forms presented.

5. Authorize the Town Manager to Execute a First Amendment to Agreement for On-Call Arborist Services With Dudek, Increasing Compensation by $58,000 for a Total Not-toExceed Amount of $157,000 RECOMMENDATION: Authorize the Town Manager to execute the First Amendment to the Agreement for On-Call Arborist Services with Dudek, increasing compensation by $58,000 for a total not-to-exceed amount of $157,000.

6. Authorize the Town Manager to Execute a Five Year Agreement with Accela, Inc. for Accela Civic Platform Subscription Services, Maintenance and Support, and OpenCounter Implementation Services, Including the Public Permitting Portal Migration, in an Amount Not to Exceed $839,305, Subject to Annual Appropriation of Funds.

RECOMMENDATION: Authorize the Town Manager to execute a five year agreement with Accela, Inc. for Accela Civic Platform subscription services, maintenance and support, and OpenCounter implementation services, including the public permitting portal migration, in an amount not to exceed $839,305, subject to annual appropriation of funds.

7. Authorize the Town Manager to Execute Agreements for Building Division Plan Check Review and Other Support Services with 4LEAF, Inc., O’Brien Code Consulting, Inc., and Urban37, Inc.

RECOMMENDATION: Authorize the Town Manager to Execute Agreements for Building Division Plan Check Review and Other Support Services with 4LEAF, Inc., O’Brien Code Consulting, Inc., and Urban37, Inc.

8. Authorize Revenue and Expenditure Budget Adjustments in the Amount of $1,540 to Recognize Receipt and Expenditure of Pacific Library Partnership Grant Funds RECOMMENDATION: Authorize revenue and expenditure budget adjustments in the amount of $1,540 to recognize receipt and expenditure of Pacific Library Partnership grant funds.

9. Approve the Accounts Payable and Payroll Reports
RECOMMENDATION: Approve the Accounts Payable Register and Payroll Report for May 15, 2026.

VERBAL COMMUNICATIONS (Members of the public are welcome to address the Town Council on any matter that is not listed on the agenda and is within the subject matter jurisdiction of the Town Council. The law generally prohibits the Town Council from discussing or taking action on such items. However, the Council may instruct staff accordingly. Town resources may not be used to facilitate audio or visual presentations. To ensure all agenda items are heard, this portion of the agenda is limited to 30 minutes. In the event additional speakers were not heard during the initial Verbal Communications portion of the agenda, an additional Verbal Communications will be opened prior to adjournment. Each speaker is limited to no more than three (3) minutes or such time as authorized by the Mayor.)
PUBLIC HEARINGS (Presentations during the Public Hearings portion of the agenda by appellants and applicants, including any expert or consultant assisting with the presentation, shall be limited to a total of no more than five (5) minutes for all speakers. Appellants and applicants shall be provided no more than three (3) minutes to rebut at the end of the public hearing. Visual presentations that require the use of staff resources shall be limited to appellants and applicants.

Members of the public testifying at public hearings shall be limited to no more than three (3) minutes, or such time as authorized by the Mayor.)

10. Adopt a Resolution Approving the Town of Los Gatos Fiscal Year (FY) 2026-27 Operating Budget and FY 2026-27 – 2030-2031 Capital Improvement Program (CIP); Adopt a Resolution Approving Commitment of Fund Balances under GASB 54; and Adopt a Resolution Establishing Gann Appropriation Limit, and Approve FY 2025-26 Budget Adjustments and Reclassifications
RECOMMENDATION: Adopt a Resolution Approving the Town of Los Gatos Fiscal Year (FY) 2026-27 Operating Budget and FY 2026-27–2030-31 Capital Improvement Program (CIP), including new appropriations, minor corrections, and carry-forward appropriations, as presented in Attachment 1 (with Exhibit A: Total Town Revenues and Expenditures by Fund); Adopt a Resolution Approving Commitments of Fund Balances under GASB 54, as listed in Attachment 2; and Approve FY 2025-26 Year-End Budget Adjustments and Reclassifications as listed in Attachment 3; and Adopt a resolution establishing the Fiscal

Year (FY) 2026-27 Gann Appropriation Limit for the Town of Los Gatos, as listed in Attachment 7.

COUNCIL MATTERS (Members of the public who wish to speak on matters listed under Council Matters may do so under Verbal Communications.)

MANAGER MATTERS

ATTORNEY MATTERS AND CLOSED SESSION REPORT
ADJOURNMENT (Council policy is to adjourn no later than midnight unless a majority of Council votes for an extension of time.)
ADA NOTICE - In compliance with the Americans with Disabilities Act, if you require special assistance to participate in this meeting, please contact the Clerk’s Office at (408) 354-6834.

Please notify the Clerk’s Office at least two (2) business days prior to the meeting so that reasonable arrangements can be made to ensure accessibility in compliance with 28 CFR §35.102-

35.104 and related provisions.

NOTICE REGARDING SUPPLEMENTAL MATERIALS - Materials related to an item on this agenda submitted to the Town Council after initial distribution of the agenda packets are available for public inspection in the Clerk’s Office at Town Hall, 110 E. Main Street, Los Gatos and on the Town’s website at www.losgatosca.gov. Town Council agendas and related materials can be viewed online at https://losgatos-ca.municodemeetings.com/.

HOW TO PARTICIPATE
Members of the public may provide public comments for agenda items in-person or virtually through the Zoom Webinar by following the instructions listed below.

The public is welcome to provide oral comments in real-time during the meeting in three ways:
 Zoom Webinar (Online): To participate from a PC, Mac, iPad, iPhone or Android device.

Please use this URL to join: https://losgatoscagov.zoom.us/j/86730363468?pwd=pfKQoh92JnbwOYwFvZqIdSSWpjxYoK.1 Passcode: 577971. You can also type in 867 3036 3468 in the “Join a Meeting” page on the Zoom website at www.zoom.us and use passcode 577971. When the Mayor announces the item for which you wish to speak, click the “raise hand” feature in Zoom.  Telephone: To participate by phone please dial 1 (408) 961-3927 or 1 (855) 758-1310 for US Toll-free and use Meeting ID: 867 3036 3468. When the Mayor announces the item for which you wish to speak, press *9 on your telephone keypad to raise your hand.  In-Person: Please complete a “speaker’s card” located on the back of the chamber benches and submit it to the Town Clerk before the meeting or when the Mayor announces the item for which you wish to speak.

NOTES: Comments will be limited to three (3) minutes or less at the Mayor’s discretion. If you are unable to participate in real-time, you may email to [email protected] the subject line “Public Comment Item #__ ” (insert the item number relevant to your comment).

Deadlines to submit written comments are:

-3:00 p.m. the Thursday before the Council meeting for inclusion in the agenda packet. -3:00 p.m. the Friday and Monday before the Council meeting for inclusion in an addendum. -11:00 a.m. the day of the Council meeting for inclusion in a desk item.

110 E. Main Street Los Gatos, CA 95030 ● 408-354-6832
www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 1
DRAFT
Minutes of the Town Council Meeting
Tuesday, May 19, 2026
The Town Council of the Town of Los Gatos conducted a regular meeting in person and via teleconference.

MEETING CALLED TO ORDER AT 7:02 P.M.

ROLL CALL

Present: Mayor Rob Moore, Vice Mayor Maria Ristow, Council Member Mary Badame, Council Member Rob Rennie, Council Member Matthew Hudes.

Absent: None.

PLEDGE OF ALLEGIANCE
Madeleine, Olivia, and Amelia Gauthier led the Pledge of Allegiance. The audience was invited to participate.

PRESENTATIONS
Mayor Moore presented recognitions to Petals Creamery, Cody Chen, and Anjali Kalia, and read a proclamation for National Police Week.

The Youth Commission presented its year-end report.

CONSENT ITEMS (TO BE ACTED UPON BY A SINGLE MOTION)

1. Approve the Minutes of the May 5, 2026, Closed Session Town Council Meeting.

2. Approve the Minutes of the May 5, 2026, Town Council Meeting.

3. Receive the Monthly Financial and Investment Report for March 2026.

4. Authorize the Town Manager to Accept the Donation of an Automated External Defibrillator and an Outdoor SaveStation® Cabinet from the Kyle J. Taylor Foundation, and Authorize the Town Manager to Sign the Acknowledgement Form Provided by the Donor.

5. Authorize the Town Manager to Execute a Five-Year Agreement for Services with Specialized Elevator Corp., DBA San Francisco Elevator Services LLC, with a Base Year Not-to-Exceed Amount of $65,364 for FY 2026-27 and Subsequent Annual Adjustments Based on the Consumer Price Index (CPI).

6. Authorize the Town Manager to Execute a Construction Contract with O’Grady Paving Inc. in the Amount of $2,144,229.70 for the 2026 Street Repair and Resurfacing Project with Authority to Approve Construction Change Orders in an Amount Not to Exceed

ITEM NO. 1.

PAGE 2 OF 7
SUBJECT: Draft Minutes of the Town Council Meeting of May 19, 2026 DATE: June 2, 2026
$214,422.97 (10% contingency); Authorize the Town Manager to Execute an Agreement for Professional Services with Ninyo and Moore for Materials Testing Services for a Total Agreement in an Amount Not to Exceed $27,290.00; Approve the Project Construction Plans and Specifications per Government Code 830.6 (Design Immunity); and Find the Project Categorically Exempt under Section 15301(c) of the California Environmental Quality Act.

7. Authorize the Town Manager to Sign and Submit Grant Applications for the Statewide and Regional Components of the Active Transportation Program Cycle 8 and One Bay Area Grant Program Cycle 4 to Fund Construction of the Highway 17 Bicycle and Pedestrian Overcrossing Project.

8. Adopt a Resolution to Adopt a List of Projects for Fiscal Year 2026-27 Funded by State Senate Bill 1, the Road Repair and Accountability Act of 2017. RESOLUTION 2026-030

9. Authorize the Town Manager to Execute a five-year Agreement with HouseKeys for the Administration of the Town’s Below Market Price Affordable Housing Program with a Not to Exceed (NTE) of $750,000.

10. Authorize the Town Manager to Execute a Five-Year Agreement with W. Jeffrey Heid, Landscape Architect, to Provide Landscape Architecture Consultant Services to the Town.

11. Authorize the Town Manager to Execute a Second Amendment to the Agreement for Services with Lisa Wise, Inc. to Update Objective Design Standards, Extending Their Agreement to June 30, 2027, at No Additional Cost.

12. Authorize the Town Manager to Execute an Agreement with Tesla, Inc. to Continue Operation of Charging Stations for a Period of 10 Years with One Five-year Renewal Period in the Town of Los Gatos Northside Parking Lot for the Payment to the Town of $8,616 Per Month, Subject to Five Percent Annual Escalation.

13. Authorize the Town Manager to Execute an Agreement with Kaiser Permanente On-theJob to Continue to Provide Pre-Employment Medical Screening Services Retroactive to August 1, 2025, with Automatic Renewals Every 12 Months.

14. Authorize the Town Manager to Execute an Agreement with The Advantage Group to Continue to Administer Retiree Health Contribution Reimbursements Retroactive to February 1, 2026, with Automatic Renewals Every 12 Months.

Mayor Moore opened public comment.

The following individuals spoke on the consent items:

1. Member of the Public (Items 2, 5, 6, 7, 9, and 10)

2. Lee Quintana (Item 11)
Mayor Moore closed public comment.

ITEM NO. 1.

PAGE 3 OF 7
SUBJECT: Draft Minutes of the Town Council Meeting of May 19, 2026 DATE: June 2, 2026
(Video time: 00:44:40)
MOTION: Motion by Vice Mayor Ristow to approve items one through fourteen on consent, including the revised resolution for item number eight, which is in the desk item.

Seconded by Council Member Hudes.

VOTE: Motion passed unanimously. (Mayor Moore recused himself from item number four.)

VERBAL COMMUNICATIONS
The following individuals spoke during verbal communications:

1. Wayne Heimsoth

2. Clay Johnson

3. Jeremy Doig

4. Jeff Suzuki

5. Sara Murphy

6. Nigel Chandler

7. Member of the Public

8. Robert Lipp

9. Lee Quintana

10. Joe Enz

11. Stephaine Saffoun

12. Ali Mliano

13. Patricia James

14. Joanne Rodgers

15. Ellen Manzo
Mayor Moore closed public comment.

PUBLIC HEARINGS

15. Accept the Report Regarding the Status of the Town's Vacancies, Recruitments, and Retention Efforts Pursuant to Assembly Bill (AB) 2561.

Kristina Alfaro, Administrative Services Director, presented the staff report.

Council asked questions.

Mayor Moore opened public comment.

The following individual spoke on this item:

No one spoke.

ITEM NO. 1.

PAGE 4 OF 7
SUBJECT: Draft Minutes of the Town Council Meeting of May 19, 2026 DATE: June 2, 2026
Mayor Moore closed public comment.
(Video time: 01:29:04)
MOTION: Motion by Vice Mayor Ristow to accept the report regarding the status of the Town's vacancies, recruitments, and retention efforts pursuant to Assembly Bill (AB) 2561. Seconded by Council Member Hudes
VOTE: Motion passed unanimously.

16. Conduct a Public Hearing on the Town of Los Gatos Proposed Operating and Capital Budget for Fiscal Year 2026-27 and on the Proposed Capital Improvement Program for FY 2026-27 – FY 2030-31.

Kristina Alfaro, Administrative Services Director, presented the staff report.

Council asked questions.

Mayor Moore opened public comment.

The following individual spoke on this item:

1. Member of the Public

2. Lee Fagot
Mayor Moore closed public comment.

Mayor Moore called a recess at 9:40 p.m.

Mayor Moore reconvened the meeting at 9:52 p.m.

Council discussed the item.
(Video time: 03:58:58)
MOTION: Motion by Council Member Hudes to recommend the budget as proposed and with the following four items: reduction of vehicle and equipment fund internal service fund charges by $1.5 million consistent with Finance Commission’s recommendations; transfer out $811,334 of reduced general fund internal service fund charges from the general fund to facilities internal service funds for project identified in attachment two; approve budget increase of $335,083 for the facilities internal service fund budget for projects identified for FY26-27 in attachment two; and finally approve a budget increase of $134,368 for the following four contracts in Public Works that have come in higher than currently budgeted, Pacific Water Art, Thorne Restrooms, Specialized Elevator

ITEM NO. 1.

PAGE 5 OF 7
SUBJECT: Draft Minutes of the Town Council Meeting of May 19, 2026 DATE: June 2, 2026
Corporation, and Field Turf USA. Seconded by Council Member Badame.

VOTE: Motion passed unanimously.
(Video time: 04:05:45)
MOTION: Motion by Council Member Hudes to allocate $3 million of unassigned fund balance to a community benefit capital fund, which is committed for use to provided new capital projects of direct long-term community benefit, such as, but not limited to, a new community center, sports courts, park, bicycle, and pedestrian improvements, or affordable housing, and shall not be utilized for operating costs or deferred maintenance, or such, and that funding shall accumulate interest until such time as it is expended. Seconded by Council Member Rennie.

VOTE: Motion passed unanimously.
(Video time: 04:21:44)
MOTION: Motion by Vice Mayor Ristow to support the staff response to the Finance Commission recommendation [staff responses are listed in Attachment 1 of the report]. Seconded by Council Member Rennie.

VOTE: Motion passed 4-1 (Council Member Hudes voted no) (Video time: 04:22:35)
MOTION: Motion by Vice Mayor Ristow to approve the FY 26-27 list of potential donations consistent with the Town’s donation policy. Seconded by Council Member Rennie.

VOTE: Motion passed unanimously.

Mayor Moore called a recess at 11:18 p.m.

Mayor Moore reconvened the meeting at 11:22 p.m.
(Video time: 04:27:24)
MOTION: Motion by Council Badame to reconsider the vote on item number sixteen.

Seconded by Mayor Moore.

Council Member Badame clarified the reconsideration was regarding staff’s recommendations [motion to support the staff response to the Finance Commission recommendation].

VOTE: Motion passed unanimously.

Council discussed the motion.

ITEM NO. 1.

PAGE 6 OF 7
SUBJECT: Draft Minutes of the Town Council Meeting of May 19, 2026 DATE: June 2, 2026
(Video time: 04:29:55)
MOTION: Motion by Vice Mayor Ristow to support the staff response to the Finance Commission recommendation [staff responses are listed in Attachment 1 of the report]. Seconded by Council Member Rennie.

VOTE: Motion passed 3-2 (Council Members Badame and Hudes voted no)

OTHER BUSINESS

17. Discuss Potential Law Enforcement Services Agreement with City of Saratoga and Provide Direction to Staff.

Chris Constantin, Town Manager, introduced the item, and Jamie Field, Chief of Police, presented the staff report.
(Video time: 04:57:55)
MOTION: Motion by Council Member Hudes to continue the meeting through 12:30.

Seconded by Vice Mayor Ristow.

VOTE: Motion passed unanimously
Council asked questions.

Mayor Moore opened public comment.

The following individual spoke on this item:

1. Chuck Page
Mayor Moore closed public comment.

Council discussed the item.
(Video time: 05:09:52)
MOTION: Motion by Council Member Rennie to continue the conversations with Saratoga.

Seconded by Council Member Hudes.

VOTE: Motion passed unanimously

COUNCIL MATTERS
- Council Member Rennie stated he had nothing to report. - Council Member Hudes stated he attended and participated in a West Valley Cities Wildfire Advisory group, participated in the Finance Commission meeting, and met with a Council member from Saratoga.

ITEM NO. 1.

PAGE 7 OF 7
SUBJECT: Draft Minutes of the Town Council Meeting of May 19, 2026 DATE: June 2, 2026
- Vice Mayor Ristow stated she was part of the Finance Committee meeting; met with a member of the public regarding a public restroom; attended a Conceptual Development Advisory Committee (CEDAC) presentation, La Rinconada Water Treatment Plant public meeting, chaired the Valley Transportation Association (VTA) pack meeting, Board of Silicon Valley Clean Energy meeting, Leigh High School Longhorn Stampede 5K; and interviewed the Youth Commission applicants.
- Council Member Badame stated she attended the Kiwanis Turnaround Scholarship Awards luncheon; participated in a board meeting of the West Valley Clean Water Authority; participated in a board meeting of the West Valley Storm Water Authority; attended the Finance Commission meeting; participated a Conceptual Development Advisory Committee (CEDAC) meeting, and KCAT fundraiser benefit.
- Mayor Moore stated he attended the Hillbrook Impact Challenge; spoke to Terrace's Men's Club; attended the quarterly all staff meeting; chaired the Cities Association Legislative Action Committee meeting; attended the Girls on the Run 5K; and conducted a Youth Town Hall at West Valley College.

MANAGER MATTERS
Chris Constantin, Town Manager
- Stated he had nothing to report.

ATTORNEY MATTERS AND CLOSED SESSION REPORT
Gabrielle Whelan, Town Attorney
- Stated she had nothing to report.

ADJOURNMENT
The meeting adjourned at 12:19 a.m.

Respectfully Submitted:
_____________________________________
Keara Johnson, Deputy Town Clerk

ITEM NO. 1.

PREPARED BY: Jenna De Long
Deputy Town Clerk
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Town Clerk 110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 2
DATE: June 2, 2026
TO: Mayor and Town Council
FROM: Chris Constantin, Town Manager
SUBJECT: Ratify the Town Council Selection Committee’s Recommended Youth Commissioner Appointments
RECOMMENDATION: Ratify the Town Council Selection Committee’s recommended Youth Commissioner appointments.

FISCAL IMPACT:

There is no fiscal impact associated with this action.

STRATEGIC PRIORITY:

This item does not directly address a Strategic Priority; however, it aligns with the Core Goals of Civic Engagement and Good Governance.

BACKGROUND:

The purpose of the Youth Commission is to foster civic and neighborhood pride, build a sense of identity, and promote knowledge, understanding, and engagement in the Town's municipal affairs. The Commission studies issues relevant to Los Gatos youth and advises the Town Council on such matters.

Since 2004, the Town Council has appointed students in grades 8 through 12 to serve on the Youth Commission. The Youth Commission appointments are for one-year terms, with the current terms expiring on May 31, 2026. The Town conducted a recruitment process to fill 19 seats for the 2026–27 term. The recruitment period opened on March 27 and closed at 5:00 p.m. on May 4, 2026. During this time, notifications were sent to eligible incumbent Commissioners, and outreach efforts were conducted through local schools, postings at Town

ITEM NO. 2.

PAGE 2 OF 2
SUBJECT: Ratify Youth Commission Appointments
DATE: June 2, 2026
Hall and the Library, and notices published on the Town’s website, social media, and the What’s New email newsletter.

DISCUSSION:

At the close of the application period, the Town received 38 eligible applications. On May 18, 2026, the Town Council Selection Committee, comprised of Mayor Moore, Vice Mayor Ristow, and the Youth Commission Chair Chen, interviewed 35 applicants for 19 available positions.

Three applicants were unavailable to be interviewed.

The Committee was tasked with reviewing qualifications and recommending appointments to the Town Council. As part of the evaluation process, applicants were asked a series of questions in both the application and interview process to assess their interest, relevant experience, and capacity to serve. After careful consideration, the Committee selected 19 applicants for recommendation to the Town Council, as listed in Attachment 1. Pursuant to Resolution 2025- 054, the appointed Youth Commissioners will serve one-year terms.

CONCLUSION:

The Town Council Selection Committee recommends that the Council ratify the Youth Commission appointments as outlined in Attachment 1. The recommendations are based on a comprehensive review of each candidate’s application and interview.

ENVIRONMENTAL ASSESSMENT:

This is not a project defined under CEQA, and no further action is required.

Attachments:

1. Recommended Youth Commissioner Appointments

ITEM NO. 2.

RECOMMENDED YOUTH COMMISSIONER APPOINTMENTS

NAME GRADE IN
FALL
NEW OR

REAPPOINTED TERM TERM EXPIRATION
Heerod Amini 11 Reappointed 1 year 5/31/2027
Elijah Asheghian 12 Reappointed 1 year 5/31/2027
Alex Casal Montserrat 12 New 1 year 5/31/2027
Claudia Casal Montserrat 12 New 1 year 5/31/2027
Saketh Chinnakotla 12 Reappointed 1 year 5/31/2027
Georgina Cobb 12 New 1 year 5/31/2027
Jason Colclough 9 New 1 year 5/31/2027
Maanya Dixit 12 Reappointed 1 year 5/31/2027
Ivan Habib 11 Reappointed 1 year 5/31/2027
Nia Khanna 11 Reappointed 1 year 5/31/2027
Mira Nanduru 10 New 1 year 5/31/2027
Haneen Nuru 9 New 1 year 5/31/2027
Dhanya Ramanan 12 New 1 year 5/31/2027
Ryan Santosh 9 Reappointed 1 year 5/31/2027
Aariv Shah 9 New 1 year 5/31/2027
Arnav Singhal 11 Reappointed 1 year 5/31/2027
Mathilde Skalberg 12 New 1 year 5/31/2027
Yijin “Jenny” Wang 9 New 1 year 5/31/2027
Elaine Zou 12 Reappointed 1 year 5/31/2027
ATTACHMENT 1

ITEM NO. 2.

PREPARED BY: Wendy Wood
Town Clerk
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Administrative Services Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 3
DATE: June 2, 2026
TO: Mayor and Town Council
FROM: Chris Constantin, Town Manager
SUBJECT: Adopt a Resolution Calling the November 3, 2026, General Municipal Election for Three Town Council Members in the Town of Los Gatos, Requesting Consolidation with the Statewide General Election and Specified Election Services from the Santa Clara County Board of Supervisors, and Adopting Regulations Pertaining to Candidate Filing Fees, Candidate Statements, and Tie Vote Procedures
RECOMMENDATION: Adopt a resolution calling for the General Municipal Election to be held on November 3, 2026, in the Town of Los Gatos for the election of three Town Council Members to be held; requesting the consolidation of election with the Statewide General Election,:
requesting the Santa Clara County Board of Supervisors render specified services to the Town: adopting regulations pertaining to candidate filing fees and candidate statements; and providing procedures for resolving a tie vote.

FISCAL IMPACT:

The estimated cost from the Registrar of Voters (ROV) for the election of three (3) Council seats, not including the cost of candidate statements, is approximately $104,051 and the funding is included in the Proposed Fiscal Year 2026-27 Operating Budget. This amount is an estimate based on the current fee schedule and available data from the Registrar of Voters Office and is subject to change upon final billing.

STRATEGIC PRIORITY:

This item does not directly address a Strategic Priority; however, it aligns with the Core Goal of Good Governance.

ITEM NO. 3.

PAGE 2 OF 3
SUBJECT: Adopt a Resolution Calling the November 3, 2026, General Municipal Election for Three Town Council Members, and Requesting Consolidation and Election Services from the Santa Clara County Board of Supervisors DATE: June 2, 2026
BACKGROUND:

California Elections Code Section 10002 allows the governing body of any city or town to request the Board of Supervisors permit the County Elections Official to render election services relating to the conduct of a municipal election, including services such as the provision of election supplies, production of voter pamphlets, canvassing the election results, and other election-related activities. By consolidating election services with the County Registrar of Voters Office, the Town realizes significant cost savings.

DISCUSSION:

The General Municipal Election of the Town of Los Gatos will be held on Tuesday, November 3, 2026, for the purpose of filling three Council Member seats. To conduct the election, the Town Council must adopt a resolution calling for the General Municipal Election to fulfill certain legal requirements. The Resolution calls for the holding of the election, requests consolidation with the Statewide General Election, establishes guidelines and costs associated with candidate statements, and provides the process to resolve a tie vote.

Easch elected Council Members will serve a four-year term. Additionally, consistent with Municipal Code Section 2.20.040 relating to Town Council term limits, Council Members Mary Badame, Rob Moore, and Rob Rennie will be eligible to run for an additional term.

The filing period for Town Council candidates in the November 3, 2026, General Election begins Monday, July 13, 2026, and ends at 5:00 p.m. on Friday, August 7, 2026. Pursuant to Elections Code Section 10225, if an incumbent for a specific office fails to file Nomination Papers by the close of business on August 7, 2026, the filing period will be extended five (5) calendar days for that specific office for non-incumbents only. The extended filing period would close on Wednesday, August 12, 2026, at 5:00 p.m. The Town Clerk will meet with potential candidates by appointment only during regular business hours during the filing period.

The Resolution calling for the General Municipal Election sets the maximum word count for candidate statements, which may be capped at either 200 or 400 words. Historically, the Town of Los Gatos has allowed for up to 200 words in candidate statements. The Santa Clara County Registrar of Voters (ROV) estimates the cost of publishing a 200-word candidate statement in the Voter Information Guide to be approximately $3,500. This cost is paid only by candidates who voluntarily choose to publish a candidate statement and represents the costs associated with printing, producing, and mailing the statement. Candidates who elect to publish a statement are responsible for paying the estimated cost at the time the nomination papers are submitted. Separately, pursuant to Elections Code Section 10228 and Town Code Section

2.30.011, the Town requires a mandatory $25 filing fee at the time Nomination Papers are filed.

ITEM NO. 3.

PAGE 3 OF 3
SUBJECT: Adopt a Resolution Calling the November 3, 2026, General Municipal Election for Three Town Council Members, and Requesting Consolidation and Election Services from the Santa Clara County Board of Supervisors DATE: June 2, 2026
California Elections Code Section 15651 allows the City Council to choose either to resolve a tie vote by lot or by requiring a runoff election to be held. Consistent with the process used in previous years, the attached Resolution has been drafted to reflect that a tie vote be resolved by lot.

CONCLUSION:

Adoption of the attached Resolution will allow the Town to formally call the November 3, 2026, General Municipal Election and request consolidation with the Statewide General Election and election services from the Santa Clara County Registrar of Voters. The Resolution also outlines candidate statements requirements, filing fees, and the process for resolving a tie vote.

COORDINATION:

The preparation of this report was coordinated with the Town Manager’s Office and the Town Attorney.

ENVIRONMENTAL ASSESSMENT:

This is not a project defined under CEQA, and no further action is required.

Attachments:

1. Draft Resolution

ITEM NO. 3.
1 of 4
Resolution 2026- June 4, 2026
ATTACHMENT 1
RESOLUTION 2026-

RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS

CALLING FOR THE GENERAL MUNICIPAL ELECTION TO BE HELD IN THE TOWN OF LOS GATOS ON NOVEMBER 3, 2026 FOR THE ELECTION OF THREE TOWN COUNCIL

MEMBERS, REQUESTING THE SANTA CLARA COUNTY BOARD OF SUPERVISORS

CONSOLIDATE WITH THE STATEWIDE GENERAL ELECTION TO BE HELD ON TUESDAY, NOVEMBER 3, 2026 AND RENDER SPECIFIED SERVICES TO THE TOWN

RELATED TO THE CONDUCT OF THE GENERAL MUNICIPAL ELECTION PURSUANT TO CALIFORNIA ELECTIONS CODE SECTION 10403, REGULATIONS FOR CANDIDATES

FOR ELECTIVE OFFICE PERTAINING TO FILING FEES AND CANDIDATE STATEMENTS,

AND PROVIDING FOR THE PROCESS IN THE EVENT OF A TIE VOTE WHEREAS, pursuant to Section 1001 of the Elections Code of the State of California, there is an established General Statewide election to be held on Tuesday, November 3, 2026; and
WHEREAS, pursuant to Part 3 “Consolidation of Elections,” and commencing with Section 10400 of the Elections Code of the State of California, the municipal election may be either completely or partially consolidated and held on the same day as a Statewide election, upon order of the Town of Los Gatos Council.

NOW, THEREFORE, BE IT RESOLVED by the Town Council of the Town of Los Gatos:

1. That pursuant to Section 10403 of the Elections Code of the State of California, the Town Council of the Town of Los Gatos calls a municipal election to be held on Tuesday, November 3, 2026; and requests the Board of Supervisors of the County of Santa Clara to completely consolidate the election with the General Statewide election. The consolidated municipal election will be held, regulated, and conducted in accordance with the provisions of the law.

2. Pursuant to the laws of the State of California governing general law cities and towns, a municipal election is necessary for the purpose of filling Council Member seats. A General Municipal Election is scheduled to be held in the Town of Los Gatos on November 3, 2026, to elect the offices listed below.

Title of Office Length of Term Number of Seats Election System Town Council Member 4-Year Full Term Three (3) Seats At-Large

3. That pursuant to Section 10002 of the Elections Code of the State of California, the Town of Los Gatos requests the services of the Board of Supervisors of the County of Santa Clara and the Registrar of Voters of the County of Santa Clara to render such services to the Town as requested by the Town Clerk, and shall reimburse the County for

ITEM NO. 3.
2 of 4
Resolution 2026- June 4, 2026
ATTACHMENT 1
the costs incurred by the County of Santa Clara Registrar of Voters in conducting the General Statewide election for the Town. The Town requests the County of Santa Clara Board of Supervisors to permit the County of Santa Clara Registrar of Voters to prepare the Town’s election materials. The election services to be performed shall include the preparation, printing and mailing of official ballots and County voter information guides; the establishment of precincts, election ballots, return mail envelopes, ballot drop boxes, vote centers, election officers, and producing such publications as are required by law in connection therewith; the furnishing of ballots, envelopes, and other necessary supplies and materials for voting places; the canvassing of the returns of the election; the furnishing of the results of such canvassing to the Town Clerk; and, the performance of other election services as may be requested by the Town Clerk.

4. Pursuant to Elections Code commencing with Section 10400, the Town of Los Gatos requests the Board of Supervisors of the County of Santa Clara to order the consolidation of the General Municipal Election to be conducted within the boundaries of the Town of Los Gatos on November 3, 2026, with respect to which the Board of Supervisors of the County of Santa Clara has the power to order a consolidation. The Town of Los Gatos further consents to and orders the consolidation of the General Municipal Election hereby called with the Statewide General Election and acknowledges that the consolidated election will be held and conducted in the manner prescribed in Section 10418, and to further provide that the Registrar of Voters canvass the returns of the municipal election. The County of Santa Clara is hereby authorized to certify the returns of the municipal election.

5. The polls for the election shall be open 7:00 a.m. on the day of the election and shall remain open continuously from that time until 8:00 p.m. on the same day when the polls shall be closed.

6. Pursuant to Section 13307 of the Elections Code, each candidate for elective office to be voted for at the General Municipal Election to be held in the Town of Los Gatos on November 3, 2026, may prepare a candidate statement. The statement may include the name, age, and occupation of the candidate, and a brief description of no more than 200 words of the candidate’s education and qualifications expressed by the candidate.

The statement shall not include party affiliation of the candidate, nor membership or activity in partisan political organizations. The statement shall be filed in the Office of the Town Clerk at the same time the candidate’s nomination papers are filed. The statement may be withdrawn, but not changed during the period for filing nomination papers and until 5:00 p.m. of the next working day after the close of the nomination period. The candidate shall be required to pay for the costs associated with printing, handling, translating, and distributing the 200-word candidate statement. Each candidate who files such a statement shall be required to pay in advance his or her pro rata share of the estimated costs of printing, handling, and mailing said candidate statement, and such estimated costs shall be determined by the Registrar of Voters.

In the event of an underpayment, candidates will be required to pay the balance of the cost incurred. In the event of an overpayment, the Town Clerk will refund the excess

ITEM NO. 3.
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Resolution 2026- June 4, 2026
ATTACHMENT 1
amount paid.

7. Pursuant to Section 10228 of the Elections Code, and Town Code Section 2.30.011, candidates are required to pay a filing fee in the amount of twenty-five dollars ($25.00), which amount the Town Council hereby determines to be the amount which is proportionate to the costs of processing a candidate's nomination papers by the Town of Los Gatos.

8. That pursuant to Section 15651 (a) of the Elections Code of the State of California, the method of determining the winner or winners in the event of a tie vote (two or more persons receive an equal and the highest number of votes for an office) as certified by the County of Santa Clara Registrar of Voters, shall be by lot.

9. The Town Clerk is hereby authorized and directed to certify to the adoption of this resolution and to transmit a certified copy to the Board of Supervisors of the County of Santa Clara and to the Registrar of Voters of the County of Santa Clara.

10. The Town Clerk is hereby authorized and directed to publish a notice of the General Municipal Election within the time and in the manner specified in the Elections Code Section 12101. The Town Clerk is further authorized and directed to do all other things required by law to hold the General Municipal Election above provided.

11. In all particulars not recited in this resolution, the municipal election shall be held and conducted as provided by law for holding municipal elections.

PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos this 2
nd day of June 2026 by the following vote:

COUNCIL MEMBERS:

AYES:

NAYS:

ABSENT:

ABSTAIN:

SIGNED:

MAYOR OF THE TOWN OF LOS GATOS

LOS GATOS, CALIFORNIA

ITEM NO. 3.
4 of 4
Resolution 2026- June 4, 2026
ATTACHMENT 1
ATTEST:

TOWN CLERK OF THE TOWN OF LOS GATOS

LOS GATOS, CALIFORNIA

ITEM NO. 3.

PREPARED BY: James Watson
Senior Engineer
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Administrative Services Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 4
DATE: June 2, 2026
TO: Mayor and Town Council
FROM: Chris Constantin, Town Manager
SUBJECT: Adopt a Resolution Approving the Final Map for Tract 10675 - Boulevard Located at 15349-15367 Los Gatos Boulevard, Accepting the Public Easement Dedications, and Authorizing the Town Manager to Execute the Subdivision Improvement Agreement, the Landscape Maintenance Agreement, and the Stormwater Treatment and Detention Measures Operation and Maintenance Agreement in Substantially the Form Presented
RECOMMENDATION: Adopt a resolution approving the Final Map for Tract 10675 (Boulevard Condominium Development located at 15349-15367 Los Gatos Boulevard); accepting the public easement dedications; and authorizing the Town Manager to execute the Subdivision Improvement Agreement, the Landscape Maintenance Agreement, and the Stormwater Treatment and Detention Measures Operation and Maintenance Agreement in substantially the forms presented FISCAL IMPACT:

The Town will incur limited incremental maintenance costs associated with accepted public right-of-way improvements, as most maintenance will be performed by the Developer.

Consistent with the project conditions of approval, the Developer and subsequent property owners will remain responsible for maintaining private infrastructure, including stormwater treatment facilities, internal roadways, and designated landscaped areas pursuant to recorded maintenance agreements.

STRATEGIC PRIORITY:

ITEM NO. 4.

PAGE 2 OF 4
SUBJECT: Various Actions Related to 15349-15367 Los Gatos Boulevard DATE: June 2, 2026
This item supports the Strategic Priority regarding implementation of the Town’s Housing Element.

BACKGROUND:

The property is located on the west side of Los Gatos Boulevard, south of Gateway Drive at 15349 and 15367 Los Gatos Boulevard (Assessor Parcel Numbers 424-19-048 and 424-19-049).

The approximately 1.536-acre site was previously used as an auto service and parts store with an adjacent parking lot.

On May 6, 2024, City Ventures Homebuilding LLC (“Developer”), a Delaware limited liability company, submitted applications to the Community Development Department for three landuse entitlements on property zoned Commercial Highway: Housing Element Overlay Zone (CH:HEOZ):
 Architectural and Site application (S-24-015) for the approval to demolish existing commercial structures and construct a multi-family live/work condominium development with 55 Units
 Conditional Use Permit application (U-24-006) for a “live/work” development  Subdivision application (M-24-008) for the approval of a Condominium Vesting Tentative Map
The Developer invoked developmental rights provided under Senate Bill 330 (SB 330), also known as the Housing Crisis Act of 2019.

On April 23, 2025, the Planning Commission voted unanimously to forward a recommendation to the Town Council to approve the project entitlements listed above. On June 3, 2025, the Town Council approved the project entitlements unanimously.

The Developer’s approved Vesting Tentative Map called for converting the two existing parcels into a single condominium parcel with appropriate easements for emergency vehicle access and public utilities. After the project has been constructed and definitive condominium unit boundaries are established, the Developer will record with the County a Condominium Plan that defines in three dimensions the 55 separate condominium multi-family residential units, a private shared driveway, open space, and areas for stormwater treatment.

DISCUSSION:

Following approval by the Town Council, the Developer submitted to the Town for review and approval the following items:
 Final Map (Attachment 2), also commonly referred to as a Tract Map,

ITEM NO. 4.

PAGE 3 OF 4
SUBJECT: Various Actions Related to 15349-15367 Los Gatos Boulevard DATE: June 2, 2026
 Subdivision Improvement Agreement (“SIA”, see Attachment 3) guaranteeing the placement of the site survey monuments and completion of the required public improvements, conditioned as part of the subdivision approval, and  Landscape Maintenance Agreement (“LMA”, Attachment 4) assigning maintenance responsibilities for the adjacent public right-of-way in perpetuity to the property owner(s).
 Stormwater Treatment and Detention Measures Operation and Maintenance Agreement (“SWTFMA”, Attachment 5), assigning maintenance responsibilities for the stormwater treatment improvements in perpetuity to the property owner(s).

Staff deemed the Final Map compliant with the requirements of the Subdivision Map Act and in substantial conformance with the approved Vesting Tentative Map. Government Code Section 66426 requires a tentative map and Final Map for subdivisions that create five or more condominiums as defined in Section 783 of the Civil Code. As stated above, the Town Council approved the project Condominium Vesting Tentative Map through the approval of the subdivision application in June 2025. Approval of the project Final Map is a ministerial process required of the Town Council to formally declare that the Final Map is in substantial conformance with the approved Vesting Tentative Map and accept the public easements offered for dedication. The action before the Council does not reconsider the previously approved land use entitlements.

Staff worked with the Developer to refine the SIA, LMA, and SWTFMA language as required per the Conditions of Approval of the development. Staff recommend that the Town Council authorize the Town Manager to execute the attached agreements in substantially the format presented.

The SIA will guarantee the Developer constructs the monuments necessary to retrace the parcel boundary and the public improvements conditioned against the subdivision. The Developer has provided the necessary securities to ensure faithful performance of the work and payment of materials, equipment, and labor costs. If authorized, the SIA will be executed shortly after the Council action and remain in effect until Council formally accepts the public improvements and the one-year maintenance period has expired.

The LMA will assign in perpetuity to the property owner(s), successors, and assigns the maintenance responsibility for landscaping installed by the Developer in the adjacent public right-of-way. This agreement will not be executed until the Developer seeks their first Occupancy Certificate. As-built landscape plans will be included in this agreement as an exhibit prior to execution of the agreement.

The SWTFMA will assign, in perpetuity, to the property owner(s), successors, and assigns the maintenance responsibility for the stormwater treatment facilities necessary to maintain compliance with the State Water Board regulations. This agreement will be executed when the

ITEM NO. 4.

PAGE 4 OF 4
SUBJECT: Various Actions Related to 15349-15367 Los Gatos Boulevard DATE: June 2, 2026
Developer seeks their first Occupancy Certificate. An as-built Stormwater Management Plan will be included in this agreement as an exhibit prior to execution of the agreement.

CONCLUSION:

Staff recommend that the Council adopt a resolution approving the Final Map, accepting the public easement dedications, and authorizing the Town Manager to execute the above-listed agreements for Tract 10675 - Boulevard located at 15349 and 15367 Los Gatos Boulevard in substantially the form attached, while allowing the exhibits to be updated after the Final Map has been recorded.

COORDINATION:

This staff report has been coordinated with the Community Development Department, Town Attorney’s Office, and Town Manager’s Office.

ENVIRONMENTAL ASSESSMENT:

The Final Map is statutorily exempt from the California Environmental Quality Act (CEQA) under Public Resources Code Section 21080(b)(1) and State CEQA Guidelines Section 15268 (Ministerial Projects), as the approval of a final subdivision map is a ministerial act that requires no discretion.

Attachments:

1. Resolution

2. Final Map

3. Subdivision Improvement Agreement

4. Landscape Maintenance Agreement

5. Stormwater Treatment and Detention Measures Operation and Maintenance Agreement

ITEM NO. 4.
1 of 4
Draft Resolution Adoption Date
ATTACHMENT 1
RESOLUTION 2026-

RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS ACCEPTING THE FINAL MAP FOR TRACT 10675 - BOULEVARD CONDOMINIUM DEVELOPMENT LOCATED AT 15349 – 15367 LOS GATOS BOULEVARD, AUTHORIZING

THE EXECUTION OF A SUBDIVISION IMPROVEMENT AGREEMENT AND RELATED

DOCUMENTS, AND MAKING FINDINGS IN SUPPORT THEREOF
WHEREAS, City Ventures Homebuilding, LLC, a Delaware Limited Liability Company (“Subdivider”), has submitted for approval a Final Map entitled “TRACT 10675 - BOULEVARD” (the “Final Map”), covering approximately 1.536 acres located at 15349 and 15367 Los Gatos Boulevard, Town of Los Gatos, County of Santa Clara, State of California; and WHEREAS, The Final Map is consistent with the Town’s General Plan, the Town’s Subdivision Ordinance (Chapter 24 of the Los Gatos Municipal Code), and the Subdivision Map Act (Government Code Section 66433-66443); and
WHEREAS, the Planning Commission of the Town of Los Gatos recommended project approval on April 23, 2025, including a Vesting Tentative Map for Condominium Purposes subject to conditions of approval; and
WHEREAS, the Town Engineer has reviewed the Final Map and certified that it is technically correct and substantially in compliance with the approved Vesting Tentative Map and applicable laws; and
WHEREAS, the Subdivider has agreed to enter into a Subdivision Improvement Agreement (“Improvement Agreement”) with the Town to guarantee the installation of required public improvements, and to provide improvement security as required by law; and WHEREAS, the Subdivider has also agreed to execute and/or record the following associated agreements and documents, as applicable:
 Stormwater Treatment and Detention Measures Operation and Maintenance Agreement,
 Landscape Maintenance Agreement,
 Offers of Dedication for emergency vehicle access easements and public service easements,
 Garden Lane Road Dedication in Fee,

ITEM NO. 4.
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Draft Resolution Adoption Date
ATTACHMENT 1
 Any other agreements required by the conditions of approval; and WHEREAS, the Town Council has considered the Final Map and all related reports and recommendations.

NOW, THEREFORE, BE IT RESOLVED that the Town Council of the Town of Los Gatos does hereby declare, determine, and order as follows:

Section 1. Findings.

The Town Council hereby finds that:

1. The Final Map is in substantial compliance with the previously approved Vesting Tentative Map and all conditions of approval.

2. The Final Map complies with applicable provisions of the Subdivision Map Act and the Los Gatos Municipal Code.

3. The required public improvements are secured by the Improvement Agreement and accompanying bonds or other approved security.

4. The Final Map is statutorily exempt from the California Environmental Quality Act (CEQA) under Public Resources Code Section 21080(b)(1) and State CEQA Guidelines Section 15268 (Ministerial Projects), as the approval of a final subdivision map is a ministerial act that requires no discretion.

Section 2. Approval of Final Map.

The Final Map for “TRACT 10675 - BOULEVARD” is hereby approved, subject to satisfaction of all conditions of approval.

Section 3. Acceptance of Offers of Dedication.

The Town Council hereby accepts, on behalf of the public, the offers of dedication shown on the Final Map for:
 Emergency Vehicle Access Easements,
 Public Service Easements, and
 Garden Lane Roadway (3-foot)
Such acceptance shall become effective upon recordation of the Final Map, except for any offers specifically rejected or accepted subject to future improvement.

ITEM NO. 4.
3 of 4
Draft Resolution Adoption Date
ATTACHMENT 1
Section 4. Authorization to Execute Agreements.

The Town Manager is hereby authorized and directed to execute the Subdivision Improvement Agreement and, when appropriate under the project conditions of approval and prior to the issuance of the first Occupancy Certificate, the Landscape Maintenance Agreement and Stormwater Treatment and Detention Measures Operation and Maintenance Agreement, in substantially the forms presented, with such non-substantive changes and updated exhibits as may be approved by the Town Manager and Town Attorney.

The Town Clerk is authorized to attest to such documents, and the Town Manager, Town Engineer, and other appropriate officials are authorized to take all actions necessary to implement this Resolution.

Section 5. Recordation.

The Town Clerk is authorized and directed to transmit the approved Final Map to the County Recorder for recordation upon execution of the Improvement Agreement and receipt of required securities and fees.

ITEM NO. 4.
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Draft Resolution Adoption Date
ATTACHMENT 1
Section 6. Effective Date.

This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the ____ of ______, 2026, by the following vote:

COUNCIL MEMBERS:

AYES:

NAYS:

ABSENT:

ABSTAIN:

SIGNED:
_______________________________

MAYOR OF THE TOWN OF LOS GATOS

LOS GATOS, CALIFORNIA
ATTEST:
___________________________________

TOWN CLERK OF THE TOWN OF LOS GATOS

LOS GATOS, CALIFORNIA

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EXHIBIT A - PAGE 12 OF 12

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1 Parks and Public Works
Department
CONTRACTOR INSURANCE REQUIREMENTS (updated 8/30/2023)
a. Commercial General Liability/Automobile Liability Insurance:

CONTRACTOR shall obtain and maintain Commercial General Liability insurance and Automobile Liability insurance in the amount of Two Million Dollars ($2,000,000) per occurrence. If a general aggregate limit is used, either the general aggregate limit shall apply separately to this contract or the general aggregate limit shall be twice the required occurrence limit. CONTRACTOR's insurance coverage shall be written on an occurrence basis.
b. Workers' Compensation Insurance:

CONTRACTOR shall obtain and maintain statutory Workers' Compensation insurance and Employer's Liability insurance in the amount of One Million Dollars ($1,000,000) per accident.

CONTRACTOR is familiar with the Workers' Compensation laws of California (generally contained in Section 3700 of the Labor Code), including those provisions which provide for specific exemptions from the requirement that all employers must carry Workers' Compensation insurance, and CONTRACTOR maintains they are exempted under the law from the requirement to maintain Workers' Compensation insurance coverage.

In addition, during the term of any work for TOWN under the said agreement or permit: (1) CONTRACTOR will not employ any person in any manner to become subject to the Workers' Compensation laws of California, or (2) should CONTRACTOR become subject to the Workers' Compensation provisions of Section 3700 of the Labor Code for any reason, CONTRACTOR shall forthwith comply with those provisions and send evidence of financial compliance to TOWN.
c. Acceptability of Insurers: Insurance is to be placed with insurers with a current Best Rating of A:VII unless otherwise acceptable to TOWN. d. Verification of Coverage: Insurance, deductibles or self-insurance retentions shall be subject to TOWN's approval. Original Certificates of Insurance with endorsements shall be received and approved by TOWN before work commences, and insurance must be in effect for the duration of the contract. The absence of insurance or a reduction of stated limits shall cause all work on the project to cease. Any delays shall not increase costs to TOWN or increase the duration of the project.

EXHIBIT A
PAGE 1 OF 12

ITEM NO. 4.
2 e. Other Insurance Provisions:
(1) The TOWN OF LOS GATOS, its officers, officials, employees and volunteers are to be covered as additional insured by Endorsement CG 20 10 11 85 or other endorsement approved by Town Attorney for Commercial General and Automobile Liability coverage.
(2) For any claims related to this project, CONTRACTOR's insurance coverage shall be primary and any insurance or self-insurance maintained by TOWN, its officers, officials, employees and volunteers shall not contribute to it. (3) Each insurance policy required shall be endorsed that a thirty (30) day notice be given to TOWN in the event of cancellation or modification to the stipulated insurance coverage.
(4) In the event CONTRACTOR employs subcontractors as part of the work covered under the said agreement or permit, it shall be the responsibility of CONTRACTOR to ensure that all subcontractors comply with the same insurance requirements.
(5) Approval of the insurance by TOWN or acceptance of the Certificate of Insurance by TOWN shall not relieve or decrease the extent to which CONTRACTOR may be held responsible for payment of damages resulting from CONTRACTOR's services or operation pursuant to the agreement or permit, nor shall it be deemed a waiver of TOWN's rights to insurance coverage hereunder.
(6) If, for any reason, CONTRACTOR fails to maintain insurance coverage that is required pursuant to this contract, the same shall be deemed a material breach of contract. TOWN, at its sole option, may terminate the agreement or permit and obtain damages from CONTRACTOR resulting from said breach. Alternately, TOWN may purchase such required insurance coverage, and without further notice to CONTRACTOR, TOWN may deduct from sums due to CONTRACTOR any premium costs advanced by TOWN for such insurance.

HOLD HARMLESS
CONTRACTOR hereby agrees to and shall hold TOWN, its elective and appointive boards, commissions, officers, agents, registered volunteers, and employees harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage and any other claims of any sort whatsoever, including, but not limited to, any liabilities, claims, losses, or expenses in any manner caused by, arising out of, or in connection with, either directly or indirectly, the construction or installation of the work, the guarding of the work, the use of improper materials in construction of the work, or the negligent, willful, or intentional acts or omissions by CONTRACTOR or CONTRACTOR's subcontractors, agents, or employee operations of the agreement or permit, whether such operations by CONTRACTOR or by any of CONTRACTOR's subcontractors, or by any one or more persons directly or indirectly employed by, or acting as agent for CONTRACTOR or any of CONTRACTOR's subcontractors during the progress of the work or at any time before its completion and final PAGE 2 OF 12

ITEM NO. 4.
3 acceptance, excepting suits and actions brought by the CONTRACTOR for default of the agreement or permit or arising from the sole active negligence or willful misconduct of the TOWN. The Town Council may retain so much of the money due to the CONTRACTOR as shall be reasonably necessary to protect the TOWN, until disposition has been made of such suits or claims for damages as aforesaid.

CONTRACTOR agrees to and shall pay TOWN's cost of defense (or, at the sole option of the TOWN, CONTRACTOR shall defend with counsel approved by the TOWN Attorney) and indemnify TOWN and its elective and appointive boards, commissions, officers, agents, and employees from any suits or actions at law or in equity arising out of the execution, adoption or implementation of the agreement and permit (exclusive of any such actions brought by CONTRACTOR), such indemnification to include all costs of defense, judgments, and any awards of attorneys' fees.

Should any accident or incident causing death, personal injury or property damage occur between the date CONTRACTOR is notified that its General Liability and/or Workers Compensation Insurance is canceled and the effective date of such cancellation, CONTRACTOR's obligation to indemnify, defend and save harmless the TOWN, as provided for hereinabove, shall in no manner be affected by the fact that the TOWN had not received the notice of cancellation prior to the date of such accident or incident.

PAGE 3 OF 12

ITEM NO. 4.

TOWN OF Los GATOS

CLERK DEPARTMENT
PHONE (408) 354-6834
FAX (408) 354-8431
[email protected]

INSURANCE REQUIREMENTS

CERTIFICATE OF LIABILITY INSURANCE

CERTIFICATE HOLDER
Town of Los Gatos, 110 East Main Street, Los Gatos, CA 95030

DESCRIPTION OF OPERATIONS
Town of Los Gatos, its officers, officials, employees and volunteers are named Additional Insured under this policy, as per attached endorsement as respects all operations of the Named Insured on a primary and non-contributory basis.

ENDORSEMENT - SEPARATE ENDORSEMENT FOR REQUIRED ADDITIONAL INSURED Must include policy number, date, insured, agency, and code.

NAME OF PERSON OR ORGANIZATION
Itishereby agreed that the Town of Los Gatos, its officers, officials, employees and volunteers arenamed as additional insured under this policy.

PRIMARY WORDING
The primary wording is usually located on the endorsement but is sometimes found in the description box on the certificate. It must be located somewhere in the insurance documents and must say something similar to the following:
"The insurance coverage extended under this endorsement is PRIMARY and will not seek contribution from any other insurance available to the organization or persons shown in the schedule. The Town of Los Gatos will not be responsible for providing insurance for indemnification or defense of the contractor/developer as part of this project/contract."
ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

Samples of acceptable language and forms are attached.

PAGE 4 OF 12

ITEM NO. 4.
----'--......

SAMPLE ENDORSEMENT
An Additional Insured Endorsement form must accompany the Certificate of Liability Insurance.

1. Policy No. must
match certificate.

2. Must list the
Insured's Name as
listed onCertificate.

Name of Person or
Organization: The Town of
Los Gatos, its officers,
officials, agents, employees,
and volunteers are named
Additional Insured under
the General Liability Policy
as respects all operations of
the Named Insured on a
primary & noncontributory
basis.

Endorsement must also
state that coverage
afforded by the
endorsement shall
apply as Primary
(wording may vary).
**The wording for the additional insured must be exact. No abbreviations or changes in the structure of the sentence will be accepted. If you find it difficult to fit the wording in the space provided on your endorsement you may simply list "See Exhibit A" under Schedule and attach a separate "Exhibit A" (additional sheet with the proper wording). Please remember to list the policy number on the additional sheet.

POLICY NUMBER: XXXXXXXXXXX COMMERCIAL GENERAL LIABILITY INSURED: XXXXXX XXXX XXXXXXXX
THIS ENDORSEMENT CHANGES THE POLICY. PLEAES READ ITCAREFULLY.

ADDITIONAL INSURED - Endorsement
This endorsement modifies insurance provided underthe following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE
Name of Person or Organization: The Town of Los Gatos, its officers, officials, agents, employees, and volunteers are named Additional Insured under the General Liability Policy as respects all operations of the Named Insured on a primary & non-contributory basis. (lf no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for thatinsured.

PRIMARY INSURANCE
The insurance coverage extended under this endorsement is PRIMARY and will not seek contribution from any other insurance available to the organization or persons shown in the schedule. The Town of Los Gatos will not be responsible for providing insurance for indemnification or defense of the contractor / developer as part of project/ contract.

PAGE 5 OF 12

ITEM NO. 4.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A : NAIC #
NAME: CONTACT
(A/C, No): FAX
E-MAIL ADDRESS:

PRODUCER
(A/C, No, Ext): PHONE

INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A

SUBR WVDADDL
INSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
$ PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person) COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOS ONLY AUTOS NON-OWNED OWNED SCHEDULED

ANY AUTO

AUTOMOBILE LIABILITY

Y / N WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?
(Mandatory in NH) DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEEE.L. EACH ACCIDENT EROTH- STATUTE PER
(MM/DD/YYYY) LIMITS POLICY EXP(MM/DD/YYYY) POLICY EFFLTR TYPE OF INSURANCE POLICY NUMBER INSR

EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $ AGGREGATE $
$
OCCUR
CLAIMS-MADE DED RETENTION $
PRODUCTS - COMP/OP AGG $ GENERAL AGGREGATE $ PERSONAL & ADV INJURY $ MED EXP (Any one person) $
EACH OCCURRENCE $ DAMAGE TO RENTED
PREMISES (Ea occurrence) $ COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- JECT LOC

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE

CERTIFICATE HOLDER
©
HIRED

AUTOS ONLY
DATE
(name/address)
name/signature
Vendor Name (should match name on
agreement)
Address
60073494
✓
Town of Los Gatos
110 E. Main Street
Los Gatos CA 95030
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) It is agreed that the Town of Los Gatos, its officers, officials, employees and volunteers are named as an additional insured on a primary & non-contributory basis with regard to general liability per attached forms.

Separation of insured applies to general liability per attached form. Notice of cancellation will be provided on general liability, auto liability, workers compensation and professional liability per attached forms.

A 2,000,000 /match
contract language
✓ # DATE DATE
✓
✓
A # DATE DATE 1,000,000/ match
✓ contract language
C # DATE DATE ✓
1,000,000
1,000,000
1,000,000
D Professional Liability # if applicable DATE DATE $ amount PAGE 6 OF 12

ITEM NO. 4.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

COMMERCIAL GENERAL LIABILITY

BLANKET ADDITIONAL INSURED
(ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
© 2015 The Travelers Indemnity Company. All rights reserved.

Includes the copyrighted material of Insurance Services Office, Inc., with its permission

1. The following is added to SECTION II – WHO IS
AN INSURED:

Any person or organization that you agree in a
"written contract requiring insurance" to include as
an additional insured on this Coverage Part, but:
a. Only with respect to liability for "bodily injury",
"property damage" or "personal injury"; and
b. If, and only to the extent that, the injury or
damage is caused by acts or omissions of
you or your subcontractor in the performance
of "your work" to which the "written contract
requiring insurance" applies, or in connection
with premises owned by or rented to you.

The person or organization does not qualify as an
additional insured:
c. With respect to the independent acts or
omissions of such person or organization; or
d. For "bodily injury", "property damage" or
"personal injury" for which such person or
organization has assumed liability in a
contract or agreement.

The insurance provided to such additional insured
is limited as follows:
e. This insurance does not apply on any basis to
any person or organization for which
coverage as an additional insured specifically
is added by another endorsement to this
Coverage Part.
f. This insurance does not apply to the
rendering of or failure to render any
"professional services".
g. In the event that the Limits of Insurance of the
Coverage Part shown in the Declarations
exceed the limits of liability required by the
"written contract requiring insurance", the
insurance provided to the additional insured
shall be limited to the limits of liability required
by that "written contract requiring insurance".

This endorsement does not increase the
limits of insurance described in Section III –
Limits Of Insurance.
h. This insurance does not apply to "bodily
injury" or "property damage" caused by "your
work" and included in the "productscompleted operations hazard" unless the "written contract requiring insurance"
specifically requires you to provide such
coverage for that additional insured, and then
the insurance provided to the additional
insured applies only to such "bodily injury" or
"property damage" that occurs before the end
of the period of time for which the "written
contract requiring insurance" requires you to
provide such coverage or the end of the
policy period, whichever is earlier.

2. The following is added to Paragraph 4.a. of
SECTION IV – COMMERCIAL GENERAL
LIABILITY CONDITIONS:

The insurance provided to the additional insured
is excess over any valid and collectible other
insurance, whether primary, excess, contingent or
on any other basis, that is available to the
additional insured for a loss we cover. However, if
you specifically agree in the "written contract
requiring insurance" that this insurance provided
to the additional insured under this Coverage Part
must apply on a primary basis or a primary and
non-contributory basis, this insurance is primary
to other insurance available to the additional
insured which covers that person or organizations
as a named insured for such loss, and we will not
share with the other insurance, provided that:
(1) The "bodily injury" or "property damage" for
which coverage is sought occurs; and
(2) The "personal injury" for which coverage is
sought arises out of an offense committed;
after you have signed that "written contract
requiring insurance". But this insurance provided
to the additional insured still is excess over valid
and collectible other insurance, whether primary,
excess, contingent or on any other basis, that is
available to the additional insured when that
person or organization is an additional insured
under any other insurance.
policy #
PAGE 7 OF 12

ITEM NO. 4.

COMMERCIAL GENERAL LIABILITY
© 2015 The Travelers Indemnity Company. All rights reserved.

Includes the copyrighted material of Insurance Services Office, Inc., with its permission

3. The following is added to Paragraph 8., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV – COMMERCIAL GENERAL
LIABILITY CONDITIONS:

We waive any right of recovery we may have
against any person or organization because of
payments we make for "bodily injury", "property
damage" or "personal injury" arising out of "your
work" performed by you, or on your behalf, done
under a "written contract requiring insurance" with
that person or organization. We waive this right
only where you have agreed to do so as part of
the "written contract requiring insurance" with
such person or organization signed by you
before, and in effect when, the "bodily injury" or
"property damage" occurs, or the "personal injury"
offense is committed.

4. The following definition is added to the
DEFINITIONS Section:
"Written contract requiring insurance" means that
part of any written contract under which you are
required to include a person or organization as an
additional insured on this Coverage Part,
provided that the "bodily injury" and "property
damage" occurs and the "personal injury" is
caused by an offense committed:
a. After you have signed that written contract;
b. While that part of the written contract is in
effect; and
c. Before the end of the policy period.

PAGE 8 OF 12

ITEM NO. 4.

POLICY NUMBER: ISSUE DATE:

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED PERSON OR ORGANIZATION - NOTICE OF

CANCELLATION OR NONRENEWAL PROVIDED BY US
This endorsement modifies insurance provided under the following:

ALL COVERAGE PARTS INCLUDED IN THIS POLICY

SCHEDULE
CANCELLATION: Number of Days Notice: ___
3_o ___ _
WHEN WE DO NOT RENEW (Nonrenewal): Number of Days Notice: 30

PERSON OR
ORGANIZATION:

ANY PERSON OR ORGANIZATION TO WHOM YOU

HAVE AGREED IN A WRITTEN CONTRACT THAT

NOTICE OF CANCELLATION OR NONRENEWAL OF THIS POLICY
WILL BE GIVEN, BUT ONLY IF:

1. YOU SEND US A WRITTEN REQUEST TO

PROVIDE SUCH NOTICE, INCLUDING THE

NAME AND ADDRESS OF SUCH PERSON OR

ORGANIZATION, AFTER THE FIRST NAMED

INSURED RECEIVES NOTICE FROM US OF
THE CANCELLATION OR NONRENEWAL OF THIS POLICY; AND

2. WE RECEIVE SUCH WRITTEN REQUEST AT
LEAST 14 DAYS BEFORE THE BEGINNING OF

THE APPLICABLE NUMBER OF DAYS SHOWN
IN THIS SCHEDULE.

ADDRESS:

THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US.

PROVISIONS
A. If we cancel this policy for any legally permitted
reason other than nonpayment of premium, and a
number of days is shown for Cancellation in the
Schedule above, we will mail notice of
cancellation to the person or organization shown
in such Schedule. We will mail such notice to the
address shown in the Schedule above at least the
number of days shown for Cancellation in such
Schedule before the effective date of cancellation.

B. If we do not renew this policy for any legally
permitted reason other than nonpayment of
premium, and a number of days is shown for
When We Do Not Renew (Nonrenewal) in the
Schedule above, we will mail notice of
nonrenewal to the person or organization shown
in such Schedule. We will mail such notice to the
address shown in the Schedule above at least the
number of days shown for When We Do Not
Renew (Nonrenewal) in such Schedule before the
effective date of nonrenewal.
© 2019 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 PAGE 9 OF 12

ITEM NO. 4.

PAGE 10 OF 12

ITEM NO. 4.

POLICY NUMBER: ISSUE DATE:
© 2011 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED ENTITY – NOTICE OF

CANCELLATION PROVIDED BY US
This endorsement modifies insurance provided under the following:

ALL COVERAGE PARTS INCLUDED IN THIS POLICY

SCHEDULE
CANCELLATION: Number of Days Notice of Cancellation: _______

PERSON OR
ORGANIZATION:

ADDRESS:

PROVISIONS:

If we cancel this policy for any statutorily permitted
reason other than nonpayment of premium, and a
number of days is shown for cancellation in the
schedule above, we will mail notice of cancellation to
the person or organization shown in the schedule
above. We will mail such notice to the address shown
in the schedule above at least the number of days
shown for cancellation in the schedule above before
the effective date of cancellation.

PAGE 11 OF 12

ITEM NO. 4.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Form WC 99 03 94 Printed in U.S.A.

Process Date: Policy Expiration Date:

NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S)
Policy Number: Endorsement Number:

Effective Date: Effective hour is the same as stated on the Information Page of the policy.

Named Insured and Address:

This policy is subject to the following additional
Conditions:

A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such
cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the
certificate holder(s) with mailing addresses on file
with the agent of record or the Company.

B. If this policy is cancelled by the Company for
non-payment of premium, or by the insured, notice
of such cancellation will be provided within ten (10)
days of the cancellation effective date to the
certificate holder(s) with mailing addresses on file
with the agent of record or the Company.

If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient
proof of notice.

Any notification rights provided by this endorsement
apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy’s term.

Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation
becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or
representatives.

DATE
PAGE 12 OF 12

ITEM NO. 4.

RECORDED AT THE REQUEST OF AND
WHEN RECORDED, RETURN TO:

Clerk of Town of Los Gatos
Town of Los Gatos
11 0 E. Main Street
Los Gatos, CA 95030
Assessor's Parcel Nos. 424-19-048, 424-19-049
Exempt from payment of fees pursuant to Government Code section 27383

LANDSCAPE MAINTENANCE AGREEMENT
THIS LANDSCAPE MAINTENANCE AGREEMENT (the "Agreement"), dated _____ , 202_, is executed by the TOWN OF LOS GATOS, a municipal corporation (the "Town"), with an address of c/o Parks and Public Works Department, 41 Miles Avenue, Los Gatos, California 95030, and City Ventures Homebuilding, LLC, a Delaware limited liability company ("Developer") with reference to the following facts:

A. Developer will become the owner of real property identified as Boulevard on the subdivision map entitled "Tract 10675" filed on ______ , 20_, in Book_ of Maps at Page _ in the records of Santa Clara County, California (including any amendments, certificates of correction or lot-line adjustments thereto, the "Map"). Developer is constructing 55 new condominiumized townhome units, including associated residential buildings and on-site and off-site improvements. Improvements include construction of utilities, streets, curb and gutter, street lighting, landscaping, and other related infrastructure, commonly referred to as "Boulevard" (the "Development").

B. ARROYO CAP Vl-2, LLC, a Delaware limited liability company ("Arroyo"), is the current owner of the real property subdivided by the Map. Arroyo holds said real property as a land bank for the purpose of Subdivider's development of the property, and Arroyo has consented to Developer's subdivision of its property, as evidenced by its signature on the Map, and to Developer's development of the property, including entry into this Agreement with the Town which is a condition of that development. The parties acknowledge that Arroyo's execution of this Agreement is solely for the purpose of consenting to Developer's entry into this Agreement, and the obligations of this Agreement shall remain obligations of the Developer unless assigned to Arroyo as provided in Section 4.2 hereof.

C. The Landscape Improvements (as defined below) have been or will be constructed within the public rights of way ("ROW' or "ROWs") adjacent to Boulevard along Los GatosBoulevard and Garden Lane. These Landscape Improvements are designated in the Site Plan attached as Exhibit A.

D. Pursuant to the conditions of approval relevant to this Development, the Developer is to be responsible for maintaining the landscaping and irrigation within the ROW in the portions of Los Gatos Boulevard abutting the Development. The purpose of this Agreement is to set forth the rights and obligations of Developer and the Town (and any transferees) with respect to the maintenance of said Landscape Improvements.

SMHH\54443\1450810.5 5/27/2026
ATTACHMENT 4

ITEM NO. 4.

THEREFORE, THE PARTIES AGREE AS FOLLOWS:

ARTICLE 1
Definitions
Unless the context indicates otherwise, the following terms shall have the following definitions:

1.1 Agreement. This Landscape Maintenance Agreement and any modifications thereto.

1.2 Development. The meaning given to such term in Recital A hereof.

1.3 Landscape Improvements. The landscaping and other improvements situated within the public ROW along Los Gatos Boulevard and Garden Lane adjacent to the Development and any utilities and equipment, including irrigation systems, that provide irrigation to the landscaping therein, and any orchard trees, other trees, shrubs, foliage, groundcover and other landscaping. The Landscape Improvements do not include any utility lines and equipment, including signal monitoring devices, that provide utility service to any property outside the ROW.

1.4 Maintain, Maintained, Maintaining or Maintenance. Unless expressly stated otherwise, "maintain", "maintained", "maintaining" or "maintenance" as used in this Agreement includes inspection, cleaning, maintenance, repair, upgrades and/or replacement.

1.5 1.6
legal entity.

1.7 Map. The meaning given to such term in Recital A hereof.

Person. Any individual, corporation, partnership, limited liability company, trust or other Town. The Town of Los Gatos, California.

ARTICLE 2
Grant of Easements
The ROW shown on Exhibit A is subject to a nonexclusive easement as the servient tenement in favor of the Development as the dominant tenement for access to install and maintain the Landscaping Improvements and utilities that provide utility service to the Landscape Improvements, including electricity and water. The easement is appurtenant to the dominant tenement and any conveyance of any portion of the dominant tenement, whether voluntary or involuntary, automatically conveys the easement appurtenant thereto regardless of whether the instrument of conveyance describes the easement, subject to the provisions of Section 4.2. The right to install utility fixtures and equipment includes the right to tie into and use existing fixtures and equipment that serve the dominant tenement as long as the local governmental agency(ies) approve of such use.

ARTICLE 3
Maintenance, Repair and Insurance

3.1 Maintenance. The Developer shall maintain the Landscape Improvements in good condition and repair at all times, reasonable wear and tear excepted, subject to Section 3.2 below. If the maintenance of the Landscape Improvements will materially interfere with or temporarily suspend the ability to use a ROW, the Developer shall give the Town as much prior notice as is reasonable under the circumstances and no fewer than fifteen (15) calendar days, except in the case of an emergency. The Developer shall use all reasonable efforts to complete the work as soon as possible and to minimize any interference in the use of the ROW.

ITEM NO. 4.

3.2 Utility Repair or Replacement. If the Developer must repair any Landscape Improvements located within a ROW, it shall provide notice to the Town as is reasonable under the circumstances and no less than fifteen (15) calendar days' prior notice, except in the case of an emergency, describe the work that must be done, and the impact on the use of the ROW during the period in which the work is being performed. Except in an emergency situation in which immediate work must be performed to prevent injury to any Person or material damage to any property, no work shall commence until the following conditions are satisfied: (1) the work is performed by contractors duly licensed in the State of California; (2) the work is performed in compliance with all applicable laws and ordinances, including permits required; and (3) liability insurance with policy limits no less than $2,000,000 is provided insuring the Developer and the Town against any liability arising out of the work. The work, once commenced, shall be diligently pursued until completion in order to minimize any interruption or interference with the use of the ROW.

On completion of the work, the Developer immediately shall repair the ROW to the condition it was in immediately preceding the work. The Developer shall defend, indemnify and hold the Town harmless against any claims, demands, liabilities, causes of action, judgments and costs, including reasonable attorneys' fees, resulting from the Developer's work.

3.3 Failure to Maintain. If the Developer fails to maintain the Landscape Improvements in good condition and repair, reasonable wear and tear excepted, the Town may notify the Developer of the need for maintenance, which notice shall contain an itemized description of the required maintenance (the "Repair Demand"). If the Developer fails to take appropriate action to commence the maintenance described in the Repair Demand within thirty (30) days of receipt of the Repair Demand, the Town may have the appropriate maintenance performed. The cost shall be allocated pursuant to Section 3.8 and, if applicable, the Developer shall reimburse the Town for its share of the cost on receipt of written demand.

If the Developer fails to tender the payment within thirty (30) days after the receipt of the written demand, the Town shall be entitled to recover the reasonable costs of collection, including reasonable attorneys' fees, a late charge not exceeding 10 percent of the delinquent payment, and interest on the delinquent payment at 10 percent per annum or the maximum rate authorized by law, whichever is greater, commencing thirty (30) days after the payment due date. The Town may bring an action in any court of competent jurisdiction to collect the amount due. Emergency Repairs. Notwithstanding anything herein to the contrary, either party may make such emergency repairs as that party, in the exercise of its reasonable business judgment, considers necessary in order to render the Town Property or the Development safe for its intended use (the "Repairing Party" immediately shall notify the "Non-Repairing Party" in writing of the reason for the cost of the repairs, together with appropriate supporting documentation (such as invoices) evidencing the costs spent on the repairs (the "Repair Notice"). On receipt of the Repair Notice, the NonRepairing Party shall reimburse the Repairing Party for the Non-Repairing Party's share of the cost, if applicable pursuant to Section 3.8. If, within thirty (30) days after the receipt of the written demand, the Non-Repairing Party fails to tender payment, the Repairing Party shall be entitled to recover the reasonable costs of collection, including reasonable attorneys' fees, a late charge not exceeding 10 percent of the delinquent payment, and interest on the delinquent payment at 10 percent per annum or the maximum rate authorized by law, whichever is greater, commencing thirty (30} days after the payment due date. The Repairing Party may bring an action in any court of competent jurisdiction to collect the amount due.

Insurance. Developer shall supply proof of General Liability (GL} insurance and Automobile Liability (AL) insurance from an insurance company licensed to do business in the state of California with a financial rating in Best's Insurance Guide of not less than AA. Both the GL and AL insurance will provide "occurrence" coverage against liabilities for death, personal injury or property damage arising out of or in any way connected with Developers installation and maintenance of the Landscape Improvements. Both the GL and AL insurance will be in the minimum amount of $2,000,000.00 combined single limit, and will name the Town and the Town officers, employees, agents, and registered volunteers as additional insured under the coverage afforded. Such insurance will be primary and noncontributing with respect to any other insurance available to the Town and will include a severability of interest (cross-liability) clause.

Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30} days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk

ITEM NO. 4.

In addition to these policies, Developer shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Developer shall ensure that all subcontractors employed by Developer provide the required Workers' Compensation insurance for their respective employees.

A copy of the policy or a certificate of insurance along with an additional endorsement naming the Town as an Additional Insured must be filed in the Town Clerks Office. The Additional Insured Endorsement, effective for ongoing and completed operations, must be approved by the Town.

3.6 Indemnification. Developer hereby agrees to protect, defend, indemnify, and hold the Town free and harmless from any and all losses, claims, liens, demands, and causes of action of every kind and character including, but not limited to, the amounts of judgments, penalties, interest, court costs, legal fees, and all other expenses incurred by the Town arising in favor of any party, including claims, liens, debts, personal injuries, death, or damages to property (including employees or property of the Town) and without limitation by enumeration, all other claims or demands of every character, arising out of or in connection with, or alleged to arise out of or be connected with, the installation, design, Maintenance or condition of the Landscape Improvements, except for any claims, actions, losses, liabilities and costs proximately caused by the negligence or willful misconduct of the Town. Developer agrees to investigate, handle, respond to, provide defense for and defend with counsel acceptable to Town any such claims, demand, or suit at the sole expense of the Developer. Developer also agrees to bear all other costs and expenses related thereto, even if the claim or claims alleged are groundless, false, or fraudulent. This provision is not intended to create any cause of action in favor of any third party against Developer or the Town or to enlarge in any way the Developer's liability, but is intended solely to provide for indemnification of Town from liability for damages or injuries to third persons or property arising from Developer's performance pursuant to this Agreement. If any judgment is rendered against Town for any injury, death, or damage relating to work performed or completed pursuant to this Agreement, Developer shall, at its own expense, satisfy and discharge any judgment. As used above, the term "Town" means the Town of Los Gatos, its officers, agents, employees, and volunteers.

3.7 Transfer of Responsibility. This Agreement shall serve as the signed statement by the Developer accepting responsibility for maintenance of the Landscape Improvements as set forth in this Agreement until the responsibility is legally transferred to another entity, including a developer, property owners association or similar entity. Prior to transferring maintenance responsibility of the Landscape Improvements to another developer or property owners' association, the Developer shall provide written notice of the Agreement to the transferee and provide the Town with a copy of such notice.

3.8 Maintenance Costs. The Developer shall be responsible for the costs to maintain the Landscape Improvements, provided that if the Town or any Person acting under the authority of a party damages any Landscape Improvement, the responsible party shall pay all costs to repair or replace the damaged Landscape Improvement.

ARTICLE4
Miscellaneous

4.1 Term of Agreement. This Agreement shall be effective in perpetuity unless terminated by operation of law or agreement of the parties.

4.2 Transfer. This Agreement shall run with the land and shall be binding upon all heirs, successors, and assigns of the parties. The Developer further agrees that whenever any part of the Development is held, sold, conveyed or transferred, it shall be subject to this Agreement, which shall apply to, bind and be obligatory to all present and subsequent owners of the Development ( or any portion thereof).

Notwithstanding the foregoing, while individual owners of residential condominiums or lots upon which commercial, retail, office or other uses are constructed (that are located within the Development) benefit from the maintenance of the Landscape Improvements, they shall have none of the maintenance and amendment rights and obligations described in this Agreement, which rights and obligations shall remain with the Developer or its assigns as described in this Section 4.2.

ITEM NO. 4.

Additionally, notwithstanding any provision of this Agreement to the contrary, if and when an owners association (an "Association") commences maintenance of the Landscape Improvements that are the Developer's responsibility to maintain as set forth herein, Developer shall automatically be released of all of its obligations and responsibilities under this Agreement that accrue or arise after the date that the Association assumes such maintenance.

At no time shall the obligations of this Agreement be an obligation of Arroyo unless: (1) Developer assigns to Arroyo, and Arroyo assumes, the obligations of Developer under this Agreement, which assignment and assumption the Town consents to by its execution of this Agreement, or (2) Developer takes ownership of the Property from Arroyo, at which time the distinction in obligation between Arroyo and Developer shall cease. However, this Agreement shall remain a burden on the land throughout Arroyo's ownership of the land.

4.3 Notice. Each party covenants to provide the other party with a current address for purposes of receiving notices. Any notice or demand permitted or required herein shall be conclusively considered received by a party when person�lly delivered to the owner, or seventy-two (72) hours after the notice has been deposited in the United States mail, certified or a return receipt requested, postage-prepaid, and addressed to such address as that the party has provided the other party for purposes of receiving notice hereunder. If no address has been provided, notice shall be considered received ninety-six (96) hours after notice is posted in a conspicuous place on the party's property and a copy mailed to the last known address of the party.

The initial addresses for notice are as follows:

Developer:

Property Owner:

Town:

City Ventures Homebuilding, LLC
1185 Mason Street, Suite A
San Francisco, CA 94123
Attention: Samantha Hauser
Arroyo Cap Vl-2, LLC
18575 Jamboree Road, Suite 350
Irvine, CA 92612
Attention: Jefferey Brouelette
Effective Jun 1, 2026:

Arroyo Cap Vl-2, LLC
3 Park Plaza, Suite 200
Irvine, CA 92614
Attention: Jefferey Brouelette
Town of Los Gatos
Attention: ______________ _
Notwithstanding the prescribed method of delivery set forth above, actual receipt of written notice shall constitute notice given in accordance with this Agreement on the date received, unless receipt is deemed earlier in accordance with delivery made under one of the prescribed methods.

4.4 Mortgagee Protection. No breach of this Agreement shall defeat or render invalid the lien of any deed of trust or mortgage recorded against all or any portion of the Development. No lender taking title to all or any portion of the Development through foreclosure or deed in-lieu of foreclosure shall be liable

ITEM NO. 4.
for any defaults or monetary obligations of Developer arising prior to acquisition of possession of such property by such lender. The foreclosing lender shall have the right to find a substitute developer to assume the obligations of Developer, which substitute shall be considered for approval by Town pursuant to this Agreement, which approval shall not be unreasonably withheld, conditioned or delayed. Town agrees to provide any lender who has recorded a deed of trust or mortgage against all or any portion of the Development of which Town has been given notice (each, a "Lender") with written notice of any default relating to Developer and/or the Development given by Town to Developer. Town agrees that, notwithstanding anything to the contrary contained in this Agreement, Lender shall have an additional sixty (60) days from the date Lender receives notice of a default to cure any such default, provided that Lender shall not have any obligation to cure any such default.

4.5 Attorneys' Fees. If any action is commenced regarding the rights or duties of the parties hereto, the prevailing party in such action shall be entitled to recover the costs of such action and reasonable attorneys' fees.

4.6 Recordation: Covenants Running with the Land and Eguitable Servitudes. This Agreement shall be recorded in the records of Santa Clara County, California. The rights and duties described herein shall constitute covenants running with the land and equitable servitudes that benefit and bind the Development and the ROWs and each owner and successive owner thereto. Owners of any property bound by this Agreement shall be liable for any defaults under this Agreement only during the period the owner held an ownership interest in the property and shall not be liable for any defaults committed by any predecessor or successor owner unless assumed in writing.

4.7 Amendments. This Agreement may be amended from time to time by written agreement by the Developer and the Town.

4.8 Effective Date. This Agreement shall be effective as of the date this document is recorded in the records of Santa Clara County, California.

ITEM NO. 4.

DEVELOPER:

CITY VENTURES HOMEBUILDING, LLC
a Delaware um· d iability Company
By:

Its
PROPERTY OWNER:

ARROYO CAP Vl-2, LLC
a Delaware Limited Liability Company
TOWN:

By: Arroyo Capital VI, LLC
By:

Its:
a Delaware limited liability company,
its sole member

TOWN OF LOS GATOS,
a municipal corporation
By:

Its:

ITEM NO. 4.

CALIFORNIA ACKNOWLEDGMENT CIVIL CODE § 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of 5 Q..v1 J::v (l{\ CJSC,..O }
On -""""5_._/-'--i,_,_(__�0_2-_�-- before me, H.1GV\.a.e.., e>..AJer -r Date Here Insert Name and Title of the
personally appeared ------�?J_GL�m�a._n�±n��O.-�k:t�a..,u;��s_e.x _________ _ Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. ,············ , MICHAEL BREWER 1
-a Notary Public • California z
i . � San Francisco County ;
Commission# 252<1063
My Comm. Explm Jun 21, 2029
Place Notary Seal and/or Stamp Above
I certify under PENAL TY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.

WITNESS my hand and official seal.
s;gnature� ��
Signature of Notary Public

OPTIONAL
Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: ______________________ __ _
DocumentDate: _____________________ Number of Pages: ____ _ Signer(s) Other Than Named Above: ________________________ _ Capacity(ies) Claimed by Signer(s)
Signer's Name: ___________ _
□ Corporate Officer - Title(s): _____
□ Partner - □ Limited □ General
□ Individual □ Attorney in Fact
□ Trustee □ Guardian or Conservator
□ Other:

Signer is Representing: _________ _
Signer's Name: ____________ _
□ Corporate Officer - Title(s): _______
□ Partner - □ Limited □ General
□ Individual □ Attorney in Fact
□ Trustee □ Guardian or Conservator
□ Other:

Signer is Representing: _________ _
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PREPARED BY: Tyler Thomas
Superintendent
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Administrative Services Director, and Parks and Public Works Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 5
DATE: June 02, 2026
TO: Mayor and Town Council
FROM: Chris Constantin, Town Manager
SUBJECT: Authorize the Town Manager to Execute a First Amendment to Agreement for On-Call Arborist Services With Dudek, Increasing Compensation by $58,000 for a Total Not-to-Exceed Amount of $157,000
RECOMMENDATION: Authorize the Town Manager to execute the First Amendment to the Agreement for On-Call Arborist Services with Dudek, increasing compensation by $58,000 for a total not-to-exceed amount of $157,000
FISCAL IMPACT:

Approval of the proposed First Amendment would increase the total authorized compensation under the Agreement for On-Call Arborist Services with Dudek from $99,000 to $157,000, an increase of $58,000 over the remaining term of the agreement.

The proposed amendment includes an additional $18,000 for FY 2025-26 and $40,000 for FY 2026-27 to support ongoing arboricultural consulting services associated with urban forest management, hazard tree evaluations, storm response activities, and increased service demand.

Funding for the recommended contract is available within the Parks and Public Works Department operating budget (1115301-62354) due to salary savings associated with the department’s vacant Arborist position.

STRATEGIC PRIORITY:

This item does not directly address a Strategic Priority; however, it aligns with the Core Goal of Quality Public Infrastructure and Public Safety. Managing the Town’s Urban Forest is a vital part

ITEM NO. 5.

PAGE 2 OF 3
SUBJECT: Authorize Town Manager to Execute First Amendment to Agreement for On-Call Arborist Services.

DATE: June 02, 2026
of maintaining and keeping the Urban Forest healthy which plays a key role in public safety and quality public infrastructure.

BACKGROUND:

The Town maintains and manages a significant urban forest throughout parks, public spaces, rights-of-way, and around Town facilities. On January 13, 2026, the Town entered into an OnCall Arborist Services Agreement with Dudek for professional arboricultural consulting services on an as-needed basis.

Dudek currently assists with tree inspections and permitting, technical recommendations, public inquiries, emergency response support, and compliance with industry best practices. Oncall arborist services were proposed due to the retirement of the Town’s long standing arborist in December 2025. As part of the ongoing Urban Forest Management Plan (UFMP) development, staffing needs related to forest management are being assessed. The Arborist position will be filled through consultant services until the UFMP is complete and the staffing recommendations can be considered.

DISCUSSION:

Since the execution of the agreement, the demand for arborist services has exceeded what was initially anticipated. This is due to Dudek providing an appropriate level of response and response time for inquiries and arborist needs. Specifically, tasks provided include:
 Response to public inquiries and service requests related to tree conditions;  Increased tree removal permitting demands;
 Additional hazard tree inspections and assessments;
 Storm-related tree evaluations and response efforts; and  Increased coordination between Dudek and the Town’s tree contractor related to tree preservation and maintenance activities.

At the time the original agreement was executed, service demand was estimated based on past support provided by the town for Arborist services. Dudek has successfully provided timely and comprehensive arboricultural support and has demonstrated the ability to perform advanced hazard tree assessments and technical evaluations that were not previously available.

The proposed First Amendment would provide additional funding necessary to continue uninterrupted arborist consulting services through the current and upcoming fiscal years. The additional compensation requested for FY 2025-26 is necessary to address higher-thananticipated service demand and ensure sufficient funding remains available for ongoing operational support, including emergency response evaluations and hazard tree inspections.

ITEM NO. 5.

PAGE 3 OF 3
SUBJECT: Authorize Town Manager to Execute First Amendment to Agreement for On-Call Arborist Services.

DATE: June 02, 2026
The additional funding proposed for FY 2026-27 reflects anticipated workload demands and expanded use of Dudek’s professional arboricultural services. Dudek’s ability to perform detailed hazard tree assessments and provide technical expertise has allowed the Town to respond more effectively to public safety concerns, improve service levels, and reduce delays associated with tree evaluations. Staff have evaluated Dudek’s performance and believe they continue to provide responsive, professional, and technically competent services that support Town operations and public safety objectives.

ALTERNATIVES:

The Town Council may choose not to authorize the First Amendment and direct staff to return with other options for on call arborist services. The Town Council may also provide alternative direction regarding the scope, funding, or timing of continued arborist consulting services.

CONCLUSION:

Staff recommends that the Town Council authorize the Town Manager to execute a First Amendment to the Agreement for On-Call Arborist Services with Dudek, to provide continued professional arboricultural consulting support through FY 2026-27.

COORDINATION:

This report was coordinated with the Administrative Services Department.

ENVIRONMENTAL ASSESSMENT:

This is not a project defined under CEQA, and no further action is required.

Attachments:

1. First Amendment to Agreement for Services

2. Agreement for Services and Exhibit A

ITEM NO. 5.

AMENDMENT TO AGREEMENT

Amendment to Agreement
Dudek
This AMENDMENT TO AGREEMENT amends that certain agreement titled On-Call Arborist Services dated January 13, 2026, made by and between the Town of Los Gatos, ("Town,") and Dudek (“Contractor”), a Corporation and whose address is 687 S Coast Highway 101, Suite 110, Encinitas, CA 92024.

RECITALS
A. Town and Contractor entered into an Agreement for Services on January 13, 2026 (“Agreement”).

B. The Parties desire to amend the Agreement in order to increase the compensation.

AMENDMENT
A. Section II. G. Compensation is replaced and will read: Compensation for Consultant's professional services shall not exceed $157,000.00 at the rates set forth in Exhibit A which is attached and incorporated by reference.

Payment shall be based upon Town approval of each task.

B. All other terms and conditions of the Agreement remain in full force and effect.

ATTACHMENT 1 Page 116
ITEM NO. 5.

Amendment to Agreement Page 2 of 2
Dudek

TOWN OF LOS GATOS DUDEK
**signature_122851**

SIGNATURE
Chris Constantin

FULL NAME
Town Manager
TITLE
**date_signed_122851**

DATE SIGNED
**signature_122852**

SIGNATURE
Joesph Monaco

CONTRACTOR SIGNATORY'S FULL NAME
President and CEO

CONTRACTOR SIGNATORY'S TITLE
**date_signed_122852**

DATE SIGNED
Approved as to form:
**signature_122849**

SIGNATURE
Gabrielle Whelan

FULL NAME
Town Attorney
TITLE
**date_signed_122849**

DATE SIGNED
The execution date is the date on which the last party has signed.

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121

AGREEMENT FOR SERVICES
On-Call Arborist Services

PREAMBLE
THIS AGREEMENT is by and between TOWN OF LOS GATOS, a California municipal corporation, (“Town”) and Dudek (“Contractor”), a Corporation whose address is 687 S Coast Highway 101, Suite 110, Encinitas, CA 92024. This Agreement is made with reference to the following facts.

I. RECITALS
A. Town desires to engage Consultant to provide on-call arborist services.

B. Consultant represents and affirms that it is willing to perform the desired work pursuant to this Agreement.

C. Consultant warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement. Consultant acknowledges Town has relied upon these warranties to retain the Consultant.

II. AGREEMENT
A. Scope of Services. Consultant shall provide services as described in the Scope of Services, which is hereby incorporated by reference and attached as Exhibit A.

B. Standard of Care. Consultant shall perform the services under this Agreement in a manner that is consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances in the same or similar locality at the time of performance.

C. Term. The term of this Agreement shall be from Thursday, January 1, 2026 to Friday, December 31, 2027.

D. Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Consultant represents and warrants to Town that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for the Consultant to practice its profession. Consultant shall maintain a Town of Los Gatos business license pursuant to Chapter 14 of the Code of the Town of Los Gatos.

E. Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement.

F. Information/Report Handling. All documents furnished to Consultant by the Town and all reports and supportive data prepared by the Consultant under this Agreement are the Town’s property and shall be delivered to the Town upon the completion of services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Consultant shall not make any of these documents or information available to any individual or organization not employed by the Consultant or the Town without the written consent of the Town before such release. The Town acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and Town's use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at Town's risk, unless the Consultant expressly

Agreementfor Professional Services
Dudek
ATTACHMENT 2

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 consents to such use in writing. Town further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant.

G. Compensation: Compensation for Consultant's professional services shall not exceed $99,000.00 at the rates set forth in Exhibit A which is attached and incorporated by reference. Payment shall be based upon Town approval of each task.

H. Billing. Billing shall be monthly by invoice within thirty (30) days of the rendering of the service and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for Town review, even if only in partial or draft form.

Payment shall be net thirty (30) days. All invoices and statements to the Town shall be addressed as follows:

Invoices: Town of Los Gatos
Attn: Accounts Payable
P.O. Box 655
Los Gatos, CA 95031-0655
Email (preferred): [email protected]
I. Availability of Records. Consultant shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement. Consultant shall make these records available to authorized personnel of the Town at the Consultant offices during business hours upon written request of the Town.

J. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the Town.

K. Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Consultant agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Consultant shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant's negligent performance or wrongdoing.

L. Conflict of Interest. Consultant understands that its professional responsibilities are solely to the Town. The Consultant has and shall not obtain any holding or interest within the Town of Los Gatos. Consultant has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives, nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town's sole discretion, divest itself of such interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this

Agreementfor Professional Services
Dudek Page 119
ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 performance of this Agreement. If after employment of a person Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify Town of this employment relationship, and shall, at the Town's sole discretion, sever any such employment relationship.

M. Non-Discrimination. Consultant warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act.

III. INSURANCE AND INDEMNIFICATION
A. Minimum Scope of Insurance:

1. Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: two million dollars ($2,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage.

2. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage.

3. Consultant shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Service Provider agrees that all certificates and endorsements are to be received and approved by the Town before work commences.

4. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than $1,000,000 which is sufficient to insure Consultant for professional errors or omissions in the performance of the particular scope of work under this agreement.

B. General Liability:

1. The Town, its elected and appointed officials, employees, and agents are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant, premises owned or used by the Consultant.

2. The Consultant's insurance coverage shall be primary insurance as respects the Town, its elected and appointed officials, employees, and agents. Any insurance or self-insurances maintained by the Town, its officers, officials, employees or agents shall be excess of the Consultant's insurance and shall not contribute with it.

3. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or agents.

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

Agreementfor Professional Services
Dudek Page 120
ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 C. All Coverages. Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk.

D. Workers’ Compensation. In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees. As required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than one million dollars ($1,000,000) per accident for bodily injury or disease.

E. Indemnification. The Consultant shall indemnify the Town its elected and appointed officials, employees and agents from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work, but only to the extent caused by the negligent act or omissions or willful misconduct of the Consultant, or any of the Consultant's officers, employees, or agents or any subconsultant. Consultant shall defend the Town against any such claims. Notwithstanding the foregoing, with respect to any professional liability claim or lawsuit, this indemnity does not include providing the primary defense of Town, provided, however, Consultant shall be responsible for Town’s defense costs to the extent such costs are incurred as a result of Consultant’s negligence or willful misconduct.

IV. GENERAL TERMS
A. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement.

B. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara.

C. Termination of Agreement. The Town and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen days (15) written notice of termination. In the event of termination, the Consultant shall deliver to the Town all plans, files, documents, reports, performed to date by the Service Provider. In the event of such termination, Town shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination.

D. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Consultant.

E. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to:

Agreementfor Professional Services
Dudek Page 121
ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 Town of Los Gatos
Attn: Town Clerk
110 E. Main Street, Los Gatos, CA 95030
Dudek
687 S Coast Highway 101, Suite 110, Encinitas, CA 92024 or personally delivered to Consultant to such address or such other address as Consultant designates in writing to Town.

F. Order of Precedence. In the event of any conflict, contradiction, or ambiguity between the terms and conditions of this Agreement in respect of the Products or Services and any attachments to this Agreement, then the terms and conditions of this Agreement shall prevail over attachments or other writings.

G. Entire Agreement. This Agreement, including all Exhibits, constitutes the complete and exclusive statement of the Agreement between the Town and Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party.

H. Force Majeure / Excusable Delay. Consultant will not be responsible for damages or be in default by reason of delays caused by factors beyond Consultant’s reasonable control.

Attachments:

A - Los Gatos On Call Arborist Proposal_2025-12-22

Agreementfor Professional Services
Dudek Page 122
ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement.

TOWN OF LOS GATOS: CONSULTANT: Dudek

SIGNATURE SIGNATURE
Chris Constantin

FULL NAME
Joseph Monaco

ENTER CONSULTANT SIGNATORY'S NAME
Town Manager
TITLE
President and CEO

ENTER CONSULTANT SIGNATORY'S TITLE
1/13/2026

DATE SIGNED
1/12/2026

DATE SIGNED
Approved as to form:

SIGNATURE
Gabrielle Whelan

FULL NAME
Town Attorney
TITLE
1/12/2026

DATE SIGNED
The execution date is the date on which the last party has signed.

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 Exhibits List
A - Los Gatos On Call Arborist Proposal_2025-12-22

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 Exhibit A
Los Gatos On Call Arborist Proposal_2025-12-22

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 Tyler Thomas December 22, 2025
Town of Los Gatos
41 Miles Avenue
Los Gatos, CA 95030
Dear Tyler Thomas,
This letter outlines the scope of services and provides cost and turnaround-time estimates for on-call arborist services for the Town of Los Gatos (Town). Dudek’s Oakland office has three full-time arborists available to support the town with on-call services. Jeremy Cawn, an ISA Certified Arborist/Urban Forest Professional, will serve as the project manager and primary point of contact for on-call services. Jeremy will be supported by Drew Morgan, Jonah Malenfant, and Jared Davis, all of whom are ISA Certified Arborists.

Scope of Services
Based on our experience in other Bay Area cities and the information provided by the Town, we anticipate offering the following services:

Tree Permit Application Review
Dudek Arborists will review tree permit applications and process the applications using the Town’s permit management system. Our review will comprise a brief review of the application for completeness and inspection of the tree and property. Dudek will use the established tree-removal permit criteria in the Town’s municipal code or a Town standard to determine whether a permit application is approved. After the determination is made, Dudek will prepare either the tree permit or the denial form and upload it into the Town’s permit management system. Dudek will also update the permit status/workflow in the Town’s permit management system.

Plan Review and Comments
Dudek will review and provide comments for new development projects where protected trees are present and have the potential to be impacted by the development. Dudek’s review of project submittals will comprise a desktop analysis of project plan sets and documents. The desktop analysis will be followed by a visit to the site.

The intent of the desktop analysis and site visit is to confirm that the project submittals are accurate and contain the information required in the Town’s municipal code for new development near protected trees. After our review is complete, Dudek will prepare a comment document that briefly describes the project and the protected trees, and then provide our comments on the completeness of the project submittals and the Town Arborist's conditions of approval. We understand that some projects will go through several submittal rounds before approval. Dudek Arborists will be available to evaluate resubmittal documents and determine if our comments are addressed and our conditions of approval have been met.

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 TO: TOWN OF LOS GATOS
SUBJECT: ON-CALL ARBORIST SERVICES COST PROPOSAL
Tree Risk Assessment
Dudek’s Oakland and Santa Cruz offices have a combined three Tree Risk Assessor Qualified (TRAQ) certified arborists who are available to evaluate trees and tree risk, and prepare an ISA Tree Risk Assessment to inform the Town about the risk a tree presents to nearby assets. The typical tree risk assessment includes a visual inspection of the tree from the ground, which can include limited light excavation around the base of the trunk.

After the assessment is complete, Dudek will prepare a short report that summarizes the results of the assessment and will include the ISA tree risk assessment form and representative photos of the tree and the site.

Service Request
We understand that the Town will, from time to time, receive requests from residents and Town staff to evaluate trees on private and public property. Dudek Arborists are available to assist the Town with these service requests.

In our experience, these service requests typically involve evaluating trees to address a specific concern, such as clearance above roadways, risk of falling branches, disease or pests, etc., and then providing management recommendations. Dudek arborists would evaluate the tree(s) described in the service request by performing a visual inspection of the tree from the ground. After the evaluation, we would perform any relevant desktop analysis, such as reviewing tree maintenance records. We will then prepare a short report with a summary of the tree and site, and our recommendations.

Code Enforcement
Dudek can assist the Town code enforcement and planning staff with code violations related to protected trees, with the preparation of tree appraisal reports to establish a value for trees that were destroyed and a depreciated value for trees that were damaged. Additionally, Dudek can provide recommendations for replacement species, size, and quantities for destroyed trees to assist the Town in providing mitigation measures. Finally, a Dudek TRAQ arborist can prepare a tree risk assessment to support the Town staff’s decision to retain or remove trees that were damaged due to code violations.

Public Projects
Dudek can support the Town’s public works department during street and sidewalk replacement projects by evaluating trees near proposed work areas for construction impacts and providing construction monitoring and root pruning guidance during construction. A Dudek arborist would work closely with public works staff to determine the scope of the project and which trees would be potentially impacted by the proposed work.

Depending on the Town staff's needs, a Dudek arborist would be available to visit the project site prior to the start of the work to evaluate potential impacts to nearby trees and provide protection recommendations. Additionally, Dudek would work with Town staff to have an arborist on-site during construction to evaluate tree roots within the work area and provide guidance to Town staff regarding acceptable root pruning for trees identified for preservation or tree removal if impacts are anticipated to be significant. Dudek would provide the Town with a written summary of our evaluation and recommendation after each site visit.

ITEM NO. 5.

Docusign Envelope ID: C9572898-DE38-4D4C-BE98-8749B8FD6121 TO: TOWN OF LOS GATOS
SUBJECT: ON-CALL ARBORIST SERVICES COST PROPOSAL
Cost Estimate and Schedule
We understand that the Town anticipates up to 15 hours per week of on-call arborist work, with a cost not to exceed $99,000. Dudek would perform the on-call arborist duties for the Town for the duration of Dudek’s UFMP project, which is scheduled to conclude in December of 2027.

The tables below present the hourly rates for the Dudek arborists assigned to the on-call arborist role, along with an estimated cost to perform the services described above. We bill on a time and materials basis; the cost estimates in Table 2 are based on the level of effort it takes to complete a similar service with our existing on-call arborist contracts. The cost estimate includes a site visit, mileage, and office time.

Table 1 Hourly Rates for Dudek Arborists
Dudek Arborist Hourly Rate
Jeremy Cawn, ISA Certified Arborist, TRAQ, Urban Forest Professional $ 205.00 Jonah Malenfant, ISA Certified Arborist, TRAQ, $ 165.00 Jared Davis, ISA Certified Arborist, TRAQ, $ 165.00
Drew Morgan, ISA Certified Arborist $ 145.00
Table 2 Estimated Costs to Perform the On-Call Arborist Services Service Type
Estimated
Level of
Effort
(hours) Jeremy Cawn
Jonah
Malenfant Jared Davis
Drew
Morgan
Tree Removal Application
Review 1.5 $ 382.50 $ 322.50 $ 322.50 $ 292.50
Tree Risk Assessment 3.5 $ 792.50 $ 652.50 $ 652.50 $ 582.50 Plan Review/Plan Comments 4 $ 895.00 $ 735.00 $ 735.00 $ 655.00 Service Request 3 $ 690.00 $ 570.00 $ 570.00 $ 510.00
Code Enforcement 6 $ 1,305.00 $ 1,065.00 $ 1,065.00 $ 945.00 Public Projects Arborist Support 3.5 $ 792.50 $ 652.50 $ 652.50 $ 582.50 We will work to complete any assigned tasks within the Town’s established timetables or within the timeline given to us by town staff. If we are unable to meet the town’s timeline for an assignment, we will notify our Town point of contact (Tyler Thomas) of the delay.

Sincerely,
Jeremy Cawn
Fire Prevention Planner

ITEM NO. 5.

PREPARED BY: Tania Maheu
Administrative Analyst
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Administrative Services Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 6
DATE: May 28, 2026
TO: Mayor and Town Council
FROM: Chris Constantin, Town Manager
SUBJECT: Authorize the Town Manager to Execute a Five Year Agreement with Accela, Inc. for Accela Civic Platform Subscription Services, Maintenance and Support, and OpenCounter Implementation Services, Including the Public Permitting Portal Migration, in an Amount Not to Exceed $839,305, Subject to Annual Appropriation of Funds.

RECOMMENDATION: Authorize the Town Manager to execute a five year agreement with Accela, Inc. for Accela Civic Platform subscription services, maintenance and support, and OpenCounter implementation services, including the public permitting portal migration, in an amount not to exceed $839,305, subject to annual appropriation of funds.

FISCAL IMPACT:

The cost for the Five-year Agreement is not to exceed $839,305.00. Funding for these services is included in the proposed FY 2026–27 Budget. Funding for subsequent fiscal years will be requested through the annual budget process and is subject to Town Council approval.

BACKGROUND:

In 2006, the Town’s Community Development Department upgraded its permitting system from PERMITS-Plus to Accela Civic Platform. Accela provides a unified land management system designed to support the permitting process, including:
 End-to-end permitting process from initial digital intake through inspections and final approvals;
 Site plan reviews, zoning variance requests, and the issuance of land use entitlements;

ITEM NO. 6.

PAGE 2 OF 3
SUBJECT: Accela Automation Permitting and OpenCounter Software Agreement DATE: May 28, 2026
 Centralized management of all building, planning, and engineering permits within a single system;
 Management of code compliance to ensure community standards are met through automated tracking and reporting;
 Electronic plan review capabilities; and
 An online portal where the public can submit proposals, check status updates, and pay fees.

In 2021, the agreement was updated to include migration to Accela’s cloud hosted system and a new enhanced public permit site for online permitting. The Town has had a maintenance agreement with Accela, Inc. since 2006.

DISCUSSION:

The Town’s current agreement with Accela, Inc. is set to expire on June 30, 2026. To ensure uninterrupted access to the Civic Platform and continued technical support, a new five-year agreement must be executed prior to that date. The new five-year agreement continues maintenance and support for the cloud-based Accela Civic Platform and includes the migration to Accela’s updated public permitting portal. The new public portal, provided by OpenCounter, offers substantially improved user experience with a modernized interface, simplified navigation, and enhanced functionality designed to streamline the permit application process for both applicants and Town staff.

The cost for the five-year license agreement for maintenance and support, inclusive of the migration to the new public permitting portal, is $839,305. This amount is structured as an annual licensing and support fee over the term of the agreement and is budgeted in the Information Technology Department.

CONCLUSION:

Staff recommends Council authorize the Town Manager to execute a five-year agreement with Accela, Inc. in the amount of not to exceed $839,305.

COORDINATION:

This report was coordinated with the Town Manager’s Office, Town Attorney’s Office, Information Technology Department, and Finance Department.

ENVIRONMENTAL ASSESSMENT:

This is not a project defined under CEQA, and no further action is required.

ITEM NO. 6.

PAGE 3 OF 3
SUBJECT: Accela Automation Permitting and OpenCounter Software Agreement DATE: May 28, 2026
Attachments:

1. Draft Agreement with Exhibit A and B

ITEM NO. 6.

Agreement for Services
Accela, Inc

AGREEMENT FOR SERVICES
Accela Agreement

PREAMBLE
THIS AGREEMENT is by and between TOWN OF LOS GATOS, a California municipal corporation, (“Town”) and Accela, Inc (“Supplier”), a Corporation and whose address is 9110 Alcosta Blvd, Suite H #3030, San Ramon, CA, 94583. This Agreement includes all exhibits and attachments hereto, including the Statement of Work attached as Exhibit A and the Accela Subscription Services Agreement attached as Exhibit B. This Agreement is made with reference to the following facts.

I. RECITALS
A. For the services described in this Agreement, the Contractor is the only Contractor who provides this service.

B. Contractor represents and affirms that it is willing to perform the desired work pursuant to this Agreement.

C. Town desires to engage Contractor to provide Subscription Services and Professional Services as set forth in the Statement of Work attached as Exhibit A and the Subscription Services Agreement attached as Exhibit B.

D. Contractor warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement. Contractor acknowledges Town has relied upon these warranties to retain the Contractor.

II. AGREEMENT
A. Scope of Services. Supplier shall provide Professional Services as described in the Statement of Work (“SOW”) , attached as Exhibit A, and Subscription Services as governed by the Accela Subscription Services Agreement (“SSA”), attached as Exhibit B, each of which is incorporated herein by reference .

B. Term. The term of this Agreement shall be from July 1, 2026 to Monday, June 30, 2031, subject to earlier termination as provided in this Agreement and the SSA.

C. Compliance with Laws. The Contractor shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state, and local laws. Contractor represents and warrants to Town that it has all licenses, permits, qualifications, and approvals of whatsoever nature which are legally required for the Contractor to practice its profession. Contractor shall maintain a Town of Los Gatos business license as required in Chapter 14 of the Code of the Town of Los Gatos.

D. Sole Responsibility. Contractor shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement.

E. Information/Report Handling. All documents furnished to the Contractor by the Town (excluding Supplier's proprietary materials, software, and Subscription Services) are the Town’s property and shall be delivered to the Town upon the completion of services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by the Contractor in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Contractor shall not make any of these documents or information available to any individual or organization not employed by the Contractor or the Town without the written consent of the Town before such release. The Town acknowledges that the

ITEM NO. 6.

Agreement for Services
Accela, Inc
reports to be prepared by the Contractor pursuant to this Agreement are for the purpose of evaluating a defined project, and Town's use of the information contained in the reports prepared by the Contractor in connection with other projects shall be solely at Town's risk, unless Contractor expressly consents to such use in writing. Town further agrees that it will not appropriate any methodology or technique of Contractor which is and has been confirmed in writing by Contractor to be a trade secret of the Contractor.

F. Compensation. Compensation for services at the ratesset forth in Exhibit A and in the amount not to exceed $839,305.00, inclusive of all costs subject to appropriation of funds, notwithstanding any other provision in this agreement. Payment shall be based upon Town approval of each task.

G. Billing. Billing shall be monthly by invoice within thirty (30) days of the rendering of the service and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents, or other pertinent materials shall be submitted for Town review, even if only in partial or draft form.

Payment shall be net thirty (30) days. All invoices and statements to the Town shall be addressed as follows:

Invoices: Town of Los Gatos
Attn: Accounts Payable
P.O. Box 655
Los Gatos, CA 95031-0655
Email (preferred): [email protected]
H. Availability of Records. Contractor shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement. Contractor shall make these records available to authorized personnel of the Town at the Contractor offices during business hours upon written request of the Town.

I. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Contractor. No portion of these services shall be assigned or subcontracted without the written consent of the Town.

J. Independent Contractor. It is understood that the Contractor, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Contractor may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Contractor agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Contractor shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Contractor or is based on allegations of Contractor's negligent performance or wrongdoing.

K. Conflict of Interest. Contractor understands that its professional responsibilities are solely to the Town. The Contractor has and shall not obtain any holding or interest within the Town of Los Gatos. Contractor has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives, nor shall it enter into any such holdings or agreements. In addition, the Contractor warrants

ITEM NO. 6.

Agreement for Services
Accela, Inc
that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town's sole discretion, divest itself of such interest. Contractor shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person Contractor discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Contractor shall promptly notify Town of this employment relationship, and shall, at the Town's sole discretion, sever any such employment relationship.

L. Non-Discrimination. Contractor warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither the Contractor nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act.

III. INSURANCE AND INDEMNIFICATION
A. Minimum Scope of Insurance:

1. Contractor agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: two million dollars ($2,000,000) combined (single limit per occurrence for bodily injury, personal injury and property damage).

2. Contractor agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage.

3. Contractor shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Contractor agrees that all certificates and endorsements are to be received and approved by the Town before work commences.

B. General Liability:

1. The Town, its elected and appointed officials, employees, and agents are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Contractor; products and completed operations of the Contractor; and premises owned or used by the Contractor.

2. The Contractor's insurance coverage shall be primary insurance as respects the Town, its elected and appointed officials, employees, and agents. Any insurance or self-insurances maintained by the Town, its officers, officials, employees, or agents shall be excess of the Contractor's insurance and shall not contribute with it.

3. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the (Town, its officers, officials, employees or agents).

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

ITEM NO. 6.

Agreement for Services
Accela, Inc
C. All Coverages. Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, or reduced in coverage orin limits except afterthirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk.

D. Workers’ Compensation. In addition to these policies, Contractor shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Contractor shall ensure that all subcontractors employed by Contractor provide the required Workers' Compensation insurance for their respective employees. As required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than one million dollars ($1,000,000) per accident for bodily injury or disease.

E. Indemnification. The Contractor shall indemnify the Town its elected and appointed officials, employees and agents from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by any negligent act or willful misconduct of the Supplier, or any of the Supplier's officers, employees, agents, or any subcontractor. Contractor shall defend the Town against any such claims.

The Town shall indemnify, defend, and hold harmless the Supplier from all damages, liabilities, penalties, costs, or expenses in law or equity arising from the Town's negligent act, error, or omission, or willful misconduct.

Supplier's total aggregate liability under this Section E shall not exceed the total fees paid by the Town under this Agreement during the twelve (12) months preceding the event giving rise to the claim.

F. LIMITATION OF LIABILITY. EXCEPT FOR A PARTY'S INDEMNIFICATION OBLIGATIONS UNDER SECTION E, NEITHER

PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH

THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE BY THE TOWN TO SUPPLIER DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

IV. GENERAL TERMS
A. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement.

B. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara.

C. Mediation. Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties. In the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the California State Board of Mediation and Conciliation, or other agreed-upon service. The mediator shall be selected by a blind draw. The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated

ITEM NO. 6.

Agreement for Services
Accela, Inc
settlement. The mediation process, once commenced by a meeting with the mediator, shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties.

D. Termination of Agreement. Either party may terminate this Agreement upon thirty (30) days' written notice to the other party of a material breach if such breach remains uncured at the expiration of such thirty (30) day period. The Town may also terminate this Agreement for the non-appropriation of funds at any annual anniversary date, in which event Supplier shall be paid all fees accrued through the date of termination.

E. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Contractor.

F. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to:

Town of Los Gatos
Attn: Town Clerk
110 E. Main Street, Los Gatos, CA 95030
Accela, Inc
9110 Alcosta Blvd, Suite H #3030,
San Ramon, CA, 94583
or personally delivered to the Contractor to such address or such other address as the Contractor designates in writing to Town.

G. Order of Precedence. In the event of any conflict, contradiction, or ambiguity between the terms and conditions of this Agreement in respect of the Products or Services and any attachments to this Agreement, then the term and conditions of this Agreement shall prevail over attachments or other writings; provided, however, that with respect to the Subscription Services and all matters addressed in the SSA, including without limitation liability, indemnification, warranties, confidentiality, data ownership, and intellectual property rights, the terms of the Accela Subscription Services Agreement (Exhibit B) shall control.

H. Entire Agreement. This Agreement, including all Exhibits, constitutes the complete and exclusive statement of the Agreement between the Town and the Contractor. No terms, conditions, understandings, or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party.

I. Subscription Services Agreement. The terms and conditions governing Supplier's provision of Subscription Services (SaaS) are set forth in the Accela Subscription Services Agreement attached hereto as Exhibit B and incorporated by reference (the "SSA").

Attachments:

A - Exhibit A - Order Form - Accela 5-Year SaaS Renewal (incl. OpenCities Yr 1 & OpenCounter Yr 2-5) B - Exhibit B - Accela Subscription Services Agreement

ITEM NO. 6.

IN WITNESS WHEREOF, the Town and the Contractor have executed this Agreement.

TOWN OF LOS GATOS: CONSULTANT: Accela, Inc.
**signature_94577**

SIGNATURE
Chris Constantin

FULL NAME
Town Manager
TITLE
**date_signed_94577**

DATE SIGNED
**signature_94578**

SIGNATURE
Michael E. Gigliello

SIGNATORY'S NAME
Controller

SIGNATORY'S TITLE
**date_signed_94578**

DATE SIGNED
Approved as to form:
**signature_94579**

SIGNATURE
Gabrielle Whelan

FULL NAME
Town Attorney
TITLE
**date_signed_94579**

DATE SIGNED
Attest:
**signature_94579**

SIGNATURE
Wendy Wood

FULL NAME
CMC, Town Clerk
TITLE
**date_signed_94579**

DATE SIGNED
The execution date is the date on which the last party has signed.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 1 of 13
Proprietary and Confidential
Statement of Work
Los Gatos, CA
Zoning, Business and Residential Portals
3/23/2026
Version 1.1
Accela, Inc.
9110 Alcosta Blvd
Suite H #3030
San Ramon, CA 94583
Tel: 925-659-3200

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 2 of 13
Proprietary and Confidential

TABLE OF CONTENTS
TABLE OF CONTENTS ..................................................................................................................................................................... 2 DOCUMENT CONTROL .................................................................................................................................................................... 3 INTRODUCTION ................................................................................................................................................................................ 4 SCOPE OF SERVICES...................................................................................................................................................................... 4 WORK DESCRIPTION............................................................................................................................................................................. 4 STAFFING AND ROLES .................................................................................................................................................................... 5 SCOPE OF WORK ............................................................................................................................................................................. 6 ACCEPTANCE CRITERIA FOR PRODUCTION-READY DELIVERABLES ..................................................................................... 8 PROJECT MANAGEMENT APPROACH........................................................................................................................................... 9 OUT OF SCOPE ..................................................................................................................................................................................... 9 ADMINISTRATION........................................................................................................................................................................... 10 PROJECT TIMELINE ............................................................................................................................................................................. 10 PROJECTS PUT ON HOLD.................................................................................................................................................................... 10 PAYMENT TERMS................................................................................................................................................................................ 10 EXPENSES.......................................................................................................................................................................................... 10 CONTRACT SUM.................................................................................................................................................................................. 11 CHANGE ORDERS ............................................................................................................................................................................... 11 EXPIRATION........................................................................................................................................................................................ 11 DISCLAIMERS...................................................................................................................................................................................... 11 ASSUMPTIONS ............................................................................................................................................................................... 12 SIGNATURES .................................................................................................................................................................................. 13

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 3 of 13
Proprietary and Confidential

DOCUMENT CONTROL
Date Author Version Change Reference
1/29/2026 Jeffrey
Taylor

1.0 SOW Creation
3/23/2026 Jeffrey
Taylor

1.1 Pricing Update

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 4 of 13
Proprietary and Confidential

INTRODUCTION
This Statement of Work (“SOW”) dated as of the last date of signature below sets forth the scope and definition of the project-based professional services (collectively, the “Professional Services”) to be provided by Accela, Inc. to Los Gatos, California (“Agency” or “Customer”).

The products and services contained herein shall be governed by the Subscription Services Agreement (“Agreement”) located at www.accela.com/terms/.

Notwithstanding anything to the contrary, the OpenCounter product license is priced based on the Agency’s citizen population being served and any renewals of such product shall be based on the then current citizen population at such time and as a recent acquisition, OpenCounter has not been included in Accela’s SOCII current audit reports, however Accela has implemented substantially similar controls governing such product.”
In the event of a conflict between the SOW and the Agreement, the terms of the SOW shall prevail as to pricing, delivery dates, and description of the applicable Professional Services but will not prevail over, modify, or terminate any surviving provision of the Agreement. This SOW is effective as of the date that the SOW was last signed by the Customer and Accela (“SOW Effective Date”).

Notwithstanding anything to the contrary, Accela is not assigning or licensing any intellectual property to Customer under this SOW.

SCOPE OF SERVICES
The deployment of OpenCounter aims to achieve the following objectives for the Customer:
• Facilitate online self-service permit and license discovery. • Reduce the volume of inquiries received by staff through walk-ins, phone calls, and emails.

The specific goals for this statement of work are:
• Configure a new interactive map by digitizing zones and land use permissions in the zoning ordinance.
• Encode permit, license, and fee rules to help the local community understand regulations and requirements.
• Assist the Customer in launching and marketing the Portal to the community. • Identify and train administrative personnel.

WORK DESCRIPTION
Accela will implement the OpenCounter software by reviewing local requirements as provided by staff and as represented in the municipal code and other official documents.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 5 of 13
Proprietary and Confidential

STAFFING AND ROLES
ACCELA
Project Manager/Lead Implementation Manager
• Serve as the primary liaison from project initiation to final approval. • Accountable for comprehending regulations, establishing portals, directing testing sessions, and securing necessary approvals.

Professional Services Manager
• Provides executive oversight and works with the Project Manager to ensure efficient, consistent, and high-quality Accela implementations.
• Part of the project Steering Committee, managing risk escalation to drive the project forward.

CUSTOMER
Executive Sponsor
• Aligns project vision with Customer strategy and allocates resources.

Project Coordinator
• Main contact and request coordinator.

Zoning SME
• Handles user testing and content approval.

Permits SME
• Manages user testing, content approval, and validates Accela records.

Press and Adoption Lead
• Markets the resource.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 6 of 13
Proprietary and Confidential

SCOPE OF WORK
ONBOARDING (2 to 3 Weeks)
Accela Responsibilities:
• Host a kickoff call to set up draft schedule, responsibilities, and deliverables. • Introduce the project team and define roles.
• Review and agree on the schedule with the Agency.
• Conduct a review call to examine Agency's data.
• Help collect any missing data through online sessions or public sources. • Ensure the data is complete and ready for implementation.

Agency Responsibilities:
• Input tasks and duration into Project Schedule.
• Finalize staffing for the Agency project team.
• Review and ensure tasks can be completed on time with the necessary resources. • Provide all required implementation data to the Accela Project Manager. Details will be defined during the kickoff call, usually includes:
o Zones and overlays list within Agency jurisdiction.
o Included PUDs and associated regulations.
o Permit types list with descriptions and applicability. o GIS layers identifying boundaries, zones, parcels, PUDs, and overlays. o Applicable Agency fee schedules for permits.

Outputs:
• Mutually agreed upon Project Schedule
• Complete set of verified implementation data.

GUIDE PAGE SETUP (2 to 3 Weeks)
Accela Responsibilities:
• Use the permit list from the Agency to create the guide page. • Host one guided online testing session with the Agency. • Conduct asynchronous guide page testing with Agency SMEs using an online feedback sheet for tracking comments.

Agency Responsibilities:
• Participate in guided testing.
• Provide complete testing feedback to Accela Project Manager. • Participate in iterative updates and re-test changes. • Approve guide page configuration.

Output:

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 7 of 13
Proprietary and Confidential
• Agency approved guide page configuration.

ZONING AND LOGIC CONFIGURATION (10 to 13 Weeks)
Accela Responsibilities:
• Review zoning ordinances and data requests to list land uses, zones, overlays, permissions, conditions, fees, and rules in OpenCounter.
• Configure rules, footnotes, and import GIS data.
• Configure and test the map page.
• Define and audit keywords.
• Identify and set up the Agency’s CName.
• Accela Project Manager hosts weekly check-in meetings for status updates, timeline management, and information clarification.
• Conduct implementation review meeting before group testing. • Configure OpenCounter to ACA Transfer: Partial Record Creation add-on.

Agency Responsibilities:
• The Agency Project Manager attends weekly meetings with the Accela Project Manager to track progress and allocate staff SME resources as needed.
• Informing relevant SMEs and Agency leadership about project progress. • Securing SME availability for testing and knowledge sharing.

Output:
• The agency has approved draft zoning, residential, and business configurations for testing. • The final list of staff subject matter experts (SMEs) for testing. • Configured CName.
• Configured OpenCounter to ACA Transfer: Partial Record Creation add-on.

TESTING (4 to 8 Weeks)
Accela Responsibilities:
• Host at least 2 guided online testing sessions with Agency SMEs. • Conduct asynchronous online portal testing with feedback from Agency SMEs. • Resolve issues, implement changes, and iterate until Agency approves configuration.

Agency Responsibilities:
• Test the ZoningCheck and provide feedback.
• Test the Business Portal and provide feedback.
• Tests Residential Portal(s) and provide feedback.

Output:
• The agency has approved final zoning, residential, and business configurations.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 8 of 13
Proprietary and Confidential
ONLINE TRAINING AND PRE-LAUNCH (4 to 6 Weeks)
Accela Responsibilities:
• Overview of admin tools, including dashboard, project view, and inquiry processing • Assist with preparation of site launch by providing documentation and any requested digital collateral.
• Overview of support ticket submission process for on-going OpenCounter site updates.

Agency Responsibilities:
• Participate in online training sessions.
• Review provided documentation.

Output:
• The Agency understands how to submit support tickets, use admin tools, view dashboards, and is prepared for site launch.

ADD-ON CONFIGURATION
Add-ons will be configured during the “Zoning and Logic Configuration” stage of the project.

Add-on Description Added
Duration
OpenCounter
to ACA
Transfer: Partial
Record
Creation
Permits scoped in OpenCounter can be transferred to ACA to begin the application process seamlessly.
5 to 7
weeks

ACCEPTANCE CRITERIA FOR PRODUCTION-READY DELIVERABLES

TESTING
Site documentation and review
• Accela will examine the site setup to ensure testing starts from an agreed baseline.

Guided testing sessions
• Accela will conduct 1 guided testing session for zoning and 1 for permits after reviewing documentation with staff.

Individual testing sessions

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 9 of 13
Proprietary and Confidential
• Once guided sessions are complete, the site will be available in testing mode. Staff should perform additional testing, logging feedback in a shared template with required documentation. Complete individual testing within ten business days of the final group session. Accela will address requests within ten business days of receiving staff feedback. Staff must then provide written approval or list steps needed for approval.

ACCEPTANCE CRITERIA / APPROVAL
Output Approval
• Once testing is done and feedback addressed, Accela will seek written approval for the output. This indicates no major issues will block or delay launch. Any further changes will be handled as support tickets post-launch.

PROJECT MANAGEMENT APPROACH
Dedicated Project Manager
• Accela will assign one (1) dedicated project/implementation manager to this engagement.

Status Reports
• Accela will provide the Agency with a Weekly Status Report that outlines the tasks completed during the prior week, the upcoming tasks that need to be completed during the following week, a current version of the project schedule, risks that require mitigation, and a listing of any issues that may delay the project or jeopardize one or more of the production dates. The status report will be used for the on-going communication with the customer to ensure the Project teams are aware of the activities being completed and upcoming activities.

Status Report Meetings
• Accela will hold weekly Status Report Meetings with project managers from both Accela and the Agency. SMEs will join as needed. The meetings will cover status reports, tackle project roadblocks, and allocate resources. Meetings will be held via Zoom or Microsoft Teams.

Project Artifact Repository
• Accela will provide Agency and Accela teams with a Basecamp repository to house project artifacts.

Artifacts produced during the project use Accela based templates and the Accela methodology.

There is no stated or implied promise that deliverables will be of a specified page length or comply with Agency formatting requirements.

OUT OF SCOPE
The following services are out-of-scope for this implementation phase:
• Mixed, wireless, or temporary uses. *
• Existing uses, variances or amendments to existing applications. *

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 10 of 13
Proprietary and Confidential
• Advanced zoning rules, such as landmarks, spacing, buffers, point-based restrictions, and visualization of development standards. *
• Planned unit developments in excess of 5. *
• Permits or processes that are not relevant for the target audience of the portals. * • Automated mapping updates.
• Feature requests from Customer that did not exist in the product at the time of contract execution. *If necessary, these items can be discussed with Accela to define additional professional services cost.

ADMINISTRATION

PROJECT TIMELINE
The project is estimated to take 6-8 months. The projected start date for the Project is forty-five (45) calendar days after mutual acceptance and signature of this SOW.

Notwithstanding anything to the contrary, upon completion of the work defined in this SOW, this SOW will expire.

PROJECTS PUT ON HOLD
It is understood that sometimes Agency priorities are revised requiring the Agency to place the Accela implementation on hold. The Agency must send a formal written request to Accela to put the project on hold. Delays of two (2) weeks or more that have a tangible impact to Accela’s resource plan are subject to Change Order.

If an Agency-based delay puts the project on hold for more than 90 days, Accela reserves the right to terminate the SOW and negotiate new terms. If an Agency-based delay puts the project on hold past the termination period, Accela reserves the right to terminate the SOW at the time of the delay. After that time, Accela can choose to cancel the rest of the SOW. To finish the project will require a new SOW at new pricing at the standard rates.

PAYMENT TERMS
Accela will perform the Professional Services for a Fixed-Fee price based on the information available at the time of signing and the assumptions, dependencies and constraints, and roles and responsibilities of the Parties, as stated in this SOW. Payment will be invoiced upon SOW signing.

EXPENSES
There is no provision for travel expenses or travel time in this SOW because Agency does not need any onsite resources. Travel to the Agency will not be conducted unless a Change Order, inclusive of travel expense terms and conditions, is signed prior to travel commencing to cover the cost of the travel.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 11 of 13
Proprietary and Confidential

CONTRACT SUM
The total amount payable under this SOW is $40,000 including expenses.

The estimated fees for this SOW are predicated on the timely completion of Project outputs. However, should completion of outputs slip due to actions or inactions of Agency, and should this slippage result in material effort to Accela, Accela will produce a Change Order for additional hours in support of the scope and deliverables contained herein. Any Change Order will need to be approved by both Agency and Accela.

Change Orders will need to be approved within three (3) business days of delivery to avoid a halt of work on the Project.

CHANGE ORDERS
In order to make a change to the scope of the Professional Services in this SOW, and subject to the Disclaimers below, Agency must submit a written request to Accela specifying the proposed changes in detail. Accela will submit to Agency an estimate of the charges and the anticipated changes in the delivery schedule that will result from the proposed change in the Change Order, based on the standard rate for Accela resources of $250 per hour. Accela will continue performing the Professional Services in accordance with the SOW until the parties agree in writing on the change in scope of work, scheduling, and fees. If Accela’s effort changes, such as changes to the baseline schedule, roles, responsibilities, assumptions, or scope, or if additional support hours are required, a Change Order will be created that details these changes and impact to project and cost (if any). Any Change Order must be agreed to by Accela and Agency prior to commencing any activities defined in the Change Order.

EXPIRATION
The scope and terms of this SOW must be executed within sixty (60) calendar days of the date of this SOW.

If the SOW is not executed within that timeframe, the current scope and terms can be renegotiated.

DISCLAIMERS
Accela makes no warranties in respect of its Professional Services described in this SOW except as set out in the Agreement. Any configuration of or modification to the Product that can be consistently supported by Accela via APIs, does not require direct database changes and is capable of being tested and maintained by Accela will be considered a “Supported Modification”. Accela’s obligations and warranties in respect of its Professional Services, Products, and maintenance and support, as set out the agreement between Accela and Agency, does not extend outside the Supported Modifications or to any Agency manipulation of implemented scripts, reports, integrations and adaptors.

In the event Agency requires significant work beyond the scope of the included configuration and onboarding services, Accela may request that Agency separately engages Accela’s Professional Services organization to complete the out-of-scope services. In such instance, a separate proposal and statement of work for the additional services will be drawn up and agreed between the parties.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 12 of 13
Proprietary and Confidential

ASSUMPTIONS
• The agency will ensure that Accela resources have access to a development or test version of the third-party system for integration development. All integrations will be developed against one agreed-upon version of the third-party system. Additionally, the agency will ensure Accela resources have access to a production environment of the third-party system, if applicable. • Execution of the contract is required before work can commence. • A kick-off meeting will occur 2-3 weeks after contract execution. • Timely response to data requests is necessary as late submissions can delay the project timeline. • The OpenCounter template will be used to provide a matrix of permitted land uses and base zones. • Cartography will be available either via REST endpoint or shapefiles. • Staff availability for recurring check-in meetings and for testing sessions will be defined at the kickoff meeting. • The project schedule will be maintained by the Accela project manager with customer input. • Manual mapping updates can be performed post go-live by submitting a ticket through Accela Customer Support, in accordance with the procedures outlined in the “Agreement”.

ITEM NO. 6.

Exhibit A
Statement of Work: Los Gatos, CA Page 13 of 13
Proprietary and Confidential
CLIENT
______________________________
Authorized Signature
______________________________
Name – Type or Print
______________________________
Title
______________________________
Date
ACCELA, INC.
______________________________
Authorized Signature
______________________________
Name – Type or Print
______________________________
Title
______________________________
Date

SIGNATURES
This SOW is agreed to by the parties and made effective upon the date of last signature. If undated by Agency, the effective date will be as of the Accela signature hereto.

ITEM NO. 6.

EXHIBIT B

ACCELA SUBSCRIPTION SERVICES AGREEMENT (SSA)
This Accela Subscription Services Agreement (this “Agreement”) is entered into as of the date of the applicable Order, as defined below, that incorporates these terms (the “Effective Date”) by and between Accela, Inc. and the entity identified in such Order (“Customer”).

1. DEFINITIONS.

1.1 "Accela System" means the information technology infrastructure used by or on behalf of Accela in performing the Subscriptions Services, including all computers, software (including but not limited to Accela Software), hardware, databases, electronic systems (including database management systems), and networks, whether operated directly by Accela or its third-party suppliers.

1.2 "Aggregate Data" means data and information related to Customer's use of the Subscription Services, including anonymized analysis of all data processed in the Subscription Services, that is used by Accela in an aggregate and anonymized manner, including compiling statistical and performance information related to the provision and operation of the Services.

1.3 "Authorized User" means one named employee, contractor, or agent of Customer (each identified by a unique email address) for whom Customer has purchased a subscription to the Subscription Services and who is authorized by Customer to access and use the Services under the rights granted to Customer pursuant to this Agreement.

1.4 “Consulting Services” means packaged or time and materials consulting, review, training, or other services (but excluding Subscription and Support Services) delivered by Accela to Customer pursuant to an Order. The current Consulting Services Policy is available at www.accela.com/terms/.

1.5 “Customer Data” means the content, materials, and data that Customer, Authorized Users, and External Users enter into the Subscription Services. Customer Data does not include any component of the Subscription Services, material provided by or on behalf of Accela, or Aggregate Data.

1.6 “Documentation” means the then-current technical and functional user documentation in any form made generally available by Accela for the Subscription Services.

1.7 “External Users” means third party users of the Subscription Services that access the publicfacing interfaces of the Subscription Services to submit queries and requests to facilitate communications between such third party and Customer.

1.8 “Intellectual Property Rights” means any patent rights (including, without limitation, patent applications and disclosures), copyrights, trade secrets, know-how, and any other intellectual property rights, in all cases whether or not registered or registrable and recognized in any country or jurisdiction in the world.

1.9 “Order” means an Accela order form or other mutually acceptable document fully executed between Customer and Accela that incorporates this Agreement.

1.10 “Service Availability Policy” means the Service Availability and Security Policy located at www.accela.com/terms/.

1.11 “Subscription Services” means the civic administration services, comprised of the Accela System, Software, and Support Services, to which Customer may license access to in accordance with the terms herein.

1.12 “Software” means any licensed software (including client software for Authorized Users’ devices) and Documentation that Accela uses or makes available as part of the Subscription Services.

1.13 “Support Services” means those technical and help services provided by Accela in accordance with the Software Support Services Policies (SaaS) located at www.accela.com/terms/.

1.14 “Subscription Period” means the duration of Customer’s authorized use of the Subscription Services as designated in the Order.

ITEM NO. 6.

2. USAGE AND ACCESS RIGHTS.

2.1 Right to Access. Subject to the terms and conditions of this Agreement, Accela hereby grants to Customer a limited, non-exclusive, non-transferable right and license during the Subscription Period, to permit: (i) Authorized Users to access and use the internal and administrative interfaces of the Subscription Services in accordance with the Documentation to support Customer’s internal business purposes and (ii) its External Users the ability to access and use the publicly available interfaces to submit requests and information to Customer. Each instance of the Subscription Service shall be provisioned with the amount of storage set forth in the Order and additional storage may be purchased at the then-current rates.

2.2 Support Services & Service Availability. During the Subscription Period, Accela shall provide to Customer the Support Services specified in the Order and shall make all commercially reasonable efforts to attain the service levels specified in the applicable policies. The remedies set forth in the Software Support Services Policies (SaaS) and Service Availability and Security Policy are the sole and exclusive remedies for any breach of the service levels. Customer grants Accela a royalty-free, worldwide, transferable, sub- licensable, irrevocable, perpetual license to use or incorporate into its software or services any suggestions or other feedback provided by Customer or Authorized Users relating to the operation or features of the Subscription Services.

2.3 Purchasing Consulting Services. Customer may purchase Consulting Services from Accela by executing an Order for such services. All prices are exclusive of travel and expenses, which will be invoiced at actual cost, without markup, and will comply with the Consulting Services Policy located at www.accela.com/terms/ or as otherwise agreed in the applicable Order. If applicable, one Consulting Services day shall be equal to eight (8) hours.

2.4 Restrictions on Use. Customer shall not, and shall not permit others to: (i) use or access the Subscription Services in any manner except as expressly permitted by the Agreement, including but not limited to, in a manner that circumvents contractual usage restrictions set forth in this Agreement; (ii) license, sub-license, sell, re-sell, rent, lease, transfer, distribute, time share or otherwise make any portion of the Subscription Services available for access by third parties except as otherwise expressly provided herein; (iii) use the Subscription Service in a way that: (a) violates or infringes upon the rights of a third party; or (b) stores or transmits libelous, tortious, or otherwise unlawful material or malicious code or viruses; (iv) create derivative works, reverse engineer, decompile, disassemble, copy, or otherwise attempt to derive source code or other trade secrets from or about any of the Subscription Services (except to and only to the extent such rights are proscribed by law); (v) interfere with or disrupt the security, integrity, operation, or performance of the Subscription Services; (vi) access, use, or provide access or use to the Subscription Services or Documentation for the purposes of competitive analysis or the development, provision, or use of a competing software, SaaS or product or any other purpose that is to Accela’s detriment or commercial disadvantage; (vii) provide access to the Subscription Services to competitors of Accela; (viii) access or use components of the Subscription Service not licensed by Customer; (ix) use or allow the use of the Subscription Services by anyone located in, under the control of, or that is a national or resident of a U.S. embargoed country or territory or by a prohibited end user under Export Control Laws (as defined in Section 12.3, Compliance with Laws); (x) remove, delete, alter or obscure any trademarks, Documentation, warranties, or disclaimers, or any copyright, trademark, patent or other intellectual property or proprietary rights notices from any Subscription Services; or (xi) access or use the Subscription Services in, or in association with, the design, construction, maintenance, or operation of any hazardous environments, systems or applications, any safety response systems or other safety-critical applications, or any other use or application in which the use or failure of the Subscription Services could lead to personal injury or severe physical or property damage.

2.5 Ownership. Accela retains all Intellectual Property Rights, including all rights, title and license to the Subscription Service, Software, Accela System, Support Services, Consulting Services, and Aggregate Data, any related work product of the foregoing and all derivative works thereof by whomever produced; provided however, that to the extent such materials are delivered to Customer as part of the Subscription Services, Consulting Services or Support Services then Customer shall

ITEM NO. 6.
receive a limited license consistent with the terms of Section 2 to use such materials during the Subscription Period.

2.6 Customer’s Responsibilities. Customer will: (i) be responsible for meeting Accela’s applicable minimum system requirements for use of the Subscription Services set forth in the Documentation; (ii) be responsible for Authorized Users’ compliance with this Agreement and for any other activity (whether or not authorized by Customer) occurring under Customer’s account; (iii) be solely responsible for the accuracy, quality, integrity and legality of Customer Data; (iv) use commercially reasonable efforts to prevent unauthorized access to or use of the Subscription Services and Customer Data under its account, and notify Accela promptly of any such unauthorized access or use; (v) use the Subscription Services only in accordance with the applicable Documentation, laws and government regulations; and (vi) pay its Subscription fees in full for the Subscription Period.

3. PAYMENT TERMS.

3.1 Purchases Directly from Accela. Except as otherwise set forth in an Order, Subscription fees will be invoiced annually in advance throughout the Subscription Period, and such fees shall be due and payable on the first day of each annual period. At the end of each Subscription Period, the Customer will receive a renewal Order for the renewal Subscription Period, and such renewal fees will be due and payable on the first day of the renewal Subscription Period. Thereafter, Subscription fees for the renewal Subscription Period will be invoiced annually in advance throughout the Subscription Period, and such fees shall be due and payable on the first day of each annual period. All other invoices shall be due and payable net thirty (30) from the date of the applicable invoice. All amounts payable to Accela under this Agreement shall be paid by Customer in full without any setoff, deduction, debit, or withholding for any reason. Any late payments shall be subject to an additional charge of the lesser of

1.5% per month or the maximum permitted by law. All Subscription Services fees are exclusive of any taxes, levies, duties, withholding or similar governmental assessments of any nature (collectively, “Taxes”). If any such Taxes are owed or payable for such transactions, they shall be paid separately by Customer without set-off to the fees due Accela.

3.2 Purchases from Authorized Resellers. In the event that Customer has purchased any products or services through a reseller, subject to these terms, any separate payment arrangements and terms shall be exclusively through such reseller and Accela is not a party to such transactions. Accela’s sole obligations are set forth herein and Customer acknowledges that its rights hereunder may be terminated for non-payment to such third party.

4. CONFIDENTIALITY. As used herein, “Confidential Information” means all confidential information disclosed by a one party to this Agreement to the other party of this Agreement whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. However, Confidential Information will not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the disclosing party; (ii) was known to the receiving party prior to its disclosure without breach of any obligation owed to the disclosing party; (iii) is received without restriction from a third party without breach of any obligation owed to the disclosing party; or (iv) was independently developed by the receiving party without the use of the disclosing party’s Confidential Information. Each party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) not to disclose or use any Confidential Information except as permitted herein, and will limit access to Confidential Information to those of its employees, contractors and agents who need such access for purposes consistent with this Agreement and who are bound to protect such Confidential Information consistent with this Agreement. The receiving party may disclose Confidential Information if it is compelled by law to do so, provided the receiving party gives the disclosing party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the disclosing party's request and cost, to contest, limit, or protect the disclosure.

5. CUSTOMER DATA.

ITEM NO. 6.

5.1 Ownership. Customer reserves all its rights, title, and interest in and to the Customer Data. No rights are granted to Accela hereunder with respect to the Customer Data, except as otherwise set forth explicitly in Section 5.

5.2 Usage. Customer shall be responsible for Customer Data, as defined above, and as entered into, applied in, or used in the Subscription Services. Customer acknowledges that Accela generally does not have access to Customer Data as it is entered into the Subscription Services and Accela cannot retrieve lost Customer Data. Customer grants to Accela the non-exclusive right to process Customer Data (including personal data) for the sole purpose of and only to the extent necessary for Accela: (i) to provide the Subscription Services; (ii) to verify Customer’s compliance with the restrictions set forth in Section 2.4 (Restrictions on Use) if Accela has a reasonable belief of Customer’s non-compliance; and (iii) as otherwise set forth in this Agreement. Accela may utilize the information concerning Customer’s use of the Subscription Services (excluding any use of Customer’s Confidential Information) to improve Subscription Services, to provide Customer with reports on its use of the Subscription Services, and to compile aggregate statistics and usage patterns by customers using the Subscription Services.

5.3 Use of Aggregate Data. Customer agrees that Accela may collect, use, and disclose Aggregate Data, as defined above, derived from the use of the Subscription Services for industry analysis, benchmarking, analytics, marketing, and other business purposes. All Aggregate Data collected, used, and disclosed will be in aggregate form only and will not identify Customer, its Authorized Users or any third parties utilizing the Subscription Services.

6. WARRANTIES AND DISCLAIMERS.

6.1 Subscription Services Warranty. During the Subscription Period, Accela warrants that Subscription Services shall perform materially in accordance with the applicable Documentation. As Customer’s sole and exclusive remedy and Accela’s entire liability for any breach of the foregoing warranty, Accela will use commercially reasonable efforts to: (a) repair the Subscription Services in question; (b) replace the Subscription Services in question with those of substantially similar functionality; or (c), after making all commercially reasonable attempts to do the foregoing, terminate the applicable Subscription Services and refund all unused, prepaid fees paid by Customer for such non-compliant Subscription Services.

6.2 Consulting Services Warranty. For ninety (90) days from the applicable delivery, Accela warrants that Consulting Services shall be performed in a professional and workmanlike manner. As Customer’s sole and exclusive remedy and Accela’s entire liability for any breach of the foregoing warranty, Accela will use commercially reasonable efforts to (a) re-perform the Consulting Services in a compliant manner; or, after making all commercially reasonable attempts to do the foregoing, (b) refund the fees paid for the non-compliant Consulting Services.

6.3. Disclaimers. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ACCELA MAKES NO WARRANTY OF ANY

KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL

IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, SECURITY,

FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

6.4. Cannabis-Related Activities. If Customer purchases any Subscription Services for use with any cannabis-related activities, the following additional disclaimers shall apply: Accela is considered a software service provider to its customers and not a cannabis related business or agent thereof. In addition to the foregoing, Accela only retains Subscription Services fees of this Agreement from its Customer for general software services, a state or local government agency, and does not retain these fees from any type of External Users. It is the sole responsibility of the Customer to offer state law compliant services, which may be coordinated and facilitated through the use of the Subscription Services. Accela makes no representations, promises, or warranties with respect to the legality, suitability, or otherwise regarding any third party provider, including partners, and have no responsibility or liability with respect to services provided to Customer by such third parties.

ITEM NO. 6.

7. INDEMNIFICATION. Accela will defend (or at Accela’s option, settle) any third party claim, suit or action brought against Customer to the extent that it is based upon a claim that the Subscription Services, as furnished by Accela hereunder, infringes or misappropriates the Intellectual Property Rights of any third party, and will pay any costs, damages and reasonable attorneys’ fees attributable to such claim that are finally awarded against Customer, provided that Customer provides: (a) Accela notice of such claim as soon practical and in no event later than would reasonably permit Accela to respond to such claim, (b) reasonable cooperation to Accela, at Accela’s expense, in the defense and/or settlement of such claim and (c) Accela the sole and exclusive control of the defense, litigation and settlement of such claim. In the event that Accela reasonably believes, in its sole discretion, that such claim may prevail or that the usage of the Subscription Services may be joined, Accela may seek to: (a) modify the Subscription Services such that it will be non-infringing (provided such modification does not materially reduce the functionality or performance of Customer’s installed instance); (b) replace the Subscription Services with a service that is non-infringing and provides substantially similar functionality and performance; or, if the first two options are not commercially practicable, (c) terminate the remainder of the Subscription Period and refund any, pre-paid, unused fees received by Accela. Accela will have no liability under this Section 7 to the extent any claims arise from (i) any combination of the Subscription Services with products, services, methods of a third party; (ii) a modification of the Subscription Services that were either implemented by anyone other than Accela or implemented by Accela in accordance with Customer specifications; (iii) any use of the Subscription Services in a manner that violates this Agreement or the instructions given to Customer by Accela; (iv) a version of the Subscription Services other than the current, fully patched version, provided such updated version would have avoided the infringement; or (v) Customer’s breach of this Agreement. THIS SECTION 7 STATES THE ENTIRE OBLIGATION OF ACCELA AND ITS LICENSORS WITH

RESPECT TO ANY ALLEGED OR ACTUAL INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS RELATED TO THIS AGREEMENT.

8. LIMITATION OF LIABILITY. EXCEPT FOR LIABILITY ARISING OUT OF EITHER PARTY’S LIABILITY FOR DEATH OR PERSONAL INJURY, OR CUSTOMER’S BREACH OF SECTION 2, NEITHER PARTY’S AGGREGATE

LIABILITY FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE

USE OF OR INABILITY TO USE THE SERVICE, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER

THEORY OF LIABILITY, SHALL EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER HEREUNDER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE INCIDENT. EXCEPT FOR LIABILITY ARISING OUT OF CUSTOMER’S BREACH OF SECTION 2, OR EITHER PARTY’S LIABILITY FOR DEATH OR

PERSONAL INJURY, IN NO EVENT SHALL EITHER PARTY OR ANY OTHER PERSON OR ENTITY INVOLVED

IN CREATING, PRODUCING OR DELIVERING THE SERVICE BE LIABLE FOR ANY INCIDENTAL, SPECIAL,

EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF

GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF

SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT

OR FROM THE USE OF OR INABILITY TO USE THE SUBSCRIPTION SERVICES, WHETHER BASED ON

WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING EXCLUSIONS APPLY WHETHER OR NOT A PARTY HAS BEEN INFORMED OF

THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

9. SECURITY. Accela has implemented commercially viable and reasonable information security processes, policies, and technology safeguards to protect the confidentiality and integrity of Customer Data, personal data protect against reasonably anticipated threats. Customer acknowledges that, notwithstanding security features of the Subscription Services, no product, hardware, software or service can provide a completely secure mechanism of electronic transmission or communication and that there are persons and entities, including enterprises, governments and quasi- governmental actors, as well as technologies, that may attempt to breach any electronic security measure. Subject only to its limited warranty obligations set forth in Section 6, Accela will have no liability for any such security breach. Customer further acknowledges that the Subscription

ITEM NO. 6.

Services is not guaranteed to operate without interruptions, failures, or errors. If Customer or Authorized Users use the Subscription Services in any application or environment where failure could cause personal injury, loss of life, or other substantial harm, Customer assumes any associated risks and will indemnify Accela and hold it harmless against those risks.

10. THIRD PARTY SERVICES. Customer may choose to obtain a product or service from a third party that is not directly produced by Accela as a component of the Subscription Services (“Third Party Services”), and this may include third party products resold by Accela. Accela assumes no responsibility for, and specifically disclaims any liability, warranty or obligation with respect to, any Third-Party Services or the performance of the Subscription Services (including Accela’s service level commitment) when the Subscription Services are used in combination with or integrated with Third Party Services.

11. TERM AND TERMINATION.

11.1 Agreement Term. This Agreement shall become effective on the Effective Date and shall continue in full force and effect until the expiration of the Subscription Periods set forth in an applicable Order governed by the Agreement.

11.2 Subscription Periods & Renewals. Subscription Periods begin as specified in the applicable Order and, unless terminated earlier in accordance with this Agreement, continue for the full Subscription Period specified therein. Except as otherwise specified in the applicable Order, (a) all Subscription Services will automatically renew for additional Subscription Periods equal to the expiring Subscription Period, unless either party gives the other at least sixty (60) days’ notice of non-renewal before the end of the relevant Subscription Period and (b), Orders may only be cancelled or terminated early in accordance with Section 11.3. Subscription Services renewals may be subject to an annual increase, for which Accela shall provide Customer notice prior to the renewal of the Subscription Period. In the event of any non-renewal or other termination, Customer’s right to use the Subscription Services will terminate at the end of the relevant Subscription Period.

11.3 Termination or Suspension for Cause. A party may terminate this Agreement and Subscription Services license granted hereunder for cause upon thirty (30) days’ written notice to the other party of a material breach if such breach remains uncured at the expiration of such thirty (30) day period.

Either party may terminate immediately if the other party files for bankruptcy or becomes insolvent.

Accela may, at its sole option, suspend Customer’s or any Authorized User’s access to the Subscription Services, or any portion thereof, immediately if Accela: (i) suspects that any person other than Customer or an Authorized User is using or attempting to use Customer Data; (ii) suspects that Customer or an Authorized User is using the Subscription Services in a way that violates this Agreement and could expose Accela or any other entity to harm or legal liability; (iii) is or reasonably believes it is required to do so by law or court order or; (iv) Customer’s payment obligations are more than ninety (90) days past due, provided that Accela has provided at least thirty (30) days’ notice of such suspension for delinquent payment. Should Customer terminate this Agreement for cause, Accela will refund a pro-rata portion of unused, pre-paid fees for the non-compliant Services.

11.4 Effect of Termination. If this Agreement expires or is terminated for any reason: (i) within thirty (30) calendar days following the end of Customer’s final Subscription Period, upon Customer’s request, Accela will provide Customer Data and associated documents in a database dump file; provided that Customer pays (a) all costs of and associated with such copying, as calculated at Accela’s then-current time-and-materials rates, and (b) any and all unpaid amounts due to Accela; (ii) licenses and use rights granted to Customer with respect to Subscription Services and intellectual property will immediately terminate; and (iii) Accela’s obligation to provide any further services to Customer under this Agreement will immediately terminate, except as mutually agreed between the parties. If the Subscription Services are nearing expiration date or are otherwise terminated, Accela will initiate its data retention processes, including the deletion of Customer Data from systems directly controlled by Accela. Accela’s current Data Storage Policy can be accessed www.accela.com/terms/.

ITEM NO. 6.

11.5 Survival. Sections 2.5 (Ownership), 4 (Confidentiality), 6.3 (Disclaimer), 8 (Limitation of Liability),

11.4 (Effect of Termination), 11.5 (Surviving Provisions), and 12 (General Provisions) will survive any termination or expiration of this Agreement.

12. GENERAL.

12.1 Notice. Except as otherwise specified in this Agreement, all notices, permissions, and approvals hereunder will be in writing and will be deemed to have been given upon: (i) personal delivery; (ii) three days after sending registered, return receipt requested, post or; (iii) one day after sending by commercial overnight carrier. Notices will be sent to the address specified by the recipient in writing when entering into this Agreement or establishing Customer’s account for the Subscription Services.

12.2 Governing Law and Jurisdiction. This Agreement and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action related to the subject matter of this Agreement will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts.

12.3 Compliance with Laws. Each party will comply with all applicable laws and regulations with respect to its activities under this Agreement including, but not limited to, export laws and regulations of the United States and other applicable jurisdictions. Further, in connection with the services performed under this Agreement and Customer’s use of the Subscription Services, the parties agree to comply with all applicable anti-corruption and anti-bribery laws, statutes, and regulations.

12.4 Assignment. Customer may not assign or transfer this Agreement, whether by operation of law or otherwise, without the prior written consent of Accela, which shall not be unreasonably withheld.

Any attempted assignment or transfer, without such consent, will be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their respective successors and permitted assigns.

12.5 Publicity. Notwithstanding anything to the contrary, each party will have the right to publicly announce the existence of the business relationship between parties without disclosing the specific terms of the Agreement.

12.6 Miscellaneous. No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement will remain in effect. Accela will not be liable for any delay or failure to perform under this Agreement to the extent such delay or failure results from circumstances or causes beyond the reasonable control of Accela. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or similar relationship between the parties. This Agreement, including any attachments hereto as mutually agreed upon by the parties, constitute the entire agreement between the parties concerning its subject matter and it supersedes all prior communications, agreements, proposals, or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement will be effective unless in writing and signed by a duly authorized representative of each party against whom the modification, amendment or waiver is to be asserted. Notwithstanding any language to the contrary, no additional or conflicting terms or conditions stated in any of Customer’s purchase order documentation or otherwise will be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void.

ITEM NO. 6.

This Page
Intentionally
Left Blank

ITEM NO. 6.

9110 Alcosta Blvd, Suite H #3030
San Ramon, CA, 94583
Proposed by: Caitlin Carter
Contact Phone: (925) 359 - 3411
Contact Email: [email protected]
Quote ID: Q-39345
Valid Through: 5/03/2026
Currency: USD
Order Form
Address Information
Bill To: Ship To:

Town of Los Gatos Town of Los Gatos
110 E. Main Street 110 E. Main Street
Los Gatos, California 95030 Los Gatos, California, 95030 United States United States
Billing Name: Chris Gjerde
Billing Phone: (408) 354-6814
Billing Email: [email protected]
Services Year Start Date End Date Term
(Months) Price Qty Net Total
Multi Solution User Year 1 07/01/2026 06/30/2027 12 $3,091.37 35 $108,197.86 > Accela Building - SaaS Year 1 07/01/2026 06/30/2027 12 $0.00 35 $0.00 > Accela Planning - SaaS Year 1 07/01/2026 06/30/2027 12 $0.00 35 $0.00 OpenCounter Package Year 1 07/01/2026 06/30/2027 12 $0.00 1 $0.00 OpenCities - OpenForms Year 1 07/01/2026 06/30/2027 12 $107.69 100 $10,768.87 OpenCities - Department Year 1 07/01/2026 06/30/2027 12 $9,949.50 1 $9,949.50 Accela Data Connector Year 1 07/01/2026 06/30/2027 12 $2,926.32 1 $2,926.32 TOTAL: $131,842.55
Services Year Start Date End Date Term
(Months) Price Qty Net Total
Multi Solution User Year 2 07/01/2027 06/30/2028 12 $3,215.02 35 $112,525.78 > Accela Building - SaaS Year 2 07/01/2027 06/30/2028 12 $0.00 35 $0.00 > Accela Planning - SaaS Year 2 07/01/2027 06/30/2028 12 $0.00 35 $0.00 OpenCounter Package Year 2 07/01/2027 06/30/2028 12 $23,645.00 1 $23,645.00 TOTAL: $136,170.78
Services Year Start Date End Date Term
(Months) Price Qty Net Total
Multi Solution User Year 3 07/01/2028 06/30/2029 12 $3,343.62 35 $117,026.81 ATTACHMENT 3 Page 159
ITEM NO. 6.

> Accela Building - SaaS Year 3 07/01/2028 06/30/2029 12 $0.00 35 $0.00 > Accela Planning - SaaS Year 3 07/01/2028 06/30/2029 12 $0.00 35 $0.00 OpenCounter Package Year 3 07/01/2028 06/30/2029 12 $52,650.00 1 $52,650.00 TOTAL: $169,676.81
Services Year Start Date End Date Term
(Months) Price Qty Net Total
Multi Solution User Year 4 07/01/2029 06/30/2030 12 $3,477.37 35 $121,707.88 > Accela Building - SaaS Year 4 07/01/2029 06/30/2030 12 $0.00 35 $0.00 > Accela Planning - SaaS Year 4 07/01/2029 06/30/2030 12 $0.00 35 $0.00 OpenCounter Package Year 4 07/01/2029 06/30/2030 12 $55,283.00 1 $55,283.00 TOTAL: $176,990.88
Services Year Start Date End Date Term
(Months) Price Qty Net Total
Multi Solution User Year 5 07/01/2030 06/30/2031 12 $3,616.46 35 $126,576.20 > Accela Building - SaaS Year 5 07/01/2030 06/30/2031 12 $0.00 35 $0.00 > Accela Planning - SaaS Year 5 07/01/2030 06/30/2031 12 $0.00 35 $0.00 OpenCounter Package Year 5 07/01/2030 06/30/2031 12 $58,047.00 1 $58,047.00 TOTAL: $184,623.20
Pricing Summary
Period Net Total
Year 1 $131,842.55
Year 2 $136,170.78
Year 3 $169,676.81
Year 4 $176,990.88
Year 5 $184,623.20
Total $799,304.22
Additional Terms:

1. Notwithstanding anything to the contrary, this Order Form is governed by the terms and conditions in the (1) Agreement for Services between Town of Los Gatos and Accela, Inc., dated , including the Accela Subscription Services Agreement attached as Exhibit B thereto for Subscription Services, (2) Enhanced Reporting Database (ERD) Policy at Accela Terms for ERD, and (3) Managed Application Services (MAS) Policy at Accela Terms for MAS (collectively, the "Agreement").

2. No additional or conflicting terms or conditions stated in Customer’s order documentation, including, without limitation, purchase orders, will be incorporated into or form any part of this Order Form or the governing agreement, and all such terms or conditions will be null and void.

3. All Software Licenses, Maintenance, and Subscription purchases are non-cancelable and non-refundable.

ITEM NO. 6.

4. If Customer has a prior agreement with Accela, and this purchase is co-terming with that prior agreement, if the start date on this Order Form is before the actual delivery date of the purchase, Accela may pro-rate this purchase so that it can co-term with the prior agreement.

5. If this Order Form is executed or returned to Accela by Customer after the Order State Date above, Accela may adjust the Order Start Date and Order End Date without increasing the total price based on the date Accela activates the products and provided that the total term length does not change.

6. Pricing is based upon payment by ACH and check. Payment by credit card (including Purchase Cards) for product and services in this Order Form will be subject to a service charge of 3%. There is no service charge for ACH or check payment.

7. Customer may purchase additional licenses at the same price and for the same term as the licenses in this Order Form. Additional licenses purchased in this way will have the same annual price applicable for the purchase period and will have the same uplift and term dates as Customer’s existing licenses.

8. This Order Form will be governed by the applicable terms and conditions. If those terms and conditions are nonexistent, have expired or have otherwise been terminated, the following terms at AccelaTerms will govern as applicable, based on the Customer’s purchase.

9. Use of OpenCities products is subject to the applicable terms and conditions provided at OpenCities

10. Notwithstanding anything to the contrary, the OpenCounter product license is priced based on the Agency’s citizen population being served and any renewals of such product shall be based on the then current citizen population at such time; as a recent acquisition, OpenCounter has not been included in Accela’s SOCII current audit reports, however Accela has implemented substantially similar controls governing such product.

Signatures
Accela, Inc. Customer
Signature: Signature:

Print Name: Print Name:

Title: Title:

Date: Date:

ITEM NO. 6.

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Intentionally
Left Blank

ITEM NO. 6.

PREPARED BY: Robert Gray
Chief Building Official
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, and Administrative Services Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/02/2026
ITEM NO: 7
DATE: May 28, 2026
TO: Mayor and Town Council
FROM: Chris Constantin, Town Manager
SUBJECT: Authorize the Town Manager to Execute Agreements for Building Division Plan Check Review and Other Support Services with 4LEAF, Inc., O’Brien Code Consulting, Inc., and Urban37, Inc.

RECOMMENDATION: Authorize the Town Manager to Execute Agreements for Building Division Plan Check Review and Other Support Services with 4LEAF, Inc., O’Brien Code Consulting, Inc., and Urban37, Inc.

FISCAL IMPACT:

Costs for plan check services are full cost‑ recovery through applicant fees and therefore do not result in direct costs to the Town. Any additional services, such as inspection, code compliance, or permit technician support, are utilized on an as‑ needed basis and are funded within the limits of the Town’s approved budget.

STRATEGIC PRIORITY:

This action is not associated with a strategic priority.

BACKGROUND:

The Town utilizes outside consulting firms to provide plan review, inspection, code compliance, permit technician, and related administrative services as needed. Because the Town does not currently have an inhouse Plan Check Engineer position, consultant support is required to perform structural and code plan review and to provide other technical services necessary to maintain timely and consistent permit processing.

ITEM NO. 7.

PAGE 2 OF 3
SUBJECT: Building Division Plan Check Review and Other Services Agreement DATE: May 28, 2026
DISCUSSION:

On March 2, 2026, staff published a Request for Proposal (RFP) for Building Plan Check Review and Other Support Services. Staff received eight (8) proposals and carefully reviewed and evaluated the proposals and all were very competitive. Staff determined the following three firms were most qualified to provide the services listed in the RFP:
- 4LEAF, Inc.;
- O’Brien Code Consulting, Inc.; and
- Urban37, Inc.

The three firms selected each bring distinct strengths that collectively meet the Town’s comprehensive building services needs. 4LEAF offers the broadest range of services, with a large multidisciplinary team providing plan review, inspection, permit technician support, building official services, and code compliance. Their extensive regional experience and capacity to support fluctuating workloads ensure continuity for both staff and applicants.

O’Brien Code Consulting provides a highly specialized plan review model led by a licensed engineer and CASp with nearly 35 years of experience working directly with the Town. Her longstanding knowledge of Los Gatos Municipal Code provisions, local policies, and project history enables precise, consistent, and efficient plan review aligned with the Town’s expectations.

Urban37, Inc. complements these services with strong technical qualifications, a multidisciplinary team, and demonstrated experience in comparable jurisdictions. Their proposal emphasizes accurate technical review, customer service, and process efficiency, with proven ability to integrate smoothly with municipal staff and maintain reliable turnaround times.

Together, these firms provide a balanced mix of capacity, continuity, technical depth, and familiarity with municipal operations, ensuring the Town can reliably meet its plan review, inspection, and building division support needs.

CONCLUSION:

Staff recommends that the Town Council authorize the Town Manager to enter into an agreement with 4LEAF (Attachment 1), O’Brien Code Consulting (Attachment 3), and Urban37 (Attachment 5) for the reasons stated in this report.

COORDINATION:

This report was coordinated with the Town Manager’s Office, Town Attorney’s Office, Community Development Department, and Finance Department.

ITEM NO. 7.

PAGE 3 OF 3
SUBJECT: Building Division Plan Check Review and Other Services Agreement DATE: May 28, 2026
ENVIRONMENTAL ASSESSMENT:

This action is not a project under CEQA Guidelines section 15378(b)(5) because it is an administrative activity that will not result in direct or indirect physical changes in the environment.

Attachments:

1. Draft Agreement for Consultant Services for 4LEAF, with Exhibit A, Consultant Proposal for 4LEAF

2. Draft Agreement for Consultant Services for O’Brien Code Consulting, with Exhibit A, Consultant Proposal for O’Brien Code Consulting

3. Draft Agreement for Consultant Services for Urban37, with Exhibit A, Consultant Proposal for Urban37

ITEM NO. 7.

AGREEMENT FOR PROFESSIONAL SERVICES

Agreement for Professional Services
4Leaf, Inc.
4Leaf, Inc. Agreement

PREAMBLE
THIS AGREEMENT is by and between TOWN OF LOS GATOS, a California municipal corporation, (“Town”) and 4Leaf, Inc. (“Consultant”), a C-Corp, whose address is 2126 Rheem Dr., Pleasanton, CA 94588. This Agreement is made with reference to the following facts.

I. RECITALS
A. Town desires to engage Consultant to provide building division plan review and other support services.

B. Consultant represents and affirms that it is willing to perform the desired work pursuant to this Agreement.

C. Consultant warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement. Consultant acknowledges Town has relied upon these warranties to retain the Consultant.

II. AGREEMENT
A. Scope of Services. Consultant shall provide services as described in the Scope of Services, which is hereby incorporated by reference and attached as Exhibit A.

B. Term. The term of this Agreement shall be from July 1, 2026, to June 30, 2031.

C. Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state, and local laws. Consultant represents and warrants to Town that it has all licenses, permits, qualifications, and approvals of whatsoever nature which are legally required for the Consultant to practice its profession. Consultant shall maintain a Town of Los Gatos business license as required in Chapter 14 of the Code of the Town of Los Gatos.

D. Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement.

E. Information/Report Handling. All documents furnished to Consultant by the Town and all reports and supportive data prepared by the Consultant under this Agreement are the Town’s property and shall be delivered to the Town upon the completion of services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Consultant shall not make any of these documents or information available to any individual or organization not employed by the Consultant or the Town without the written consent of the Town before such release. The Town acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and Town's use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at Town's risk, unless the Consultant expressly consents to such use in writing. Town further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant.

ATTACHMENT 1

ITEM NO. 7.

Agreement for Professional Services
4Leaf, Inc.

F. Compensation. Compensation for Consultant's professional services shall not exceed the rates set forth in Exhibit A, which is attached and incorporated by reference. Payment shall be based upon Town approval of each task.

G. Billing. Billing shall be monthly by invoice within thirty (30) days of the rendering of the service and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents, or other pertinent materials shall be submitted for Town review, even if only in partial or draft form.

Payment shall be net thirty (30) days. All invoices and statements to the Town shall be addressed as follows:

Invoices:

Town of Los Gatos
Attn: Accounts Payable
P.O. Box 655
Los Gatos, CA 95031-0655
Email (preferred): [email protected]
H. Availability of Records. Consultant shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement. Consultant shall make these records available to authorized personnel of the Town at the Consultant offices during business hours upon written request of the Town.

I. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the Town.

J. Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by subcontracting but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Consultant agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Consultant shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant's negligent performance or wrongdoing.

K. Conflict of Interest. Consultant understands that its professional responsibilities are solely to the Town. The Consultant has and shall not obtain any holding or interest within the Town of Los Gatos. Consultant has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives, nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town's sole discretion, divest itself of such interest. Consultant shall not knowingly

ITEM NO. 7.

Agreement for Professional Services
4Leaf, Inc.
and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify Town of this employment relationship, and shall, at the Town's sole discretion, sever any such employment relationship.

L. Non-Discrimination. Consultant warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act.

III. INSURANCE AND INDEMNIFICATION
A. Minimum Scope of Insurance.

1. Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: two million dollars ($2,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage.

2. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage.

3. Consultant shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Service Provider agrees that all certificates and endorsements are to be received and approved by the Town before work commences.

4. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than one million dollars ($1,000,000) which is sufficient to insure Consultant for professional errors or omissions in the performance of the particular scope of work under this agreement.

B. General Liability.

1. The Town, its elected and appointed officials, employees, and agents are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant; and premises owned or used by the Consultant.

2. The Consultant's insurance coverage shall be primary insurance as respects the Town, its elected and appointed officials, employees, and agents. Any insurance or self-insurances maintained by the Town, its officers, officials, employees, or agents shall be excess of the Consultant's insurance and shall not contribute with it.

3. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees, or agents.

ITEM NO. 7.

Agreement for Professional Services
4Leaf, Inc.

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

C. All Coverages. Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, or reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk.

D. Workers’ Compensation. In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees.

As required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than one million dollars ($1,000,000) per accident for bodily injury or disease.

E. Indemnification. The Consultant shall indemnify the Town its elected and appointed officials, employees and agents from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by any act or omissions of the Consultant, or any of the Consultant's officers, employees, agents, or any subconsultant. Consultant shall defend the Town against any such claims.

IV. GENERAL TERMS
A. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement.

B. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara.

C. Mediation. Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation.

The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties. In the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the California State Board of Mediation and Conciliation, or other agreed-upon service. The mediator shall be selected by a blind draw. The cost of mediation shall be borne equally by the parties.

Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator, shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties.

D. Termination of Agreement. The Town and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen days (15) written notice of termination. In the event of termination, the Consultant shall deliver to the Town all plans, files, documents, and reports performed to date by the Service Provider. In the event of such termination, Town shall pay Consultant an amount that bears the

ITEM NO. 7.

Agreement for Professional Services
4Leaf, Inc.
same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination.

E. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Consultant.

F. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to:

Town of Los Gatos
Attn: Town Clerk
110 E. Main Street, Los Gatos, CA 95030
4Leaf, Inc.
2126 Rheem Drive
Pleasanton, CA 94588
or personally delivered to Consultant to such address or such other address as Consultant designates in writing to Town.

G. Order of Precedence. In the event of any conflict, contradiction, or ambiguity between the terms and conditions of this Agreement in respect of the Products or Services and any attachments to this Agreement, then the terms and conditions of this Agreement shall prevail over attachments or other writings.

H. Entire Agreement. This Agreement, including all Exhibits, constitutes the complete and exclusive statement of the Agreement between the Town and Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party.

ITEM NO. 7.

Agreement for Professional Services
4Leaf, Inc.

IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement.

TOWN OF LOS GATOS: CONSULTANT: Enter name of Consultant **signature_94577**

SIGNATURE
Chris Constantin

FULL NAME
Town Manager
TITLE
**date_signed_94577**

DATE SIGNED
**signature_94578**

SIGNATURE
Kevin J. Duggan

ENTER CONSULTANT SIGNATORY'S NAME
President

ENTER CONSULTANT SIGNATORY'S TITLE
**date_signed_94578**

DATE SIGNED
Approved as to form:
**signature_94579**

SIGNATURE
Gabrielle Whelan

FULL NAME
Town Attorney
TITLE
**date_signed_94579**

DATE SIGNED
Attest:
**signature_94579**

SIGNATURE
Wendy Wood

FULL NAME
CMC, Town Clerk
TITLE
**date_signed_94579**

DATE SIGNED
The execution date is the date on which the last party has signed.

ITEM NO. 7.

PROPOSAL TO PROVIDE

BUILDING DIVISION PLAN REVIEW AND

OTHER SUPPORT SERVICES
TO THE

TOWN OF

LOS GATOS
2126 RHEEM DRIVE
PLEASANTON, CA 94588

PRESENTED BY
4LEAF, INC.

MARCH 30, 2026

EXHIBIT A

EXHIBIT A

ITEM NO. 7.

TABLE OF

CONTENTS
1 . COVER LETTER.............................................................. 1-2 3-5
6-8
9-14
15-19
20-36
37-68

2. CERTIFICATION FORMS.................................................

3. REVIEW OF SCOPE OF SERVICES .................................

4. EXPERIENCE AND EXPERTISE.......................................

5. QUALIFICATIONS OF KEY PERSONNEL........................

6. TIMELINE.......................................................................

7. SAMPLES........................................................................

8. REFERENCES..................................................................

APPENDIX - RESUMES

9. INSURANCE COVERAGE................................................. 71

10. PRELIMINARY FEE SCHEDULE.................................... 69-70
72-74

ITEM NO. 7.

SECTION 1

PPRROOPPOOSSAALL TTOO PPRROOVVIIDDEE

BBUUIILLDDIINNGG DDIIVVIISSIIOONN PPLLAANN RREEVVIIEEWW AANNDD

OOTTHHEERR SSUUPPPPOORRTT SSEERRVVIICCEESS

BUILDING DIVISION PLAN REVIEW AND

OTHER SUPPORT SERVICES

COVER LETTER
TO THE

TOWN OF LOS GATOS

ITEM NO. 7.

Construction Management • Inspection • Plan Check • Planning • Code Enforcement 2126 Rheem Drive • Pleasanton, CA 94588 • Phone (925) 462-5959 Town of Los Gatos March 30, 2026
Building Division
110 E Main Street
Los Gatos, CA 95030
Attn: Robert Gray, Chief Building Official
RE: Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos
4LEAF, Inc. (4LEAF) is pleased to present our proposal to provide Building Division Plan Review and Other Support Services to the Town of Los Gatos (Town). 4LEAF has been providing professional community development services to over 400 clients throughout the country for more than 25 years and we feel we are the ideal candidate for the following reasons:
 Local Presence
4LEAF has provided similar services to municipalities near the Town. Our firm has the staff necessary to address any needs the Town may have in an on-site or remote capacity. Additionally, we have experience or are currently performing services for the following local clients:
• City of Santa Clara
• City of Palo Alto
• City of San Jose
• Town of Los Altos
• City of San Mateo
• City of Sunnyvale
• City of Fremont
• City of Newark
• City of Saratoga
• City of Oakland
• County of Santa Clara
• County of San Mateo
 Full-Service Firm
As a full-service firm, 4LEAF can provide Building and Safety servicesto aid with high project workloads that require additional staff assistance. We provide jurisdictions with Inspection, Plan Review, Permitting, Planning, Code Enforcement, and more. We have qualified staff available to serve the Town with remote, on-site, part-time, or full-time project needs. Regarding the Town’s needs, our services include:
o Plan Review: 4LEAF is an industry leader in Plan Review services and has a team of Structural Engineers, Accessibility Specialists, and Mechanical/Electrical/Plumbing/Fire Plans Examiners available to work on the Town’s projects. We provide courier services that guarantee less than 24-hour pickup and delivery of all plan reviews performed off-site. We also offer electronic and expedited plan review services upon request.
o Permitting: 4LEAF’s pool of talented professionals includes qualified and experienced permit technicians capable of providing all permit processing and counter services. 4LEAF can deploy such staff on short notice and offer training programs for department staff, if needed. o Inspection: We have over 200 inspectors on staff who specialize in Residential, Commercial, Industrial, Energy, Fire, ADA, Solar, and Public Works projects. We have a track record of providing inspectors as-needed for long- or short-term projects, including one day assignments to cover staff training, sick days, vacation days, or spikes in permit activity. o Building Official: The 4LEAF Interim Building Official can provide in-house plan reviews to the Town, limiting the amount of projects distributed to outside consultants and helping the Town

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos 2126 Rheem Drive • Pleasanton, CA 94588 • Phone (925) 462-5959 achieve significant cost savings. The Building Official will act as an adjunct staff member to the Town and work with Town personnel and various departments to perform building services. o Code Enforcement: 4LEAF staff have the experience working with property owners and other responsible parties to bring properties and conditions into compliance. Our Code Enforcement team is skilled in using processes including issuing administrative citations to establish whether violations of law exist on property and ensuring compliance.  Adaptable Services
4LEAF is renowned for our accommodations and flexibility. Our firm cooperates with our clients to provide personnel that meets their specific and unique requirements. 4LEAF’s highly adaptable staffing network provides us with the ability to quickly adjust our staff to match demand and client feedback in real time. We have bolstered our robust personnel pool to provide our clients with the breadth of talent and experience necessary to complete complex projects.  Management Team & Leadership
Craig Tole – VP, Community Development: With nearly 20 years of building department experience, Craig has the requisite experience to manage all as-needed requests from the Town of Los Gatos.

Michael Loomis, SE, CBO, CASp, PMP – Director of Structural Engineering: With more than 28 years of expertise in the industry, Michael has experience overseeing the continual operations of the Building Department and has served as the Building Official for various municipalities.

Pete Roque – National Director of Code Enforcement: Pete has more than 18 years of industry experience, has served on several local, State, and National boards, has managed several Code Enforcement Divisions, and is an industry subject matter expert.

Vanessa Morales – Plan Review Coordinator Manager: Vanessa serves as 4LEAF’s Plan Review Coordinator Manager and has years of professional experience in management, recordkeeping, and data auditing. Her background in customer service prepared her to effectively serve the public’s needs at the Building Department counter.
 Contact
President VP, Community Development 4LEAF Headquarters
Kevin J. Duggan
Office: (925) 462-5959
Fax: (925) 462-5958
Email: [email protected]
Craig Tole
Office: (925) 462-5959
Mobile: (925) 580-4055
Email: [email protected]
2126 Rheem Drive
Pleasanton, CA 94588
Office: (925) 462-5959
Website: 4LEAFINC.COM
As President of 4LEAF, I have the authority to sign on behalf of the firm. We appreciate the opportunity to present the Town with our qualifications. Should you have any questions, please do not hesitate to reach out using the contact information provided.

Respectfully submitted,
Kevin J. Duggan Craig Tole
President Vice President, Community Development

ITEM NO. 7.

SECTION 2

PPRROOPPOOSSAALL TTOO PPRROOVVIIDDEE

CERTIFICATION
FORMS
TO THE

TOWN OF LOS GATOS

BBUUIILLDDIINNGG DDIIVVIISSIIOONN PPLLAANN RREEVVIIEEWW AANNDD

OOTTHHEERR SSUUPPPPOORRTT SSEERRVVIICCEESS

BUILDING DIVISION PLAN REVIEW AND

OTHER SUPPORT SERVICES

ITEM NO. 7.

ATTACHMENT 1 - CONFLICT OF INTEREST STATEMENT

THIS FORM MUST BE PRINTED OUT, COMPLETED AND SUBMITTED WITH THE PROPOSAL

BUILDING DIVISION PLAN REVIEW AND OTHER SUPPORT SERVICES The undersigned declares:

I/We ___________________________ (Insert Name) have the following financial, business, or other relationship with Town of Los Gatos that may have an impact upon the outcome of the contract. If none, please specify that no other relationships may have an impact on this contract or Project.

I/We (Insert Name) have the following current clients who may have a financial interest in the outcome of this contract. If none, please specify that no other clients may have a financial interest with an impact on this contract or Project.

Pursuant to Government Code section 1090 and any other laws, rules and regulations that may apply, the Proposer covenants that neither it, its subcontractors nor employees presently have an interest, and shall not acquire any interest, direct or indirect, financial or otherwise that would conflict in any manner or degree with contract awarded from this RFP. Proposer certifies that to the best of its knowledge, no one who has or will have any financial interest in the contract awarded from this RFP is an officer or employee of the Town. Through its submittal of a proposal, Proposer acknowledges that it is familiar with Section 87100 et seq. and Section 1090 et seq. of the Government Code of the State of California and will immediately notify the Town if it becomes aware of any facts concerning the contract to be awarded that constitute a violation of said provisions.

Furthermore, if there is reason to believe that collusion exists among the Proposers, the Town may refuse to consider proposals from participants in such collusion. No person, firm, or corporation under the same or different name, shall make, file, or be interested in more than one proposal for the same 4LEAF, Inc
No other relationships may have an impact on this contract or Project. 4LEAF, Inc.

No other relationships may have an impact on this contract or Project.

ITEM NO. 7.
work unless alternate proposals are called for. A person, firm, or corporation who has submitted a subproposal to a Proposer, or who has quoted prices on materials to a Proposer, is not thereby disqualified from submitting a sub-proposal or quoting prices to other Proposers. Reasonable ground for believing that any Proposer is interested in more than one proposal for the same work will cause the rejection of all proposals for the work in which a Proposer is interested. If there is reason to believe that collusion exists among the Proposers, the Town may refuse to consider proposals from participants in such collusion. Proposers shall submit as part of their proposals documents the completed Non-Collusion Declaration provided herein.

I, on behalf of the Proposer, declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on __________________ [date], at ___________________[city], _______________[state]. _________________________________ ___________________________________ Proposer Name (Person, Firm, Corp.) Title of Authorized Representative _________________________________ ___________________________________ Address Name of Authorized Representative
_________________________________
City, State, Zip
________________ ___________________________________
(Date) (Signed)
03/30/2026
Pleasanton, CA 94588
2126 Rheem Drive Kevin J. Duggan
4LEAF, Inc. President
03/30/2026
Pleasanton CA

ITEM NO. 7.

ATTACHMENT 3 - STATEMENT REGARDING INSURANCE COVERAGE AND WORKER’S COMPENSATION

INSURANCE ACKNOWLEDGMENT CERTIFICATE

THIS FORM MUST BE PRINTED OUT, COMPLETED AND SUBMITTED WITH THE PROPOSAL

BUILDING DIVISION PLAN REVIEW AND OTHER SUPPORT SERVICES PROPOSER HEREBY CERTIFIES that the Proposer has reviewed and understands the insurance coverage requirements specified in the RFP. Should the Proposer be awarded a contract for Services, Proposer further certifies that the Proposer can meet the specified requirements for insurance, including insurance coverage of any subcontractors, and agrees to name the Town as additional insured for the Services specified.

By certifying this form, the Proposer also understands the Worker’s Compensation insurance requirement per the California Labor Code, Sections 1860 and 1861:

I am aware of the provisions of Section 3700 of the Labor Code, which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. _____________________________________________
Name of Proposer (Person, Firm, or Corporation)
_____________________________________________
Signature of Proposer's Authorized Representative
_____________________________________________
Name & Title of Authorized Representative
____________________
Date of Signing
4LEAF, Inc.

Kevin J. Duggan, President
03/30/2026

ITEM NO. 7.

SECTION 3

PPRROOPPOOSSAALL TTOO PPRROOVVIIDDEE

REVIEW OF SCOPE OF

SERVICES
TO THE

TOWN OF LOS GATOS

BBUUIILLDDIINNGG DDIIVVIISSIIOONN PPLLAANN RREEVVIIEEWW AANNDD

OOTTHHEERR SSUUPPPPOORRTT SSEERRVVIICCEESS

BUILDING DIVISION PLAN REVIEW AND

OTHER SUPPORT SERVICES

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Page 6 Section 3: Review of Scope of Services March 30, 2026
SECTION 3: REVIEW OF SCOPE OF SERVICES
4LEAF was established in 1999 and incorporated in 2001. Our extensive team of industry professionals are fully equipped with training and experience to provide complete services including Inspection, Plan Check, Accessibility, Code Enforcement, Permit Technician assistance, Professional Development training, and other related professional and technical services to municipalities all over the country. Our goal is to set the industry standard for excellent customer service, and we have grown to nearly 500 personnel throughout California, Oregon, Washington, Nevada, Arizona, Hawaii, and New England. As such, we are able to serve any full-time or part-time need the Town may have, regardless of scope and duration.

Management Team
VP, Community Development
Craig Tole
Phone: (925) 580-4055
Email: [email protected]
Director of Structural Engineering
Michael Loomis, SE, CBO, CASp, PMP
Phone: (831) 620-2305
Email: [email protected]
National Director of Code Enforcement
Pete Roque
Phone: (949) 230-4968
Email: [email protected]
Plan Review Coordinator Manager
Vanessa Morales
Phone: (925) 789-9917
Email: [email protected]
Office Locations
Pleasanton (HQ)
2126 Rheem Drive
Pleasanton, CA 98588
San Bernardino
424 E. Vanderbilt Way, Ste A
San Bernardino, CA 92408
Washington
1201 Pacific Avenue, Ste 600
Tacoma, WA 98402
Sacramento
8896 North Winding Way
Fair Oaks, CA 95628
Newport Beach
4440 Von Karman Ave., Ste 300
Newport Beach, CA 92660
4LEAF Consulting, LLC
157 East Warm Springs Rd
Las Vegas, NV 89119
Monterey
409 Washington Street, Ste 100
Monterey, CA 93940
San Diego
402 West Broadway, Ste 400
San Diego, CA 92101
New England
132 Central St., Ste 210
Foxborough, MA 02035
Professionals
Title # of Staff Title # of Staff
Code Enforcement Staff (PC832) 75+ ICC Certified Inspectors & IORs 200+ ICC Certified Building Officials 40+ Registered Architects 5 Registered Engineers (PE, SE) 20+ ICC Permit Technicians 60+ ICC Certified Plans Examiners 40+ Accessibility Specialists 15 Construction Managers/Inspectors 40+ Fire Plans Examiners & Inspectors 30+

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Page 7 Section 3: Review of Scope of Services March 30, 2026
Mission
4LEAF strives to be the best firm by providing our clients with outstanding customer service and first-rate services. We put our philosophy into action by building client relationships and prioritizing the needs of our clients—this has led us to become an industry leader in providing Building & Fire Life Safety Services to both public and private clients. We have worked with municipal departments in the construction, rehabilitation, and repair of public and private buildings and have partnered with design review and preservation boards to determine building improvement criteria and associated project requirements. We have a depth of experience in working with all types of building structures and have performed Inspection and Plan Review services on more than $50 Billion dollars in construction throughout the past 25 years.

We have provided plan review and inspection services for thousands of residential projects, tenant improvements, and complex commercial projects including marijuana facilities office campuses, parking garages, hotels/resorts, transportation facilities, city/county-owned buildings, universities, hospitals, sports arenas, infrastructure, essential service facilities, solar projects, and laboratories. In addition, our team has performed inspections and plan reviews for public and private building structures for compliance with life-safety and Americans with Disabilities Act (ADA) accessibility requirements. 4LEAF has also been an industry leader across numerous other disciplines, such as Code Enforcement and Planning. Our Code Enforcement staff is dedicated to preserving and enhancing the quality of life for the residents in our client jurisdictions and work toward a goal of resolving problems efficiently and safely. Enforcing and upholding municipal codes is of utmost importance to us. Our Code Enforcement Division endeavors to improve communities through education, cooperation, and responsive enforcement.

We have a proven track record of reviewing and inspecting projects of all sizes and complexities including:

Type B Commercial Construction Refinery Facilities Laboratories City/County-Owned Facilities Site Work Power & Energy
Large Campuses Waterfront Marijuana Facilities
Fire Recovery Services Multi-Family Projects Military Projects Stadiums/Arenas Healthcare Facilities Essential Service Facilities Commercial Office Parks Transportation Facilities Detention Facilities Large Project Experience
4LEAF is uniquely qualified to work on projects of
any size. Our team completed the Project
Inspections for the entire $6 billion Apple
Campus 2 Corporate Headquarters in the City of
Cupertino, CA where we comprised a team of
Building Inspectors and Permitting Specialists.

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Page 8 Section 3: Review of Scope of Services March 30, 2026
4LEAF also provided the Plan Review and Inspection services for the $2.6 billion Wynn Casino Project in the City of Everett, MA; San Jose State University’s Interdisciplinary Science Building in the City of San Jose, CA; and the County Office Building III in the County of San Mateo.

We have the resources to deploy staff to any state and as you can see from the limited examples listed above, we have provided services all over the country. Our team is well-equipped and qualified to perform services for any project and in any location. By choosing 4LEAF, you are choosing a company that prides itself on quality work, top-notch customer service, experienced staff, and a multitude of project experience. Please review our scope of services and project examples in the sections that follow to gain more understanding about our firm and how we can help achieve the City’s project goals.

Snapshot of Services
Plan Review / Inspection Permitting Code Enforcement
• LEED Accredited Professionals
• Inspectors of Record
• Program Analysis & Studies
• Correcting Code Deficiencies
• Investigating Complaints
• Violation Issuance
• Jurisdictional Inspectors
• ICC-certified Plan Reviewers
• Certified Accessibility Specialists
• ICC-certified Building Officials
• Building Dept. Services
• Expedited Plan Reviews
• On- and Off-Site Plan Review
• Property Condition Surveys
• Industrial, Energy, & Solar
• Over-the-counter reviews
• Intake of plans
• Routing for plan review
• Assignment management
• Hosting page turn sessions
• Virtual permit technician
services
• Prepare approval packages
• Inspection scheduling
• Application Processing
• Developing Submittal Forms
• Solar Permitting
• Property Research
• Public interface
• Special events permits
• Staff Augmentation Services
• Department Assessments
• Vendor Enforcement
• Blight Enforcement
• Substandard Housing
• Lead Paint
• Tobacco Enforcement
• Short Term Rentals
• RRP Training
• ICC & CACEO Trainings
• Rental Housing Programs
• Cannabis Enforcement
• Business License Enforcement
• Parking Enforcement
• Zoning

ITEM NO. 7.

SECTION 4

PPRROOPPOOSSAALL TTOO PPRROOVVIIDDEE

EXPERIENCE AND

EXPERTISE
TO THE

TOWN OF LOS GATOS

BBUUIILLDDIINNGG DDIIVVIISSIIOONN PPLLAANN RREEVVIIEEWW AANNDD

OOTTHHEERR SSUUPPPPOORRTT SSEERRVVIICCEESS

BUILDING DIVISION PLAN REVIEW AND

OTHER SUPPORT SERVICES

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Section 4: Experience and Expertise

January 6, 2026
City of Palo Alto
SECTION 4: EXPERIENCE & EXPERTISE
Plan Review, Permit Technician, Building Official, and Building Inspection Services Since 2007, 4LEAF has provided several combination inspectors to assist the City of Palo Alto staff with routine daily inspections for commercial and residential properties located throughout Palo Alto. Our inspection services vary from full-time to temporary part-time staff to help augment staffing due to vacation, extended absences, illness, and/or market demand.

Since 2010, 4LEAF has provided on-site plans examiners for the City. Our Plans Examiners are registered engineers in the State of California and ICC Certified, who are responsible for reviewing larger projects ranging between $100,000 to $100,000,000 under the direction of the Chief Building Official. Some reviewed and inspected projects include Skype, Stanford Medical Center, Technology Credit Union, and VMware. Some of 4LEAF’s other review and inspection highlights include the following projects:

Public Safety Building, $84 Million (Essential Services Facility) This new three-story, 136,873 SF City of Palo Alto Public Safety Building will have 2 levels of underground parking and will house the Police Department, 911 Emergency Dispatch Center, the Emergency Operations Center, the Office of Emergency Services, and the administration needs of the Fire Department.

Stanford Biomedical Innovation Building, $126 Million
New research laboratory building for Stanford University School of Medicine. Fourstory above garage and one below grade for a total of 216,647 sq. ft. Wet-bench research laboratories and associate support spaces, faculty offices and open office spaces workstations, conference rooms and staff amenity spaces. 744 San Antonio Rd., $42 Million
Courtyard by Marriott and an AC Hotel by Marriott. Two
five-story hotels (164,764 SF) hotels offering a combined 294 rooms with surface and underground parking.

ISO 1 Rating
With approximately 13 full-time personnel working at the City, 4LEAF was instrumental in the implementation of the ISO Program achieving the ISO 1 Rating. In March of 2015, Palo Alto became the 8th City in the country out of 14,000 Building Departments to achieve this status.

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Section 4: Experience and Expertise

January 6, 2026
On-Call Building Inspection and Plan Review Services
4LEAF performs on-call building inspection and plan review services for the City of Cupertino. 4LEAF has completed numerous residential and commercial plan reviews on behalf of the City.

Apple Park
4LEAF provided the Building, Fire, and Public Works Department with inspection services on the largest private commercial construction project in the country. 4LEAF was tasked with mobilizing a project team of more than 20 building, fire, and public works inspectors, project administration staff, and engineering team members for this more than $8 billion project. 4LEAF was responsible for coordinating the inspections in relation to the City’s permits and ultimately packaging milestones of the project for occupancy approval from the City’s Chief Building Official.
• Main Building – The Main Building accommodates up to 12,000 employees and comprises approximately 2.8 million sq. ft.
• Corporate Fitness Center – Comprising approximately 100,000 sq. ft. • Corporate Auditorium – Comprising approximately 120,000 sq. ft. and holding up to 1,000 people.
• North and South Parking Structures – Two above-grade parking structures of approximately 6,000 spaces.
• Central Utility Plant – Integrated parking structure and serves all buildings on the Main Building site.
• Phase 2 Research and Development Buildings – 600,000 sq. ft. of office, research, and development and two above ground parking garages.

Main Street Cupertino
4LEAF completed the plan review and inspections for the 17.4 acre Downtown Cupertino project that includes 130,000 sq. ft. of retail space, 100,000 sq. ft. of office space, and 160 units of high-end senior housing. We also completed the building inspection for a very large office complex and parking structure. The project in its entirety is valued at over $500 million.

Vallco Town Center
The Vallco Town Center project is a mixed-use development on the site of the former Vallco Shopping Mall in Cupertino, encompassing housing, office space, retail, and a large green roof park, with plans for almost 2,700 housing units. For this $2.2 billion project, 4LEAF is conducting the plan review and inspection.

City of Cupertino

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Section 4: Experience and Expertise

January 6, 2026
Building & Fire Inspection, Plan Review, Code Enforcement, Permitting, and Chief Building Official 4LEAF is currently the City of Sand City’s only Building Department Consulting Firm. Our duties include:
 Chief Building Official
 Building Inspections / Project Inspections
 Building and Civil Plan Reviews
 Permit Technician/Permit Processing
 Traffic Engineering
 Fire Review and Inspection
 Code Enforcement
4LEAF was recently selected as the sole provider of Plan Review and Inspection Services for three major developments to be constructed over the next five years. 4LEAF provides inspection services and plan review for each project which will utilize 4LEAF’s internal management system EZ Plan Review and GoFormz.

South of Tioga
4LEAF is providing the Project Management, Plan Review, and Inspections on this mixed-use (residential 10.64 acre site bounded by Tioga Avenue to the northeast, California Avenue to the southeast, East Avenue to the southwest, and the Merle Street right-of-way to the northwest, and includes 356 multi-family residential units, 216 hotel units, and a restaurant. There will also be a surface parking lot as well as a multi-story parking garage. Also included in this development, is a proposed new road that will be dedicated as a City Right-of-Way. The project will merge existing lots, abandon existing public rights-of-way, creates six new parcels (HI, HIA, H2, H2A, R-1, and R-2), relocates an existing wastewater lift station, dedicates additional right-of-way to, or relocation of, existing streets, and dedicates right of-way for new public streets. The project will be separated into five (5) separate components.  Demolition of multiple buildings on approximately 41 existing parcels.  Completion of new public streets and rights-of-way, utility and infrastructure installation, and preparation of development pads on each of the projects newly created parcels.  Construction of a five-story wood frame building consisting of a 216-room Hotel and restaurant with associated parking adjacent to the building.
 Construction of a seven-story wood frame building consisting of 125-unit multi-family residential structure.
 Construction of a seven-story wood frame building consisting of 231-unit multi-family residential structure with an associated four-story concrete parking garage.

City of Sand City

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Section 4: Experience and Expertise

January 6, 2026
Inspection, Plan Review, Permitting, and Code Enforcement 4LEAF is currently the City of Pacific Grove’s only Building Department consulting firm. Our duties include:
 Chief Building Official
 Building Inspection Services
 Project Inspection Services
 Building and Civil Plan Review Services
 Permit Technician/Permit Processing
 Code Enforcement Services
 Planning
4LEAF has been the sole provider of Plan Review and Inspection Service for two major developments to be constructed over the next three years. 4LEAF has been providing inspection services and plan review for each of these projects for the entirety of the project cycle. These developments will utilize 4LEAF’s internal management systems EZPlan Review and GoFormz.

Pacific Grove Hotel
4LEAF is providing the plan review, inspection, and Project Management on Pacific Grove's first new construction hotel project since 1983. This luxury four-star hotel will feature 102 guestrooms and suites with ocean views from all four floors, luxury amenities, and elevated Spanish colonial design. Amenities include a chef-driven restaurant and bar, day spa, expanded fitness center, redwood saunas with Himalayan rock wall, and two pro-style virtual golf simulators.

ATC Hotel and Commercial Project
4LEAF is providing the plan review, inspection, and project management on a project to replace the existing 165,000 square feet of “factory outlet” and related uses with a new hotel and commercial uses. The hotel and commercial uses would provide 225 guest roomsin two primary guest wings (family/group wing and executive wing) with a restaurant and bars, meeting and gathering spaces, spa and fitness center and approximately 20,000 square feet of street retail uses along the Ocean View Boulevard frontage. These street retail uses would retain and incorporate portions of the existing industrial structure.

City of Pacific Grove

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Section 4: Experience and Expertise

January 6, 2026
Plan Review, Inspection, and Permit Technician Services 4LEAF has been providing full Building Department Services to the City of Hollister since 2012.

Currently, 4LEAF provides the City with more than 14 full-time employees at the City’s Building and Planning Departments who perform Building Official, Building Permit Issuance, Building Inspector, Code Enforcement, Planning, and Building Plan Checker services, essentially all standard functions of a Building Department. 4LEAF also provides off-site Plan Check and Fire Plan Check services.

Services provided to the City include:
• Combination inspections to verify with City of Hollister’s latest adopted and amended Title 24 California Building Codes, parts, 2,3, 4, 6, 8, and 12 covering structural, fire, life-safety, disables access, energy conversion, plumbing mechanical and electrical installations. • Off-site plan review. 4LEAF’s off-site plan review team completes residential and commercial plan reviews on any projects not performed by on-site personnel. Plansinclude an initial review and subsequent rechecks.

All pick-up or shipping expenses are covered by 4LEAF. All initial plan reviews for residential, commercial, and large commercial are completed within (10) working days of submittal. Subsequent reviews are completed within (5) working days of the resubmittal.
• Preparation of all building permits and related paperwork to be submitted to the City for collection of permit fees.
• Collection of all fees for building inspection and review services at Building Department office and submits to the City’s Finance Department all received payments by the close of each business day. • Fire plan review for alarm permits, fire sprinkler systems, hood system, and underground storage tanks for compliance with all applicable, local, state, and federal codes. Provides all approved plans to the city fire department to make inspections. Collects fees for fire plan checks, fire permits and fire inspections.

Project Highlight:
4LEAF is currently closing out Project Almond which is Amazon’s signature fulfillment center and office space for the Silicon Valley area. 4LEAF provided two full-time Inspectors of Record and Public Works personnel for the entirety of the project. Thisincluded 1 million sq. ft. on a 1,500-acre lot is estimated at more than $50 million.

City of Hollister

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Section 4: Experience and Expertise

January 6, 2026
Plan Review and Inspection Services
4LEAF, Inc. provides plan review and inspection services, including CASp and permitting assistance to the City of Santa Cruz as directed by the Chief Building Official. 4LEAF’s ongoing services to the City include but are not limited to:

Plan Review Services
• Plan review and CASp review of building construction plans for compliance with State of California model codes adopted by the City and local ordinances including modifications as stated in SCMC (Santa Cruz Municipal Code) Title 18.
• Review of plans prepared by or on behalf of the various private developers for compliance with the City's codes and regulations.
• Notification of applicants of other required approvals, releases, and required reviews by other agencies having jurisdiction in such matters relative to the enforcement of the state laws including but not limited to fire codes, government codes, health and safety codes, etc.

Inspection Services
• Onsite building inspection services covering but not limited to safety, structural, plumbing, mechanical, and electrical systems related to any applicable City or state codes or regulations, approved plans, and supporting construction documents for all new construction or alterations of residential and commercial structures.
• Building inspection services as needed and as requested in support of City staff for time-off, other absences, and/or the course of construction of such private facilities to obtain compliance with the provisions of the City's ordinances and the code requirements set forth on the approved plans and supporting documentation for which the permit was issued. • Professional and timely inspection for each project at the completion of the various stages of construction to determine compliance with the approved plans, supporting documentation, and any applicable City codes or regulations.
• As-needed, in-house CASp inspection services.

Additional Services
4LEAF integrates our processes with the City’s Permitting and Land Management Platform, Tyler Enterprise Permitting and Licensing (EPL) as well as Bluebeam integration to complete, review, comment, and stamp plans and other documents as requested by the City.

City of Santa Cruz

ITEM NO. 7.

SECTION 5

PPRROOPPOOSSAALL TTOO PPRROOVVIIDDEE

QUALIFICATIONS OF

KEY PERSONNEL
TO THE

TOWN OF LOS GATOS

BBUUIILLDDIINNGG DDIIVVIISSIIOONN PPLLAANN RREEVVIIEEWW AANNDD

OOTTHHEERR SSUUPPPPOORRTT SSEERRVVIICCEESS

BUILDING DIVISION PLAN REVIEW AND

OTHER SUPPORT SERVICES

ITEM NO. 7.

Proposal to Provide Building Division Plan Review and Other Support Services to the Town of Los Gatos Page 15 Section 5: Qualifications of Key Personnel March 30, 2026 SECTION 5: QUALIFICATIONS OF KEY PERSONNEL
As your consultant, 4LEAF understands that our role is to advocate on behalf of the Town and represent the Town’s best interests. 4LEAF’s team will function as an extension of your staff, seamlessly integrating with the personnel and practices established by the Town while adding the perspective and expertise that only 4LEAF can offer. Our goal, which we have successfully accomplished on previous clients’ projects, is to integrate our staff with yours and be accepted as an essential part of the Town.

Key Personnel
Craig Tole – Vice President, Community Development / Executive PM Craig has directed 4LEAF’s Development Services team for the past 20 years under the supervision of the company President. Among Craig’s chief responsibilities include the day-today contact with many of 4LEAF’s clients in the Building & Safety, Engineering, and Construction Management industries. Craig has successfully managed a multitude of inspection projects ranging from $1 million to $6 Billion. Craig also manages numerous Building Department clients and is responsible for recruiting, qualifying, and placing staff throughout the organization. Craig can assist the Town with staffing requests and handle contractual details.

Office – (925) 462-5959 | Cell – (925) 580-4055 | Email – [email protected] Michael Loomis, SE, CBO, CASp, PMP – Director of Structural Engineering With more than 28 years of expertise in the industry, Michael has an excellent working knowledge of all types of construction, including architectural, structural, electrical, mechanical, and plumbing. Michael is extremely committed and has shown dedication by obtaining multiple certifications through the International Code Council (ICC) and is an Accessibility Specialist. Michael has experience managing and overseeing the continual operations of the Building Department and has served as the Building Official for the cities of Salinas, Gonzales, and the Town of Woodside.

Office – (925) 462-5959 | Cell – (831) 620-2305 | Email – [email protected] Pedro “Pete” Roque – National Director of Code Enforcement Pete is a Code Enforcement expert with PC 832 and Advanced Certificates. He has more than 20 years of experience in Code Enforcement and has served in the capacities of Code Enforcement Administrator, Code Enforcement Manager, and Community Development Inspector II for multiple California public agencies. With a demonstrated history of working in the government administration industry, Pete is skilled in Government, Emergency Management, Law Enforcement, Disaster Response, and Plan Review. Pete is proficient in conflict resolution and has a wealth of knowledge in the subjects of permit regulations, City codes, housing investigations, citation issuance, and lien appeals.

Office – (925) 462-5959 | Cell – (949) 230-4968 | Email – [email protected]