Menlo Park City Council
October 10, 2023

,.

MENLO PARK
City Council

SPECIAL AND REGULAR MEETING AGENDA
Date: 10/10/2023
Time: Special City Council Meeting 5:00 p.m.

Regular City Council Meeting 6:00 p.m.

Locations: Zoom.us/join – ID# 814 7839 7160 and
City Council Chambers
751 Laurel St., Menlo Park, CA 94025
Members of the public can listen to the meeting and participate using the following methods. If you have issues viewing the meeting, please email the city clerk at [email protected].

How to participate in the meeting
• Submit a written comment online up to one-hour before the meeting start time:
• [email protected]
• Access the meeting real-time online at:

Zoom.us/join – Meeting ID 814 7839 7160
• Access the meeting real-time via telephone at:
(669) 900-6833
Meeting ID 814 7839 7160
Press *9 to raise hand to speak
Watch meeting:
• Cable television subscriber in Menlo Park, East Palo Alto, Atherton and Palo Alto:

Channel 26
• City Council Chambers
Subject to Change: The format of this meeting may be altered or the meeting may be cancelled. You may check on the status of the meeting by visiting the city website menlopark.gov. The instructions for logging on to the webinar and/or the access code is subject to change. If you have difficulty accessing the webinar, please check the latest online edition of the posted agenda for updated information (menlopark.gov/agendas)
Special Session
A. Call To Order
B. Roll Call
C. Report from Closed Session
D. Agenda Review
E. Closed Session
E1. Conference with legal counsel – anticipated litigation (Paragraph (2) of subdivision (d) of Gov. Code § 54956.9) City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov

City Council Special and Regular Meeting Agenda
October 10, 2023

Significant exposure to litigation: Two cases
Not a California Environmental Quality Act (CEQA) project.

E2. Closed session conference with labor negotiators pursuant to Government Code §54957.6 regarding labor negotiations with unrepresented management City Manager City Manager Justin I.C. Murphy, Legal Counsel Charles Sakai Not a CEQA project.

E3. Public employee performance evaluation
Government Code §54957
Title: City Manager
Not a CEQA project.

E4. Public employee performance evaluation
Government Code §54957
Title: City Attorney
Not a CEQA project.

Regular Session
F. Call To Order
G. Report from Closed Session
H. Public Comment
Under “Public Comment,” the public may address the City Council on any subject not listed on the agenda. Each speaker may address the City Council once under public comment for a limit of three minutes. You are not required to provide your name or City of residence, but it is helpful. The City Council cannot act on items not listed on the agenda and, therefore, the City Council cannot respond to non-agenda issues brought up under public comment other than to provide general information.

I. Presentations and Proclamations
I1.

I2.

I3.

I4.

Proclamation: Latino Heritage Month (Attachment)
Not a CEQA project.

Proclamation: National Domestic Violence Awareness Month (Attachment) Not a CEQA project.

Proclamation: Cybersecurity Awareness Month (Attachment) Not a CEQA project.

Presentation: San Francisquito Creek Joint Powers Authority update (Presentation) Not a CEQA project.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov

City Council Special and Regular Meeting Agenda
October 10, 2023

J. Consent Calendar
J1. Accept the City Council meeting minutes for September 12, 2023 (Attachment) Not a CEQA project.

J2. Approve advisory body annual work plan for the Parks and Recreation Commission (Staff Report #23-224-CC)
Not a CEQA project.

J3. Adopt a resolution to uphold an appeal of Complete Streets Commission Resolution No. 2022-4 authorizing the installation of no parking zones adjacent to the 660 Roble Ave. driveway (Staff Report #23-225-CC)
Not a CEQA project.

J4. Authorize the city manager to execute an amendment to the services agreement with the City of Redwood City for the annual maintenance of the Atherton Channel (Staff Report #23-226-CC) Not a CEQA project.

J5. Receive and file the annual inflation protection adjustment of $0.50 per hour for an approved local minimum wage effective Jan. 1, 2024, of $16.70 per hour (Staff Report #23-227-CC) Not a CEQA project.

J6. Authorize the city manager to execute an amendment to the professional software subscription services agreement with Accela, Inc. for continued access to the Civic Platform land management system in an amount not to exceed $1,496,598 over a period of five years (Staff Report #23-231-CC)
Not a CEQA project.

J7. Approve the resolution to authorize the city manager to execute all documents necessary to complete the acquisition of 975 Florence Ln., Unit 8, Menlo Park, CA 94025 and approve the appropriation of below market rate housing funds not to exceed $408,949 to purchase and retain the property in the below market rate housing program (Staff Report #23-233-CC) Not a CEQA project.

K. Regular Business
K1. Review and authorize staff to submit the revised Housing Element for the 2023 to 2031 planning period to the California Department of Housing and Community Development (Staff Report #23-228-CC)
Not a CEQA project.

K2. Consider and adopt a resolution for a closure of a portion of Ryans Lane between Crane Street and Escondido Lane for outdoor dining opportunities (Staff Report #23-230-CC) (Presentation) Determine this action is categorically exempt under CEQA Guidelines §15301 for existing facilities.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov

City Council Special and Regular Meeting Agenda
October 10, 2023

L. Study Session
L1. Provide direction to staff on expending state award of $2.25 million for communitywide electrification project (Staff Report #23-234-CC) (Presentation) Not a CEQA project.

M. Informational Items
M1. City Council agenda topics: October – Nov. 7, 2023 (Staff Report #23-232-CC) Not a CEQA project.

M2. Transmittal of city attorney billing (Staff Report #23-229-CC) Not a CEQA project.

N. City Manager Report's
O. City Councilmember Reports
P. Adjournment
At every regular meeting of the City Council, in addition to the public comment period where the public shall have the right to address the City Council on any matters of public interest not listed on the agenda, members of the public have the right to directly address the City Council on any item listed on the agenda at a time designated by the chair, either before or during the City Council’s consideration of the item.

At every special meeting of the City Council, members of the public have the right to directly address the City Council on any item listed on the agenda at a time designated by the chair, either before or during consideration of the item.

For appeal hearings, appellant and applicant shall each have 10 minutes for presentations.

If you challenge any of the items listed on this agenda in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City of Menlo Park at, or before, the public hearing.

Any writing that is distributed to a majority of the City Council by any person in connection with an agenda item is a public record (subject to any exemption under the Public Records Act) and is available by request by emailing the city clerk at [email protected]. Persons with disabilities, who require auxiliary aids or services in attending or participating in City Council meetings, may call the City Clerk’s Office at 650-330-6620.

Agendas are posted in accordance with Cal. Gov. Code §54954.2(a) or §54956. Members of the public can view electronic agendas and staff reports by accessing the City website at menlopark.gov/agendas and can receive email notification of agenda postings by subscribing at menlopark.gov/subscribe. Agendas and staff reports may also be obtained by contacting City Clerk at 650-330-6620. (Posted: 10/05/2023) City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov

AGENDA ITEM I-1
Recognizing October as Latino
Heritage Month
WHEREAS, Governor Gavin Newsom has issued a proclamation recognizing Latino Heritage Month in the State of California; and
WHEREAS, during Latino Heritage Month, we honor and celebrate the immeasurable contributions and unique stories of Latinos, California’s largest ethnic group; and WHEREAS, Californians know that our strength and prosperity lie in our state’s diversity, including the 15.6 million Latino Californians with roots that can be traced across the Americas, indigenous communities of Latin America and Africa, and beyond; and WHEREAS, generations of Latinos throughout history have helped build our state and local community as we know it, standing against inequalities and injustices and shaping the social, political and economic landscapes of the state of California; and WHEREAS, we recognize that Latino communities have always been and will always be deeply rooted in California’s history, identity, and success, contributing to local vibrancy and growth every day as teachers and business owners, scientists and soldiers, farmworkers and first responders, artists and activists, colleagues, neighbors, and friends; and WHEREAS, we also recognize the persistent disparities and disproportionate challenges that Latino communities face, and support the statewide expansion of access to health coverage, and the advancement of major investments in educational equity and affordable housing among other targeted investments and efforts; and
WHEREAS, this month and every month let us honor and celebrate the rich history, culture, tradition, and innumerable contributions Latinos make to our society and community; NOW THEREFORE, BE IT RESOLVED that I, Jen
Wolosin, Mayor of the City of Menlo Park, on behalf of
the City Council and the City, do hereby proclaim
October 2023, as Latino Heritage Month.

Jen Wolosin, Mayor
October 10, 2023
Page I-1.1

AGENDA ITEM I-2
Recognizing October as National
Domestic Violence Awareness Month
WHEREAS, domestic violence touches all communities, affecting tens of millions of people of all genders, sexual orientations, ages, racial, ethnic, cultural, social, religious, and economic groups in the United States and here in California; and WHEREAS, 1 in 4 women and 1 in 7 men will experience severe abuse at the hands of an intimate partner during their lifetime, and over 15.5 million children are exposed to domestic violence every year, figures which indicate that every single person in our country, state, and city knows someone who has been impacted by this public health crisis; and WHEREAS, marginalized groups, including undocumented individuals, transgender individuals, and people living with disabilities have increased vulnerability to domestic violence; and WHEREAS, domestic violence and intimate partner violence can have life-long consequences emotionally, mentally, socially, spiritually and physically; and WHEREAS, although progress has been made toward preventing and ending domestic violence and providing support to survivors and their families, important work remains to be done; and WHEREAS, domestic violence programs in California provide essential, lifesaving services for survivors, their children, and communities; and
WHEREAS, there is a need to provide education, awareness and understanding of domestic violence and its causes; and
WHEREAS, all communities deserve access to culturally responsive prevention programs and initiatives to improve overall community health and safety by challenging the societal norms that perpetuate violence; and
WHEREAS, every October, Domestic Violence Awareness Month, first observed in 1987, provides the opportunity to learn to recognize signs of domestic violence, promote awareness, develop skills that allow us to support survivors of domestic violence, and honor those who have lost their lives to domestic violence;
NOW, THEREFORE LET IT BE RESOLVED, that I, Jen
Wolosin, Mayor of the City of Menlo Park, on behalf of the City Council, hereby recognize and acknowledge October
2023 as National Domestic Violence Awareness Month.

Jen Wolosin, Mayor
October 10, 2023
Page I-2.1

AGENDA ITEM I-3
Recognizing October as
Cybersecurity Awareness Month
WHEREAS, the City of Menlo Park recognizes that it plays a vital role in identifying, protecting its residents from, and responding to cybersecurity threats that may have significant impact to our individual and collective safety and privacy; and WHEREAS, critical infrastructure (i.e., financial services, educational institutions, energy, telecommunications, transportation, utilities, health care, and emergency response systems) is increasingly reliant on the support of information systems and technology; and
WHEREAS, cybersecurity education and awareness are crucial for everyone, including large corporations, small businesses, financial institutions, schools, government agencies, non-profit organizations, the home user, and anyone who connects to the internet, be it with a computer, mobile phone, or other internet-connected device; and WHEREAS, monitoring your accounts, being conscientious of what you share online, keeping computer software up to date, creating unique passwords and changing them regularly, installing antivirus programs and firewalls, and using mobile devices and other internet-connected devices safely, are ways people and organizations can protect themselves from phishing, viruses, ransomware, other types of malware, financial loss, and loss of sensitive data; and
WHEREAS, maintaining the security of cyberspace is a shared responsibility in which each of us has a critical role to play, and awareness of essential cyber hygiene will improve the security of the City of Menlo Park’s information, infrastructure, and economy; and
WHEREAS, the Federal Government of the United States of America, the U.S.

Department of Homeland Security’s Cybersecurity and Infrastructure Security Agency (cisa.gov), the Multi-State Information Sharing and Analysis Center (cisecurity.org/msisac), the National Association of State Chief Information Officers (nascio.org), and the National Cyber Security Alliance (staysafeonline.org) recognize October as Cybersecurity Awareness Month; and that in recognition of this, the twentieth year of Cybersecurity Awareness Month, all are encouraged to reduce online risks by visiting these websites, using the resources and learning about cybersecurity so they can put that knowledge into practice in their homes, schools, workplaces, and businesses; NOW, THEREFORE, BE IT RESOLVED that I, Jen Wolosin,
Mayor of the City of Menlo Park, on behalf of the City Council and the City, do hereby designate October 2023 as
Cybersecurity Awareness Month.

Jen Wolosin, Mayor
October 10, 2023
Page I-3.1
San Fracisquito Creek JPA
Reach 2 Project and SAFER Bay
Project Updates
The SFCJPA – Made up of 5 gov’t entitiesWhy we exist
– To reduce flood risks
What we do
– Plan, find $ for, and build stuff
I4-PRESENTATION
tĞ>ŝǀĞŝŶĂ
tĂƚĞƌƐŚĞĚ
• ΕϰϱƐƋƵĂƌĞŵŝůĞƐ• ^ƵƉƉŽƌƚƐĚŝǀĞƌƐĞŚĂďŝƚĂƚƐĂŶĚ
ƐƉĞĐŝĞƐ
• DĂŶLJƚƌŝďƵƚĂƌŝĞƐŝŶƚŚĞ^
DŽƵŶƚĂŝŶƐ
• ůĂƌŐĞĂůůƵǀŝĂůĨĂŶĂĐƌŽƐƐƚŚĞ
ǀĂůůĞLJĨůŽŽƌ
• tĞůŝǀĞŽŶƚŚĞĂŶĐĞƐƚƌĂů
ŚŽŵĞůĂŶĚŽĨƚŚĞKŚůŽŶĞƉĞŽƉůĞƐ
DŝĚĚůĞĨŝĞůĚZĚ͘
&
DϭϬϬzĞĂƌ&ůŽŽĚWůĂŝŶ
Reach 1 or Downstream Project
Broke ground in 2016
– Completed in
20191 ½ Miles of widened channel, new floodwalls and levees, expanded trailOver 9000 cfs capacity – planned for
100yr storm, plus 3 ½ feet of sea level rise, plus freeboardMarsh restoration between the levees and beyond Friendship BridgeProtects East Palo Alto and eastern Palo Alto directly. Protects Menlo Park and Palo Alto indirectly. WŚŽƚŽĐƌĞĚŝƚ͗^ĂŶƚĂůĂƌĂsĂůůĞLJtĂƚĞƌŝƐƚƌŝĐƚ͕ϮϬϭϵ Reach 2 Project follows Reach 1 and has
four components1. Newell Road Bridge replacement
– Palo Alto
leading

2. Channel Widening
– USACE CAP205 Project
with Valley Water support

3. Top-of-Bank
– SFCJPA and Valley Water
leading

4. Pope-Chaucer Bridge replacement – SFCJPA
and Valley Water leading
^ĐŚĞĚƵůĞĂŶĚEĞdžƚ^ƚĞƉƐ
• ZĞƉůĂĐĞŵĞŶƚŽĨƚŚĞEĞǁĞůůZŽĂĚ
ƌŝĚŐĞŝƐƉůĂŶŶĞĚĨŽƌƐƵŵŵĞƌϮϬϮϰ
• ŚĂŶŶĞůtŝĚĞŶŝŶŐĂŶĚdŽƉͲŽĨͲĂŶŬ
ǁŽƌŬŝƐƉůĂŶŶĞĚĨŽƌƐƵŵŵĞƌϮϬϮϱ
• ZĞƉůĂĐĞŵĞŶƚŽĨƚŚĞWŽƉĞͲŚĂƵĐĞƌ
ƌŝĚŐĞŝƐƉůĂŶŶĞĚĨŽƌƐƵŵŵĞƌϮϬϮϲΎ
Lessons from the New Year’s Eve storm
Hydraulic Model vs. Observed Creek Behavior
oActual flood breakout locations were different than
predicted in the hydraulic model used for designs
Changes in creek behavior require validating our model and our project designs o A LiDAR survey of parts of the creek channel has
been done and data is being reviewed
o Schaaf & Wheeler have been retained to do an
independent evaluation of the model
ŝƚŝnjĞŶKďƐĞƌǀĂƚŝŽŶŽĨƌĞĞŬƌĞĂŬŽƵƚ>ŽĐĂƚŝŽŶƐ
dŚĞEĞǁzĞĂƌ͛Ɛ^ƚŽƌŵƌĞƐƵůƚĞĚŝŶďƌĞĂŬŽƵƚƐĂŶĚĨůŽŽĚŝŶŐ͘dŚŝƐŝƐĂĚŝĂŐƌĂŵŽĨůŽĐĂƚŝŽŶƐĂŶĚƌĞůĂƚŝǀĞĂŵŽƵŶƚƐŽĨĐƌĞĞŬĨůŽŽĚŝŶŐŽďƐĞƌǀĞĚďLJĂDĞŶůŽWĂƌŬƌĞƐŝĚĞŶƚ͕:ŝŵtŝůĞLJ͘dŚŝƐŝƐŶŽƚĂŶŽĨĨŝĐŝĂůƌĞĐŽƌĚĂŶĚĚŽĞƐŶŽƚƌĞĨůĞĐƚĨůŽŽĚŝŶŐĚĞƚĂŝůƐŽŶƚŚĞWĂůŽůƚŽƐŝĚĞ͘ Over-arching Reach 2 Project Objectives
• Contain storm flow “of
record” (the “flood of ’98”)
• No transfer of risk
• Design a project that
regulatory agencies will permit
• New insights from our
hydraulic analysis may change some project details
WŚŽƚŽĐƌĞĚŝƚ͗W͘Ƶƌƚ͕ϯϭĞĐ͘ϮϬϮϮ͘hƉƐƚƌĞĂŵĨĂĐĞŽĨWŽƉĞͲŚĂƵĐĞƌďƌŝĚŐĞ SAFER Bay Project Update
Strategy to Advance Flood protection, Ecosystems, and Recreation along San Francisco
Bay
ϭϬ
SAFER Bay Project Schedule
• March 2023
– December 2024
ƒ Evaluations to support EIR existing conditionsƒ 10% to 30% flood protection design (all reaches)ƒ Proposed mitigation approach • May 2025
• Public Draft Project Description
• November 2023- May 2024
• 30% flood protection/restoration design (projectspecific reaches) • October 2025
• Draft EIR released
ϭϭ
ϭϮ
Conceptual Flood Protection Features
Project Information Links
Reach 2 project information can be found on the SFCJPA’s website at:https://www.sfcjpa.org/reach-2-upstream-projectInformation about Palo Alto’s Newell Road Bridge project can be found on the City’s website at: https://www.cityofpaloalto.org/newellSAFER Bay project information can be found on the SFCJPA website at: https://www.sfcjpa.org/safer-bay-project Questions and Discussion

,.

MENLO PARK
AGENDA ITEM J-1
City Council
REGULAR MEETING MINUTES – DRAFT
Date: 9/12/2023
Time: 6:00 p.m.

Locations: Teleconference and
City Council Chambers
751 Laurel St., Menlo Park, CA 94025
Regular Session
A. Call To Order
Mayor Wolosin called the meeting to order at 6:05 p.m.

B. Roll Call

Present: Combs (remote – AB 2449 Just Cause), Doerr (remote – Brown Act and entered the meeting at 7:04 p.m.), Nash, Taylor, Wolosin

Absent: None
Staff: City Manager Justin I. C. Murphy, Assistant City Manager Stephen Stolte, City Attorney Nira F. Doherty, Assistant to the City Manager/City Clerk Judi A. Herren C. Report from Closed Session
No reportable actions.

D. Agenda Review
The City Council reordered the agenda taking I. Consent Calendar and J1. Public Hearing before H. Study Session.

E. Public Comment
 Jenny Michel spoke in support of Senate Bill 58 (SB 58).  Bill Kirsch spoke in support of the Ravenswood Avenue project, removal of street parking on Menlo Avenue after El Camino Real and the installation of bike routes.  Doug Wise spoke on concerns related to safety issue of electric bicycles (e-bikes).  Menlo Park Legends baseball program representative David Klein spoke on concerns and provided solutions about a downed tree at Nealon Park, which damaged a fence in March.

P. Closed Session – public comment
P1. Closed session conference with labor negotiators pursuant to Government Code §54957.6 regarding labor negotiations with the American Federation of State, County, and Municipal Employees Local 829 (AFSCME)
Agency designated representatives: City Manager Justin I.C. Murphy, Administrative Services Director Brittany Mello, Assistant City Manager Stephen Stolte, City Attorney Nira Doherty, Special City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.1

City Council Regular Meeting Minutes – DRAFT
September 12, 2023

Counsel Charles Sakai
P2. Conference with real property negotiators pursuant to Government Code §54956.8 Property location: 975 Florence Ln., Unit 8, Menlo Park, CA City negotiators: Justin I.C. Murphy, Nira Doherty, Deanna Chow Negotiating parties: Paul Goswamy (Owner)
Under negotiation: Price, terms of payment, property negotiations  Kristen Leep with donated time from Judy Leep spoke on the 975 Florence Ln., Unit 8, purchasing process and requested assistance.

P3. Conference with legal counsel – existing litigation Paragraph (1) of subdivision (d) of Section 54956.9)
Name of case: Tobias Kunze and Liliana Kunze Briseno v. City of Menlo Park (Case No. 3-CIV00590) P4. Conference with legal counsel – anticipated litigation (Paragraph (2) of subdivision (d) of Gov. Code § 54956.9) Significant exposure to litigation: One case
F. Presentations and Proclamations
F1. Proclamation: National Preparedness Month (Attachment)  Jenny Michel spoke on economic disparity, climate breakdown and disproportional impacts from disasters.

Mayor Wolosin read the proclamation (Attachment).

Lynne Bramlett with MPC Ready accepted the proclamation.

F2. Proclamation: National Service Dog Month (Attachment) Mayor Wolosin read the proclamation (Attachment).

Samara Crasilneck and Dana Kavy accepted the proclamation.

F3. Presentation: San Mateo County Mosquito and Vector Control District annual update (Attachment) San Mateo County Mosquito and Vector Control District’s Public Health Education and Outreach Officer Rachel Curtis-Robles made the presentation (Attachment).

G. Advisory Body Vacancies and Appointments
G1. Consider applicant and make an appointment to fill a vacancy on the Finance and Audit Commission (Staff Report #23-198-CC)
Assistant to the City Manager/ City Clerk Judi A. Herren introduced the item.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.2

City Council Regular Meeting Minutes – DRAFT
September 12, 2023

The City Council made an appointment to fill a vacancy on the Finance and Audit Commission:
 Susan Prohaska – term expiring April 30, 2024
I. Consent Calendar
I1. Accept the City Council meeting minutes for August 15, 22, and 29, 2023 (Attachment) I2. Award a construction contract to One Workplace for the Menlo Park Community Campus furniture project (Staff Report #23-199-CC)
ACTION: Motion and second (Nash/ Taylor), to approve the consent calendar, passed 4-0 (Doerr absent).

J. Public Hearing
J1. Adopt a resolution to abandon a storm drain easement at 1585 Bay Laurel Dr. (Staff Report #23-200-CC)
Senior Civil Engineer Rambod Hakhamaneshi made the presentation (Attachment).

Mayor Wolosin opened the public hearing.

Mayor Wolosin closed the public hearing.

ACTION: Motion and second (Nash/ Wolosin), to adopt a resolution ordering the vacation and abandonment of a storm drain easement lying within 1585 Bay Laurel Dr., passed 4-0 (Doerr absent).

H. Study Session
H1. Provide direction on restarting the Neighborhood Traffic Management Program (Staff Report #23-201-CC)
Assistant Public Works Director Hugh Louch made the presentation (Attachment).  Bill Kirsch spoke in support of designing streets to produce lowered speeds instead of waiting until there is speeding and implementing traffic calming.  Katie Behroozi spoke in support of streamlining the Neighborhood Traffic Management Program (NTMP) to make it easier to add traffic calming measures to neighborhood streets.  Adina Levin spoke in support of staff proposed changes to the NTMP, in support of using City repaving projects to make proactive street safety improvements, and focusing City safety investments in areas with the greatest safety challenges.  Daniel Hom spoke in support streamlining the NTMP program and improving safety on Willow Road, especially for people crossing the road.
 Pam D. Jones requested a reassessment of Hamilton Avenue stop signs and an evaluation of e-bike speeds and continued education for bicyclists.

The City Council received clarification on citywide traffic calming measures, ci10tywide speed limit, previously requested or implemented NTMP projects, sensitive populations, NTMP focus and City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.3

City Council Regular Meeting Minutes – DRAFT
September 12, 2023

prioritization of streets.

The City Council discussed separating parking restrictions from the NTMP, rubber speed humps, traffic volume and population density correlation (e.g., Chilco Street), prioritizing school zones, reassessing Hamilton Avenue stop signs, e-bike safety concerns, thresholds for most dangerous streets including sensitive populations (schools, seniors, new residential, etc.) and Options 1 and 2 presented by staff.

The City Council directed staff to return with an update on the Vision Zero Action Plan, followed by refinement of the NTMP process/flow chart, development of criteria and prioritization of sensitive populations, and focusing the program on speed reductions and safety requests. Staff will also identify how the NTMP program changes would impact resource allocation for transportation requests and projects.

K. Regular Business
K1. Authorize the city manager to execute an agreement with Team Sheeper, Inc., to operate Burgess Pool and the future Menlo Park Community Campus aquatics center (Staff Report #23-206-CC) Library and Community Services Director Sean Reinhart and Library and Community Services Supervisor Tricia Mullan made the presentation (Attachment).

Tim Sheeper made a presentation.
 Robert Peck spoke in support of amending the agreement to allow SOLO Aquatics (SOLO) space at the pools and increasing termination notice from five to 30 days.  John Martin spoke in support of including SOLO in the agreement.  Drew Nelson spoke in support of including SOLO in the agreement.  Kathryn Brottem spoke in support of including SOLO in the agreement.  EJ Shakiby spoke in support of including SOLO in the agreement.  Siobhan Pickett spoke in support of including SOLO in the agreement.  Sahil Pesai spoke in support of including SOLO in the agreement.  Kathryn Saxton spoke in support of including SOLO in the agreement.  Fang Paulson spoke in support of including SOLO in the agreement.  Leanne Breckenridge spoke in support of including SOLO in the agreement.  Sadbera Raj spoke in support of including SOLO in the agreement.  Jessica Gronski spoke in support of including SOLO in the agreement.  Tarun Patel spoke in support of including SOLO in the agreement.  Adrian Kunze Briseno spoke in support of including SOLO in the agreement.  Matthew Pistorino spoke in support of including SOLO in the agreement.  Kathryn Todd spoke in support of including SOLO in the agreement.  Ryan Williams spoke in support of including SOLO in the agreement.  Tom McRae spoke in support of including SOLO in the agreement.  Katherine Afanasiev spoke in support of including SOLO in the agreement.  Marlene Santoyo read a comment into the record regarding the proposed fees.  Tobias Kunze Briseno spoke in support of including SOLO in the agreement and increasing the termination notice from five to 30 days.
 Eric Kuhnen spoke in support of including SOLO in the agreement.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.4

City Council Regular Meeting Minutes – DRAFT
September 12, 2023

 Olga Afanasiev spoke in support of including SOLO in the agreement and increasing the termination notice from five to 30 days.

The City Council took a recess at 9:32 p.m.

The City Council reconvened at 9:41 p.m.

The City Council received clarification on the absence of a SOLO exhibit in the agreement, inclusion of a clause for city to approve the use and termination of subcontractors, emergency preparedness and training, user fees, termination notice, timeline and potential 30-day extension, request for proposal (RFP) original requests and liquidated damages.

The City Council discussed the subcommittee’s process and goals, including a SOLO exhibit in the agreement, additional engagement with SOLO, Palo Alto’s agreement with Team Sheeper Inc. (Sheeper), mutual indemnification, acknowledging highest priority program as water safety, compliments and complaints process, procedure, and accessibility and comparable/similar services at both pools.

The Subcommittee received clarification on specifications in the agreement and requested changes (Attachment):
 Remove “City must make changes to the facility that operator requests, and those must be removed after the contract ends, and the city must pay for those.” from agreement.  “Duty” is on the pool deck, watching the pool.
 Update initial term three years and extended term one year.  Requiring Livescans for all employees and non-employees who work with or have contact with minors, at operator’s expense.
 Remove “aquatics” from “Annual gross revenues include any and all of Operator’s income related to aquatics programs and operations that take place in whole or in part at Premises.”  Remove waiver of revenue share in year one, but remove the $20,000 minimum.  Language update to Section 15. Liquidated damages (k-1.20).  Updates to Ex F related to checks, cleans, repairs, and replaces items for “Pool” and on deck” to Operator opposed to City.
 Janitorial services at Burgess provided by Operator.
 All reports to be quarterly.

ACTION: By acclamation, the City Council extended the meeting past 11 p.m.

The City Council directed staff to include mutual indemnification, adding city reserves the right to request a meet and confer with the city and Operator for any schedule change before implementation, compliments and complaints should be sent/received to/from Operator and city, to include a SOLO exhibit in the agreement consistent with the exhibit in past agreements, Operator to provide residency information in report outs, and for annual gross revenues to include any and all Operator’s income related to aquatics programs and operations that take place in whole or in part at premises.

ACTION: Motion and second (Wolosin/ Combs), to authorize the city manager to execute an aquatics operator agreement (Agreement) with Team Sheeper, Inc., at Burgess Pool and the future Menlo Park Community Campus (MPCC) aquatics center, subject to the revisions and direct staff to finalize the City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.5

City Council Regular Meeting Minutes – DRAFT
September 12, 2023

agreement, 3-2 (Nash and Taylor dissented).

K2. Adopt a resolution to authorize left-turn restrictions from Oak Grove Avenue onto Garwood Way and Merrill Street (Staff Report #23-203-CC)
Assistant Public Works Director Hugh Louch introduced the item.

The City Council received clarification on safety and access concerns.

ACTION: Motion and second (Nash/ Wolosin), to adopt a resolution to authorize left-turn restrictions from Oak Grove Avenue to Merrill Street and Garwood Way to address safety concerns, passed unanimously.

K3. Receive and file report on labor relations and receive public input on upcoming labor negotiations with Service Employees International Union Local 521, Temporary Employees Unit (Staff Report #23-197-CC)
Administrative Services Director Britany Mello introduced the item.

ACTION: Motion and second (Taylor/ Nash), to receive and file report on labor relations and receive public input on upcoming labor negotiations with Service Employees International Union Local 521, Temporary Employees Unit (SEIU), passed unanimously.

L. Informational Items
L1. City Council agenda topics: September – October 2023 (Staff Report #23-207-CC) L2. Transmittal of city attorney billing (Staff Report #23-202-CC) L3. Police department quarterly update – Q2 April 2023 – June 2023 (Staff Report #23-208-CC) The City Council received clarification on number and types of stops and violations.

L4. Update on City’s Housing Element Update project status and next steps (Staff Report #23-204-CC)
Discussed call with California Department of Housing and Community Development (HCD) and City and timeline.

L5. City Council fiscal year 2023-24 priorities work plan (Staff Report #23-205-CC) M. City Council Initiated Items
M1. Direction on former Sunset magazine campus (Staff Report #23-209-CC) City Councilmember Combs withdrew this request.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.6

City Council Regular Meeting Minutes – DRAFT
September 12, 2023

M2. Direction on the USGS campus on Middlefield Road (Staff Report #23-210-CC) City Councilmember Combs withdrew this request.

N. City Manager Report's
City Manager Justin Murphy reported out on public works open house.

O. City Councilmember Reports
City Councilmember Nash reported out on a multi-jurisdictional meeting that discussed the Stanford Community plan.

P. Closed Session
P1. Closed session conference with labor negotiators pursuant to Government Code §54957.6 regarding labor negotiations with the American Federation of State, County, and Municipal Employees Local 829 (AFSCME)
Agency designated representatives: City Manager Justin I.C. Murphy, Administrative Services Director Brittany Mello, Assistant City Manager Stephen Stolte, City Attorney Nira Doherty, Special Counsel Charles Sakai
P2. Conference with real property negotiators pursuant to Government Code §54956.8 Property location: 975 Florence Ln., Unit 8, Menlo Park, CA City negotiators: Justin I.C. Murphy, Nira Doherty, Deanna Chow Negotiating parties: Paul Goswamy (Owner)
Under negotiation: Price, terms of payment, property negotiations P3. Conference with legal counsel – existing litigation Paragraph (1) of subdivision (d) of Section 54956.9)
Name of case: Tobias Kunze and Liliana Kunze Briseno v. City of Menlo Park (Case No. 3-CIV00590) P4. Conference with legal counsel – anticipated litigation (Paragraph (2) of subdivision (d) of Gov. Code § 54956.9) Significant exposure to litigation: One case
Q. Adjournment
Mayor Wolosin adjourned to the closed session at 12:11 a.m.

Mayor Wolosin adjourned the meeting at 12:50 a.m.

Assistant to the City Manager/ City Clerk Judi A. Herren City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-1.7

,.

MENLO PARK
AGENDA ITEM J-2
City Manager's Office

STAFF REPORT
City Council
Meeting Date: 10/10/2023
Staff Report Number: 23-224-CC
Consent Calendar: Approve advisory body annual work plan for the Parks and Recreation Commission
Recommendation
Staff recommends that the City Council approve the annual work plan for the Parks and Recreation Commission (PRC) (Attachment A).

Policy Issues
City Council Policy #CC-23-004 (Attachment B) defines the policies and procedures and roles and responsibilities for Menlo Park appointed commissions and committees. Each commission is required to develop an annual work plan in support of the City Council work plan and seek City Council approval no later than Sept. 30 of each year per the policy. All commission work plans are subject to City Council approval or modification.

Background
The PRC is charged primarily with advising the City Council on matters related to City programs and facilities dedicated to recreation. The City Council last approved the PRC work plan Sept. 20, 2022.

Analysis
The PRC's draft work plan includes seven goals. The PRC approved the attached work plan Sept. 27. The Menlo Park Community Campus (MPCC) project continues to be a top priority of the PRC. The PRC continues to provide a forum for public information about park and recreation issues and encourage and facilitate robust public comment and participation. New work plan goals include a review of updates to the Library and Community Services departmental strategic plan, annual review of the department’s proposed budget, and to advise on maintenance and upgrades to recreational facilities.

Impact on City Resources
There is no impact on City resources.

Environmental Review
This action is not a project within the meaning of the California Environmental Quality Act (CEQA Guidelines §§15378 and 15061(b)(3) as it will not result in any direct or indirect physical change in the environment.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 www.menlopark.gov Page J-2.1

Staff Report #: 23-224-CC
Public Notice
Public notification was achieved by posting the agenda, with the agenda items being listed, at least 72 hours prior to the meeting.

Attachments
A. PRC work plan
B. City Council Policy #CC-23-004
Report prepared by:

Judi A. Herren, Assistant to the City Manager/ City Clerk Report reviewed by:

Nick Szegda, Assistant Library and Community Services Director Tricia Mullan, Library and Community Services Supervisor City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 www.menlopark.gov Page J-2.2

MENLO PARK

ATTACHMENT A
Parks and Recreation Commission work plan
Library and Community Services Department
800 Alma Street, Menlo Park CA 94025
Proposed October 10, 2023
Work plan goals

1. As an advisory body to the City Council and a forum for public information about park and recreation issues, encourage and facilitate robust public comment and participation at Commission meetings. • Foster a public meeting environment that is inclusive of all members of the diverse Menlo Park community. • Focus on resident input and grow relationships with residents throughout the City of Menlo Park.

2. Support and advise the development and launch of the Menlo Park Community Campus (MPCC), including but not limited to topics such as recreational programming, service integration, and policies within the shared space environment in the new facility, as directed by City Council. • Review programs and services with a focus on the provision of high-quality programs and services for all Menlo Park residents.
• Ensure that the programs and services offered at the MPCC contribute to satisfying the needs of the neighborhood it serves, and be integrated into a system that is accessible to residents of all ages and abilities throughout the City.

3. Facilitate the goals laid out in the 2019 Parks and Recreation Facility Master Plan (PRFMP). • Review emerging recreational trends for possible inclusion in future PRFMP addendums.

4. Advise on the maintenance and upgrade of recreational facilities. Advise on the modification of existing programs and facilities to meet community needs. When reviewing Library and Community Services projects, prioritize accessibility, safety, and sustainability.
• Review upgrades and modifications made to Willow Oaks Park. • Review upgrades and modifications made to Burgess Park play structures.

5. Periodically receive staff presentations and reports about major service areas and programs. Maintain a 12- month schedule of planned Commission agenda items; update and post for public review monthly.

6. Review and advise on updates to the department strategic plan and advise on any strategic plan updates made after the opening of the MPCC.

7. Annually review departmental budget proposal before presentation to City Council, focusing on any potential impacts to recreation facilities and services. Review and advise on potential synergies with or support from other City departments.

Work plan history
Action Date Notes
Work plan recommended to PRC September 27, 2023 Commission approved Click or tap here to enter text. Click or tap to enter a date. Click or tap here to enter text.

Page J-2.3

OF

MENLO PARK
Page J-2.4

COMMISSIONS/COMMITTEES POLICIES AND

PROCEDURES, ROLES AND RESPONSIBILITIES

ATTACHMENT B
City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
Purpose
To define policies and procedures and roles and responsibilities for Menlo Park appointed commissions and committees.

Authority
Upon its original adoption, this policy replaced the document known as “Organization of Advisory Commissions of the City of Menlo Park.”
Background
The City of Menlo Park currently has seven active Commissions. The active advisory bodies are: Complete Streets Commission, Environmental Quality Commission, Finance and Audit Commission, Housing Commission, Library Commission, Parks and Recreation Commission, and Planning Commission. Those not specified in the City Code are established by City Council ordinance or resolution. Most of these advisory bodies are established in accordance with Resolution No. 2801 and its amendments. Within specific areas of responsibility, each advisory body has a primary role of advising the City Council on policy matters or reviewing specific issues and carrying out assignments as directed by the City Council or prescribed by law.

Six of the seven commissions listed above are advisory in nature. The Planning Commission is both advisory and regulatory and organized according to the City Code (Ch. 2.12) and State statute (Government Code §65100 et seq., §65300-65401).

The City has an adopted Anti-Harassment and Non-Discrimination Policy (CC-21-0022), and a Travel, Meal, and Lodging Policy (CC-19-002), which are also applicable to all advisory bodies.

Policies and Procedures
Relationship to City Council, staff and media
• Upon referral by the City Council, the commission/committee shall study referred matters and return their recommendations and advise to the City Council. With each such referral, the City Council may authorize the City staff to provide certain designated services to aid in the study. • Upon its own initiative, the commission/committee shall identify and raise issues to the City Council’s attention and from time to time explore pertinent matters and make recommendations to the City Council. • At a request of a member of the public, the commission/committee may consider appeals from City actions or inactions in pertinent areas and, if deemed appropriate, report and make recommendations to the City Council. • Each commission/committee is required to develop an annual work plan which will be the foundation for the work performed by the advisory body in support of City Council annual work plan. The plan, once finalized by a majority of the commission/committee, will be formally presented to the City Council for direction and approval no later than September 30 of each year and then reported out on by a representative of the advisory body at a regularly scheduled City Council meeting at least annually, but recommended twice a year. The proposed work plan must align with the City Council’s adopted work plan. When modified, the work plan must be taken to the City Council for approval. The Planning Commission is exempt from this requirement as its functions are governed by the Menlo Park municipal code (Chapter 2.12) and State law (Government Code §65100 et seq, §65300-65401). • Commissions and committees shall not become involved in the administrative or operational matters of City departments. Members may not direct staff to initiate major programs, conduct large studies or establish department policy. City staff assigned to furnish staff services shall be available to provide general staff assistance, such as preparation of agenda/notice materials and minutes, general review of department programs and activities, and to perform limited studies, program reviews, and other services of a general staff nature.

Commissions/Committees may not establish department work programs or determine department program priorities. The responsibility for setting policy and allocating scarce City resources rests with the City’s duly elected representatives, the City Council.
• Additional or other staff support may be provided upon a formal request to the City Council. • The staff liaison shall act as the commission/committee’s lead representative to the media concerning matters before the commission/committee. Commission/Committee members should refer all media inquiries to their respective liaisons for response. Personal opinions and comments may be expressed so long as the commission/committee member clarifies that their statements do not represent the position of the City Council. • Commission/Committee members will have mandatory training every two years regarding the Brown Act and

2 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
parliamentary procedures, anti-harassment training, ethics training, and other training required by the City Council or State Law. The commission/committee members may have the opportunity for additional training, such as training for chair and vice chair. Failure to comply with the mandatory training will be reported to the City Council and may result in replacement of the member by the City Council. • Requests from commission/committee member(s) determined by the staff liaison to take one hour or more of staff time to complete, must be directed by the City Council.

Role of City Council commission/committee liaison
City Councilmembers are assigned to serve in a liaison capacity with one or more city commission/committee. The purpose of the liaison assignment is to facilitate communication between the City Council and the advisory body.

The liaison also helps to increase the City Council's familiarity with the membership, programs and issues of the advisory body. In fulfilling their liaison assignment, City Councilmembers may elect to attend commission/committee meetings periodically to observe the activities of the advisory body or simply maintain communication with the commission/committee chair on a regular basis.

City Councilmembers should be sensitive to the fact that they are not participating members of the commission/committee, but are there rather to create a linkage between the City Council and commission/committee. In interacting with commissions/committee, City Councilmembers are to reflect the views of the City Council as a body. Being a commission/committee liaison bestows no special right with respect to commission/committee business.

Typically, assignments to commission/committee liaison positons are made at the beginning of a City Council term in December. The Mayor will ask City Councilmembers which liaison assignments they desire and will submit recommendations to the full City Council regarding the various committees, boards, and commissions which City Councilmembers will represent as a liaison. In the rare instance where more than one City Councilmember wishes to be the appointed liaison to a particular commission, a vote of the City Council will be taken to confirm appointments.

City Staff Liaison
The City has designated staff to act as a liaison between the commission/committee and the City Council. The City shall provide staff services to the commission/committee which will include:
• Developing a rapport with the Chair and commission/committee members • Providing a schedule of meetings to the city clerk’s office and commission/committee members, arranging meeting locations, maintaining the minutes and other public records of the meeting, and preparing and distributing appropriate information related to the meeting agenda. • Advising the commission/committee on directions and priorities of the City Council. • Informing the commission/committee of events, activities, policies, programs, etc. occurring within the scope of the commission/committee’s function.
• Ensuring the city clerk is informed of all vacancies, expired terms, changes in offices, or any other changes to the commission/committee.
• Providing information to the appropriate appointed official including reports, actions, and recommendations of the committee/commission and notifying them of noncompliance by the commission/committee or chair with City policies.
• Ensuring that agenda items approved by the commission/committee are brought forth in a timely manner taking into consideration staff capacity, City Council priorities, the commission/committee work plan, and other practical matters such as the expense to conduct research or prepare studies, provided appropriate public notification, and otherwise properly prepare the item for commission/committee consideration. • Take action minutes; upon agreement of the commission, this task may be performed by one of the members (staff is still responsible for the accuracy and formatting of the minutes) • Maintain a minute book with signed minutes
Recommendations, requests and reports
As needed, near the beginning of City Council meetings, there will be an item called “Advisory Body Reports.” At this time, commissions/committees may present recommendations or status reports and may request direction and support from the City Council. Such requests shall be communicated to the staff liaison in advance, including any written materials, so that they may be listed on the agenda and distributed with the agenda packet. The materials being Page J-2.5

3 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
provided to the City Council must be approved by a majority of the commission/committee at a commission/committee meeting before submittal to the City Council. The City Council will receive such reports and recommendations and, after suitable study and discussion, respond or give direction.

City Council referrals
The city clerk shall transmit to the designated staff liaison all referrals and requests from the City Council for advice and recommendations. The commissions/committees shall expeditiously consider and act on all referrals and requests made by the City Council and shall submit reports and recommendations to the City Council on these assignments.

Public appearance of commission/committee members
When a commission/committee member appears in a non-official, non-representative capacity before the public, for example, at a City Council meeting, the member shall indicate that they are speaking only as an individual. This also applies when interacting with the media and on social media. If the commission/committee member appears as the representative of an applicant or a member of the public, the Political Reform Act may govern this appearance. In addition, in certain circumstances, due process considerations might apply to make a commission/committee member’s appearance inappropriate. Conversely, when a member who is present at a City Council meeting is asked to address the City Council on a matter, the member should represent the viewpoint of the particular commission/committee as a whole (not a personal opinion).

Disbanding of advisory body
Upon recommendation by the Chair or appropriate staff, any standing or special advisory body, established by the City Council and whose members were appointed by the City Council, may be declared disbanded due to lack of business, by majority vote of the City Council.

Meetings and officers

1. Agendas/notices/minutes
• All meetings shall be open and public and shall conduct business through published agendas, public notices and minutes and follow all of the Brown Act provisions governing public meetings. Special, canceled and adjourned meetings may be called when needed, subject to the Brown Act provisions. • Support staff for each commission/committee shall be responsible for properly noticing and posting all regular, special, canceled and adjourned meetings. Copies of all meeting agendas, notices and minutes shall be provided to the City Council, city manager, city attorney, city clerk and other appropriate staff, as requested. • Original agendas and minutes shall be filed and maintained by support staff in accordance with the City’s adopted records retention schedule.
• The official record of the commissions/committees will be preserved by preparation of action minutes.

2. Conduct and parliamentary procedures
• Unless otherwise specified by State law or City regulations, conduct of all meetings shall generally follow Robert’s Rules of Order.
• A majority of commission/committee members shall constitute a quorum and a quorum must be seated before official action is taken.
• The chair of each commission/committee shall preside at all meetings and the vice chair shall assume the duties of the chair when the chair is absent.
• The role of the commission/committee chair (according to Roberts Rules of Order): To open the session at the time at which the assembly is to meet, by taking the chair and calling the members to order; to announce the business before the assembly in the order in which it is to be acted upon; to recognize members entitled to the floor; to state and put to vote all questions which are regularly moved, or necessarily arise in the course of the proceedings, and to announce the result of the vote; to protect the assembly from annoyance from evidently frivolous or dilatory motions by refusing to recognize them; to assist in the expediting of business in every compatible with the rights of the members, as by allowing brief remarks when undebatable motions are pending, if they think it advisable; to restrain the members when engaged in debate, within the rules of order, to enforce on all occasions the observance of order and decorum among the members, deciding all questions of order (subject to an appeal to the assembly by any two members) unless when in doubt he prefers to submit the question for the decision of the assembly; to inform the assembly when necessary, or when referred to for the purpose, on a point of order to practice pertinent to pending business; to authenticate by their signature, when necessary, all the acts, orders, and proceedings of the assembly declaring it will and in all things obeying its commands.

Page J-2.6

4 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840

3. Lack of a quorum
• When a lack of a quorum exists at the start time of a meeting, those present will wait 15 minutes for additional members to arrive. If after 15 minutes a quorum is still not present, the meeting will be adjourned by the staff liaison due to lack of a quorum. Once the meeting is adjourned it cannot be reconvened. • The public is not allowed to address those commissioners present during the 15 minutes the commission/committee is waiting for additional members to arrive. • Staff can make announcements to the members during this time but must follow up with an email to all members of the body conveying the same information.
• All other items shall not be discussed with the members present as it is best to make the report when there is a quorum present.

4. Meeting locations and dates
• Meetings shall be held in designated City facilities, as noticed. • All commissions/committees with the exception of the Planning Commission, and Finance and Audit Commission shall conduct regular meetings once a month. Special meetings may also be scheduled as required by the commission/committee. The Planning Commission shall hold regular meetings twice a month and the Finance and Audit Commission shall hold quarterly meetings. • Monthly regular meetings shall have a fixed date and time established by the commission/committee. Changes to the established regular dates and times are subject to the approval of the City Council. An exception to this rule would include any changes necessitated to fill a temporary need in order for the commission/committee to conduct its meeting in a most efficient and effective way as long as proper and adequate notification is provided to the City Council and made available to the public.

The schedule of Commission meetings is as follows:
• Complete Streets Commission – Every second Wednesday at 6:30 p.m. • Environmental Quality Commission – Every third Wednesday at 6 p.m. • Finance and Audit Commission – Third Thursday of every quarter at 5:30 p.m., • Housing Commission – Every first Wednesday at 6:30 p.m. • Library Commission – Every third Monday at 6:30 p.m.
• Parks and Recreation Commission – Every fourth Wednesday at 6:30 p.m. • Planning Commission – Twice a month on a Monday at 7 p.m.

Each commission/committee may establish other operational policies subject to the approval of the City Council.

Any changes to the established policies and procedures shall be subject to the approval of the City Council.

5. Off-premises meeting participation
While technology allows commission/committee members to participate in meetings from a location other than the meeting location (referred to as “off-premises”), off-premises participation is discouraged given the logistics required to ensure compliance with the Brown Act and experience with technological failures disrupting the meeting. In the event that a commission/committee member believes that their participation is essential to a meeting, the following shall apply:
• Any commission/committee member intending to participate from an off-premise location shall inform the staff liaison at least two weeks in advance of the meeting.
• The off-premise location must be identified in the notice and agenda of the meeting. • Agendas must be posted at the off-premise location.
• The off-premise location must be accessible to the public and be ADA compliant. • The commission/committee member participating at a duly noticed off-premises location does not count toward the quorum necessary to convene a meeting of the commission/committee. • For any one meeting, no more than one commission/committee member may participate from an off-premise location.
• All votes must be by roll call.

6. Selection of chair and vice chair
• The chair and vice chair shall be selected in May of each year by a majority of the members and shall serve for one year or until their successors are selected.
• Each commission/committee shall annually rotate its chair and vice chair.

Page J-2.7

5 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
G. Memberships
Appointments/Oaths
• The City Council is the appointing body for all commissions/committees. All members serve at the pleasure of the City Council for designated terms.
• All appointments and reappointments shall be made at a regularly scheduled City Council meeting, and require an affirmative vote of not less than a majority of the City Council present. • Before taking office, all members must complete an Oath of Allegiance required by Article XX, §3, of the Constitution of the State of California. All oaths are administered by the city clerk or their designee. • Appointments made during the middle of the term are for the unexpired portion of that term.

Application and selection process
• The application process begins when a vacancy occurs due to term expiration, resignation, removal or death of a member.
• The application period will normally run for a period of four weeks from the date the vacancy occurs. If there is more than one concurrent vacancy in a Commission, the application period may be extended. Applications are available from the city clerk’s office and on the City’s website. • The city clerk shall notify members whose terms are about to expire whether or not they would be eligible for reappointment. If reappointment is sought, an updated application will be required. • Applicants are required to complete and return the application form for each commission/committee they desire to serve on, along with any additional information they would like to transmit, by the established deadline.

Applications sent by email are accepted.
• After the deadline of receipt of applications, the city clerk shall schedule the matter at the next available regular City Council meeting. All applications received will be submitted and made a part of the City Council agenda packet for their review and consideration. If there are no applications received by the deadline, the city clerk will extend the application period for an indefinite period of time until sufficient applications are received. • Upon review of the applications received, the City Council reserves the right to schedule or waive interviews, or to extend the application process in the event insufficient applications are received. In either case, the city clerk will provide notification to the applicants of the decision of the City Council. • If an interview is requested, the date and time will be designated by the City Council. Interviews are open to the public.
• The selection/appointment process by the City Council shall be conducted at a City Council meeting. The city clerk will ask each City Councilmember for their nominations; the number of nominations is limited to the number of vacancies. The candidate that receives a majority of nominations will be appointed. If there is a tie, multiple rounds of voting will occur.
• Following a City Council appointment, the city clerk shall notify successful and unsuccessful applicants accordingly, in writing. Appointees will receive copies of the City’s Non-Discrimination and Sexual Harassment policies, and disclosure statements for those members who are required to file under State law as designated in the City’s Conflict of Interest Code. Copies of the notification will also be distributed to support staff and the commission/committee chair.
• An orientation will be scheduled by the city clerk following an appointment (but before taking office) and a copy of this policy document will be provided at that time.

Attendance
• A compilation of attendance will be submitted to the City Council at least annually listing absences for all commissions/committee members.
• Absences, which result in attendance at less than two-thirds of their meetings during the calendar year, will be reported to the City Council and may result in replacement of the member by the City Council. • Any member who feels that unique circumstances have led to numerous absences can appeal directly to the City Council for a waiver of this policy or to obtain a leave of absence. • While it is expected that members be present at all meetings, the chair and staff liaison should be notified if a member knows in advance that they will be absent.
• When reviewing commissioners for reappointment, overall attendance at full commission meetings will be given significant consideration.

Page J-2.8

6 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
Compensation
• Members shall serve without compensation (unless specifically provided) for their services, provided, however, members shall receive reimbursement for necessary travel expenses and other expenses incurred on official duty when such expenditures have been authorized by the City Council (See Policy CC-19-002).

Conflict of interest and disclosure requirements
• A Conflict of Interest Code has been updated and adopted by the City pursuant to Government Code §87300 et seq. Copies of the conflict of interest code are filed with the city clerk. Pursuant to the adopted Conflict of Interest Code, members serving on the Complete Streets Commission, Housing Commission, and Planning Commission are required to file a Statement of Economic Interest with the city clerk to disclose personal interest in investments, real property and income. This is done within 30 days of appointment and annually thereafter. A statement is also required within 30 days after leaving office. • If a public official has a conflict of interest, the Political Reform Act may require the official to disqualify themselves from making or participating in a governmental decision, or using their official position to influence a governmental decision. Questions in this regard may be directed to the city attorney.

Qualifications, compositions, number
• In most cases, members shall be residents of the City of Menlo Park and at least 18 years of age. • Current members of any other City commission/committee are disqualified for membership, unless the regulations for that advisory body permit concurrent membership. Commission/Committee members are strongly advised to serve out the entirety of the term of their current appointment before seeking appointment on another commission/committee.
• Commission/Committee members shall be permitted to retain membership while seeking any elective office.

However, members shall not use the meetings, functions or activities of such bodies for purposes of campaigning for elective office.
• There shall be seven (7) members on each commission/committee.

Reappointments, resignations, removals
• Incumbents seeking a reappointment are required to complete and file an application with the city clerk by the application deadline. No person shall be reappointed to a commission/committee who has served on that same body for two consecutive terms; unless a period of one year has lapsed since the returning member last served on that commission/committee (the one-year period is flexible subject to City Council’s discretion). • Resignations must be submitted in writing to the city clerk, who will distribute copies to City Council and appropriate staff.
• The City Council may remove a member by a majority vote of the City Council without cause, notice or hearing.

Term of office
• Unless specified otherwise, the term of office for all commission/committees shall be four (4) years unless a resignation or a removal has taken place.
• If a person is appointed to fill an unexpired term and serves less than two years, that time will not be considered a full term. However, if a person is appointed to fill an unexpired term and serves two years or more, that time will be considered a full term.
• Terms are staggered to be overlapping four-year terms, so that all terms do not expire in any one year. • If a member resigns before the end of their term, a replacement serves out the remainder of that term.

Vacancies
• Vacancies are created due to term expirations, resignations, removals or death. • Vacancies are posted by the city clerk in the City Council Chambers bulletin board and on the city website. • Whenever an unscheduled vacancy occurs in any commission/committee, a special vacancy notice shall be posted within 20 days after the vacancy occurs. Appointment shall not be made for at least 10 working days after posting of the notice (Government Code §54974).
• On or before December 31 of each year, an appointment list of all regular advisory commissions/committees of the City Council shall be prepared by the city clerk and posted in the City Council Chambers bulletin board and on the City’s website. This list is also available to the public. (Government Code §54972, Maddy Act).

Page J-2.9

Page J-2.10
7 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
Roles and Responsibilities
Complete Streets Commission
The Complete Streets Commission is charged primarily with advising the City Council on realizing the City's adopted goals for complete streets, vision zero, climate action plan, and provide input on major land use and development projects as it relates to transportation. The Complete Streets Commission's responsibilities include:
• To advance the goals of the city’s newly adopted climate action plan by making alternatives to driving safer and more attractive
• Advise City Council on the implementation of the transportation master plan. • Continue to advocate for and advise the City Council on planning and installing pedestrian and bicycle rail crossing and safe cycling/pedestrian infrastructure.
• Continue to support City Council in ongoing initiatives to improve access to Downtown and support downtown businesses.
• Continue to support the implementation of the Safe Routes to School strategy and advocate for community engagement, program continuity and engineering implementation. • Continue to support City Council’s role as a stakeholder with regard to regional multi-modal and transportation demand management programs projects to increase
Environmental Quality Commission
The Environmental Quality Commission is committed to helping the City of Menlo Park to be a leading sustainable city that inspires institutions and individuals and that is well positioned to manage present and future environmental impacts, including the grave threat of climate change. The Environmental Quality Commission is charged primarily with advising the City Council on matters involving climate change, environmental protection, and sustainability.. Specific focus areas include:
• Climate Action Plan - Advise and recommend on the implementation of the climate action plan. • Climate Resilience and Adaptation - Ensure that our most vulnerable communities have a voice in policies and programs to protect their communities from environmental impacts. • Urban Canopy - Leverage best practices to advise/recommend on the preservation of heritage trees, city trees and expansion of the urban canopy; and make determinations on appeals of heritage tree removal permits. • Green and Sustainable Initiatives – Support sustainability initiatives, as needs arise, which may include city-led events, habitat protection, healthy ecology, environmental health protection, healthy air, surface water runoff quality, water conservation and waste reduction.

Finance and Audit Commission
The Finance and Audit Commission is charged primarily to support delivery of timely, clear and comprehensive reporting of the City’s fiscal status to the community at large. Specific focus areas include:
• Review the process for periodic financial reporting to the City Council and the public, as needed • Review financial audit and annual financial report with the City’s external auditors • Review of the resolution of prior year audit findings • Review of the auditor selection process and scope, as needed Housing Commission
The Housing Commission is charged primarily with advising the City Council on housing matters including housing supply and housing related problems. Specific focus areas include:
• Community attitudes about housing (range, distribution, racial, social-economic problems) • Programs for evaluating, maintaining, and upgrading the distribution and quality of housing stock in the City • Planning, implementing and evaluating City programs under the Housing and Community Development Act of 1974
• Review and recommend to the City Council regarding the Below Market Rate (BMR) program • Initiate, review and recommend on housing policies and programs for the City • Review and recommend on housing related impacts for environmental impact reports • Review and recommend on State and regional housing issues • Review and recommend on the Housing Element of the General Plan

8 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
Library Commission
The Library Commission is charged primarily with advising the City Council on matters related to the maintenance and operation of the City’s libraries and library systems. Specific focus areas include:
• The scope and degree of library activities
• Maintenance and protection of City libraries
• Evaluation and improvement of library service
• Acquisition of library materials
• Coordination with other library systems and long range planning • Literacy and ESL programs
Parks and Recreation Commission
The Parks and Recreation Commission is charged primarily with advising the City Council on matters related to City programs and facilities dedicated to recreation. Specific focus areas include:
• Those programs and facilities established primarily for the participation of and/or use by residents of the City, including adequacy and maintenance of such facilities as parks and playgrounds, recreation buildings, facilities and equipment
• Adequacy, operation and staffing of recreation programs • Modification of existing programs and facilities to meet developing community needs • Long range planning and regional coordination concerning park and recreational facilities Planning Commission
The Planning Commission is organized according to State Statute. • The Planning Commission reviews development proposals on public and private lands for compliance with the General Plan and Zoning Ordinance.
• The Commission reviews all development proposals requiring a use permit, architectural control, variance, minor subdivision and environmental review associated with these projects. The Commission is the final decision-making body for these applications, unless appealed to the City Council. • The Commission serves as a recommending body to the City Council for major subdivisions, rezoning’s, conditional development permits, Zoning Ordinance amendments, General Plan amendments and the environmental reviews and Below Market Rate (BMR) Housing Agreements associated with those projects. • The Commission works on special projects as assigned by the City Council.

Special Advisory Bodies
The City Council has the authority to create standing committees, task forces or subcommittees for the City, and from time to time, the City Council may appoint members to these groups. The number of persons and the individual appointee serving on each group may be changed at any time by the City Council. There are no designated terms for members of these groups; members are appointed by and serve at the pleasure of the City Council.

Any requests of city commissions or committees to create such ad hoc advisory bodies shall be submitted in writing to the city clerk for City Council consideration and approval.

Procedure history
Action Date Notes
Procedure adoption 1991 Resolution No. 3261
Procedure adoption 2001
Procedure adoption 2011
Procedure adoption 2013 Resolution No. 6169
Procedure adoption 2017 Resolution No. 6377
Procedure adoption 6/8/2021 Resolution No. 6631
Page J-2.11

9 COMMISSIONS/COMMITTEES POLICIES AND PROCEDURES, ROLES AND RESPONSIBILITIES City Council Policy #CC-23-004
Adopted June 27, 2023
Resolution No. 6840
Procedure adoption 3/1/2022 Resolution No. 6706
Procedure adoption 3/8/2022 Resolution No. 6718
Procedure adoption 9/20/2022 Resolution No. 6776
Procedure adoption 1/10/2023 Resolution No. 6803
Procedure adoption 6/27/2023 Resolution No. 6840
Page J-2.12

,.

MENLO PARK
AGENDA ITEM J-3
Public Works

STAFF REPORT
City Council
Meeting Date:

Staff Report Number:
10/10/2023
23-225-CC
Consent Calendar: Adopt a resolution to uphold an appeal of Complete Streets Commission Resolution No. 2022-4
authorizing the installation of no parking zones
adjacent to the 660 Roble Ave. driveway
Recommendation
Staff recommends that the City Council adopt a resolution (Attachment A) to uphold an appeal of Complete Streets Commission (CSC) Resolution No. 2022-4 authorizing installation of no parking zones adjacent to the 660 Roble Ave. driveway.

Policy Issues
Section 11.24.026 of the City’s Municipal Code authorizes the CSC to designate a “No Parking Zone” (i.e., red curb) adjacent to driveways, intersections, and crosswalks under specific criteria for safety concerns.

Section 11.24.028 of the Municipal Code permits any Menlo Park resident, business owner, or property owner to appeal the CSC’s decision to the City Council within 15 days.

Background
Request
Staff received resident feedback concerning inadequate line of sight for drivers turning onto Roble Avenue from the 660 Roble Ave. driveway. The residents stated that, due to parked vehicles adjacent to both sides of the driveway, drivers are forced to encroach onto Roble Avenue before they can clearly see approaching vehicles from both directions. Currently, the driveway has 3 feet of red curb to the east (right) and 10 feet of red curb to the west (left). It is located approximately 260 feet from El Camino Real to the east and 240 feet from Curtis Street to the west (Attachment B).

This segment of Roble Avenue has a prima facie speed of 25 miles per hour (mph), and has been signed as a 15 mph school zone when children are present as one of the main access roads to Lydian Academy located at the northwest corner of El Camino Real and Roble Avenue. Prima facie speed is the default speed established by the California Vehicle Code for local access roads, when a speed limit sign is not present.

Analysis
Evaluation
According to the American Association of State Highway and Transportation Officials’ (AASHTO), policy on Geometric Design of Highway and Streets, 155 feet of stopping sight distance is required for 25 mph roadways or 80 feet for 15 mph roadways. Given a 15 mph school zone would only be in effect when City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-3.1

Staff Report #: 23-225-CC
children are present, staff used 25 mph for purposes of the evaluation.

Based on field investigation, the line of sight falls below the minimum 155 feet when vehicles are parked adjacent to the driveway. To get a clear view of approaching vehicles, drivers exiting the driveway must encroach onto Roble Avenue before proceeding, as shown in the exhibit for Attachment A.

To achieve at least 155 feet stopping sight distance in each direction requires adding 30 feet of additional red curb to the east and 38 feet of additional red curb to the west, or approximately two parking spaces on each side.

Complete Streets Commission decision and appeal
On Sept. 14, 2022, the CSC discussed and unanimously voted to approve staff’s recommendation. One member of the public spoke in opposition of the parking removal. Attachment C provides a hyperlink to the staff report.

On Sept.22, 2022, the City received an appeal to the CSC’s approval from another member of the public.

The appellant stated that “[t]he driveway is located on the right and the parking spaces on the left do not have any impact on line of sight.” For orientation, the reference to left and right is viewed from the street, not a car existing the driveway at 660 Roble Ave.

Appeal evaluation
On March 28, the City Council heard the appeal, received comments from five members of the public, and directed staff to uphold the appeal. Attachment D provides a hyperlink to the staff report. The City Council expressed concern that the presence of a Cypress bush adjacent to the property and behind the sidewalk creates sight line issues that should be addressed before considering parking removal. Since the meeting, the Cypress bush was removed.

During the meeting, the City Council also expressed concern that removing parking in this particular instance could lead to a removal of a significant amount of parking, given the commonality of this situation, especially in and near downtown. The City Council directed staff to return with an updated approach to reviewing driveway sight line requests.

Assembly Bill 413, currently awaiting action by the Governor, would require local jurisdictions to remove parking 20 feet in advance of any marked or unmarked crosswalk (i.e., at all intersections and mid-block crosswalks), consistent with national best practice for improving the safety of pedestrian crossings. If the legislation is signed or if otherwise directed by City Council, staff would bring forward an update to the City’s Municipal Code and an implementation approach to adhere to the new requirement. At the same time, staff intends to provide an update to the approach used to evaluate parking removal requests adjacent to driveways as directed by the City Council. In the interim, staff are not advancing parking removal requests for situations that are similar to the Roble Avenue request (e.g., similar speeds and traffic volumes) and continue to advance requests on higher speed and volume streets where there is a more substantial safety concern. Since the initial appeal was heard, staff have received one request that was not advanced (on University Drive) and three requests that were (on Valparaiso Avenue and Campbell Avenue). The Complete Streets Commission approved parking removals at these three locations June 14 and none were appealed.

Impact on City Resources
There is no impact on City resources for this action.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-3.2

Staff Report #: 23-225-CC
Environmental Review
This action is not a project within the meaning of the California Environmental Quality Act (CEQA) Guidelines §§ 15378 and 15061(b)(3) as it will not result in any direct or indirect physical change in the environment.

Public Notice
Public Notification was achieved by posting the agenda, with the agenda items being listed, at least 72 hours prior to the meeting.

Attachments
A. Resolution
B. Project map
C. Hyperlink – Sept. 14, 2022 Complete Streets Commission Staff Report:
menlopark.gov/files/sharedassets/public/v/1/agendas-and-minutes/complete-streets-commission/2022- meetings/agendas/20220914-complete-streets-commission-agenda.pdf#page=37 D. Hyperlink – March 28 City Council Staff Report: menlopark.gov/files/sharedassets/public/v/2/agendasand-minutes/city-council/2023-meetings/agendas/20230328-city-council-agenda-packet.pdf#page=115 Report prepared by:

Kevin Chen, Senior Transportation Engineer
Report reviewed by:

Hugh Louch, Assistant Public Works Director – Transportation City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-3.3

ATTACHMENT A
RESOLUTION NO. XXXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENLO PARK

UPHOLDING THE APPEAL OF COMPLETE STREETS COMMISSION
RESOLUTION 2022-4 AUTHORIZING THE INSTALLATION OF NO PARKING ZONES ADJACENT TO THE 660 ROBLE AVENUE DRIVEWAY
WHEREAS, the City of Menlo Park received a resident request to evaluate the adequacy of sight distance for the 660 Roble Avenue driveway that is serving an eight-unit multifamily building; and,
WHEREAS, a field investigation revealed limited sight distance in both directions due to vehicles parked adjacent to the driveway; and,
WHEREAS, to achieve at least 155 feet stopping sight distance, extending the existing no parking zones adjacent to both sides of the driveway are required (i.e., 30 feet of new red curb with 3 feet of existing red curb to the east, 38 feet of new red curb with 10 feet of existing red curb to the west); and,
WHEREAS, California Vehicle Code §22507 authorizes local jurisdictions to install parking restrictions on local streets; and,
WHEREAS, Section 11.24.026 of the Menlo Park Municipal Code authorizes the Complete Streets Commission (CSC) to designate no parking zones of up to five spaces outside of the "Downtown/Station Area" in the El Camino Real/Downtown Specific Plan; and, WHEREAS, on September 14, 2022, the CSC adopted Resolution No. 2022-4 authorizing the installation of the recommended no parking zones pursuant to the authority conferred to the City (the “CSC Action”); and,
WHEREAS, on September 22, 2022, the City received an official appeal to the CSC resolution 2022-4 per Section 11.24.028 of the Menlo Park Municipal Code (Appeal No. 20220922); and, WHEREAS, on March 28, 2023, the City Council heard the appeal and directed staff to return with a resolution upholding the appeal and reviewing the City’s approach to evaluating sight line issues at driveways on residential streets; and,
WHEREAS, the City has also worked with the property owner at 660 Roble Avenue to remove a Cypress bush that was impacting sight lines of the sidewalk; and, WHEREAS, the City Council finds and declares that the installation of no parking zones as contemplated and approved by the CSC resolution 2022-4 is not necessary to address safety issues created by a lack of sight distance at 660 Roble Avenue; and, WHEREAS, the City of Menlo Park, acting by and through its City Council, having considered and been fully advised in the matter and good cause appearing therefore.

NOW, THEREFORE, BE IT RESOLVED that the City Council finds the foregoing recitals are true and correct, and they are hereby incorporated by reference into this Resolution.

Page J-3.4

____________________________
Resolution No. XXXX

NOW, BE IT FURTHER RESOLVED that the City Council hereby upholds Appeal No. 20220922 and reverses CSC Resolution 2022-4.

I, Judi A. Herren, City Clerk of Menlo Park, do hereby certify that the above and foregoing City Council Resolution was duly and regularly passed and adopted at a meeting by said City Council on the tenth day of October, 2023, by the following votes:

AYES:

NOES:

ABSENT:

ABSTAIN:

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Official Seal of said City on this __ day of October, 2023.

Judi A. Herren, City Clerk
Page J-3.5
Roble Ave. Parking Removal
Existing Red Curb
Planned Parking Removal 0 75 150
Feet
¯

ROBLE AVE

CURTIS ST
660 ROBLE AVE LIVE OAK AVE

EL CAMINO REAL
LYDIAN

ACADEMY MENLO AVE

SANTA CRUZ AVE
ATTACHMENT B Page J-3.6

,.

MENLO PARK
AGENDA ITEM J-4
Public Works

STAFF REPORT
City Council
Meeting Date:

Staff Report Number:
10/10/2023
23-226-CC
Consent Calendar: Authorize the city manager to execute an amendment to the services agreement with the City
of Redwood City for the annual maintenance of the
Atherton Channel
Recommendation
Staff recommends that the City Council authorize the city manager to execute an amendment (Attachment A) to the existing services agreement (Attachment B) with the City of Redwood City for the annual maintenance of the Atherton Channel (Channel) in the amount of $59,182, bringing the total contract amount to $209,182 for four annual cleanups. The breakdown of increases per year totaling $59,182 are illustrated in Table 1 under the Impact on City Resources section of this report.

Policy Issues
This action is consistent with City policy and municipal code §12.42.14(3), which contemplates alterations to stream channels to accommodate floodwaters and reduce losses from floods. The agreement amount exceeds the city manager’s authority and requires City Council approval.

Background
The Channel (Channel) drains a six-square mile watershed covering Atherton, portions of unincorporated San Mateo County, Redwood City and Menlo Park. The eastern section of the Channel runs parallel to Haven Avenue for approximately 1,000 feet between U.S. Highway 101 and the Bayfront Canal (Canal).

The Channel and Canal empty into Flood Slough through a tide gate control structure. This structure prevents San Francisco Bay water from flowing back into the Canal during high tides; it is operated and maintained by the City of Redwood City. The tide gates close automatically when tide levels in the Bay are high, which prevents the City’s storm water flow from emptying into Flood Slough.

To maintain the cross-sectional capacity of the Channel and minimize the effect of repetitive flooding events, the City has an annual maintenance program to remove debris and vegetation. The work is performed within a portion of the Channel between U.S. Highway 101 and Haven Avenue bridge (Attachment C). Cleaning operations occur annually in October before the rainy season. Before and after photos of previous years’ cleanups are included as Attachment D.

The three-year agreement entered into in September 2022 did not include an escalation factor for the hourly rates and maximum not-to-exceed amounts to perform this work each year. This amendment includes a 3% inflation factor, which will be applied annually. In addition, the original term of the agreement allowed for annual maintenance for four wet seasons, through October 2025 before the 2025-2026 wet season, although the cost of the agreement only allowed for three years of maintenance. This has been updated in this amendment.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-4.1

Staff Report #: 23-226-CC
Analysis
Since 2002, the City has entered into contracts with the City of Redwood City to perform maintenance cleaning operations for the Channel. Redwood City currently maintains the Canal and has the equipment and experience necessary to maintain the Channel. In the past, Redwood City has completed the maintenance work in a timely, safe, and efficient manner that minimizes impacts to vehicular, bicycle and pedestrian traffic along Haven Avenue.

Redwood City staff has performed the maintenance of the Channel outside of normal working hours. The labor hourly rate for the three-year agreement is $210.60 (and increases to $216.92, then $223.42 the following years); this represents Redwood City’s fully burdened rate. This hourly rate has increased $6.14 (3%) from the three-year agreement executed in 2022. Since maintenance of the Channel began in 2002, City staff has occasionally requested quotes from private contractors to ensure the City receives fair pricing.

The bids received have typically been more than twice the Redwood City cost. Staff recommends amending the existing three-year agreement with Redwood City to continue performing maintenance cleaning operations on the Channel.

Impact on City Resources
This amendment will increase the existing three-year agreement by $59,182 to a total contract value of $209,182 for four pre-wet season cleanups. The adopted fiscal year 2023-24 budget includes sufficient funds for this amendment of $1,500.

Table 1: Amended agreement amount
Terms
Original
agreement
amount
Amended
agreement
amount
Year 1 (through Oct. 31, 2022) $50,000 $50,000
Year 2 (Nov. 1, 2022 – Oct. 31) $50,000 $51,500
Year 3 (Nov. 1 – Oct. 31, 2024) $50,000 $53,045
Year 4 (Nov. 1, 2024 – Oct. 31, 2025) N/A $54,637
Total $150,000 $209,182
Environmental Review
The Department of Fish and Wildlife is the lead agency under California Environmental Quality Act (CEQA) and has discretionary authority over the project. In its letter dated Sept. 24, 2015 to the City, and under the 2019-2025 agreement with the City, the Department of Fish and Wildlife determined that the project is exempt from CEQA and filed a notice of exemption.

Public Notice
Public Notification was achieved by posting the agenda, with the agenda items being listed, at least 72 hours prior to the meeting.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-4.2

Staff Report #: 23-226-CC
Attachments
A. City of Redwood City –Amendment No. 1
B. City of Redwood City – executed 2022 agreement
C. Area of work – Channel maintenance
D. Before and after photos of previous years’ cleanups
Report prepared by:

Paige Saber, Senior Civil Engineer - Utilities
Report reviewed by:

Tanisha Werner, Assistant Public Works Director – Engineering City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-4.3

ATTACHMENT A
AMENDMENT NO. 1 TO AGREEMENT FOR SERVICES

CITY OF REDWOOD CITY
This Amendment No. 1 (the “Amendment No. 1”) is entered into and effective as of ___________________, 2023, by and between the City of Menlo Park, a municipal corporation of the State of California (“Menlo Park”), and the City of Redwood City, a charter city and municipal corporation of the State of California (“Redwood City”) (collectively, the “Parties”).

RECITALS
A. The Parties previously executed that certain Agreement for Services, dated as of October 14, 2022 (the “Agreement”).

B. The Parties have negotiated and agreed to the terms and conditions set forth in this Amendment No. 1, including any terms and conditions of the attached Exhibit A, incorporated herein by reference.

NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, the Parties agree as follows:

1. Services provided by Redwood City on or after September 1, 2023 will be subject to the payment terms described in Exhibit A.

2. The not-to-exceed amount for the Agreement is increased by Fifty-Nine Thousand One Hundred Eighty-Two Dollars ($59,182). Including all amendments through Amendment No. 1, the total amount payable under the Agreement will be a notto-exceed amount of Two Hundred Nine Thousand One Hundred Eighty-Two Dollars ($209,182).

3. All other provisions of the Agreement will remain in full force and effect.

4. The individuals executing this Amendment No. 1 each represent and warrant that they have the legal power, right and actual authority to bind their respective cities to the terms and conditions of this Amendment No. 1.

5. If all Parties agree, electronic signatures may be used in place of original signatures on this Amendment No. 1. Each Party intends to be bound by the signatures on the electronic document, is aware that the other Parties will rely on the electronic signatures, and hereby waives any defenses to the enforcement of the terms of this Amendment No. 1 based on the use of an electronic signature. After all Parties agree to the use of electronic signatures, all Parties must sign the document electronically. [The remainder of this page left intentionally blank]
REV: 08-25-23 MI
Page J-4.4
ATTY/AGR.2023/Amend. No.1/City Redwood City (Atherton Channel Cleaning) (Page 1 of 3) ______________________________
_____________________________
_____________________________
_____________________________
_____________________________
_____________________________
FOR CITY OF REDWOOD CITY:

By: Melissa Stevenson Diaz, City
Manager
ATTEST:

Yessika Castro, Interim City Clerk
Date:

FOR CITY OF MENLO PARK:

By: Justin I. C. Murphy, City Manager
ATTEST:
_________________________
Judi A. Herren, City Clerk
APPROVED AS TO FORM:

Nira F. Doherty, City Attorney
Date:

REV: 08-25-23 MI
Page J-4.5
ATTY/AGR.2023/Amend. No.1/City Redwood City (Atherton Channel Cleaning) (Page 2 of 3) Exhibit “A”

PAYMENT TERMS
Redwood City shall provide the services on an hourly basis per the schedules delineated in the table below. Fees will be billed based on actual hours worked and equipment used per the labor and equipment rate schedules of this Amendment No. 1
Labor Rates
Classification
Term 1
(Through
October 31,
2023)
Term 2
(November
1, 2023
through
October 31,
2024)
Term 3
(November
1, 2024
through
October
31, 2025)
Administrative Oversight $210.60 $216.92 $223.42
Lead PW Maintenance Worker $210.60 $216.92 $223.42
Equipment Operator $210.60 $216.92 $223.42
PW Maintenance Worker $210.60 $216.92 $223.42
Equipment Rates
Redwood City’s equipment will be billed according to the Caltrans Equipment Rental Rates and Labor Surcharge fee schedule for the time period in which work activities are performed. Caltrans rental rates are available online at http://www.dot.ca.gov/hq/construc/equipmnt.html.

Anticipated equipment include:
• (1) Clamshell bucket
• (1) 10 Ton Telescopic Crane
• (1) Utility Truck
• (4) Hedge/Brush Trimmers
Maximum Not-to-Exceed Amount
Term
Maximum Not-toExceed Amount
1 (Through October 31, 2023) $51,500
2 (November 1, 2023 through October 31, 2024) $53,045
3 (November 1, 2024 through October 31, 2025) $54,637

GENERAL AMENDMENT FORM
CITY ATTORNEY APPROVED VERSION 11-19-2021 RL

ATTY/AGR.2023/Amend. No.1/City Redwood City (Atherton Channel Cleaning) (Page 3 of 3) Page J-4.6
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTACHMENT B
ĀȀ"!

AGREEMENT FOR SERVICES

CITY OF REDWOOD CITY
THIS AGREEMENT is made and entered into as of the
______________________ (the “Effective Date”), by and between the CITY OF MENLO "! "% #!## PARK, a municipal corporation of the State of California (“Menlo Park”), and CITY OF REDWOOD CITY a charter city and municipal corporation of the State of California. (“Redwood City”).

RECITALS
A. Menlo Park requires annual maintenance services for the Atherton Channel located in Menlo Park.

B. Redwood City has the necessary experience in providing such services.

NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, the Parties agree as follows:

1. Scope of Work. Subject to the terms and conditions of this Agreement, Redwood City shall provide those services described in Exhibit A, along with Exhibit A-1, the Streambed Alteration Agreement (SAA) between the State of California and Menlo Park and Exhibit A-2, the site plan, which documents are incorporated herein by reference. In summary, the scope of services includes but is not limited to vegetation and trash and debris removal from the channel and banks of the Atherton Channel located in Menlo Park.

2. Term. Unless terminated earlier pursuant to Section 17, the term of this Agreement will begin on the Effective Date and will end October 31, 2025.

3. Schedule. Redwood City will adhere to the schedule set forth in Exhibit “A”, provided, that Menlo Park, in its discretion, may grant reasonable extensions.

4. Time is of the Essence. Time is of the essence for each and every provision of this Agreement.

5. Compensation. Menlo Park will pay to Redwood City a not-to-exceed amount of One Hundred Fifty Thousand Dollars ($150,000) for the completion of all the work and services described herein, which sum will include all costs or expenses incurred by Redwood City, payable as set forth in Exhibit “A”.

5.1 Contractor must submit applications for payment that contain the following:

5.1.1 A clear, detailed invoice reflecting Services for which Redwood City is billing Menlo Park;
REV: 09-14-2022 EI
Page J-4.7
ATTY/AGR.2022.328/City of Redwood City (Page 1 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

5.1.2 A summary sheet showing hourly rates (if applicable);

5.1.3 Number of hours worked;

5.1.4 Any backup documentation reasonably necessary to substantiate the preceding items; and

5.1.5 Any changes to the anticipated work schedule.

5.2. The payment made to Redwood City pursuant to the Agreement will be the full and complete compensation to which Redwood City is entitled. Menlo Park will not make any federal or state tax withholdings on behalf of Redwood City or its officers, agents, employees, contractors, or subcontractors (collectively, “Redwood City Personnel”). Menlo Park will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Redwood City or any Redwood City Personnel.

6. Status of Redwood City. Redwood City will perform the Services as an independent contractor and not as an employee of Menlo Park. The persons used by Redwood City to provide services under this Agreement will not be considered employees of Menlo Park for any purposes.

7. Labor Code Prevailing Wage. To the extent required by law, Redwood City will comply with the requirements of the California Labor Code including but not limited to hours of labor, nondiscrimination, payroll records, apprentices, workers’ compensation and prevailing wages. When prevailing wage rules are applicable, the following provisions apply:

7.1. No less than the general prevailing rate of per diem wages for holidays and overtime work, for each craft, classification or type of worker needed to execute the Services under this Agreement will be paid to all workers, laborers and mechanics employed in the execution of the Services by the Redwood City or any subcontractor doing or contracting to do any part of the Services.

7.2. The appropriate determination of the Director of the California Department of Industrial Relations will be filed with and available for inspection at Menlo Park offices.

7.3. Redwood City will post, at each job site, a copy of the prevailing rate of per diem wages.

7.4. The Redwood City will forfeit fifty dollars ($50.00) for each calendar day or portion thereof for each worker paid less than the stipulated prevailing rates for any public work done under the Agreement by it or by any subcontractor under Redwood City.

REV: 09-14-2022 EI
Page J-4.8
ATTY/AGR.2022.328/City of Redwood City (Page 2 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

8. Subcontracting. Redwood City will not subcontract any portion of the Services without prior written approval of the City Manager or their designee.

9. Other Contractors. Menlo Park reserves the right to employ other contractors in connection with the Services.

10. Indemnification.

Redwood City shall defend, hold harmless, and indemnify Menlo Park and its officers, employees, agents, and servants from any and all claims, suits, or actions of every name, kind, and description brought by a third party which arise out of the terms and conditions of this Agreement and which result from the acts or omissions of Redwood City or its officers, employees, agents, and servants.

Menlo Park shall defend, save harmless, and indemnify Redwood City and its officers, employees, agents, and servants from any and all claims, suits, or actions of every name, kind, and description brought by a third party which arise out of the terms and conditions of this Agreement and which result from the acts or omissions of Menlo Park or its officers, employees, agents and servants.

The duty of each party to defend, hold harmless, and indemnify the other as set forth herein shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

In the event of concurrent negligence (or intentional/reckless acts) of Redwood City or its officers, employees, agents and servants, on the one hand, and Menlo Park or its officers, employees, agents, and servants, on the other hand, then the liability for any and all claims for injuries or damage to persons and/or property which arise out of terms and conditions of this Agreement shall be apportioned according to the California theory of comparative fault.

11. Insurance. Redwood City is a government entity which is a member of a Bay Cities Joint Power Insurance Authority (BCJPIA) Accordingly, Redwood City will meet the following insurance standards or the substantial equivalent thereof: Redwood City will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the Services by Redwood City or Redwood City’s agents, representatives, employees or subcontractors. The insurance carrier is required to maintain an A.M. Best rating of not less than “A-:VII”.

11.1 Coverages and Limits. Redwood City, at its sole expense, will maintain the types of coverages and minimum limits indicated below, unless otherwise approved by City in writing. These minimum amounts of coverage will not constitute any limitations or cap on Redwood City's indemnification obligations under this Agreement.

REV: 09-14-2022 EI
Page J-4.9
ATTY/AGR.2022.328/City of Redwood City (Page 3 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

11.1.1 Commercial General Liability Insurance. Redwood City will maintain occurrence based coverage with limits not less than $2,000,000 per occurrence. If the submitted policies contain aggregate limits, such limits will apply separately to the Services, project, or location that is the subject of this Agreement or the aggregate will be twice the required per occurrence limit. The Commercial General Liability insurance policy will be endorsed to name the Menlo Park, its officers, agents, employees and volunteers as additional insureds, and to state that the insurance will be primary and not contribute with any insurance or self-insurance maintained by the Menlo Park.

11.1.2 Business Automobile Liability Insurance. Redwood City will maintain coverage with limits not less than $1,000,000 per each accident for owned, hired and non-owned automobiles. For on-call services agreements, the Business Automobile Liability insurance policy will be endorsed to name the Menlo Park, its officers, agents, employees and volunteers as additional insureds, and to state that the insurance will be primary and not contribute with any insurance or self-insurance maintained by the Menlo Park.

11.1.3 Workers' Compensation Insurance. Redwood City will maintain coverage as required by the California Labor Code. The Workers’ Compensation policy will contain an endorsement stating that the insurer waives any right to subrogation against the Menlo Park, its officers, agents, employees and volunteers.

11.1.4 Employer's Liability Insurance. Redwood City will maintain coverage with limits not less than $1,000,000 per each accident for bodily injury or disease.

11.2. Notice of Cancellation. This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without Redwood City providing thirty (30) days prior written notice to Menlo Park sent pursuant to the Notice provisions of this Agreement.

11.3 Providing Certificates of Insurance and Endorsements. Prior to Menlo Park’s execution of this Agreement, Redwood City will provide to Menlo Park certificates of insurance and above-referenced endorsements sufficient to satisfaction of Menlo Park’s Risk Manager. In no event will Redwood City commence any work or provide any Services under this Agreement until certificates of insurance and endorsements have been accepted by Menlo Park’s Risk Manager. Notwithstanding the above, both Parties will have the right to self-insure against any and all perils and/or liabilities against which it would otherwise be required to insure and will also have the right to effect any such insurance by means of so called “blanket” or “umbrella” policies of insurance.

REV: 09-14-2022 EI
Page J-4.10
ATTY/AGR.2022.328/City of Redwood City (Page 4 of 40)

,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

11.4 Failure to Maintain Coverage. If Redwood City fails to comply with these insurance requirements, then Menlo Park will have the option to declare Redwood City in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Redwood City is responsible for any payments made by Menlo Park to obtain or maintain insurance and Menlo Park may collect these payments from Redwood City or deduct the amount paid from any sums due Redwood City under this Agreement.

11.5 Submission of Insurance Policies. Menlo Park reserves the right to require, at any time, complete copies of any or all required insurance policies and endorsements.

12. Documents. If applicable, Redwood City shall deliver to Menlo Park, on request of Menlo Park’s City Manager, copies of all original papers, documents and any other materials, in electronic or any other form, prepared by Redwood City pursuant to this Agreement.

13. Maintenance of Records. Redwood City will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Redwood City will allow a representative of Menlo Park during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Redwood City will allow Menlo Park to inspect of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

14. Notices. The name of the persons who are authorized to give written notices or to receive written notice on behalf of Menlo Park and on behalf of Redwood City under this Agreement.

For Menlo Park: For Redwood City:

City of Menlo Park City of Redwood City Public Works
Attention: City Manager Services
701 Laurel Street Attention: Wastewater Superintendent
Menlo Park, CA 94025 1400 Broadway Street
Redwood City, CA 94063
Except as otherwise stated, all notices provided under this Agreement must be in writing and delivered by regular and certified mail. Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address.

15. General Compliance with Laws. Redwood City will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Redwood City, or in any way affect the performance of the Services by Redwood City. Redwood City will at all times observe and comply with these laws, REV: 09-14-2022 EI
Page J-4.11
ATTY/AGR.2022.328/City of Redwood City (Page 5 of 40)

,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$. ordinances, and regulations and will be responsible for the compliance of the Services with all applicable laws, ordinances and regulations.

16. Discrimination and Harassment Prohibited. Redwood City will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment.

17. Termination.

17.1 Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement.

17.2 If Redwood City materially fails or refuses to perform any of the provisions of this Agreement, and if Redwood City does not cure the default within fifteen (15) days of the Menlo Park providing a written notice specifying the nature of the default, Menlo Park may terminate this Agreement immediately by giving written notice to Redwood City.

17.3 If Menlo Park materially fails or refuses to perform any of the provisions of this Agreement, and if Menlo Park does not cure the default within fifteen (15) days of Redwood City providing a written notice specifying the nature of the default, Redwood City may terminate this Agreement immediately by giving written notice to City.

17.4 Within ten (10) days of termination pursuant to this Section 17 or of the natural expiration of this Agreement, Redwood City will be entitled to payment on a pro rata basis for the services performed as of the date of termination, to the extent they were performed in accordance with this Agreement.

18. Jurisdiction and Venue. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Mateo, State of California.

The Parties waive all provisions of law providing for a change of venue in these proceedings to any other county.

19. Successors and Assigns. This Agreement will be binding upon the Parties and their respective successors and assigns. Redwood City may not assign this Agreement, nor any part of it, nor any monies due or to become due under it without the prior written consent of Menlo Park, which Menlo Park may not unreasonably withhold.

20. Paragraph Headings. Headings in this Agreement are for convenience only and are not part of any provision in this Agreement. No heading will be construed to change the meaning of any provision.

21. Entire Agreement; Conflicts. This Agreement, together with any other written document referred to or contemplated by it, along with any purchase order or task order REV: 09-14-2022 EI
Page J-4.12
ATTY/AGR.2022.328/City of Redwood City (Page 6 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$. for this Agreement, embodies the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede any purchase order or task order and any other attachment or exhibit.

22. Amendments. This Agreement may only be amended, modified, waived or discharged in a writing signed by both Parties.

23. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Redwood City each represent and warrant that they have the legal power, right and actual authority to bind Redwood City to the terms and conditions of this Agreement.

24. Electronic Signatures. If all Parties agree, electronic signatures may be used in place of original signatures on this Agreement. Each Party intends to be bound by the signatures on the electronic document, is aware that the other Parties will rely on the electronic signatures, and hereby waives any defenses to the enforcement of the terms of this Agreement based on the use of an electronic signature. After all Parties agree to the use of electronic signatures, all Parties must sign the document electronically. (Signature Page Follows)
REV: 09-14-2022 EI
Page J-4.13
ATTY/AGR.2022.328/City of Redwood City (Page 7 of 40)
~ DocuSigned by:

L~
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

FOR CITY OF REDWOOD CITY:
______________________________
By: Melissa Stevenson Diaz, City
Manager
ATTEST:
_____________________________
Pamela Aguilar, City Clerk
"! "' #!##
_____________________________
Date
FOR CITY OF MENLO PARK:
_____________________________
By: Justin I. C. Murphy, City Manager
ATTEST:
_________________________
Judi A. Herren, City Clerk
APPROVED AS TO FORM:
_____________________________
Nira F. Doherty, City Attorney
"! "# #!##
_____________________________
Date
REV: 09-14-2022 EI
Page J-4.14
ATTY/AGR.2022.328/City of Redwood City (Page 8 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

EXHIBIT “A”

SCOPE OF SERVICES AND FEE
Redwood City shall perform removal of debris, trash, vegetation (in-stream and on banks) and roots as part of the annual flood control maintenance of Atherton Channel (Channel) and in accordance with the requirements of the City of Menlo Park’s California Department of Fish and Wildlife (CDFW) Streambed Alteration Agreement (SAA) (Exhibit A-1).

The following tasks shall be performed on an annual basis, by October 31 of each year:

A. Remove and dispose of trash and debris embedded within the Channel using hand tools and a clamshell bucket.

B. Tree and Vegetation Removal:
a. Remove living vegetation in the Channel and on the lower half of the creek banks using hand tools. Trees and other woody vegetation shall only be trimmed, not removed, to the extent necessary to allow a specific level of access and for specific types of equipment (e.g. crane, clamshell bucket) or to restore normal streamflow. b. Remove vegetation and mow levee slopes and top of bank using hand tools. c. Remove trees, shrubs, and emergent wetland plants from the Channel if they are below ordinary high water and are restricting the capacity of the Channel or are causing erosion.
d. Prune branches overhanging the Channel and impacting water flows. Branches in the lower third of any woody plant and less than three (3) inches in diameter may be trimmed.
e. Trim understory ground cover and vines (e.g., mugwort, blackberry, ferns) only as needed.
f. Cut off woody and herbaceous plants, fallen trees or trunks lodged in the bed or bank causing flow restriction at the bed or bank invert with small tools and remove with winch and cable. Root structures shall not be excavated or disturbed. No vegetation shall be removed by excavation or cutting off below the soil. g. No equipment shall be operated within the drip line of trees. Protective fencing shall be placed around the drip lines to prevent compaction of the root zone. No bulldozers, backhoes, or other heavy equipment shall be used to remove trees.

C. Remove and dispose of invasive, non-native plants using hand tools.

D. All personnel/work crew shall receive educational training on species that may be present at the site before being allowed to work on site. The training will be conducted by a qualified biological monitor or biologist under contract with Menlo Park.

E. Place spoils in areas where it could not enter the stream, riparian or wetland areas. To the extent possible, separate vegetation and recyclable materials.

F. Allow wildlife to leave the project site unharmed if encountered during maintenance activities.

G. Coordination of Work:

In order to satisfy specific conditions within the SAA, Menlo Park will utilize a biological services firm under separate contract. The general scope of work to be performed by the qualified biologists and biological monitors includes pre-construction bat surveys and reports, construction work area layout, education training, on-site biological construction monitoring and post-construction reporting. Redwood City will need to coordinate their schedule for performing the maintenance cleaning activities with the selected biological services firm to ensure conformance with all requirements in the SAA. This includes REV: 09-14-2022 EI
Page J-4.15
ATTY/AGR.2022.328/City of Redwood City (Page 9 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$. providing adequate notice and coordination to ensure availability of the biological services firm to perform a pre-construction bat survey within 30 days of starting on-site work, to layout the work area, and to perform education training and site monitoring during all on-site maintenance cleaning activities.

Protection of Channel:

Pursuant to the SAA, the following measures shall be taken to protect the Channel:

A. A clamshell bucket and hand tools shall be used to remove vegetation from the Channel.

B. No equipment shall be placed or operated in the Channel.

C. Mowing shall only occur on top of bank above ordinary high water level and shall not occur within the Channel or lower bank.

D. Staging and storage areas for equipment, materials, fuels, lubricants and solvents shall be located away from the wetted areas.

E. Any equipment or vehicles operated adjacent to the creek areas shall be checked and maintained daily to prevent leaks of materials into the water. Vehicles must be moved 150 feet away from the stream prior to refueling and lubrication.

F. All workers shall decontaminate waders, boots and other clothing that will come in direct contact with the water to prevent the spread of aquatic diseases. The decontamination of clothing and equipment shall comply with the methods included in the SAA - Avoidance and Minimization Measures Item 2.6 (Exhibit A-1). These methods are summarized below, and one or more of these methods shall be used:
a. All equipment shall be dried in an upland location following last aquatic use. The minimum drying time depends on the average daytime temperatures, at least 7 days of drying time for average daytime temperatures more than 80 °F and at least 30 days of drying time for average daytime temperatures less than 80 °F. b. Scalding water wash (at least 140 °F) with varying high and low pressure spray to dislodge pathogens and vegetation.
c. Freezing at a temperature less than 32 °F for more than 72 hours. d. Soaking in a hospital-grade disinfectant solution for at least two minutes.

Disinfected clothing and equipment shall be thoroughly rinsed in a water bath before entering the stream.

Repeat decontamination is required only if the equipment/clothing is removed from the site, used within a different waterbody, and returned to the project site.

Site Considerations
Staging and access for the project will be from the public right-of-way on Marsh Road and Haven Avenue, adjacent to the Channel. No equipment, with the exception of hand tools and clamshell bucket, shall be allowed within the Channel.

Due to site constraints, traffic control will be required. The City of Menlo Park shall provide traffic control devices (e.g. cones, barricades, warning signs, etc.) and other incidentals to control automobile traffic safety around the sites. The City of Menlo Park shall close the sidewalk next to the Channel and re-direct pedestrian traffic while work is in progress. Redwood City shall handle worksite safety and work equipment traffic control if it is required, which shall comply with all City of Menlo Park standards. Construction operations shall be conducted in such a manner to cause as little inconvenience to vehicle and pedestrian traffic as possible.

Redwood City shall follow all City of Menlo Park NPDES requirements and Best Management Practices (e.g. straw or fiber rolls, storm drain filters) to keep miscellaneous litter and trash out of REV: 09-14-2022 EI
Page J-4.16
ATTY/AGR.2022.328/City of Redwood City (Page 10 of 40)
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$. the Channel and storm drains during work activities. Redwood City shall keep the work area and right-of-way clean of debris from project activities. After removal of spoils, Redwood City shall leave the area in as clean a condition as it was before the work.

Disposal of materials removed from the Channel and banks shall be arranged by the City of Menlo Park.

Redwood City shall provide access to toilet facilities for its workers. There are no public facilities near the work site.

Regulatory Provisions
The City of Menlo Park will provide Redwood City personnel with site-specific trainings necessary to perform work under the SAA. The City of Menlo Park will also arrange for any monitoring services (e.g. biological monitor) as required by the SAA.

Equipment
Redwood City shall provide the necessary equipment (e.g. hand tools and a ten-ton telescopic crane truck with a clamshell bucket) for the project. The City of Menlo Park shall provide five yard dump trucks for vegetation and debris removal from job site. However, in the event of an unforeseen equipment, failure such that the annual flood control maintenance cannot be completed prior to October 31 of that year, Redwood City shall notify City of Menlo Park, and at the discretion of the City of Menlo Park, there will be three alternatives to completing the project:
• The City of Menlo Park shall cover the cost of renting replacement equipment for Redwood City’s use, or
• The City of Menlo Park shall pay for all services that were provided by Redwood City, and the City of Menlo Park will assume responsibility for completing the remainder of the project through other means, or
• After Redwood City is able to assess the extent of the equipment failure and provide an estimated timeline for repair or replacement, City of Menlo Park shall seek an extension approval from California Department of Fish and Wildlife so that the project can be completed by Redwood City, given this timeline is agreeable with the needs of the City of Menlo Park.

Scheduling and Hours
The City of Menlo Park shall initiate scheduling with Redwood City each year. The City of Menlo Park shall provide Redwood City with as much advance notice as possible to arrange for personnel and equipment.

The period in which to conduct project activities shall follow the timeline specified in the SAA. The allowable working hours will be 9:00 AM to 3:00 PM on weekdays, 6:00 AM to 6:00 PM on weekends, except where otherwise specified by the City of Menlo Park. Project activities shall span between four (4) to six (6) working days each year, depending on site conditions. Working days are anticipated to be between ten (10) and twelve (12) hours in length.

2. Payment Terms
Redwood City shall provide the services outlined herein on an hourly basis not to exceed $150,000 for the length of the agreement, or an annual amount delineated in the table below.

Fees will be billed based on actual hours worked and equipment used per the labor rate schedule and equipment schedule delineated below.

REV: 09-14-2022 EI
ATTY/AGR.2022.328/City of Redwood City (Page 11 of 40)
Page J-4.17
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

Labor Rates
Classification Hourly Rate
Administrative Oversight $204.46
Lead PW Maintenance Worker $204.46
Equipment Operator $204.46
PW Maintenance Worker $204.46
Equipment Rates
Redwood City’s equipment will be billed according to the Caltrans Equipment Rental Rates and Labor Surcharge fee schedule for the time period in which work activities are performed. Caltrans rental rates are available online at http://www.dot.ca.gov/hq/construc/equipmnt.html.

Anticipated equipment include:
• (1) Clamshell bucket
• (1) 10 Ton Telescopic Crane
• (1) Utility Truck
• (4) Hedge/Brush Trimmers
Maximum Annual Not-to-Exceed Amount
Fiscal Year
Maximum Annual Not-toExceed Amount
2022-2023 $50,000
2023-2024 $50,000
2024-2025 $50,000
REV: 09-14-2022 EI
ATTY/AGR.2022.328/City of Redwood City (Page 12 of 40)
Page J-4.18
!a..Nahl:-al...., B .... -............. ==------- -- DEPAR1'ME.l'fl 0 BayDeJta Rflgion
2825 Code Road, 5u· 100
F: • , aid, CA 911.53~
(707) <1 2,8-2002
'IM"t,' . 'fflld
CJarernce I.J
Oity of r.,1en,lo Par Public Works Department
7011 Lau re I Street
Menlo Paf1k. CA
Dea1r Mr. Li
...Giii
Cl-l:<\Ri..101\! H.. 60,\IH.,W, t:Jlm-cror
Exhibiit A-1
E.xten.s o:n of Lake orr Sb'emn,bedl ~ 1mtiion A,greement. NotifiGm: o.n No. 16010- 2013-0356-R.3 Atilrnetrto Olilanrtel Filoool Co:111.tro.l Mai1n:teRa11ll:ce l he Cs lifornia De,partrneTilt of , ish and Wiildlife '{C'DlrW) 1rerelved ~ur 1request to extend Lake or Strearnbed Alteration Ag,reement (Agreement) and extension fee, for the above 1refe.renic.ed agreement. ODlrW hereby grams your request to ex.tend the Agreen'lent ~ iration from IDece her 31, 2i01,9 to December 31, 20 . All ol:heir conditions in the oiiig1ir11al Agreement re,mif in effect
Copties, of the· oMginal A,gree:rnem: and this Jetter ust be readily availab.le at proJect V.OITTksiites and st be presented When requested by a CDIF\iV representatNe o:r other agency wiith 'ns;peotioo authofiil:y.

If yo:u have any questions regarding t • is 'letter, pleBSce oontact Stephan e f-loJstege; rwiro11ment~I Soien1!ist at (107 10 .. 5104 , ot by emai I at s.te, hanietiolst e:tll
ec: MIIG, l'rlc,
l ay Petetson
t1 m m.corn.
'Department of , 1:Sti and Wi,lcUife
Ueutenant Obe r
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 13 of 40)
Page J-4.19
9'!1!! ore .. ~ C - ., -Df! ...,. cf a'EI Ex:h,ib:it. A-1 iilE'ClllE'.Si iO EXieND L.A:MlE OR SiRIEAMBS'.I AL'IERA'llOlli AO REE!I.U:Ni ASH ANO GAME. 1COOE SEiCiiO N 1002 OR 1611 CFW 2!123 EXIBN EV_ ll5T2!1 ~e 1 -, I
I -'-- ! ••,-i-'-7;---'------;;:;:----t-'---=,,r-::,.----+----:,,.---'-;,---'- ,,.·,,_, □ 1 l/i;"=i, 1~1~ --~~6/~ dJif R.EQUESTTO EX.TE D LAKE OR STREAMBED Al iERAT:ION AGR.EEMENT Cunplee EACH field.. un le:!iS ctherwlse lncllc-atect, and s ubm k AU 1<eq Lllred enclo!I LRl!i. attachm<!ftt-g., and fe-e ID IJl,e CDfW •Imel oftlceJJhat setVe"!I lhearea •where.lihe tprc,ject ~ n OCCJr_ IUIIICb addlUo I pag~ to oo ! lcatloo, ,11 ROOl!-"!l"!la-)1.

1. A'F'AICANi REQUES'll l\iG, EX1'£NSIION
Park Pu'b ic Works [)o.partrn£mt
lro Ill flfJPIJCBltl-1
.for~
.9. IB:"")'!!il'. oom
, to., ,no B'
Do )ID1J aulhorlze ~ Cent.act F'8!1en above to N!',pr-e<S,ent you as )ID'U -B:ll!d Re,prie<Senta11ve? 3_ ex"l'ENSIOl\i "1:£
Note: CllFW ID ,eqllln!d fo dlltemlne ...,ei'l4N" an atemlon l.s comp/eh!! or oll1!'111!'ise p-oc-e.s.s the e.d.en on unNl CDFW IIH receMHI the oon'ed fee_
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 14 of 40)
Page J-4.20
- 0. d
B D ALTERATION AG E NI' Exhibit A-1
ORt 11
2 4.. PROJECT
nnel Flood Con nt nm
r 31 , 019
------------- Dc<ccnnbcr31, 4
' Con on
, Con
2 : , pp,o,,«I. • copy of Ill lonn mu I lllt .,111.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 15 of 40)
Page J-4.21
,Sl.ale,of Cal 01'111
0EP'ARTh1ENT OF FliSI-I ANll • -. ILOLIFE
B~110JI~, R~,
73:29 Silvonila Tran
Naca. C 94558,
111·7 9~S!i00
al'ea i!CIM
Otty of MelJ"llri, P.ark., El'ilglr,e,e,ri·, g IIDMs~t'I 101 Lau~ S _·eet
Meno Patik, •Californ1a 94025
Subject Filn 'Lal!re· ,or Slreamboo Alteration Agreement Mo.tfficatlon 1No. 1600 -013-03!ffi-R3.

Alh :non Cha:nncl Filood Dmtm:I Malnmn1!mca
Exhii bif A. 'ii
Enctosed i 1h.e lin I Strea~ Altem'c!lfol'il A!)i'ee.f'lilienl r.AS.reei"liiertl Hoc- too Alhelton Cl\11 eI1 Rood Conbtil M-ain'b.1111ane& pl'Ojed ('P'rojec ~). !Before me Depailitment may· iss1111e an A;greerrnent-. it must Q0(11Jll!Y 'i\'lllil the Ca1ihme Envin:mmenlall Quality Aci ('Ci:::OA"'j. 11111 lhis case. lime IDep,:e.rtrnen aGtiliilQ as a read ,~e11cy, defel'lllilinedl youpmjecl Is exe~ rrom C11iQA and iliil'ed a oHce o-r e:liiem:p. n f'NO -) 011 Sep.tembe:r 24, 2016.

Untf _ •O~QA; illng ~-NOii: s~;;rl1$ .a 35-cl~ P(ll'llDCII 'Wtlhln vmlch ~ palit}I may d'!all$1'!g~ !tie •fiil'i91 agency's ap~roval ar [l'w!i· project. Yau may lbegl yoiJr p~t tierore lhe 35-dayi pe odl e~lres. If Yo h.ave, obralnef! al n-ecs:ssary !local, s1al8, and rette:r:a.1 permtlS ,or olher a!.lthO~U()n&. 1-kiwev,e,r, If YQ!.I elect to, do :60, ii will be .8/t 'Y(I\Jil"Q.wn i'lsk.

H :vou nave ,any Ql.te&fions re!llarain!ll tl\le, rrnatter, pL'e'aee coll'lltiild S~e IDeLwn, 6nrviro11mentai :S '. mn at (831) 4f().g433 a wlkl rlc, . OIi .

Sirn::erefy,
~4
Craig J. W lgh1man
E11r1Jl,o,nmenlal ?mgram Mlanag r
Bay Cleft& Reg_ion - -
oc:: Lie teoont .!l<ames •Ober
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 16 of 40)
Page J-4.22
eJ!.u .:ORNl\t.. '-DJ•ARTIIIE:!!fT Qi;l ~"!I~ W !Y!!.J~ BAY IIOE:!. li;!I IR!ro!ON
7329 S \l'iE~OO T'f~All
N.-ipA, CALlfORNlA '94558, (707)1 9~S(m
WIWII WIL U FE.CA.00\I'
SilitEAMEIEO ALili'ERA.fiON A GREcMEi\IT
NOOF!Ciit'.ITTON N0•. 1800-20113-03S6-R3
A1!1'1E1riton Creek
Cll't QF M!;J,IUI IP'l'd~K
~T!H6'IT"Oll!l ctllANNEL A.001!) 00 • iROL. ' 1NratU!NCE Exht bi•t A.-'il
this ~ll$amb di Alt~re-tlon Agree:rn.ei'lt ,{Agreement} is ennlered , -to 11:ietwee 111 lile Calif<J mi~ Oeriarilme t of F1eh arid W dlife tCDFW) &ll'ld the City of M:enro Pam (P m, ' ) Je ell't I by AZ:alea Ml ·ch.

REOtTr AIU
WHERE:AS,. Jpu • mm to F""aslrl and Game Cocle (IFGC) sectilon H502,, Permltt . noll di 1 WA!V on September 6, :2013 too· Pelilil'11ttee intiJnrls ro, comp kit _ he pl'Ojoot d8:scrtbed ' ill'I.

WMER~S, pu 'Sl!Jant ID FGC secDnn 1003, CIDFW has detern'iill'fleel _ t !Ille pro-Jed could .s!i/lbstan: a11¥ advell'$8l)" a'tf°$CI '8Jl:lsllng nsti or wil(llife ii'Ets;(luii'cesi and lilaa. included, mea$ll~ In~ e Agl'E!ei'i11ent i'18C(i ·a.-ry to Jl)rolffl ~how te:SO\IJCe&.

WH EFtEAS, Pr,enm-mee ha$ revlewe~ !he Agteeme!id and • ccepts, Its terms am:I 0011dilio!lle, ir1d uw - ~ lhe lfr\eaeull'eS to pl'O!:ect fish and wi'ldlire r-eso1J ,ce NOW' TH - EFO:Rf, Permllli.ee ag ees to, complete the prn~I 111 acoorda1'11C8 1h 1h Agree lifiefll
PROJ]ECT l 10CATION
liM Agr'881111ilnl a - 011me-s ro1.11l.n-e, malnt~nanea Iii"! al'(li;ll$- or A;tM-erto:11 Creek ·ffiat t- I und'or too Ju lsdiotlon af!d li'8$JXlll'IS•billy of lnf.!i Pemllltee. Alhert.0111 Creek 1ie, 1iilbutary -io Ba!f{rt11'1t ~ - al Which Jlb\l'i'S int IFl13od S10-1.1gh atr1d ul~lilillate-lY ilil!O San Francisoo !Ela¥;. iliil RiEK!\lrolXII City, Slat,a i:lf C ifomi.a1.

Pn:ijecl loc8tlcrn1a iffllcfude;
St•e 1. Alherrcm Creek belilree111 H'ig;h,way 1101 and Haven, .A.veriue; ILalrtuoe 31""2£tll6.83ri _, u~gl!ude 122"10'54.:50"\N; :adj:acen lo Assessors Parcel Numtiier (A.PN)•! 055-231..1061) :Md 1l111Cfudiig AIF'N 055-:232-11·0. ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 17 of 40)
Page J-4.23
Exlhi bi't A-1
ti uon :11 IDO-W1~3
Sll'811ffl! di Ill 1111 All
P.81)!12d23 -
Site· 2. At'herton 0118ek between Marsh Ro d and Rollso Ro a; L:alih! e 37P28'54. 02',Nj, ILo:ng d · 122~11m1.07'W: adJ cent to AP : ,056~:251 -250 nd 055a251 -300.

PiROJECill' BESC:RIPTION
A p fl or mill i1IB mahtenanct1· actll\tl • , to, mal, ~aln cl'lan111el capacity nd prevent ffihxid.i!'llg ,of acl,ac _ l"I oomm raal a cl Indus · I areas In the· ·'!Jk:l1111 lly 1Jr A1herkm Creek. 'ha pnf act incL dies. remO\lal ,or '&edlm _ nt; n-strnam 'VIl!{)elaJI , ve oon o ttie ba:n1k" .and debJiiS end ira:sh w I "irii tltei ch"arinelL
Ro , _ ·n.e m1rntena -ce t!.ctiYilles s.utho:rl~d !Ulnd'-er ,_ s Agrea.ment are limited to !the fi lowjng;
• Removal d Sedfmen.t in /he Sream Cham1eJ souom, and a,ouJ:Jd Brid(/Qs, Cuil~ Swrm Drafn ,t:JulJefs ,mrd WaterD.tve.fflton tn. l.s - LltiiliZing a o1al'li'IS II btlarot for 11. mo.val of secrment in a ,coneire«Minedl p@tticm1 :end .an eMlrieni boHnm p01io:n1 of At rton Creek to mai1dai icltlannell capac y-;, • Re.mow oJ Obs.1-rucifoos: around Structillil's Bild FaciJilies - Lffilizllli'O harn:I toobi .andl a o1amsl'!i I bl!ICkQl '!"or mmovall of Ir.ash aml d b is embedded willllin me scream dharmel and u 1l!Jrtg1 hand tools, vmem clam-shcl b -· cannot reach; • V,eg _ tal.io. Man ~r, within ,th -Ch , eJ aoo tower Sueiim eanlc - utilizing N -d 'tools ' Oll' removal i,f INJng vage.t!!Aion, nI th ch II andl 0111 lh r half ,of ~h.e crook lb.a _. Treas, aii'ild of er woody _ talion shall 0111l'y be frirlllmed, 11.0 rreMOc¥ed:
• '1/eget!:iltro.n Ma-nagement o.n I.W}tu "1alf ol B-ank and Top at L ~ - lUllllz[ng 1\ana tools, f • r removal of vegetation and fl)l()/1;,! ,rs, for 1mov,Jng '811t8e, ~ a111d top of ban ·
• Removal ,of fn!AiSNe', Non,.nam Piants - Remov ~ 01· irw.aislve, i"iOf'l~nalive p.1a:n'IS ulilllill ngI --amt tools.

PROJECT U'illP'ACTS
Exisr g fim ,or kltife reao111roe - the i:i - c:1.,00CJ Id :sl,ib$tain:lia'JLy adv; _ 1'$,0ly _ ffcet n:dl ' sa tmarah llaJVeSt I use, a ·e;pecles Iii c· d a&. E • - - ~-- r= 1.1nder llxi!h '[h,-e, Endangered Spec s Mt (ESA) enel ~h.e CB!i Qm18 Snd'arnge:red Spooles Act (CESA) an.di lti ly protected rider IFGCt seHmeteh .oommon ye leiiwll\li'(I~ _ daslgns.'t$l:I as. a S;pcc s or SiµeoieJ Ccmcerrt. ·CJlhe:r rnigrato.ry, ror:aging1 and 1ne&t!ing birds~ ba'tti; wat ·r gualtty; and temporairy inpacts to 900 li1111ea:deet of emerge~ v ·:-. Ilalio . 'flile advel!Se' effects Hite 1p:roject ,co1.1ld have ,o, • ~he fiah or wl --ire resol!llroos id'erlli'l\led ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 18 of 40)
Page J-4.24
NOlllkalfo:n #1600-201M366<R3
SOnmbed AJ.le'311QII A9!',e1;1111n11:1
P.ig!I' ~0K23 -
Exhibit A-1
above. wJt 01.11t implementation of the Meas.ures to l?'r,olecl Fish and Wlldllfe Resources spedfied bel'ow, in,cluide: increase in sediment tra11sport; increase iin wrbid1ily during project -ac1Mtle$; ilied'ill•cliion m water qua!Hty durrng pro ,eel ac11vilies: direct talke of spe-cies du1ring project actMties: ,change in g1radlfenl and cross-seciion of chainrnell and dii!mI1plion t.o nesting birds-and otll:e< wiklllfe.

MEASURES-T·0 1 PROTECT FISH AND WILDLIFE RESOURCES

1. Admlinla.traitlve Measunm
Permiltee, shall mee·t each administr,aitive r,eq11J1irerment described below.

1.1 O,ocumentatico .a,t Proie:ct Site. Permittee shall make the Agreemen1, any e,cte1nsiQ111s and amendments to the Agireement, ;a1111d all related ' otifiea~ion matel'iials ,aind California Environmental Quality Act (CIEOA) docu1ments, lliead y availa!b;1e at the project site· at all times and shall be pre,s.en,ted t-o C C-FW pe,sonniel, o:r perso nel from another s1ate, fede:r.al, o:r local ageflcy' lillp<>lll, request.

1.2 eto\ddmg~Agre_ementJo P,emo·ns at P1rgject Sile. Perrn~ttee-shall provide copies of the .Agrreement and·.any extensions ,a d :amendments ~o the .Ag1reement to, a,UI pE:rsons who will be wol'ting ori the project at. the projec,t site on be:f\aU of Permittee, iniCluding but 111.ot lmited to ccmf!'acto,rs, ,suboon,raciors, iospeci:ors, and monit,OfS.

1.3 Nioiifflcation or ConflicUng Pro-vls·lons. IPer,mmee shall notify CDFW if Perrni-ttee determines or I.earns that a pr-o.1J,i.&t'O,n i111 Uw Ag1~e-ement might confliot. wUh ,a provision imposed on the p1rojeqt by ano~he.r local. s-ta.te. or fede:rarl ag:ency.. In 1hal ewnt CDFW shall contact Permittee to, resolv,e a111y co flict.

1.4 floje_ot,Site 1Er1lrv. Pennittee agrees that CDFW 1pe:rsonnel ma,y e111te1' lhe project sites at any Ume to in!Spect routt111e· maintenance a,ctiv,i~ies performed and io vetii,fy compliance wllli1, this Agreement.

1.5 Addiij:onal Measures. As a resu t of any field inspeciion, CDFW may require that additio1t.a'II measures be applied to specific activities to protect sensitive bio'l'ogical r,esoul"Oe-s. Suo'l'I, meas,ures may be• am.ended i1tto this .Agree11t1ent wifih the agireement of boU1 parities, or if an exo~tlon to autlio,rfzed activities is Iden lilied, PermMee may be asked to s'l.lbmrit s.eparate writtefl notifi'calion 10 COFW pu1rsuam to Measure 1.7.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 19 of 40)
Page J-4.25
N~fica!ielil 11600-2013-0356-RJ
Sttu di Altera ion Ag,eament
P~&<llol23
Exhibirt A-11

11.6 Aillllhorized Rgufne Maintena oe Activci1ties. Only those activi~ies. speoi icailty desomlbed ·11 lhe Projec1 De:scriptioo sflall be conducted urider this A.g1reement.

1..7 IExceptiolil.s to .AuthoJ:ized Adill'ilies. Pem,it:te,e shall submit separa.t.e written notification (Forms FG 2023 and FG 2024) pursuant to SeciiiDn 1602 of the· FGC. tog T er with the 1Mqulna:d fea prec51cribed in tlil:e C!l!lFW S1ream'bed Alteration Agreeme·nl re-e schedule, and ottlerwise rollow the normal otific-ation, process prior to the commencemem ofw<:iirlic .adi:vities in aill cases where 0111e ol' more of U1e foU'owi g conditriems apply:
•· The proposed work does not meet 1he criteria established tor routine maiiriitenance a,ctiv,iUs in the ,Project Des.er ,ption o,f 1his Agreement;
• The nature of the propc-esed wort Is substanti'ally modlified from1 lhe wo~k described in the Project Descr(p;tion ,of this Ag1reement; • CDFW adllises Pe-rmittee that conditions affecting fiis!h and wildlll e resources have siubstantra'lly ,changed at a speci .ed work site or that su.ch I1'Eisou1r,ces would be adversely affecied by the proposed mainte-m.ance aciivil.y; a1ndlor
• Tilua• proposed wol'lk wourld .advers~ly impact a State of Califomia (Staile) Species, of Special! Concern 0 11 Staile or federally: listed r.ne, tihreatened, end.aog:e11ed Oli candidarte speoi.es or its, habitat.

1.S. Icave~sing Another Propenv. To the exl.ent lhat any Pf•ovisions of this· Agreement provide fo: aoti\litie.s that req1111ire Permittee to traverse another QW0er's 1property, such proViisl'Ons are .agreed to with tilile 111nd:erstandirig tt.at Permittee pos.S&Sses the legal right. to so, tTa1,.ierse .. In the abs~n.oe of such right any such provision Is vo1id.

1.9 Unauliho:G'ized Take. This Agreelllllelil,1. does, not a1uH1;oP11iZe the •ake, fnclud 1ng il'ICici'entail taite, ,of any Stale or federally listed thte-atened o:r enda: geredl listed :species, o:i; of specres ~!ult are otheiwise protedad

1.11nder FGC. Permittee may be requiired, ais presoribedl in the Cairifbmia a111:dl U.S. E1111da11ge,red SIPecies .Acb, to obtain lake co/1/'erag,e for State and fede:ra. 'I/ hsted specfes prior to commencement ,of'the project Any unaulhori~ed take ,of I isted species may res, Jt in prosec:rutio111 and unification oUhf,s Agreement ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 20 of 40)
Page J-4.26
NGt!fica n M1,SCMOt~.R3
'Slreambed Al'tetatioo Agreement
Pelij,e!iilf23
Exhibiit A-11
To avoid or minimi~e a'dverse impacis kl fish and wik:lllife resources ideinUfiedl above, P.ermirtee· shall imprement each mea!Sure listed below.

2. 1 Work Lqrcatign Restriction. At Site 1 . to pr,otect sallmail'Sh haN&st mo'l!l5'e and other sallmarsh species, routine 1mainte:nanoe activities shall be llfmited to AthertQri Cireek ups,1ream or tiie bridge at ~he intersection of 372:3 Sout~ HarVe1i111 and Bayfr,o,n,t Expr-esswary.

2.2, Se:aso1JallW0_1'k_f>eriod .. i o 1protectfish a1111d wtldlife and the:ir habitats, work wilhln the stream andl riparian z.ane shall be 16m:li1ecl ~o Ap,~1115 to Oeitober 31.
2 .2. 1 Work fe•ripd Modificatir;,o. If Penni1ttee need.ts more time to oo:mple e 1project activities, work. may be ,a,uthoriz;ed Olllilslde o,f the wo:rk pel'liod and e:ide111dl&d on ,a day-1o-day basis by CDFW ~p~!:@ntaliv@, S.uza,ffll,l'lc@ O@l~on, at
suzanne.del'eoo@wil(jUfe.ea,9011, or 1if unavailable, through contact with the C DFW Bay De:lta Regional Office by ma11II, phot'\e, (707-9~-5500), or fax (7·07 -944-5553). Permitt&e shall submit. a. written eqiuest for a work periiod v.aria1111oe l.o C DFW for approval a,t teas:l five ,(5) ca'l.enda1v days 1prior to November 1. The work period variance request s11i1alll: 1) desc~ibe lhe e:deint of work already ,completed: 2) deta I lihe ac:~i,vilies 1hat remain to, be oompleted; 3) detail 1ihe ~ime r,equired to oomplele· each o,f the remai1i11lng actN/Ue$: and 4,), provide plH:i,tographs of both the current work a1mpleted and ihe proposed site for continued work.. Work Jierfod varfances ar:e 1[$SUed ac ffl.e disc~tion of co,FW. CDFW wal review ihe written reQ1L1est to work •Outside of the established wo,11k period ~md ma.y require ,a-dd11t1c>111al measiu1res to pro,teci fJSll, and wildlife resources as a eomilition f.1J:r graotililg1 the varia1noe·. .AJriy addiliolilal measures shall be made part of ~lll,s, Agre,ement.

2.3 Work Perjod i1111 Dry Weather Onily. Work within the s1ream and 11iparian zone shall be restricted to periods of no .. or low stream,llow , low rainfall (less than ¼"' 1per 24 hour ~erloct) and dlry wealher ,a:s allowed during file wolt period specified i1111 Measu1re 2.1.

2.4- WeatbetEo.te.c:as.JSi. P'reciµita~ion forecasts and potenli'al increa:ses tn stream flow sihall be considered when plain1i111lng ,conshuctlo:1i111 activities. Perrnittee s11lall monitor the 72-hodr foi;eeas!I: from time· Naoonalll Weatililer ,Service (NW$; httpYJWWW nws .ngaa.qo!(). When there ia a forecast of more 1han 40,G~. chance• ,of rain, or at the onset ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 21 of 40)
Page J-4.27
No1ifi~11 '1600-2013-00SS-R3
SIN!alll'bed Allillr$1it,111 l\gfeemo11t
Page eoi:13
Exhibiit A-1
of unanticipated! precfpltarticm, the Permitt,ee she ' I .remove all' equip:melilt and shiaill mplement ,erosioo and sediment co trof meiaiS!ll.lf'es and aiUI pl'Qject aofuli1ies shia I cease.

2.5 No E.gulpm:anutLChannel. INo equipment shar be, ,operated ·- a flowin~ stream at eny time ,e,,ccept as 111nay be neces!Sairy 1o co:nstruct the dew-ate.trlng system or di11ert walef Oow around the work sile.

2.6 Oe.tioliltarninatlqp ,of Cloff(ng and Equipment. To preven1 Nie spread of aquaUc diseases, such as ranallirus, and in1Vasive aquatic species, SJl!!ch as qu3sgga m~ssel, Pellllnittee sh.ill deicontamina1te waders, boots and other ,clothing that w~I ooJil'le ·- direet ,contact witih tlile wa:teir. DecontaminatTon of,c:tothing and equipment. s11!11alll be done t'hrough ,one or more of Ute, following methods:
• Drying ,equlpl1lilent in an upland loca1ion fol l'owi111g last aquatic use. ff averag daytil e teimperaKires, exoe.ai 800 F, dcyil g tlm8's sh.all be at 1reast 7 days. If ave:rage daytime
temperatures. a1re below 80° F, drying times shall be at least 30 dlaya:
,. Scalding water w,ash (a.t. least 140° F) wi~h varying high an.di lw:>w press.u.re spray ,o dislodge path.oge'l'IS, ·vegetation, and 0011tamr:nated sediment; •
11, Freezing at a temperature of less than 32° F' for more H'lan 72 hours; ,and/or
• Soak rig in a hospita~rade dli'stnfectant sohltion for .at rleast two minut,e.s. ,(or [!anger, based o product directions}. To· avoid harm to non-target species, disinfeotoo cla11hi g1 and
equipment shall be thof'Qughty fninsed iri a. water ba:th before 8fltering the str,eaim.

Repeat decontamina~[o:n is required onry iHhe eq11.dpmefltl0Jolhing ts 1remo1Yed f P'Qnil1 1he :site, 1used wilhin a different wa,terbody, and lileturmed to 1liile project site. D:eorm.tamlnatlon shall take plaoe in am p and 11:ocaition, ,i!nd alilt)' clllemicals used during deoontamililation shall be· prnv,en,1ed fro:rn enteri111:g1 ware, bodies or sto ,mwi:iltef drains.

2.7 C0£W;:Approved Qua,lified Biologist{s) and Biplog[c II Monil:or{s).

Permilt&e shall s111bm1t to CDFW rcu written appro,va: , the oain1es and resumes of aill qualliliied bldogists and bio'logical monitors r, valved in comil1i11Ctifng surveys aRd~or monitoring work.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 22 of 40)
Page J-4.28
Exhibiit A-11
ollikallon al1&06-~1U~M-IU
Sireambed Al .:muibn Agre$111\eti\t
P'~e•7or?3 •
A q11.1aEfted bio ogist ts .an individual w o shall have a minimum1 offive, years. of academic train1ing and p1irofess,to,nal eXi~ien,<:e iln bicl'ogical sclenoes and re ated 1resou1rce management activities with a minim m of two yea1rs conchitotlng survey.s for each species that may be present w1~hir11 the project a.-ea.

A biolog,ie.al monitor ic an indi\iidu'31 who ehall h~ve academ.ic a- di pro,fessfonal exipeilience in biological s·oieliloes, and related resouirce managit!ITlent aictii:vities as it pertailil.S to this project experience with oonis~llJ,ction-level biologJcal monitor;ing., be able to 1~ec09nize spedes that may be pres.e.nt wlithin Hile projec a,e.a1, aind be familiar with the hahl~s and behavior of tlilose :species.

2..8 Nesting !Bird SuliY:e.v, If projeci ac1ii11Uies are scheduled during 1he nesting season of rsptors ailit-d migr.atory birds,, a. foo1JJ1sed sU11vey for ;actiw nests of suclil1 birds shall be conducted by the CDFWappro11ed qualified biologist wilhin 15 da,ys p:rior to the• beghm1ing of project..11eb,ted activities. Surveys shall be ,conduci~I in all :suilable habitat located ,al project work :sites aind i1111 s,taEJing and stora,ge areas, The minimum sul\!'ey r,adli surr<uidmg the work area shall be lhe foillowing: i) .250 {eet for passerines; "i~ 500 feet for oilier small raptors such as acclp,lters; I~ 1,000 feet for itarger raip,t:ors. such as buteos. TIie bilid survey melhodol'ogy and 1he Je'su1l1s of the survey sha I tie submitted to CDFW pr"ior to oommenoement of p1rojeot. activities.

Nesting seaso'ns are typ"c;al'>' defined as followed: 'i) Ma,rch 1:5 to August 30 for Sl'illaller blrd speoles, s11ii1:dh as passer1ines; il1l February 15, to, September 15 f01rr rap.tors.

2.9 Actirve Nests. tr ac,tive nests, are found, Peri"lililitee S:haill consult with CD:fW a d Ille USFW~ regiirding app,ro;pria,te action to comply with die Migratory Bir-d Treaty Act ,of 1916 and the FGC. 1r a l:apse in 1p'r.ojoot.relatecll work of 15 days or longer ,ocCl!lrs, ani0lhe:r focua&ed survey Sllilall be conducted before p1roject wo,rk is, reinitiated. If ain active nest is found Pemrnittee shallll ,consult with CDFW and ~e USfWS priof to resumption of project activities.

2.10 ~ctive !Nest Buffers. Active nest sites shalt lbe designated! as. "E.cologically Sensm\111!' Areas" (ESA} andl prot&ctedl (while occupiedl) during project aotivities with lhe· ,estabiislhment of a f:ence ba1uieT su11rou1m1ding 1he 1111e:st site. 11he typical minimum di$1Mces of Ole protecti~ buffers surrounding each identified ESA are the following:
i) 1,000 feet for large rar:,tors sud! as. buleos; Ii) 500 f&et tor .sni!iall raptors: such a,s aocipil:ers.; iii) 250 feeUor pas&erines.. A bio ogi:cail monitor or qualified biologist shall monitor the behavior o,f the birds ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 23 of 40)
Page J-4.29
Niit.ili¢!iliol!l •fll:i0~2l)13-0(3S6.ft-3
Suearnbed nliO!il Agr~e t
IP~g , S,of23
Exhibiit A-1
(a~ults and youny,. when [Present) a,t: the nes:t sJ~e to ensure ·lihat they al' not disturbed by project--relarted actir.iitie.s- Nest monitoti11g shall continue dlil r.ing p,rojecHeta.ted oons~metlon worl< uotui tliie young have fu y fil'edged, a~ no longer being fed by the parents. an.di have 1left the nest site, as d1e,termi111ed by a biolog1jcat 1ililoni'l.or.

2.11 INes:lina Hlaibl lat R'emavall or Modijfoa,tfo,n. No lree:s, shrubs or wetrand habitat shall' be dishubed tliilatl contain active bird 1111e$'ls, until au eggs hai11e 1nia1ched, a111d yo111rn;g1 have ful ly fledged (are ,1'10 IOJlQ:er bei , g, fed by the· adulfts, and li'lave completed left 111:e nest s.i:te). To avoid ,potenlial impact to tree 10:r shnib-nesUng blrds,. any ~rimming o:r prun,ing or llees or shrobs shall be eol\dluc,tedl'dOJing the time i:>eriod of Sep,temter 16 to February 114. N:o habitat r mova,l or modification shall occur wrthin the ESA fenced nest .zone· even if ttle nest oonfnues to be active beyond lhe typ'cal nesti11191 season for the sipecies (refer to Me-asuire 2 .. 8). until ·lhe young ila~e fwt1lly fledged a,nd will no tonger be adversely affected by the profeci;

2.1 2 Bam Si111rveys. The qualiJi'red bKJlogist shall Si rvey ~M bridges ·ror bats wlilii111 a mfnimum of 30 days 11>rf:Oir to ~he beginning of Project oons~ruclron work plainnedl eilher en o:r wilhin 50 feet of 1he IBddge·.. The biolog,i.s1 :shall maike an ,effort to ldeotify ihe bat s,pecies and its 1.tse ofi the bridge •(maternity, bachei!OI', day roostblg), lbl!li sltaJ[J avoid d.as:tur'blng bats d111J ng surveys The palid bai forms maternity or bacllelor colonies from sprililg (Ma 11eh to May) un~it Oc!Qber, and • artl:lo1A.gi"1, th:e yo,ung are weaned at 6 ro 8 wee:ks of age, they are not semf-sufficlent until the 1111. !Bats may hibernate in th same $tfuclure as the sp:ringlsummer rocost or I ,anottier nearby locatton. Permittee or qualirred bin'logist sliil:aJ.l notify CDFW withiiir1 .24 hours. if ba,1s are found during surveys. CDFW may submit addilioJilial wrilte1i11 avoidance, minimtzatioo and mitigation measures if ba:ls all'e round iri tli'le projeol. a,rea. Tllilose addif:011ahneasures shall be eo11H,idered part of tlil,is Agreement.

2.~3 Bail Protectil:m1. Bats st.'.all not be dis1urbed by any project-rela :ad aclivilies wUlilout specific noUce to and oot1s111fta1ion wi~li!I, CDFW. Project aetiv11r.es shall not stan 111nd'er the brid:g:es, or with1i11 50 feet or tihe bridge:S, if bats are found nes:tln:glroos,1ililg wilhin lhem,. If bats are documented us1ing the lbridge ,or bridges, the qualified blotcgisit s!haill conduct wee~ly surveys until the· baits have left' tlil.,e a , ea for tile· f~l'1Nir1ter seas011 ..
2 14 §keaim Diyersion. 11f w.ater t,s. present 1i 1he cha1n1111el1 d111J1ll'i1tg1 project ac::Uvmes, the wawr :shall be d~e-rted around 1he work area 1D 1i$O:lete it. To isol'ata the work ~rea,, water fghl coffer dams shacll be com;,truct.ed up~tream and downstream of the work: area and water ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 24 of 40)
Page J-4.30
Nonika~oo lhM().~Dt3,.0a~R.3
Sln!an!Dl!!tl A1terallaa ,Ag~-m
IF'age 9 otiJ
Exhibi,t A-- ~
diverted thtoi.igll a $Uitably sil:.ed pipe, fr,om up5tream of ~ha upstream ,coffer dam arid dtscharged downslream of the downstream co-ffer dam. Coffer dams sli11alll be cons1nlcied of a non-erodib'l'e material which do-es not cal'lt.aln s.all air fine sediment Coffer dams aod 1he stMam diversio11 system shall remain in place aodl funce lonal throughourt the con,st1uctioil periodl. If, the ,coffer dams or stream dwe1rslon faiil, they shall be repaired !i'mmedia1ely. N~rmal flow s:llall be restored to th& atrect~d siream immedlately upon completion •of work at that location.

2.15 Water Surface 11;revaUon. 11Flows to downstream readh:e.s shaU m·mic natu,ral ~ patterns. Said flows shall be ofsufficient qualify and quantlty and appropriate fernpera1ure to support: fish and other aquatrie life both above and below the d(version, struchne. D1Jliring dewateri11g of'the channel, 1he d:eo ease i11i1 water surface etevaU011 (WSE) :.ha,a be controlled sucb that WSE does not change at a rate th.at i11creases tu1rbidity to the cree:k that could be deleter.i:ous to a.quatic lire and tile likelihood of strandhn1g aqua:llc Ufe up- andl downstream of tile- creek.

2.. 16 Chec.k. forStraQdad .Ag1wa*ic lite. TIie b1olog1ical monitor s1tiall check rjaij.y for stranded aquati:c life as lhe wa1er revet in the dewalering area dro;ps. All reasonable efforts shall be made to cap1ure ar1d move all stranded aq1uatic life observed fr. the dewatered areas.

Caph1re methods may iru:lud.e fish landing nets. diip nets,, bod~ets and by lland .. Captur,&d aquatic life $harl be released immediately in Uw closest b-()dy of water adjacent t,o tl'le work Slite. This measure does not allow fo·rr tile take orr disturbance or any Stat,e or federaUy listed species.

2.1- 7 Designation of Work Acea. Prior 10 projeot activilies, a biological monitor shall clearly mark/ffag, or erect temporary construction fencing to desig1na.te the worik area ali1-d to delineate th,e area.s that shall be a11ol.ded. The biolog:icall monitor shall clearly mark/fil'ag all trees with.in lhe designated wol'k area lh.a-t sha:I lbe avoided.

Flagging and or lemporar:y construction fencing &'l!tal be removed! immedia,tely after 1ihe comp"letii:m, of construction work. 2 .18 Trimming Qf Vegetation. Trlmmiiilg is defi11t-ed herein as ~he removal of vegetation to ihe enent necessairy to ,ai 1row a speolffc level of a.ccess and for s,pecffic types of equipment (e.g. crane, clambucket) or to restore 1110,rmal streamftow. There shall be no 'Vegetatio,n ,removal in •8XC8$S of What Is riecessary to allow the level of access meeded or to resto1re normal sueamfl'ow. Trees. shrubs a1nd ,eJililerge1nt wetlailld plaints. may be removed from natural channels 1ff they are bek>w ordin.ary lliligh water (OHW) a11i1d are res1ricting the ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 25 of 40)
Page J-4.31
N.olitieetiQr, #1600.ZV1 ~0058-Rl
S ambed ~ rati~ A.g~ ent
P~ •·1,oor23
Exhibit A-1
,capacify or the str,eaim, channel' o:r are caiusing ,erosion o· floodilllg.

Branches, and/or limbs overhanging ihe channel and impacting water nows shall be property pruned. Only those branches 1in the l'ower third of any woody pla, t and less tlil'lln three (3} inches in diameier may be tr"mm-ed to, accommodate mai tenaince, ac111<.1ities ..

Ulideli:Slol)' ground cover and vines, such as ,inugwort bladkbeny, and fems., may be trillllliledl only 8$ needed lo a'Ccommodate 11i'ilfla1intnance activities. No bulld0~1rs, backhoes, or other heavy eq1ll.l•fpme11rt shat/ be used to remov.e bee branches or k8es or reni!O\fS-ed1fment ,Ho vegeta:Uon shaU be: removed by ,e1x<;:a11atia,n or ,cutting off.bellow the sofll. All pn.n1ed rnateria,I shall be removed from the area and plf~Jily disposed of.

2. 19 l eave Wildiife U(lhailmed'. H any wild ife is encountered dul1ing routi11;e, mainten.anoe, aotivities, said wikllife shall 1be all owed to leave the Project si!e unharmed.

2.20 Eu.ting Aece·ss Roam:.. Acoe-:ss to the proje1;:t sites shall be 1.fa existing roads, aod acoeiss r-an,ps. The cr•e btlck with bucket O:fi any ,ofue•r heav-y equipmenrt shall be posilio:n·ed on the e><is,tili19 paved road rocated o,utside the top-of-balillk.

2.21 D,rlpl" , e Pr0iiec,1i9n, No eq1.1lpment shai be operated within ·ne dripll e of trees. Prolecihre fenolng sh1atll be placed a,,ou~d the d'riplines of 1hose trees to p1ire\le1i11t compaction ,of the root ~o s.

2.22 ~ - Spoil shall ,not be plaoed where 11 oollfd enter the ,slr&am, nparian or wetiand areas. S,poil shall not be placed over riparian Qli wetland vegetation exoept as specifica1lly noticed to and accept'8d by CDFW.

2.23 Eidu,catio1n, Session, be[9re Commencemel) __cf Work. The bicr.l.ogicaW monilnr or qualified lb ologisl shall' oond:uct a,n ,edu:calfo: session ,on species t • a,t may be p.-esent .at 1he project work site. T e t af.ning shall consist of bask: idenllflcation of the SiPe<=le-s. their ba$ic habits, 1how they ma;y be eli11countered 1ln the work area. and prooe~uires to follow wh:en they are enco1:1i111tered. Any pers:o'n1!lell jp ning 1he work crew 18!1er shall recel~e the same lrainmg before beginning worl!:.

Tlle penalli$s for n-oncolillpfiance ,of oondlllions in 1his Agreement sbaiU be relayed to au project pers:Drlnel. ~

2.24 Stop Work Authority. The btorogicaJI monitor ,or Qtiwifled biologist shall have the ,e:sponisibility a1nd auU101vlify of stopping the project if any crews or ,personnel are n:0t c-0mplyi!lil9' with the pr,ovisioli!,s outilined in this Agreerne.1i11l.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 26 of 40)
Page J-4.32
Exhibiit A-11
N!ot,ik.:il]l)n i 1eM-il1111-lJ~~~~
Sueambed Altell'ilion Agireerne!'ii

2.25 ,Cililange ,of C-0:11:ditions. lif, in the op,inion of CIDiFW, conditions, arise, or change, in s1:1clil a manner as to be consi[dered deleterious to the sli'eram o:r wrldlife, ope1iations shalll cease uinlil co1inre-c~irve measl!I feS a,PJM•O\lled by CDFW are taken.
2 .. 26 Liimitatiorls. on Sediment Rem:0,va1L Annual sed1tment removal at the two snes snao De tne orrowing:
• Site 1. Haven Avenue to Baysheye. l11ii 2015, 2017 and 201 !9, Peffililtee shall be .au~h011l~d to, rem1;we up to 600 cubic yards, (cy) of sediiment as one oontiiH.iOll'S actiilily within the 11,000 ltllllear-foot ~f) meech. Removal eq1111ipmen1t shall be stag:ed on 1he existing road located outsid'e to,p:-of-bank. 1111 SJ1e,,2~o:ncrete;llned cba1n13ei, b§;tween Marsili Road a.nd Rolison Road. In 201 ·5, 20117 and 2019 Perm·ttee sha I be authorra~d to r,e:rnove 200 cy of sedime,nt as one ,con inuous a.cll11ily; limited !.o 7501 If.
2:,27 Umitations 01111 Sediment R,.enwY.ati:li(ll.WlclBJ:idg~s,, Culyerts, S~orm Drains and Water D1ve:rsion lnlels .. Annual sedime1nt removal by hand tools. around tlte.se structures shall inot eK.ce.ed 50 cy per site.

2.2.a. Limitations on Bank StabilizaUpn/Bank Repair. n s Agreement does, not au~hoinize 1p.1acement or bank or obalilnel fill, such as imported so:lls, riprap., etc.
2 .29 Umil:atk>.ns on Veg:elation Remoyal. The d1is.turbanCE1 or ,emo1tal ,of vegetailo,n. shall not exceed tmie min;imum necessary to prevent 1potentfaffl flooding. Precauil:ons sh.allll lbe tak,ei'il to, avoid o1her daimag:e to vegetation by work ,crew or equipmHl Woody a11d herbaceous, plants, fallen trees. or trunks or limbs lodged in lhe bed or bank ,ca.us!lng flow restriction shafll lbe cut off at 1he bed ,or baink invert wi~h s:mall tools aind removed with ·winch ,aind caibile or a,ther equipment operaled from lop of bank. Root ·strn:chnes are n.ot to ~ · eiicav.ated or disturbed.

2.29.1 Mowing. Mowing silila,11 0111,ly oc;:ou1r on lop of bank above Ordin:a1ry High W.a.ter .and shall 111ot occur wi,thi tile s,tream cillannet or lower bank.
2~29.2 Umita:tion afVegemtion Removal in tile Eartbeliil1 ChaoneJ.

Hand tools shall be 1111Hd to we:edl or trim ~-e·tatlon to ,clear the earthen1 dha1n1nell.
2,2:9.3 Embedded Objecl:s. Objects embedded/anchored in lhe ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 27 of 40)
Page J-4.33
No llcaliOn #1600-2013.11356--R:J,
SIJ;es,nll,ed ~~lioi:i Agteemelll
P.age 12 ot2!,
Exhibiit A-1
bank, such .as tree stumps, :shall not be removed during periods ,of he.aivy flow if removal would result in reifease of :sediment into tlil.e cflannel. Hiowever pro~ructi g o'bjects that could capture ad'ditionaf debris and result in obstruction, of the clilanneJ (e.g. l e branc!lmes and trunk. ,of a downe,d tree) may be· tr,immed. Han ,embedded object mu,st b8 removed to prevent a debris: jam, aest Managemen,t PraoUce-s {&MPs) (See Measure 2.33) shall be ,used to pi:event release of sediment into lhe olil•atmel, and the llbank shall be ire-seeded, .re-vegetated, mulched1 and/or cowied witlil erosion-cont~ol fabric tallowing removal.

2.29.4 No Tl[ee Remw:al. No trees, over 4 inches, diameter at br,east height (OSH) sllafl be removed. Exceptions require 1he prior written a~pro11al of a CDFW r:e,pr,esentative, Any wees r;emo/\l'ed shall' roe repla,eedl accordin:g to Measure 2.42 and•exiposed/ disbnibed areas shall be r~egetated as
d.escrii'bed llil Measure 2.34.

2.30 Dk'!>posal of lrrvasijve Plant M'a,te:ria'I. Invasive pfant material r:en;ioved during work acU;v,iti83 sh1all be bagged aod aip,propriatel'y incr111eratedl or disposed of f'11!, a r ndifill or permmed oompostinJJ fa.cillty. 2 . .31 R1emo11ai o,l NaUve Ma~erial. .e~cept as e.xpr ciUy d scribed in this Agreement, ~ e remov.all of na~ive :soils, rock, gravel, ve-getalion,. and vegeta,Uve debris from the stream bed OI' iuream banks, is prohibiled. 2,32 Rerntlvaf of Dash and Oebris. Perm-ittee shall remove all raw coootfwction 1111laCeliials and wa:s1es from work sites following the completion of maintenance ac~tvme-s. Food' .. oontaminateCil wastes :gen • rated during wod< S-haill be removed on a daily basis to avoid att~aicting1 predators to wo11tk sites. All tempora,ry iences., barriers, and/or ftag:g1tng shall be ,completely removed from work sites and properly disposed of upon oomplelion of maintenance a:clNilies,.

Pennillee or its contractors shatli not dt1mp any litter or constru,ctlon de'bris withln ~Ille· ripairiaolstream zone.

2.33 1Eros{oo Cop~ Best Ma11Jaqement PraclicgslSMPs). All exposed S:oi s within the wo:rk aJe.a $hd' be stabilraed immediately followi,ng the comple.tion of earlhmoiv,ing· ,BJCtwities to p1revent erosion in:lo the stire,am channel. ~ros·on ,contro BMPs, s, eh as s1llt fences, straw hay bale$, gavel or rock lined ditches, w.ater check bars, a111dl broadeasted s,traw sll!a,[I be used. Erosion oon,trol ab!ics sh~ll be constructed oH,iodegradalbte maw ·a1s, s ch as co:ir or Jute, unl'ess olherwise1 utho ized bl( CDFW. Erosion c,on,lroll BMPs shall Ille monitored during and after ea~il storm ,event for effectiveness. ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 28 of 40)
Page J-4.34
N 1i Cff!ln # 1600.2013-0356-R:l
Stre11mbed Allerllb A9r,eeme t
IPag,e 13 of 23
Exhibit A-11
Modifications, repairs and improvements to erosion -control BMPs shall be made as. needed 10 ipro1ect water quality. At no time shalll silt laden runoff be a[lowed to enter the stream or directed to w~efe lt may enter the stream.

2.34 Treat exposed areas. All exposed/disru1rbed areas an:d access points within the stream z,one left barren of vegetation as a result o,f the projeot actMlies shall be irestored by seeding with a blend of nati\ile erosio11 con~rol propagules {seeds, Ol!tlings al"ld/or divisions) of llooallly-co:llected native pl'ants. Locam native grass specie!:! ifl!clude meadow barl'ey (Hordeum bmchyanthemm ssp. califomicum). blue witdrye (EJymus gJa•ucus), Califomia brome (Sromus carinalus). creeping wildrye {Elymus tn'tiooides), California oatgra:ss (Danthonia cafifornica) and Califorf11ia melic 1(Melica ca!ifornir:a). ILocallly native wrl(lflow&r and/or shrub seeds may also be 1included 1in 1he seed miiX.

Re-vegetation snaU be completed a,s soon as possible alter construction activities 1ln those areas cease.. Seeding placed after October 115 must be covered with broadcast s.traw. jute netting, or sim~ar erosion oontrQI b ank:et.

2.35 IErosiDA Control Melhods. Olher disturbed ar.eas around tll1e creek shall, be revegetated wllh propagu.Tes (S'eedis, cut1in9;s, divisions) ,of cally-coUecied nativ,e p,IJants. If locaUy cdllecied nati;ve plants are r1ot avaJable, sterile or shorNllved revegeta,tion plants sba,U be used (e.g. cerea! barley, Riegreen). Distu~d areas shall be protealedl wi~h correotl'y installed erosion oonlro measures (e.g. jute, certified, weed free straw, coconut fiber,. or coir l'ogs). Materials containing m.cuiofilament or plastic 01r similar mate.rial containing netting .shall not be used within the project area due to d'ocumented evidence of amphibians a11ild reptiles becomi111g •entangled or trapped in S-~ch material. - -

2.J6 Brohibite:¢1 Plant Spe;Cies, P,ern,ttee shall not plant, seed, or otherw·se inhoduioe 1invasive plant S:,leeies. Pfotllbited -e:icotrc plant species incil.lde those ,categoriized as ~Hig1h~ and "Moderate" ln tine Califon11ia !invasive Pilant CoLJnc s. Inventory Oie.tabase, which iii$ aocesslble at http://www.cal-ipc.orgJpaf/.

2.37 Stagiing and Storage Areas. Building materials and/o:r C(lns:truction equipment shall not be stockpiled or stored where they could be washed Into the water or where they will cover aq1oa.tic ,or riparian ve9etation.

2.38 Eauipm,nt Mr Prip-pa·1'11s_ s1agin9 and :storage areas for equipment, materials, fuels, lubricants and &0tvenis shall be loceiled away from the wetted .areas. Stationary eq11!1ipme:111t such as motors, ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 29 of 40)
Page J-4.35
No1ir'ioatien "11600-2ll1 J•0356-R3
SveambeQ Alt ation Agreemern1 ?age 14 Gf23
Exhibit .A-1
pumps, ge:rne·rators, compressors ,and welders, locar ed 11,ii'til1ln or a<qacelil1t 10 the creek stiarl be pos•iti,onedl over drip-pans.

2.39 Mlarlnteoance of V_ehiclrfs. Ariy equipmeint or vellfc.l.es driven Slid/or operated adjacent to the ofeek ar:eas s all ibe ,checked and maintained dany to preve111t leaks ,of 1matet1ials that if intr<1d ced o water c011' d be de eterious, ta, aqua~ic life, w, dlife or riparrian habital Ve11iiiidles must be mcrved away 1 &O feet from Ille &lream1 prior to 1refoeflog al'ld lubrication.

2.40 Hazardous Maiterrials,, Any hazardous ,or to.xi<: ma:leriats ~hat oo. td be deleite,1rious to aqu1aitic lrfe that could be wasined irito state waters or rls, trii:but-a,res shall lbe contaJned i111 water tight containers or ,removed. from the project site.
2A 1 Debris. a.n.d Waste; Disposal. Pennitteel con~ractor shall not dump, a111ry Utter or co111s:truclio debris, wilhin the project area. All such debris and waste shall be picked up darily and s,r,operly disposed -of at an a;p,prap·ria.te site.

2.42 Tree Replacemeot, If 1.-ees need «o be removed for ou1ine maintenance acfllvitres and 1Htmovaf ifs approved by C DFW. trees shall .!le .-eplaiced at the rotrowing ra1ios ,(replacement t,ees to, rernoved we,s):
■ Oaks - 6:1' ratio
• IF' or na~rve rees other ih-an oaks - 3: 1 ratio
■ Non-native trees - 2: 1 ra~lo,
Replacement hees shall consiis,t of 5-gallon saplings, sta~e.s, or other s1ii11i1able nursery stodk and shall be native species. adapted IO the lig,hting, soil and bydrologic!III ,conditions at lhe l(epfanU-ng site .. IU replan~ng with1 Iii ~lile work area is 1infeastbfe due ID :slope· .stee,p,n.ess or other physical constraints, replacement trees may be pl8flied at an altemat~ ,lo.cation along lhe slream corridor. T~ees slt!iiU be! replaced by December 31 ,of lhe year impaets oociilll' in a loca • io:n l!'hat is not subject to, Mure maintenance or construction work. Pe111l'!ittee !i1fila I conlact CDIFW a minimuim of 30 days 1prior to, replan1ing work tor review and written .approval of lhe reprantrng site. •

2.43 Re-v.eqetatl'.on Survivors1biip, arnd_Moliilitorrgg. i ,o ensu,e-a successful re-v:egetation effort., all p.ta,nts &hall be monrrtored and maintained as neces.sairy for ,e,iglht 1(8) years. The fotrawing success ,criteria shall apply:
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 30 of 40)
Page J-4.36
Exhibiit A-1
0i11'1cat on :#iGoO-~Od•Mse-FU
SlJHmbed Alte~•- • n Agre-rn
P.11ge 15 of 23, -
• A I pla11ting1s shalll have a ,minilillillUm of 80% survival a:t llile end of a yea,rs.
• Veg~lation ,cover shall oon·sist of no moi:e than 10% ooo-naUve· species.
• llf I e· survival .aind/ol' ,cover requife018nts ,ate nol meeting th-ese goals,, Permittee is responsible for replacement planti11g1~ additional watering,, weeding,, f1111asive exo1ic eradicar~fon, or any 0'1t1er practi.ce, to acl'l,ieve these ,eqµirements. Replacement plants shall tie mon,lto ,ea: with ttie same $UNl'v.til aind growth requ1irements fo:r fNe y.ears after planting.

Re-vegetation monito,ring :shall be ,conducted annually for a period ,of eight (8) years to dete1rmin.e whether these goals have been met If llite s11.11\!iv'a1I and/or cover req11.1iremenls are not 1p1ojected to, meet UI:ese goals, based on annua1 monitori ng, Peimiltee is respoosl'ble ror e1ptacemenit 1P' an,1in9, ,ad'dlilion·a,1 ware·li'ng, weeding, invasive exotic e1~a.d1ica.tion, o:r any oth.eir pr:.ctioe(s) thc.t wo:llililtl to .aohim,1c::: ·lhc~c:::
eqtiilremenls. •

3. R•eporti1ng M!eas.u res
Permltlee sllila meet ,each reporting 1req11Jr,ement ,described betow.

3.1 N,otificatkm, of Proposed! .Acliyitjes. Permilte:e shall provide COFW w.ritten notifi:cation of proposed routi1111e· ma inte111ance a.ctivilies, to be 1pe1!iformed in the 11.1poomililg1 year by Marc!h 15 each y&ali'. Notification ,reports, shall describe the project locatiorn,, general topography, 'l'lydlrologii'cal features, vegetailive cover within 50, feet oUhe work anH, leillgth and wfd1h of impaiet area, wbic yards of sediment ~o be removed .aru::I a detailed description of pn::iposed mo<UficaUons to lhe ba1ii1~s a,nd/or charm el. R-eports sha:I be submi,tted to COIFW regardless of whe•1her wo,rk is proposed.

CDFW shal append a1u1ual 1n,oliflcation, reports of 1proposed ma1lntena1!iloe activilies to this. Agreement F,o:r s1fflamUned ·iracldng, Permittee shall label annual notification reports aooording to tlil:e foUowlri,g. convention: Exhibit C-[year] (e.g. E:ichibit C-201;5, Exhibit C2!016).

3.2 Mnt1al !Reports tor Cornoleted PlrpjecJs .. On ari, annU1al bas•is., Per1mittee shall pro,!olltde· CDFW written 1no~fficatlon of imainteinaince projects. completed. Annual reports S!lilall include the projec1 ide1111tificali:on (siite name and loca,tion), a btief project. des-crtpUon, and the appropria,le fee from ~e ounenrt CDFW S~raaimbed Alteration ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 31 of 40)
Page J-4.37
tti ~'l'icaliOl'I ;JU0~13--03SB.fi:3
Str:o bod Allon Ion Agyeernenl.

P8.g,e 18 ol 2S·
Exhibiit A-11
Agreement F1e:e Schedule for work c-0mpleled 1u1nde1 tllf:s Agreement based upon the number of projed:s comp eted in the repcr11111g period.

The a.nnual 1re-,portiis d111.1.e on December 15 of ,eaich year. A report shall be submitted to CDFW regardless ofwhethe, worlk wars completed ..

COFW may terminate this Agreement if repods and fe,e,s, are not Sil.lib milted by this deadl!ne.

3.3 8,\rd and IBat Suivey Methods al/Id Results. P,ermfnee shall subm1t the bird and bat s1111rv,ey ma1hod1ology and f8SUll$ t,o 1CDFW 1prio to, oo:mmenoeme t of pmject a,c~iMilies. Refer to N'ol1fication Numb-cer 1600-2013--01356-R3 wheJ11 Si!Jbmlffing the fe!POrt to COFW. 3,4 tis,t o,f Nonnative S,pec,les Pellllitlee Shall s bmit to Cl),FW wi~lhl,in two weeks o,f project compl'&1ilon, ,a bt of I o.ca • n and :spec·es o,f any 11i101n-na,U\/e fnvaslive s:pecles found il11 lhe ~mf,eci. a1 ~ea.

Mi INotifica:tk>n to the Callfomia Natural! Diverspy Databas_e (Ct-19D6), lf a ,y listed. rare. or speelal status speole$ are destected duning p:rojeot surveys 01r ,on mr around the project site· du1tr,g project aoti\lilles, the IPermtttee shall submit ,CNODB Fileld Survey Foms to CDFW in, the 111'111anner decr-ibed ,at the CNDDB· web1Sile
,(http:llwYM ,CDFW ,ca ,govlbiogeodata/cnddbisubmitting d arta to ,c:n d!ll!b,.as:g} vtiltlin 14 woriklng days of the sig", . tingis.. Copies of suolil submi:ttals, shall also be submitted to the CDFW r:egiorn,al ,office as ,speolfled below.
-CONTACT ,,..FO!itMATIONI
Any com:rnunlcatiion 1hat Pennittee or CDFW s11.1 mils to fue other shal be in Wifiting and any oomm1.1111.lica11olil or documentation shall be defiv:ered to file address. below by U.S. mail, fax, or email, ,or to such other address as, Permlttee or CDFW specifies ll)y written notice to Ch-e other.

To Penniltee:

Azalea Mitch
City ,of Menlo IIPark, Eng1inee1rlng Division
101 la:1Jre11 S~reet
Mel'llo Park,. Caliifornia '94025
Phone(650)330-67A2
Fa:ic (650) 327-5497
aamitch@menlopa~lic.org
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 32 of 40)
Page J-4.38
-~-----------------------Exhibit A-1
Nob-iica a , #tol»2.013•00ilB-ft::i,
S r.e!m!bed A!Ler,a n, Agreememl
IP~ 1iol23
ToC.DFW:

Cal1fo1mia Dep~rtm&nt o-f Fish a1 d Wildlife
ISa1y IDelt.a Region1
73291 Silv-er,adlo Trail
INapa,, California 94558
Attn: Lalke and StmambedJ A!liera~ton Program - Suzalilne DeLeori INotffication #160D-2013-035fi3.-R3
IF ax (707) 944+5553
S1.112anne.llDeteo @w'tllllife ,ca,g,oy
UABU.JITV
Perrruttee sll1atl. be, sol'ely liable for any lliolaUons, of lhe Agreemen,t, whe'Ule1r committed by Permillee or arniy 1Pewson acting on ibe'lita1f or Permittee, induding its officers,, employees., represe:n~ali11es, agents o·r contractors and sub<:on.traciors,, to oomplete th:e project or any aic~ivlty i-eJated to it t'l'iat lhe Ag eement aulhoriizes.

Tlills Agreement does not consMlute CDFW's eodors,ement ,of,, or .require Permittee ~o proceed with Oie project The decJsion to p,roceed with the project is l?ermittee's ,allorie.

SUSPEN1SION AND1 REVOCATION
CDFW ma.y suspe111d ,or revoke in 1i1s e • tirety the Agreement if it determines ltiat Permittee or any person aciing ,on behalf ,of Permittee,, inoludin~ its officers, ,employees, represen1ati\les, agents, or ,contliactors and 1su11>cootliactors. Is not in complra,nce with the Agreement. •
Before COFW su,~pends or revokes the Agreemtsnt, ii stial!I ipr·ovide Permittee written notice by oertffled ,or registered mail that it Intend!$ to sus:pe:i!i!dl or 1r,e-voke. Tihe 1!llotice Sihalll s-tate the reason(s) ro,r tli.e proposed suspension ,or revocation. provide Permittee an opportunil.y to ,correct any defi:cie,lilcy before CDFW suspends or' revo~es the Ag:rffi'nent, a111d rnclude i1nstnJctions to Permittee, if riJeeeS:SafY, ·neli.id'ing but not timif&d to a directive to immediately cease the specific activity or activities that ca11Js.ed CDFW to issue ~Ille n:Otice.

ENIFOR.CEMEN.T
Nc:ithing ini the Agreemenil precludes crn=w 'tmm pursuing an enforcemeni aoflon against Pi&imittff Instead of, Of in :addition to, susp&ndlng or revold.ng 1he Agreement IN01hh1g lo the Agreement lmils or otheiwise a,ffecls CDFWs enforcement authority or diat of' ils enforcement personrtel.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 33 of 40)
Page J-4.39
Nollb1ion 11!1500-2(11.J.0356-R3
SIA!,iml:'l'ii:I PJtaralian AQ11'6emeAI
Page u:1. of 23
10THER LEGAL OBUGATIONiS
Exhibiit A-11
Tlhis Agr,e;ement d!o:es not re'lieve Permiltee or any person acting on l~lla f or Peonlttee,, i11,cludin9 ils offi'oers, emplo,yees, representatives, .ag.ents, 01r contractor·s and suboontraot.ors,, rrnm obtaini!lilg any othef pennlts or aUJlhorizailions that mlght be requiJed 1.mdet olher federail, slate·, or local a.ws or regulati.om1s lbefur,e beginning ~he project o-r an1 aeafivity relaled to ~t
This Agreement does not. retieve Permittee or any per:so:n acting cm lbeha' • of Pennlttee, including its officers., em,ployees, represe1rlatli.tes, .a;ge!ilts. O'r contractors ;and subeo:ntraci:ors, from ,complying with other ~pplieab:le stall.lites in lie FGC includ1i g, bot not limited to•, FGC sections 2060 ,et seq. (threatened and endangered s;pecies), 3503 (bl«I n:&sl$ and eggs). 35103.5 (lblrdls of prey), 5650 (water polh.l:tlo:n,}, 5652 (refuse disposa i to water), sg.:01 (fish passage), 5931 (sufficient warle'r for :sh), ar1d 5948 (obstruclion of stream).

Nothi 91 in lli'le Agreement au11ho11ies Pemiittee o:r any person .acting on behalf of Perm lilee, c udlng 11ts o,ffioers, emplo~, representa,ttves, .agents. or conltadors and sulbcontraci:ors, to t,~espass.

AMIENDMIENT
CDIFW ma1y amend ~Ile Agreement at any time during it$ term if CDFW detemf es. lhe amemiment is necessary to protect an ex~ting fish ot wifdll fe re-source.

PermJtlee may amend ~iile Agreement at a11,1,y time during its tGnn, prov.fd:ed Ole amendment is mutually agreed to in writing by CDFW and Permltee. To req1~iest a1111 amendment Piermittee shall submit lo C DFW ,a, ,com;p'le,ted CDFW ·~quest to Amend Lake or Streambed Alieratlon· form an.d include with Ole oompleted form 1paymoot of the oorrespo-nding amendment fee identified l1n CDFW's curreat fee schedule (see· Cal.

Code Regs .. , UL 14, § 689'.5).

TMNS'FEiR AND ASSIGNMENT
This Agreement may nol be transfe:rredl or assigned to another entity,, and any purpottedl trans~er or assignllil~nt of lhe Agreement to another entity shall lilot be valid 10:1, ell ctlve, unless t • :e, ttansf • r ,or assig1lilme,n,t is. requested by Pennilitee 1i n w,ritfng, as spe<::ified bet'ow, and therealfter CDFW approves 11he transfer or assignmeI1t in wriHng. he transfer or assignment ,of the Agreement to a:no,ther entity slhall w11stiwte a minor amendment. and 1hereifore to ;fequest a transfer or asS!ignment, IP'ermittee s!lilalll submit lo CDFW a completed CDFW ~Rieq11.1iest to Ameind Lake or Slireamb&d Afterationn form and llilcl :de with lhe completed fo~m 1p.ayme11i1t o,f the minor amendme111t fee 1identffiad in CIDFW's curren1t fee sctiedu'le (see Ca: . Code !Regs., tit. 14, § ,699.5). ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 34 of 40)
Page J-4.40
-----------------c-. xhibirt A-1
Notlfbllan #1600-20·13-0366,,,RS
Slfffmbed ;OIiier., i011 Agr,e11men
P.i,ge 19,of23

EXTENS,IONS
llln acoordance with f'GC SEction 1605(b), Pennittee may req1uest ,one e~ension of the Agreeme:nt, p11m1ided tlile, request is made prior to 1he exp,ka1i01111 of the Ag1reement's term. io request an exlengfn,R, Permittee :siiliall submi;t. to CD,W a c.om,p1.eted C1D'FW' "Req1uest to Exte11:d lak.e or St,eambed Alleratio111,· roim alild include with U1:e completed tonn payment of the extension fee Identified in CIIDFW's current fee sche£11.1!e (see Cal, Cool3 Regs ... tit. 14, § 699.5). CDFW shall process 1he exlensl:on request in accordance with FGC 160S(b) through (e).

If PemiHee fails to, sublil'lil a request to ,extend the J\ig,reemen prior to its, expiration., Pennittee musl subc.mit a new nolmca1ion and 111otification fee befor,e beglnriin.g or ,continuing1 &he pr-ojeeUhe Agreement OO!Jei'S (IIFish & G. Code, § 11,605, subd. (f)).

EFFECTIVE DATE
The Agreement. lbeeomes. ,effective, after J1anuary 1. 2014 and CDFWs signature, wh'ch shall be: 1 ) afteli Pe~mittee's s(g1naturre· .2) a,fter ClllFW oo·lillplies witlii11 all applicable requirements u111.d~r the Cali:f:omia Environm8fl~al Qualify Act ,(C.EOA),: and 3) after payment of lhe applicable FGC section 711.4 firing fee l'isted ,at http :Hwww,, wildlife.ca ,QI0\1/haboon/cegat:cega changes.hlml, TER.M
ihis Agreement s!hall elCipim on December 31, .201 ·9 unless it 1ls. term]nated ,or extended be~or,e rhen1. All ri,rovisio ·sin ttie Agr,eemie:ll'lt sh,allt rema1in in foree throug'holillt its term.

Pe mittee slil:a I remain responsible for illililplemeiJi!tlng any pro,vislons speafled: herein to• prn,leot fish, aod wildlife ,esouroos after the Agreement expires or is termina1ed, as FGC sedion 1605(a) {2) requires.,

AUTHORITY
If t'lle person sig111ing lhe Agreement (sig:n,alory) is doing ,so as a representa~ive of P,ermlttee, the signatory hereby ackn,OWifedges tlilat n.e or she Is, cmolriilg so on Permlttee·s be'hcallf and rapreseol'S and wa,rr:ants tllta~ he or she as the autiil.oriity to legally ~ind P,ermittee 10 the p,rovisio s here·in. -
AUT1HORJZATION
Tlh·is AgreemH1t a,uilhorees 01111ly the project d~ribecl herern. If IP'ermittee begins, or oompletes a :project different from the project th,e Agreeliillent auth,orizes.,. Pennittee may be & bjeci to Cfll'II o ctiniifiall prosecu~ion fot fai ing to notify CDIFW in a,ccordance with FGC section 1'602.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 35 of 40)
Page J-4.41
No1l .oa!JM #1600.20, 3.-03SEi•R3
Streambadi Alt.ra ·01'1 Ag f:ffl t
Pa9e 20 ,ol 23

O,ONCURRENCE
Exhibiit A-11
The undersigned a~ce1Pts and agrees to, comi, y Wilth all provisions, contained heiein,.

FOR cirrv O.F MEiNL01 PARK
~i;a~
Permlttee
FOR DEPARTMENT OF F!SH AND WILDLIIFE
C ~ :~him ra19 J. • lg __ an
EllilrViro:nmental IProgrami Manager
P~paJed by: 6ij~nne IIOeLeon
E1111Mirollfflental Scientist
Date Sent: Decembef 3, W13; September 11 . 2015
Date
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 36 of 40)
Page J-4.42
NiD1iliewtio111 .116110-2013-0356-R:31
Stre!;lrntied /\lleJation Agr,eement

E~HIIBITA
DE1FINITION OF T RiMS
As used herein and far purposes of the Agreement
Exhibiit .A-1
~ .: noo-flvilng ve;g:el:aHve or woody matter, tr,a,sh, concrete rubb e, etc. This deflnhlon does not incluid,e livi11 vegetation.

E(rul;meilCIRl.PJIOiact is defined in the State F1is!h1 an:d Game Code, :seciinn H:iOD.

Heavy eg111h;vnent any eq11111ipmenl 1111sed that iis larger than a pick-up truck.

Natura, ,channeil: a st,reaim or wate, course lhat has, not bee.Iii m.odifl'.ed by human acts such as rlning ~be channel witb oeme•11tl,. or ,creatlng :aliil artlficlall channel foii dra.Jnage er flood eonlir-el,. A natural ehanne11 may ha\le i1n it eJOs10n control ~truetures, cu ...-eIirtc or olhe, ml1F1or modilicatf.Qns ..

Pl'otect: a routine maloten:a,nce activity perfoirmed by Permit:tee dur ng a gI[1!,i'&l'l1 year.

Ead11, annual aciiv1ity at. one location shall be eons1fued a;s 0·11e project for fee pliliposes.

A project does nnt ilndlude mi111or debris remova1I lby ha.nd sudh as a shopping cart or a bag of ga1iba,9e.

Sp:_acjak§,1a.lus__s~c~J;: any species iden~irfled as ,a candidate or se11sitive spced&.s in tocal or regional pla,11,s, Ipolicres or re91.11la:lioniS, or listedl by CDFW or 1he U.S. Fish a.nd Wilditl,f& S&Nfce. Plan,is on I1..lsts 1A. 1 B, or 2, pUb'lls-1ilied by the Califo11nia Native Plant Society,, are also considered spec:ial·slatus speciies fo,r ~Ile purposes of this Agreeme t. ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 37 of 40)
Page J-4.43
iN ,eaiiOr'I # 1I600-2013.0Ji56.IR3
.Sitt!ambed 1111:iitalion A!,JMment
Pa~22ci23-
A Vegetation Managemen1!:

Exhibiit A-11
.Aulhoriz.ed.Ac!tivitie_s_;
A. 11. Woody an ' Herb:aceo s Ve,qmafto:p. Pam ,of woody and herbaoeous pla!'Wls, fallen, trees, ,or lrunks and imbs lodged in the bed ,or bank ofthe creek may be r,emoved if such veg,e1erUon f,s causi~g streermrflow restliction. Woody vegetaijon may be removed wit a winch and cable. T:he main ~d,y of a1ny h&avy eq1111ipmem 111sedl shall be operated flilom lhe tqp of bank. Roo.t st~11.1ctures shaU lil,Ot tie ,disturbed and the debris shall be disposed of at a locaUon where It cannot r~nter State waters.

A2 .. Removal o,f Native Trees and Shrubs. Trees and sh1rubs (dead, drying ,o:r live) ibat •e less than lour 4) inches diameter a.t breast height. (dlblil,) may be remo'lled if ~hese ~r,&e-s, are located below Hte Ordii11ary High Water Mark of the Channel, and are 1~estdcfln9 flow capacity and causing erosion or floodiing.

A. 3. IBem,q_va:I of f!kl,n:n,ati)(e Ifff'.s .md_Sil;lnl!b§. No111-nahve shrulbs s'!Jch as giant reed (Arondo ,d'ona.x), Scotdh broom (Genista monspessuJan.a), French bf\oom {Cytisus scq;ianus) and p:ampas. grass (Cottecf.ena se.Uoame} may be removed in o,rd'er to m;alnlaiin channel capacity and improve na~i.ve riparian 11\l abitat. Non~ naUve tr,ee:s. stich as l!uaaJypws spp,. and tree-of-heaven, (Ailanthus altissima) that a1re fess lha1n four (4) inclllies dlilb may also be, remo-ved, The root mass of a111y lree or stl:rub ,nemoved shall be tefl in, plaoe to maintain bank :stabmty.

A.4. Habitat Enha11:oemenl Channel lh a'bitat may oo enhanced wii1h aclivities such as pla tiog of natn.re trees ,and shlll!bs ~at a e appropriate to, the llo:eat area and maintenatu:e ofthe e111hancemenl plantings ..

B. Debris and Sediment Removal
B.1. Removal quantities. A ,one-tilne relililova of a l1ug,e quantHy· of Sie<llfment and debil'ls, as stated be ow, at eaeh sit ·n the channel andl around 1he bridges ,i!Ulld o .. iven.s. After ,his o:111e time removal, a ILl!a l rremoval of small amoH1ts ,of debris and s,ed'me t from within the· •clhannel and arouind bn4ges and ,culverts aocordirn,91 to the fdllowirngi lim,ils:

B . 1 .. 1. Site 1. Haven Ave11111e to Bayshore. Pe m1ittee sJlillall be authorized to rem:oYe up-to 600 cubic yards, (cy) o,f sediment as one ,continuous aclivily within the 1000 l!tiear~foot {If) r&acfil in yea,s 2015, 2017 and 201'9.

B.1.2. Site 2. Conc,re1e-li11ed c!l),ann:e beews=en Marsh R,oad and Ro~son IRoad.

Perrniltee, shall be authorized to, remo,ve up to 200 ,cy ,of sediment as one· continuous aciw ity:; 1i1111ited to 750 llf of the creek channel! .. ,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 38 of 40)
Page J-4.44
t4ci1ifie!ltiota .i1eo0-201s-o3ss.f!3
S:lle"mbed J/l~era i011 Agreemenl
Page23.gf?J
Exhibi:t A-1
IB.2. Senisitl11e Flslhen{es.. Notwith$1:andiog the· ~o:re9:0:l11g ,. no rourtirie rnaintenan:ce ,shalll be conducted in water,courses having se111silive fisheries. without prior ,consuljatl'an wm, 1C DFW, at wlilfcl11 tlme CIOFW sh!llll eve uate th:e projeci and ,ad'd anry additional •conditions thart ii might see fil for !he prese,vation ,of'1he r,esource.

This RMA shall be ,i!!!rnended. as ai list of sensitive areas, is developed.

C. Temporary Water Divers.ions
C.1. Temporary water.;dilve'l'sions associarted w,ilh other r-ella~ed maintenance arctlviMes using slrt.1clures, such as coffelidams not ,exceeding 3 feet in height or sump:s, with or without pumps, prorV1ided that all wate1 is d1lschargedl 1int,o a silt •control structure befo-re release and 1provided tlma,t the channel is restored lo its orig:lnal cooflguratkm .after work is completed.

D. l!xemp.t ActlvJUes
Tine following routine maintenance ao~Mties are not su11:>ject to the 1pmvlsf.o:ns of the RMA and a1re not subj,eet to ~he p,rovlsk:ms of Section 1600 of the FGC if performed within1 the parameters stated lbelow,
a. Trash and delbmis removal by hand, 111ot including silt H~moval (baby• diapers, shopping carts, car bodies, metall, wood, plas:~ic, etc).
b. Remo1Vall Qf ra11e1ri ~rees from lhe now liiile or the channel 1hal wo.uk:I cause flood rig or serious, erosion of the banks. •
Note•: Mla.terialls embedded in, the bottom o,f the channel are subject lQ lhe provisiolil,s of SecUon 1600.
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

ATTY/AGR.2022.328/City of Redwood City (Page 39 of 40)
Page J-4.45
City of Menlo Park: Atherton Channel
SCALE 1 : 2,784
~~
W:J O ~C-0 400
FEET
&"..O
~';,gi, :-B c,f :'IQ
t
J
ATHEFITQfll CHANN!fl..

AO!:A i O IBE I\IIAIN'r .I\INEO /l
y\
,7190436Ā-6:25782Ā/,*Ā+"!-#+#"Ȁ!$,%Ȁ%&%%Ȁ(-(!Ȁ"#-)+,-.(+$.

Page J-4.46
ATTY/AGR.2022.328/City of Redwood City (Page 40 of 40)

ATTACHMENT C
Area of Work: Atherton Channel Maintenance
Page J-4.47
Pre-Cleanup Photos
ATTACHMENT D Page J-4.48
Post-Cleanup Photos
Page J-4.49

,.

MENLO PARK
AGENDA ITEM J-5
Administrative Services

STAFF REPORT
City Council
Meeting Date: 10/10/2023
Staff Report Number: 23-227-CC
Consent Calendar: Receive and file the annual inflation protection adjustment of $0.50 per hour for an approved local
minimum wage effective Jan. 1, 2024, of $16.70 per
hour
Recommendation
Receive and file the automatic annual inflation protection adjustment to the approved local minimum wage effective Jan. 1, 2024. City Council retains the option of suspending the automatic increase by directing City staff to return with applicable action required by Menlo Park Municipal Code Chapter 5.76 (Attachment A).

Effective Jan. 1, 2024, approved local minimum wage in Menlo Park will increase by $0.50 per hour, from $16.20 to $16.70 per hour. The local minimum wage ordinance contains no mandate to increase wages for employees with hourly wages at or higher than the approved local minimum wage.

Policy Issues
Menlo Park Municipal Code (MPMC) §5.76.030, paragraphs (b) and (c), provide an automatic annual inflation adjustment to the approved local minimum wage and an allowance for the City Council to suspend the adjustment. The MPMC stipulates that the annual inflation adjustment is calculated using the August to August increase in the Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI-W, CWURS49BSA0) for San Francisco – Oakland – Hayward as reported by the Bureau of Labor Statistics, not to exceed 3%.

Background
On Sept. 24, 2019, the City Council adopted Ordinance No. 1058, codified as MPMC Chapter 5.76, establishing a local minimum wage of $15.00 for each hour worked within the geographic boundaries of the city of Menlo Park effective Jan. 1, 2020.
• Jan. 1, 2021, local minimum wage increased by increased by 1.6% CPI-W to $15.25 change • Jan. 1, 2022, local minimum wage increased by 3% maximum (CPI-W change 4.9%) to $15.75 • Jan. 1 local minimum wage increased by 3% maximum (CPI-W change 6.0%) to $16.20 Analysis
City Council’s findings and determinations when adopting the local minimum wage ordinance included the following:
• The Bay Area in general, and Menlo Park in particular, are becoming increasingly expensive places to live and work.
• Payment of a minimum wage advances the interests of the City as a whole by creating jobs that keep workers and their families out of poverty.
• A minimum wage will enable a worker to meet basic needs and avoid economic hardship.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-5.1

Staff Report #: 23-227-CC
• The local minimum wage ordinance (Ordinance No. 1058) is intended to improve the quality of services provided in the City to the public by reducing high turnover, absenteeism and instability in the workplace.

The CPI-W increase was 3.3% from August 2022 to August 2023, capped at 3% per the minimum wage ordinance and rounded to the nearest five cents. Effective Jan. 1, 2024, the approved local minimum wage will automatically increase by the maximum allowed inflation adjustment of 3% or $0.50 per hour. The increase results in approximately $86.67 per month, or $1,040 annually, for a full-time worker who is paid at the currently-approved local minimum wage of $16.20 per hour.

The local minimum wage ordinance does not mandate wage increases for employees making at or more than the approved local minimum wage. For example, an employee whose hourly wage is $16.70 or more Dec. 31 will see no mandated increase in their hourly wage Jan. 1, 2024. An employee whose hourly wage is less than $16.70 Dec. 31 will receive an increase to $16.70 per hour effective Jan. 1, 2024.

City Council may direct City staff to return with a resolution to suspend the Jan. 1 adjustment for up to one year upon adoption of the following finding: “local or other economic conditions justify temporarily suspending the inflation adjustment.”
City staff will be bringing a modified salary schedule for City Council consideration prior to Jan. 1, 2024, that will include amendments to any existing salary ranges that start below the minimum wage. Additionally, City staff is commencing negotiations with the Service Employees International Union Local 521, Temporary Employees Unit, which may result in wage adjustments and other amendments aimed to increase recruitment and retention.

Impact on City Resources
Annual notification to businesses is included in the City’s fiscal year 2023-24 budget. City-employed individuals are paid in accordance with the City Council adopted salary schedule, but not less than the approved local minimum wage. Currently, two temporary City employees whose hourly wage is less than $16.70 will receive an increase effective Jan. 1, 2024.

Environmental Review
This action is not a project within the meaning of the California Environmental Quality Act (CEQA) Guidelines §§15378 and 15061(b)(3) as it will not result in any direct or indirect physical change in the environment.

Public Notice
Public notification was achieved by posting the agenda, with the agenda items being listed, at least 72 hours prior to the meeting.

Attachments
A. MPMC Chapter 5.76 – Local Minimum Wage
Report prepared by:

Rani Singh, Interim Budget and Finance Manager
City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-5.2

Staff Report #: 23-227-CC
Report reviewed by:

Brittany Mello, Administrative Services Director
City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-5.3
Chapter 5.76

LOCAL MINIMUM WAGE

ATTACHMENT A
Sections:

5.76.010 Purpose.

5.76.020 Definitions.

5.76.030 Minimum wage.

5.76.040 Exemptions.

5.76.050 Waiver through collective bargaining.

5.76.060 Notice, posting and payroll records.

5.76.070 Retaliation prohibited.

5.76.080 Implementation.

5.76.090 Enforcement.

5.76.100 Relationship to other requirements.

5.76.010 Purpose.

This ordinance codified in this chapter shall be known as the "Minimum Wage Ordinance." (Ord. 1058 § 2 (part), 2019).

5.76.020 Denitions.

The following words, terms and phrases, when used in this chapter, shall have the meanings set forth in this section, except where the context clearly indicates a different meaning:
(a) "City" shall mean city of Menlo Park or any agency designated by the city of Menlo Park to perform various investigative, enforcement and informal resolution functions pursuant to this chapter. (b) "Employee" shall mean any person who:
(1) In a calendar week performs at least two (2) hours of work for an employer as defined below; and
Page J-5.4
I
(2) Qualifies as an employee entitled to payment of a minimum wage from any employer under the California minimum wage law, as provided under Section 1197 of the California Labor Code and wage orders published by the California Industrial Welfare Commission. (c) "Employer" shall mean any person, including corporate officers or executives, as defined in Section 18 of the California Labor Code, who directly or indirectly through any other person, including through the services of a temporary employment agency, staffing agency, or similar entity, employs or exercises control over the wages, hours, or working conditions of any employee and who is either subject to the city’s business license requirements, conducts business in Menlo Park or maintains a business facility in the city.
(d) "Minimum wage" shall have the meaning set forth in Section 5.76.030. (Ord. 1058 § 2 (part), 2019).

5.76.030 Minimum wage.
(a) Employers shall pay employees no less than the minimum wage set forth in this section for each hour worked within the geographic boundaries of the city of Menlo Park. (b) Effective January 1, 2020, the minimum wage shall be an hourly rate of fifteen dollars ($15.00). To prevent inflation from eroding its value, beginning on January 1, 2021, and each first day of January thereafter, the minimum wage shall increase by an amount corresponding to the increase, if any, in the cost of living, not to exceed three percent (3%). The prior year’s increase in the cost of living shall be measured by the percentage increase, if any, as of August of the immediately preceding year of the Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI-W) for San Francisco – Oakland – Hayward, or its successor index, as published by the U.S. Department of Labor or its successor agency, with the amount of the minimum wage increase rounded to the nearest multiple of five cents ($0.05). If there is no net increase in the cost of living, the minimum wage shall remain unchanged for that year. The adjusted minimum wage shall be announced by the first day of October of each year, or as soon as practicable thereafter if the Consumer Price Index for August has not yet been published, and shall become effective as the new minimum wage on the first day of January of each year.
(c) The city council may, by resolution and upon a majority vote of the city council, temporarily suspend the inflation adjustment in the upcoming calendar year for a period of no more than one (1) calendar year. At the end of the suspension period, the minimum wage shall be automatically adjusted by the change in Consumer Price Index in accordance with subsection (b) of this section and without further notice or action by the city council.

In a resolution granting a temporary suspension of the annual inflation adjustment, the city council shall make the following finding: local or other economic conditions justify temporarily suspending the inflation adjustment.

Page J-5.5
Nothing herein shall prohibit the city council from adopting consecutive temporary suspension periods, as provided herein.
(d) A violation for unlawfully failing to pay the minimum wage shall be deemed to continue from the date immediately following the date that the wages were due and payable as provided in Part 1 (commencing with Section 200) of Division 2 of the California Labor Code, to the date immediately preceding the date the wages are paid in full. (Ord. 1058 § 2 (part), 2019).

5.76.040 Exemptions.
(a) State, federal and county agencies, including school districts, shall not be required to pay minimum wage when the work performed is related to their governmental function. However, for work that is not related to their governmental function, including, but not limited to: booster or gift shops, non-K-12 cafeterias, on-site concessions and similar operations, minimum wage shall be required to be paid.

Minimum wage shall also be required to be paid by lessees or renters of facilities or space from an exempt organization.
(b) Any organization claiming "auxiliary organization" status under California Education Code Section 89901 or Section 72670(c) shall not be required to pay minimum wage. The organization, upon request of the city, shall provide documentary proof of its auxiliary organization status. (c) Any learner who has no previous or related experience in the occupation for which they are hired as identified in California Labor Code Section 1192. This exemption shall only apply to the first one hundred sixty (160) hours of employment as specified in California Labor Code Section 1192. (Ord. 1058 § 2 (part), 2019).

5.76.050 Waiver through collective bargaining.

To the extent required by federal law, all or any portion of the applicable requirements of this chapter may be waived in a bona fide collective bargaining agreement; provided, that such waiver is explicitly set forth in such agreement in clear and unambiguous terms. (Ord. 1058 § 2 (part), 2019).

5.76.060 Notice, posting and payroll records.
(a) By the first day of December of each year, the city shall publish and make available to employers a bulletin announcing the adjusted minimum wage rate for the upcoming year, which shall take effect on the first day of January of each year. In conjunction with this bulletin, the city shall, by the first day of December of each year, publish and make available to employers a notice suitable for posting by employers in the workplace informing employees of the current minimum wage rate and of their rights under this chapter. Such notice shall be in English and other languages as provided in any regulations promulgated under Section 5.76.080(a).

Page J-5.6
(b) Every employer shall post in a conspicuous place at any workplace or job site where any employee works the notice published each year by the city informing employees of the current minimum wage rate and of their rights under this chapter. Every employer shall post such notices in any language spoken by at least five percent (5%) of the employees at the workplace or job site. Every employer shall also provide each employee at the time of hire with the employer’s name, address and telephone number in writing.
(c) Employers shall retain payroll records pertaining to employees for a period of four (4) years, and shall allow the city access to such records, with appropriate notice and at a mutually agreeable time, to monitor compliance with the requirements of this chapter. Where an employer does not maintain or retain adequate records documenting wages paid or does not allow the city reasonable access to such records, the employee’s account of how much he or she was paid shall be presumed to be accurate, absent clear and convincing evidence otherwise. (Ord. 1058 § 2 (part), 2019).

5.76.070 Retaliation prohibited.
(a) It shall be unlawful for an employer or any other party to discriminate in any manner or take adverse action against any person in retaliation for exercising rights protected under this chapter. Rights protected under this chapter include, but are not limited to: the right to file a complaint or inform any person about any party’s alleged noncompliance with this chapter; and the right to inform any person of his or her potential rights under this chapter and to assist him or her in asserting such rights. Protections of this chapter shall apply to any person who mistakenly, but in good faith, alleges noncompliance with this chapter.
(b) Taking adverse action against a person within ninety (90) days of the person’s exercise of rights protected under this chapter shall raise a rebuttable presumption of having done so in retaliation for the exercise of such rights. (Ord. 1058 § 2 (part), 2019).

5.76.080 Implementation.
(a) Guidelines. The city manager or designee shall be authorized to coordinate implementation and enforcement of this chapter and may promulgate appropriate guidelines or rules for such purposes. Any guidelines or rules promulgated by the city shall have the force and effect of law and may be relied on by employers, employees and other parties to determine their rights and responsibilities under this chapter. Any guidelines or rules may establish procedures for ensuring fair, efficient and cost effective implementation of this chapter, including supplementary procedures for helping to inform employees of their rights under this chapter, for monitoring employer compliance with this chapter and for providing administrative hearings to determine whether an employer or other person has violated the requirements of this chapter.
(b) Reporting Violations. An employee or any other person may report to the city in writing any suspected violation of this chapter. The city shall encourage reporting pursuant to this subsection by Page J-5.7
I
keeping confidential, to the maximum extent permitted by applicable laws, the name and other identifying information of the employee or person reporting the violation; provided, however, that with the authorization of such person, the city may disclose his or her name and identifying information as necessary to enforce this chapter or other employee protection laws. In order to further encourage reporting by employees, if the city notifies an employer that the city is investigating a complaint, the city shall require the employer to post or otherwise notify its employees that the city is conducting an investigation, using a form provided by the city.
(c) Investigation. The city or its designated agent shall be responsible for investigating any possible violations of this chapter by an employer or other person. The city or its designated agent shall have the authority to inspect workplaces, interview persons and request the city attorney to subpoena books, papers, records or other items relevant to the enforcement of this chapter. (d) Informal Resolution. The city shall make every effort to resolve complaints informally, in a timely manner. (Ord. 1058 § 2 (part), 2019).

5.76.090 Enforcement.
(a) Where prompt compliance is not forthcoming, the city shall take any appropriate enforcement action to secure compliance. In addition to all other civil remedies, the city may enforce this chapter pursuant to Title 1. To secure compliance, the city may use the following enforcement measures:
(1) The city may issue an administrative citation with a daily fine for each day or portion thereof and for each employee or person as to whom the violation occurred or continued. (2) The city may issue an administrative compliance order. (3) The city may initiate a civil action for injunctive relief and damages and civil penalties in a court of competent jurisdiction.
(b) Any person aggrieved by a violation of this chapter, any entity a member of which is aggrieved by a violation of this chapter or any other person or entity acting on behalf of the public as provided for under applicable state law may bring a civil action in a court of competent jurisdiction against the employer or other person violating this chapter and, upon prevailing, shall be awarded reasonable attorneys’ fees and costs and shall be entitled to such legal or equitable relief as may be appropriate to remedy the violation including, without limitation, the payment of any back wages unlawfully withheld, the payment of an additional sum as a civil penalty in the amount of fifty dollars ($50.00) to each employee or person whose rights under this chapter were violated for each day that the violation occurred or continued, reinstatement in employment and/or injunctive relief; provided, however, that any person or entity enforcing this chapter on behalf of the public as provided for under applicable state law shall, upon prevailing, be entitled only to equitable, injunctive or restitutionary relief to employees, and reasonable attorneys’ fees and costs.

Page J-5.8
I
(c) This section shall not be construed to limit an employee’s right to bring legal action for a violation of any other laws concerning wages, hours or other standards or rights, nor shall exhaustion of remedies under this chapter be a prerequisite to the assertion of any right. (d) Except where prohibited by state or federal law, city agencies or departments may revoke or suspend any registration certificates, permits or licenses held or requested by the employer until such time as the violation is remedied.
(e) Relief. The remedies for violation of this chapter include, but are not limited to:
(1) Reinstatement, and the payment of back wages unlawfully withheld, and the payment of an additional sum as a civil penalty in the amount of fifty dollars ($50.00) to each employee or person whose rights under this chapter were violated for each day or portion thereof that the violation occurred or continued, and fines imposed pursuant to other provisions of this code or state law. (2) Interest on all due and unpaid wages at the rate of interest specified in subdivision (b) of Section 3289 of the California Civil Code, which shall accrue from the date that the wages were due and payable as provided in Part 1 (commencing with Section 200) of Division 2 of the California Labor Code, to the date the wages are paid in full. (3) Reimbursement of the city’s administrative costs of enforcement and reasonable attorney’s fees.
(f) Posted Notice. If a repeated violation of this chapter has been finally determined, the city may require the employer to post public notice of the employer’s failure to comply in a form determined by the city. (Ord. 1058 § 2 (part), 2019).

5.76.100 Relationship to other requirements.

This chapter provides for payment of a local minimum wage and shall not be construed to preempt or otherwise limit or affect the applicability of any other law, regulation, requirement, policy or standard that provides for payment of higher or supplemental wages or benefits, or that extends other protections. (Ord. 1058 § 2 (part), 2019).

Page J-5.9

,.

MENLO PARK
AGENDA ITEM J-6
Administrative Services

STAFF REPORT
City Council
Meeting Date: 10/10/2023
Staff Report Number: 23-231-CC
Consent Calendar: Authorize the city manager to execute an amendment to the professional software
subscription services agreement with Accela, Inc.
for continued access to the Civic Platform land
management system in an amount not to exceed
$1,496,598 over a period of five years
Recommendation
Staff recommends that the City Council approve a resolution authorizing the city manager to execute a fiveyear renewal agreement (Attachment A), to be paid annually, with Accela, Inc. for the Civic Platform, which includes the Citizen Access, Inspection scheduling applications and Enhanced Reporting database systems mainly in use by the community development and public works departments. The cost for the first year is $270,846.42, with each subsequent year increasing by 5%. The total cost of the five-year agreement is $1,496,597.44.

Policy Issues
This commitment exceeds the city manager’s signing authority and requires City Council approval.

Background
The current contract with Accela, Inc., was approved by the City Council June 19, 2018 (Attachment B), for the implementation and initial five-year term for upgrading the City’s land management system. The term is set to expire Nov. 15.

The Accela Civic Platform is the land management system that the City of Menlo Park uses for the day-today business operations of community development and public works. The system is used for processing various types of permits, including, but not limited to building permits, entitlement permits and heritage tree removal permits. It also facilitates the management and scheduling of building inspections and collection of associated fees.

The Accela Civic Platform also enables field inspection personnel to promptly share inspection outcomes from the field, thereby enhancing communication for both applicants and internal staff. The system provides applicants, residents, contractors, and other members of the public with the ability to submit permit applications online and access permit status updates around the clock, seven days a week, irrespective of the City's regular business hours. Menlo Park’s Accela Civic Platform deployment includes integrations for consolidated electronic document review (EDR) and a newly-launched DocuSign electronic signature solution.

City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-6.1

-
Staff Report #: 23-231-CC
Analysis
The City of Menlo Park subscribes to the Accela Civic Platform system, which is hosted by Accela and delivered over the internet. This Software-as-a-Service (SaaS) system provides all of the core functions required by the community development and public works departments to issue, track, report and accept payments for building, planning, heritage tree, truck route, special event, film, water connection and encroachment permits among others.

Accela serves as the City's online permitting system, catering to both the general public and various City Departments for permit and inspection tracking, fee management, reporting and other essential functions.

There has been an increase in user satisfaction with the improvements of the Accela online platform relative to the City’s previous system and other alternatives, from both the public and staff. The City has also made substantial investments in software enhancements and comprehensive training across all Accela modules.

Staff negotiated a five-year agreement to guarantee a fixed annual cost increase of 5% over the term of the contract (Attachment A). The City is charged a subscription license fee per internal staff user, which provides staff with access to the online system. In addition, the vendor provides software updates and technical support, and securely hosts the software in a Microsoft Azure datacenter.

If the City were to pursue an alternative land management system rather than renewing the agreement with the Accela Civic Platform, this would require a multi-year planning process. This process would include, assessing the City’s needs, restructuring workflows, conducting the solicitation itself, preparing for data migration, executing a transition plan to ensure uninterrupted services, configuring the new software, and training staff on the new system.

Impact on City Resources
Costs for Civic Platform are already included in the fiscal year 2023-24 budget. Annual costs will be incorporated into future operating budgets. Permit fees collected significantly offset licensing costs.

Table 1: Cost Over 5 Year term
Item Net Total
Year 1 $270,846.42
Year 2 $284,388.74
Year 3 $298,608.18
Year 4 $313,538.59
Year 5 $329,215.51
Total $1,496,597.44
Environmental Review
This action is not a project within the meaning of the California Environmental Quality Act (CEQA) Guidelines §§15378 and 15061(b)(3) as it will not result in any direct or indirect physical change in the City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-6.2

Staff Report #: 23-231-CC
environment.

Public Notice
Public notification was achieved by posting the agenda, with the agenda items being listed, at least 72 hours prior to the meeting.

Attachments
A. First amendment to agreement No. 2769 with Accela, Inc.

B. Hyperlinks – June, 19, 2018, Staff Report # 18-139-CC: menlopark.org/DocumentCenter/View/17847/I3- --New-Land-Management-Information-System-Staff-Report
Report prepared by:

Whitney Loy, Enterprise Application Administrator
Thomas Rogers, Principal Planner
Report reviewed by:

Sandy Pimentel, Information Technology Manager
Brittany Mello, Administrative Services Director
City of Menlo Park 701 Laurel St., Menlo Park, CA 94025 tel 650-330-6600 menlopark.gov Page J-6.3

ITY Of

MENLO PARK

AGREEMENT AMENDMENT

ATTACHMENT A
City Manager’s Office
701 Laurel St., Menlo Park, CA 94025
tel 650-330-6620
Amendment #: 2769.1

AGREEMENT FOR SERVICES BETWEEN
THE CITY OF MENLO PARK AND ACCELA, INC.

THIS FIRST AMENDMENT is made and entered into this __________________________, by and between the CITY OF MENLO PARK, a Municipal Corporation, hereinafter referred to as “CITY,” and ACCELA, INC., hereinafter referred to as “FIRST PARTY.”

1. Section 1. SCOPE OF WORK of Agreement No. 2769, (“Agreement”), Section 1. SCOPE OF WORK [amendment to section] is hereby amended to read as follows:
“In consideration of the payment by CITY to FIRST PARTY, as hereinafter provided, FIRST PARTY agrees to perform all the services as set forth in Exhibit “A and A-1,” Scope of Services.”

2. Section 4. COMPENSATION OF PAYMENT of Agreement No. 2769, (“Agreement”), Section 4.

COMPENSATION AND PAYMENT [amendment to section] is hereby amended to read as follows:
“A. CITY shall pay FIRST PARTY an all-inclusive fee that shall not exceed $1,496,597.44 described in Exhibit "A and A-1," Scope of Services. All payments shall be inclusive of all indirect and direct charges to the Project incurred by FIRST PARTY. The CITY reserves the right to withhold payment if the City determines that the quantity or quality of the work performed is unacceptable.”

3. Section 24. TERM OF AGREEMENT of Agreement No. 2769, (“Agreement”), Section 24. TERM OF AGREEMENT [amendment to section] is hereby amended to read as follows:
“This agreement shall remain in effect for the period of November 6, 2018 through November 15, 2028 unless extended, amended, or terminated in writing by City.” Except as modified by this Amendment, all other terms and conditions of Agreement No. 2769 remain the same.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written.

SIGNATURE PAGE TO FOLLOW
Page J-6.4
CC Rev 20210301

2 FOR FIRST PARTY:

Signature Date
Printed name Title
Tax ID#
APPROVED AS TO FORM:

Nira F. Doherty, City Attorney
FOR CITY OF MENLO PARK:

Date
Justin I. C. Murphy, City Manager
ATTEST:

Date
Judi A. Herren, City Clerk Date
Page J-6.5
CC Rev 20200301

~Accela

ACCELA SUBSCRIPTION SERVICES AGREEMENT
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 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 public-facing 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. 20201023
Page J-6.6

~Accela

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.

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 Support Services and Service Availability Policy are the sole and exclusive remedies for any breach of the service levels. Customer grants Accela a royaltyfree, 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. 20201023
Page J-6.7

~Accela

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 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, and; (v) use the Subscription Services only in accordance with the applicable Documentation, laws and government regulations.

3. PAYMENT TERMS.

3.1 Purchases Directly from Accela. Except as otherwise set forth in an Order, Subscription fees shall be invoiced annually in advance and such fees shall be due and payable on the first day of the Subscription and on each anniversary thereafter for each renewal, if any. 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. 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.
20201023
Page J-6.8

~Accela

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 entered in to, applied or used in the Subscription Services. Customer acknowledges that Accela generally does not have access to and 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 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 cannabisrelated 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.

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, 20201023
Page J-6.9

~Accela
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 ITSLICENSORSWITH 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 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 Service or the performance of the Subscription 20201023
Page J-6.10

~Accela
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 any 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 term 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.

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 provided 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/.

11.5 Survival. Sections 2.5 (Ownership and Proprietary Rights), 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.
20201023
Page J-6.11

~Accela

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.

In WITNESS WHERE OF, the parties have indicated their acceptance of the terms of this Agreement by their signatures below
ACCELA, INC. CUSTOMER: ________________________
Signature: ______________________________ Signature: __________________________ Name: ______________________________ Name: ____________________________ Title: ______________________________ Title: ____________________________ Date: ______________________________ Date: ____________________________ 20201023
Page J-6.12

! Accela Proposed by: Caitlin Carter
Contact Phone: (925) 359 - 3411
Contact Email: [email protected]
Quote ID: Q-30003
Valid Through: 10/30/2023 2633 Camino Ramon, Suite 500 Currency: USD San Ramon, CA, 94583 Renewal Order Form
Address Information
Bill To: Ship To:

City of Menlo Park City of Menlo Park
701 Laurel St. 701 Laurel St.

Menlo Park, California 94025 Menlo Park, California 94025 United States United States
Billing Name: Sandy Pimentel
Billing Phone: 650-330-6658
Billing Email: [email protected]
Services Year Start Date End Date Term
(Months)
Price Qty Net Total
Accela Civic Platform Silver -
Subscription User
Year 1 11/16/2023 11/15/2024 12 $2,795.11 85 $237,584.58 Accela Citizen Access
Subscription Population -
Under 50K
Year 1 11/16/2023 11/15/2024 12 $0.00 1 $0.00
Enhanced Reporting Database
(ERD)
Year 1 11/16/2023 11/15/2024 12 $33,261.84 1 $33,261.84 TOTAL: $270,846.42
Services Year Start Date End Date Term
(Months)
Price Qty Net Total
Accela Civic Platform Silver -
Subscription User
Year 2 11/16/2024 11/15/2025 12 $2,934.87 85 $249,463.81 Accela Citizen Access
Subscription Population -
Under 50K
Year 2 11/16/2024 11/15/2025 12 $0.00 1 $0.00
Enhanced Reporting Database
(ERD)
Year 2 11/16/2024 11/15/2025 12 $34,924.93 1 $34,924.93 TOTAL: $284,388.74
Services Year Start Date End Date Term
(Months)
Price Qty Net Total
Accela Civic Platform Silver -
Subscription User
Year 3 11/16/2025 11/15/2026 12 $3,081.61 85 $261,937.00 Accela Citizen Access
Subscription Population -
Under 50K
Year 3 11/16/2025 11/15/2026 12 $0.00 1 $0.00

Page J-6.13

Services Year Start Date End Date Term
(Months)
Price Qty Net Total
Enhanced Reporting Database
(ERD)
Year 3 11/16/2025 11/15/2026 12 $36,671.18 1 $36,671.18 TOTAL: $298,608.18
Services Year Start Date End Date Term
(Months)
Price Qty Net Total
Accela Civic Platform Silver -
Subscription User
Year 4 11/16/2026 11/15/2027 12 $3,235.69 85 $275,033.85 Accela Citizen Access
Subscription Population -
Under 50K
Year 4 11/16/2026 11/15/2027 12 $0.00 1 $0.00
Enhanced Reporting Database
(ERD)
Year 4 11/16/2026 11/15/2027 12 $38,504.74 1 $38,504.74 TOTAL: $313,538.59
Services Year Start Date End Date Term
(Months)
Price Qty Net Total
Accela Civic Platform Silver -
Subscription User
Year 5 11/16/2027 11/15/2028 12 $3,397.48 85 $288,785.54 Accela Citizen Access
Subscription Population -
Under 50K
Year 5 11/16/2027 11/15/2028 12 $0.00 1 $0.00
Enhanced Reporting Database
(ERD)
Year 5 11/16/2027 11/15/2028 12 $40,429.97 1 $40,429.97 TOTAL: $329,215.51
Pricing Summary
Period Net Total
Year 1 $ 270,846.42
Year 2 $ 284,388.74
Year 3 $ 298,608.18
Year 4 $ 313,538.59
Year 5 $ 329,215.51
Total $ 1,496,597.44

Page J-6.14

Renewal Terms/Information:

General Information
Governing
Agreement(s)
This Order Form, including any OnPrem Licenses, Maintenance and Support, and Subscription Services will be governed by the applicable Subscription Services and ERD terms and conditions at https://www.accela.com/terms/
Order Terms
Order Start Date Unless otherwise specified in the Special Order Terms:
• Software Licenses & Subscriptions start on the date of delivery by Accela; • Hosting and Support start on Accela’s delivery of the software hosted and/or supported;.

Order Duration Unless otherwise specified in the Special Order Terms:
• Subscriptions continue from the Order Start Date through the number of months listed in this Order Form (or if not listed, twelve (12) months). Thereafter Subscriptions automatically renew annually as calculated from Order Start Date of Customer’s first Subscription purchase.
• Any Software Licenses or Hardware are one-time, non-refundable purchases. • Hosting and Support continue from the Order Start Date through the number of months listed in this Order Form (or if not listed, twelve (12) months). • Professional Services continue for the duration as outlined in the applicable Statement of Work, Exhibit or the Governing Agreement, as applicable.

Special Order Terms This Order Form replaces all previous order forms for the terms listed above and will govern the Software, Maintenance, and/or Services items listed on this Order Form. • In the event of an inconsistency between this Order Form, any governing agreement, purchase order, or invoice, the Order Form shall govern as it pertains to this transaction.
• For Software Licenses, Accela may terminate this Order Form in the event the Software is phased out across Accela’s customer base. In such event, Accela will provide Customer sufficient advance notice and the parties will mutually agree to a migration plan for converting Customer to another Accela generally-available offering with comparable functionality.

Payment Terms
Currency USD
Invoice Date Unless otherwise stated in the Special Payment Terms, Invoice for the Grand Total above will be issued on the Order Start Date.

Payment Due Date Unless otherwise stated in the Special Payment Terms or the Governing Agreement(s), all payments are due on the Invoice Date and payable net 30 days.

Service Charge Pricing is based upon payment by ACH or 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.

Page J-6.15

Special
Payment
Terms
None unless otherwise specified in this location.

Purchase Order If Customer requires PO number on invoices, it must be provided below and Customer must provide a copy of the PO prior to invoice issuance. If no PO number provided prior to invoice issuance date, invoices issued on this Order Form will be valid without a PO reference.

PO#
Signatures
Accela, Inc. Customer
Signature: Signature:

Print Name: Print Name:

Title: Title:

Date: Date:

Page J-6.16

PROFESSIONAL SOFTWARE SUBSCRIPTION SERVICES

AGREEMENT
City Manager's Office
701 Laurel St., Menlo Park, CA 94025 CITY OF
MENLO PARK tel 650-330-6620
Agreement#: 002769

AGREEMENT FOR PROFESSIONAL SOFTWARE SUBSCRIPTION SERVICES BETWEEN THE CITY OF MENLO PARK AND ACCELA, INC.

T'1!!t S AGREEMENT made and entered into at Menlo Park, California, this ~ day of ii.AA ,~ , 2019, by and between the CITY OF MENLO PARK, a Municipal Corporation, he"reinaftU referred to as "CITY," and ACCELA, INC., hereinafter referred to as "FIRST PARTY." WITNESSETH:

WHEREAS, CITY desires to retain FIRST PARTY to provide certain professional software subscription services for CITY in connection with that certain project called: Land Management System Replacement WHEREAS, FIRST PARTY is licensed to perform said services and desires to and does hereby undertake to perform said services.

NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS, PROMISES AND CONDITIONS of each of the parties hereto, it is hereby agreed as follows:

1. SCOPE OF WORK
In consideration of the payment by CITY to FIRST PARTY, as hereinafter provided, FIRST PARTY agrees to perform all the services as set forth in Exhibit "A," Scope of Services.

2. SCHEDl:JLE FOR WORK
FIRST PARTY's proposed schedule for the various services required pursuant to this agreement will be as set forth in Exhibit "A," Scope of Services. CITY will be kept informed as to the progress of work by written reports, to be submitted monthly or as otherwise required in Exhibit "A." Neither party shall hold the other responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents or other events beyond the control of the other, or the other's employees and agents.

FIRST PARTY shall commence work immediately upon receipt of a "Notice to Proceed" from CITY. The "Notice to Proceed" date shall be considered the "effective date" of the agreement, as used herein, except as otherwise specifically defined.

CC Rev20181005
Page J-6.17
2 3. PROSECUTION OF WORK
FIRST PARTY will employ a sufficient staff to prosecute the work diligently and continuously and will complete the work in accordance with the schedule of work approved by the CITY. (See Exhibit "A," Scope of Services).

4. COMPENSATION AND PAYMENT
A. CITY shall pay FIRST PARTY an all-inclusive fee that shall not exceed $475,668.30 as described in Exhibit "A," Scope of Services. This compensation shall be based on the rates described in Exhibit "A." All payments, including fixed hourly rates, shall be inclusive of all indirect and direct charges to the Project incurred by FIRST PARTY.

B. In consideration for FIRST PARTY's complete performance of Subscribed Services, City shall pay FIRST PARTY for all materials provided and services rendered by FIRST PARTY at the rate per hour for labor and cost per unit for materials as outlined in Exhibit A. • C. FIRST PARTY's fee for the services as set forth herein shall be considered as full compensation for all indirect and direct personnel, materials, supplies and equipment, and services incurred by FIRST PARTY and used in carrying out or completing the work.

D. Payments are due upon receipt of written invoices. CITY shall have the right to receive, upon request, documentation substantiating charges billed to CITY. CITY shall have the right to perform an audit of the FIRST PARTY's relevant records pertaining to the charges.

5. EQUAL EMPLOYMENT OPPORTUNITY
A. FIRST PARTY, with regard to the work performed by it under this agreement shall not discriminate on the grounds of race, religion, color, national origin, sex, handicap, marital status or age in the retention of sub-consultants, including procurement of materials and leases of equipment.

B. FIRST PARTY shall take affirmative action to insure that employees and applicants for employment are treated without regard to their race, color, religion, sex, national origin, marital status or handicap. Such action shall include, but not be limited to the following: employment, upgrading, demotion , or transfer; recruitment advertising; layoff or termination; rates of pay or other forms of compensation and selection for training including apprenticeship.

C. FIRST PARTY shall post in prominent places, available to employees and applicants for employment, notices setting forth the provisions of this non-discrimination clause.

D. FIRST PARTY shall state that all qualified applications will receive consideration for employment without regard to race, color, religion, sex, national origin, marital status or handicap.

E. FIRST PARTY shall comply with Title VI of the Civil Rights Act of 1964 and shall provide such reports as may be required to carry out the intent of this section.

F. FIRST PARTY shall incorporate the foregoing requirements of this section in FIRST PARTY's agreement with all sub-consultants.

6. ASSIGNMENT OF AGREEMENT AND TRANSFER OF INTEREST
A. FIRST PARTY shall not assign this agreement, and shall not transfer any interest in the same (whether by assignment or novation), without prior written consent of the CITY, such consent will not be unreasonably withheld, thereto, provided, however, that claims for money due or to become due to the FIRST PARTY from the CITY under this agreement may be assigned to a bank, trust company, or other financial institution without such approval. Notice of an intended assignment or transfer shall be furnished promptly to the CITY.

CC Rev20181005
Page J-6.18
3 7. INDEPENDENT WORK CONTROL
It is expressly agreed that in the performance of the service necessary for compliance with this agreement, FIRST PARTY shall be and is an independent contractor and is not an agent or employee of CITY. FIRST PARTY has and shall retain the right to exercise full control and supervision of the services and full control over the employment, direction, compensation and discharge of all persons assisting FIRST PARTY in the performance of FIRST PARTY's services hereunder. FIRST PARTY shall be solely responsible for its own acts and those of its subordinates and employees.

8. CONSUL TANT QUALIFICATIONS
It is expressly understood that FIRST PARTY is licensed and skilled in the professional calling necessary to perform the work agreed to be done by it under this agreement and CITY relies upon the skill of FIRST PARTY to do and perform said work in a skillful manner usual to the profession. The acceptance of FIRST PARTY's work by CITY does not operate as a release of FIRST PARTY from said understanding.

9. NOTICES
All notices hereby required under this agreement shall be in writing and delivered in person or sent by certified mail, postage prepaid or by overnight courier service. Notices required to be given to CITY shall be addressed as follows:

Sandy Pimentel
IT Division
City of Menlo Park
701 Laurel St.

Menlo Park, CA 94025
650-330-6657
[email protected]
Notices required to be given to FIRST PARTY shall be addressed as follows:

Attn: Legal Department
Accela, Inc.
2633 Camino Ramon #500
San Ramon, CA 94583
925-659-3200
Provided that any party may change such address by notice, in writing, to the other party and thereafter notices shall be addressed and transmitted to the new address.

10. HOLD HARMLESS
Refer to Exhibit C.

CC Rev 20181005
Page J-6.19
4 11. INSURANCE
A. FIRST PARTY shall not commence work under this agreement until all insurance required under this Section has been obtained and such insurance has been approved by the City, with certificates of insurance evidencing the required coverage.

B. There shall be a contractual liability endorsement extending the FIRST PARTY's coverage to include the contractual liability assumed by the FIRST PARTY pursuant to this agreement. These certificates shall specify or be endorsed to provide that thirty (30) days' notice must be given, in writing, to the CITY, at the address shown in Section 9, of any pending cancellation of the policy. FIRST PARTY shall notify CITY of any pending change to the policy. All certificates shall be filed with the City.

1. Workers' compensation and employer's liability insurance:

The FIRST PARTY shall have in effect during the entire life of this agreement workers' compensation and Employer's Liability Insurance providing full statutory coverage. In signing this agreement, the FIRST PARTY makes the following certification, required by Section 18161 of the California Labor Code: "I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for workers' compensation or to undertake selfinsurance in accordance with the provisions of the Code, and I will comply with such provisions before commencing the performance of the work of this agreement" (not required if the FIRST PARTY is a Sole Proprietor).

2. Liability insurance:

The FIRST PARTY shall take out and maintain during the life of this agreement such Bodily Injury Liability and Property Damage Liability Insurance (Commercial General Liability Insurance) on an occurrence basis as shall protect it while performing work covered by this agreement from any and all claims for damages for bodily injury, including accidental death, as well as claims for property damage which may arise from the FIRST PARTY's operations under this agreement, whether such operations be by FIRST PARTY or by any sub-consultant or by anyone directly or indirectly employed by either of them. The amounts of such insurance shall be not less than one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) in aggregate, or one million dollars ($1,000,000) combined single limit bodily injury and property damage for each occurrence. FIRST PARTY shall provide the CITY with acceptable evidence of coverage, including a copy of all declarations of coverage exclusions. FIRST PARTY shall maintain Automobile Liability Insurance pursuant to this agreement in an amount of not less than one million dollars ($1,000,000) for each accident combined single limit or not less than one million dollars ($1,000,000) for any one (1) person, and one million dollars ($1,000,000) for any one (1) accident, and Three Hundred Thousand Dollars, ($300,000) property damage.

3. Professional liability insurance:

FIRST PARTY shall maintain a policy of professional liability insurance, protecting it against claims arising out of the negligent acts, errors, or omissions of FIRST PARTY pursuant to this agreement, in the amount of not less than one million dollars ($1,000,000) per claim and in the aggregate. Said professional liability insurance is to be kept in force for not less than one (1) year after completion of services described herein.

C. CITY and its subsidiary agencies, and their officers, agents, employees and servants shall be named as additional insured on any such policies of Commercial General Liability and Automobile Liability Insurance, (but not for the Professional Liability and workers' compensation), which shall also contain a provision that the insurance afforded thereby to the CITY, its subsidiary agencies, and their officers, agents, employees, and servants shall be primary insurance to the full limits of liability of the policy, and that if the CITY, its subsidiary agencies and their officers and employees have other insurance against a loss covered by a policy, such other insurance shall be excess insurance only.

D. In the event of the breach of any provision of this Section, or in the event any notice is received which indicates any required insurance coverage will be diminished or canceled, CITY, at its option, may, notwithstanding any other provision of this agreement to the contrary, immediately declare a material breach of this agreement and suspend all further work pursuant to this agreement.

E. Before the execution of this agreement, any deductibles or self-insured retentions must be declared to and aooroved by CITY.

CC Rev 20181005
Page J-6.20
5 12. PAYMENT OF PERMITS/LICENSES
FIRST PARTY shall obtain any license, permit, or approval if necessary from any agency whatsoever for the work/services to be performed, at his/her own expense, before commencement of said work/services or forfeit any right to compensation under this agreement.

13. RESPONSIBILITY AND LIABILITY FOR SUB-CONSULTANTS AND/OR SUBCONTRACTORS Approval of or by CITY shall not constitute nor be deemed a release of responsibility and liability of FIRST PARTY or its sub-consultants and/or subcontractors for the accuracy and competency of the designs, working drawings, specifications or other documents and work, nor shall its approval be deemed to be an assumption of such responsibility by CITY for any defect in the designs, working drawings, specifications or other documents prepared by FIRST PARTY or its sub-consultants and/or subcontractors.

14. OWNERSHIP OF WORK PRODUCT
Refer to Exhibit C.

15. REPRESENTATION OF WORK
Any and all representations of FIRST PARTY, in connection with the work performed or the information supplied, shall not apply to any other project or site, except the project described in Exhibit "A" or as otherwise specified in Exhibit "A."

16. TERMINATION OF AGREEMENT
A. The City may terminate this Agreement upon thirty days prior written notice only in the event that the City was not appropriated funds pursuant to this Agreement. In such case, the City will not be entitled to a refund of any fees paid under this Agreement.

B. Either party may terminate this Agreement if either Party materially breaches any terms and conditions of this Agreement after receiving a written notice describing the circumstances of the material breach, and the Party fails to correct the breach within thirty (30) calendar days. Upon any termination for cause by City, FIRST PARTY will refund any prepaid subscription fees covering the remainder of the subscription term after the effective date of termination.

C. The rights and remedies of the CITY provided in this Section are in addition to any other rights and remedies provided by law or under this agreement.

D. Subject to the foregoing provisions, the CITY shall pay FIRST PARTY for services performed and expenses incurred through the termination date.

CC Rev 20181005
Page J-6.21
6 17. INSPECTION OF WORK
It is FIRST PARTY's obligation to make the work product available for CITY's inspections and periodic reviews upon reasonable request and at least (30) days' notice to FIRST PARTY by CITY.

18. COMPLIANCE WITH LAWS
It shall be the responsibility of FIRST PARTY to comply with all State and Federal Laws applicable to the work and services provided pursuant to this agreement, including but not limited to compliance with prevailing wage laws, if applicable.

19. BREACH OF AGREEMENT
A. This agreement is governed by applicable federal and state statutes and regulations. Any material deviation by FIRST PARTY for any reason from the requirements thereof or from any other provision of this agreement and failure to cure any such deviation within a reasonable timeframe, shall constitute an uncured breach of this agreement and may be cause for termination at the election of the CITY.

B. The CITY reserves the right to waive any and all breaches of this agreement, and any such waiver shall not be deemed a waiver of any previous or subsequent breaches. In the event the CITY chooses to waive a particular breach of this agreement, it may condition same on payment by FIRST PARTY of actual damages occasioned by such breach of agreement.

20. SEVERABILITY
The provisions of this agreement are severable. If any portion of this agreement is held invalid by a court of competent jurisdiction, the remainder of the agreement shall remain in full force and effect unless amended or modified by the mutual consent of the parties.

21. CAPTIONS
The captions of this agreement are for convenience and reference only and shall not define, explain, modify, limit, exemplify, or aid in the interpretation, construction, or meaning of any provisions of this agreement.

22. LITIGATION OR ARBITRATION
In the event that suit or arbitration is brought to enforce the terms of this agreement, the prevailing party shall be entitled to litigation costs and reasonable attorneys' fees. The Dispute Resolution provisions are set forth on Exhibit "B," 'Dispute Resolution' attached hereto and by this reference incorporated herein.

23. RETENTION OF RECORDS
FIRST PARTY shall maintain all required records for two years after the City makes final payment and all other pending matters are closed, and shall be subject to the examination and /or audit of the City, a federal agency, and the state of California.

24. TERM OF AGREEMENT
This agreement shall remain in effect for the period of November 16, 2018 through November 15, 2023 unless extended, amended, or terminated in writing by CITY.

CC Rev 20181005
Page J-6.22
7 25. ENTIRE AGREEMENT
This document constitutes the sole agreement of the parties hereto relating to said project and states the rights, duties, and obligations of each party as of the document's date. Any prior agreement, promises, negotiations, or representations between parties not expressly stated in this document are not binding. All modifications, amendments, or waivers of the terms of this agreement must be in writing and signed by the appropriate representatives of the parties to this agreement.

26. STATEMENT OF ECONOMIC INTEREST
Consultants, as defined by Section 18701 of the Regulations of the Fair Political Practices Commission, Title 2, Division 6 of the California Code of Regulations, are required to file a Statement of Economic Interests with 30 days of approval of a contract services agreement with the City of its subdivisions, on an annual basis thereafter during the term of the contract, and within 30 days of completion of the contract.

Based upon review of the Consultant's Scope of Work and determination by the City Man ager, it is determined that Consultant IS NOT required to file a Statement of Economic Interest. A statement of Economic Interest shall be filed with the City Clerk's office no later than 30 days after the execution of the agreement.

IN WITNESS WHEREOF, the parties hereto have executed this agreement on the day and year first above written.

FOR FIRST PARTY:

SiJf~ Date
Printed name
Tax ID#
AP~_=________
William L. McClure, City Attorney Date I /
PARK:

Starla Je ome-Robinson, City Manager
ATTEST:~
Judi A. Hen,CityClerk Date
CC Rev 20181005
Page J-6.23
8 EXHIBIT "A" - SCOPE OF SERVICES
A1.SCOPE OF WORK
FIRST PARTY agrees to provide services for CITY's Administrative Services Department- Information Technology Division. In the event of any discrepancy between any of the terms of the FIRST PARTY's proposal and those of this agreement, the version most favorable to the CITY shall prevail. FIRST PARTY shall provide the following services:

Except as specified in this Agreement, FIRST PARTY shall furnish all technical and professional services for hosted subscriptions services, (collectively referred to as "Subscribed Services" as defined in Exhibit C) to satisfactorily complete the work required by CITY at his/her own risk and expense. Subscribed Services to be provided to CITY are more fully described in Exhibit C. All of the exhibits referenced in this Agreement are attached and are incorporated by this reference.

FIRST PARTY agrees to perform these services as directed by the CITY in accordance with the standards of its profession and CITY's satisfaction.

A2. COMPENSATION
FIRST PARTY will bill City on an annual basis for Subscribed Services provided by FIRST PARTY, subject the Order Form attached hereto and made part hereof as Exhibit G. Payments shall be made in advance on an annual basis for the invoiced amount. As each payment is due, the FIRST PARTY shall submit a statement describing the services performed to CITY. This statement shall include, at a minimum, the project title, agreement number, the title(s) of personnel performing work, hours spent, payment rate, and a listing of all reimbursable costs. CITY shall have the discretion to approve the invoice.

CITY hereby agrees to pay FIRST PARTY at the rates to be negotiated between FIRST PARTY and CITY as detailed in Exhibit C for any additional services other than the Subscribed Services when set forth in a separate Scope of Work and signed by the Parties. The actual charges shall be based upon (a) FIRST PARTY's standard hourly rate for various classifications of personnel; (b) all fees, salaries and expenses to be paid to engineers, consultants, independent contractors, or agents employed by FIRST PARTY; and shall (c) include reimbursement for mileage, courier and plan reproduction. The total fee for each separate Scope of Work agreed to between the CITY and FIRST PARTY shall not exceed the amount shown in Exhibit C.

FIRST PARTY shall be paid within thirty (30) days after approval of billing for work completed and approved by the CITY. Invoices shall be submitted containing all information contained in Section A5 below. In no event shall FIRST PARTY be entitled to compensation for extra work unless an approved change order, or other written authorization describing the extra work and payment terms, has been executed by CITY before the commencement of the work.

A3. SCHEDULE OF WORK
FIRST PARTY'S proposed schedule for the various services required will be set forth in Exhibit C and/or Exhibit G for Subscribed Services.

A4. CHANGES IN WORK -- EXTRA WORK
In addition to services described in Section A 1, the parties may from time to time agree in writing that FIRST PARTY, for additional compensation, shall perform additional services including but not limited to:
• Change in the services because of changes in scope of the work. • Additional tasks not specified herein as required by the CITY.

The CITY and FIRST PARTY shall agree in writing to any changes in compensation and/or changes in FIRST PARTY's services before the commencement of anv work. If FIRST PARTY deems work he/she CC Rev 20181005
Page J-6.24
9 has been directed to perform is beyond the scope of this agreement and constitutes extra work, FIRST PARTY shall immediately inform the CITY in writing of the fact. The CITY shall make a determination as to whether such work is in fact beyond the scope of this agreement and constitutes extra work. In the event that the CITY determines that such work does constitute extra work, it shall provide compensation to the FIRST PARTY in accordance with an agreed cost that is fair and equitable. This cost will be mutually agreed upon by the CITY and FIRST PARTY. A supplemental agreement providing for such compensation for extra work shall be negotiated between the CITY and the FIRST PARTY. Such supplemental agreement shall be executed by the FIRST PARTY and may be approved by the City Manager upon recommendation of the Information Technology Manager.

AS. BILLINGS
FIRST PARTY's bills shall include the following information: A brief description of services performed , project title and the agreement number; the date the services were performed; the number of hours spent and by whom; the current contract amount; the current invoice amount; Except as specifically authorized by CITY, FIRST PARTY shall not bill CITY for duplicate services performed by more than one person . In no event shall FIRST PARTY submit any billing for an amount in excess of the maximum amount of compensation provided in Section A2.

The expenses of any office, including furniture and equipment rental, supplies, salaries of employees, telephone calls, postage, advertising, and all other expenses incurred by FIRST PARTY in the performances of this agreement shall be incurred at the FIRST PARTY's discretion . Such expenses shall be FIRST PARTY's sole financial responsibility.

CC Rev 20181005
Page J-6.25
10 EXHIBIT "B" - DISPUTE RESOLUTION
B1 .0 All claims, disputes and other matters in question between the FIRST PARTY and CITY arising out of, or relating to, the contract documents or the breach thereof, shall be resolved as follows:

B2.0 Mediation
B2.1 The parties shall attempt in good faith first to mediate such dispute and use their best efforts to reach agreement on the matters in dispute. After a written demand for non-binding mediation, which shall specify in detail the facts of the dispute, and within ten (10) days from the date of delivery of the demand, the matter shall be submitted to a mutually agreeable mediator. The Mediator shall hear the matter and provide an informal opinion and advice, none of which shall be binding upon the parties, but is expected by the parties to help resolve the dispute. Said informal opinion and advice shall be submitted to the parties within twenty (20) days following written demand for mediation. The Mediator's fee shall be shared equally by the parties. If the dispute has not been resolved, the matter shall be submitted to arbitration in accordance with Paragraph B3.1.

B3.0 Arbitration
B3.1 Any dispute between the parties that is to be resolved by arbitration as provided in Paragraph B2.1 shall be settled and decided by arbitration conducted by the American Arbitration Association in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association, as then in effect, except as provided below. Any such arbitration shall be held before three arbitrators who shall be selected by mutual agreement of the parties; if agreement is not reached on the selection of the arbitrators within fifteen (15) days, then such arbitrator(s) shall be appointed by the presiding Judge of the court of jurisdiction of the agreement.

B3.2 The provisions of the Construction Industry Arbitration Rules of the American Arbitration Association shall apply and govern such arbitration, subject, however to the following :

B3.3 Any demand for arbitration shall be writing and must be made within a reasonable time after the claim, dispute or other matter in question as arisen. In no event shall the demand for arbitration be made after the date that institution of legal or equitable proceedings based on such claim, dispute or other matter would be barred by the applicable statute of limitations.

B3.4 The arbitrator or arbitrators appointed must be former or retired judges, or attorneys at law with last ten (10) years' experience in construction litigation.

B3.5 All proceedings involving the parties shall be reported by a certified shorthand court reporter, and written transcripts of the proceedings shall be prepared and made available to the parties.

B3.6 The arbitrator or arbitrators must be made within and provide to the parties factual findings and the reasons on which the decisions of the arbitrator or arbitrators is based.

B3.7 Final decision by the arbitrator or arbitrators must be made within ninety (90) days from the date of the arbitration proceedings are initiated.

B3.8 The prevailing party shall be awarded reasonable attorneys' fees, expert and non-expert witness costs and expenses, and other costs and expenses incurred in connection with the arbitration, unless the arbitrator or arbitrators for good cause determine otherwise.

B3.9 Costs and fees of the arbitrator or arbitrators shall be borne by the non-prevailing party, unless the arbitrator or arbitrators for good cause determine otherwise.

B3.10 The award or decision of the arbitrator or arbitrators, which may include equitable relief, shall be final, and judgment may be entered on it in accordance with applicable law in any court having jurisdiction over the matter.

CC Rev 20181005
Page J-6.26
11 EXHIBIT "C" - Service Agreement
C1 .0 As used herein, "Accela" refers to Accela, Inc. and "Customer" refers to the subscribing customer designated on the attached Order. Accela and Customer are collectively designated as the "Parties".

C2.0 These Subscription Terms and Conditions ("Terms") are effective upon execution of the Order by Customer and are for the exclusive benefit of the Parties. Nothing herein will be construed to create any benefits, rights, or responsibilities in any other parties.

C3.0 Customer's subscription term commenced on November 16, 2018.

C4.0 Subscription terms are twelve (12) calendar months in duration. At the end of Customer's subscription term or, if a multi-term subscription is indicated on the Order, the last of Customer's subscription terms, Customer's may renew subscription as set forth in the Agreement. The per-unit pricing during said additional term will be the same as the prior term's annual fees unless Accela notifies Customer otherwise not less than sixty (60) calendar days prior to the end of said prior term and Customer agrees to the change in pricing in writing. Any price increase will be effective at the start of the renewal term, subject to Customer's budget appropriations and approvals. No such price increase will exceed five percent (5%) of the prior term's annual pricing. Notwithstanding the foregoing, the prices for the Term through 11/15/2023 are fixed and not subject to such increase.

C5.0 In exchange for its use of the Subscribed Services, Customer will pay to Accela the amounts indicated in the Order. Said amounts are based on services purchased and not actual usage; payment obligations are non-cancelable and fees paid are non-refundable, except as otherwise specifically-provided herein. Unless otherwise stated, such fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction ("Taxes"). Customer is responsible for paying all Taxes associated with its purchases hereunder. If Accela has the legal obligation to pay or collect Taxes for which Customer is responsible, the appropriate amount will be invoiced to and paid by Customer, unless Accela is provided with a valid tax exemption certificate authorized by the appropriate taxing authority. Accela is solely responsible for taxes assessable against it based on its income, property, and employees.

C6.0 The Subscribed Services are protected under the laws of the United States and the individual states and by international treaty provisions. Accela retains full ownership in the Subscribed Services and grants to Customer a limited, nonexclusive, nontransferable right to use the Subscribed Services, subject to the following terms and conditions: a) The Subscribed Services are provided for use only by Customer employees and to the extent of their duties for Customer, Customer's agents, contractors and officials; b) Customer may not make any form of derivative work from the Subscribed Services, although Customer is permitted to develop additional or alternative functionality for the Software using tools and/or techniques provided to Customer by Accela; c) Customer may not obscure, alter, or remove any confidentiality or proprietary rights notices; d) Customer may use the Subscribed Services only to process transactions relating to properties within both its own geographical and political boundaries and may not sell, rent, assign, lend, or share any of its rights hereunder; e) Customer is responsible for all activities conducted using its user credentials and for its users' compliance with the provisions of these Terms; and f) All rights not expressly granted to Customer are retained by Accela. Accela will make the Subscribed Services available to Customer pursuant to these Terms during a subscription term. Customer agrees that its purchases hereunder are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by Accela regarding future functionality or features.

C7.0 Accela warrants that it has full power and authority to agree to these Terms and that, as of the effective date hereof, the Subscribed Services do not infringe on any existing intellectual property riqhts of any third party. If a third party claims that the Subscribed Services do infrinoe, Accela may, CC Rev 20181005
Page J-6.27
12 at its sole option, secure for Customer the right to continue using the Subscribed Services or modify the Subscribed Services so that these do not infringe. Accela will have the sole right to conduct the defense and will defend any legal action and conduct all negotiations for its settlement or compromise.

C8.0 WARRANTIES AND DISCLAIMERS
C8.1 Specifications. Accela shall be responsible for the acquisition and operation of all network support related to the services being provided. The technical and professional activities required for establishing, managing and maintaining the environments are the responsibilities of Accela. The system shall be available 24n/365 (with agreed-upon maintenance downtime) and provide service to customer as defined in the SLC set forth in Section C8.2 of this Exhibit. Subject to the limitations set forth below, Accela warrants that the Service will operate in all material respects in accordance with the Specifications. 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 modify the Service so that it conforms to foregoing warranty.

C8.2 Service Level Commitment. During the Subscription Period, Accela further warrants that the Service will meet the performance level specified in the Service Level Commitment, as made available by Accela in Exhibit D. The Service Level Commitment sets forth Customer's sole and exclusive remedy for Accela's failure to achieve the stated Service performance level.

C8.3 Disclaimers. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ACCELA DOES NOT MAKE ANY

WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE,

AND ACCELA SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY

WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A

PARTICULAR PURPOSE, OR ANY WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR USAGE OF TRADE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. Accela will not be responsible to the extent failure of the Service to operate as warranted is caused by or results from: (i) any modification to the Service other than a Supported Modification; (ii) combination, operation or use of the Service with Customer's or a third party's applications, software or systems; (iii) abuse, willful misconduct or negligence by anyone other than Accela or Accela's designee; (iv) use of the Service other than in accordance with the terms of this Agreement and/or the applicable Specifications and Accela documentation or (v) any of the SLC Exclusions (as defined in the Service Level Commitment).

C8.4 MUTUAL INDEMNIFICATION
C8.5 Indemnification by Customer. Customer will defend (or settle), indemnify and hold harmless Accela, its officers, directors, employees and subcontractors, from and against any liabilities, losses, damages and expenses, including court costs and reasonable attorneys' fees, arising out of or in connection with any third-party claim that: (i) a third party has suffered injury, damage or loss resulting from Customer's or any End User's use of the Service (other than any claim for which Accela is responsible under Section C8.6); or (ii) Customer or any End User has used the Service in a manner that violates these Terms or applicable law. Customer's obligations under this Section C8.5are contingent upon: (a) Accela providing Customer with prompt written notice of such claim; (b) Accela providing reasonable cooperation to Customer, at Customer's expense, in defense and settlement of such claim; and (c) Customer having sole authority to defend or settle such claim.

C8.6 Indemnification by Accela. Accela will defend (or settle) any suit or action brought against Customer to the extent that it is based upon a claim that the Service, 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 awarded against Customer. Accela's obliQations under this Section C8.6 are contingent upon: (a) Customer CC Rev 20181005
Page J-6.28
13 providing Accela with prompt written notice of such claim; (b) Customer providing reasonable cooperation to Accela, at Accela's expense, in the defense and settlement of such claim; and (c) Accela having sole authority to defend or settle such claim. THIS SECTION C8.6 STATES THE

ENTIRE OBLIGATION OF ACCELA AND ITS LICENSORS WITH RESPECT TO ANY ALLEGED OR

ACTUAL INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS BY THE SERVICE. Accela will have no liability under this Section C8.6 to the extent that any third-party claims described herein are based on any combination of the Service with products, services, methods, or other elements not furnished by Accela, or any use of the Service in a manner that violates this Agreement or the instructions given to Customer by Accela ..

CS.7 Mitigation Measures. In the event that (i) any claim or potential claim covered by Section C8.2 arises or (ii) Accela's right to provide the Service is enjoined or in Accela's reasonable opinion is likely to be enjoined, Accela may, in its discretion, seek to mitigate the impact of such claim or injunction by obtaining the right to continue providing the Service, by replacing or modifying the Service to make it non-infringing, and/or by suspending or terminating Customer's use of the Service with reasonable notice to Customer. In the case of a suspension or termination pursuant to this Section C8.7, Accela will refund to Customer a portion of fees prepaid by Customer for the then-current Subscription period, prorated to the portion of that Subscription period that is affected by the suspension or termination).

C9.0 LIMITATIONS OF LIABILITY. IN NO EVENT WILL ACCELA'S AGGREGATE LIABILITY TO

CUSTOMER OR ANY THIRD PARTY 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, EXCEED THE TOTAL

AMOUNT PAID BY CUSTOMER HEREUNDER OR, WITH RESPECT TO ANY SINGLE INCIDENT,

THE AMOUNT PAID BY CUSTOMER DURING THE SUBSCRIPTION PERIOD UNDER WHICH INCIDENT OCCURS.

C9.1 Exclusion of Damages. NEITHER ACCELA NOR ANY OTHER PERSON OR ENTITY INVOLVED IN

CREATING, PRODUCING, OR DELIVERING THE SERVICE WILL 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 SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE

FOREGOING EXCLUSIONS APPLY WHETHER OR NOT ACCELA 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. NOTHING IN THESE TERMS

EXCLUDES OR RESTRICTS THE LIABILITY OF EITHER PARTY FOR DEATH OR PERSONAL INJURY RESULTING FROM ITS NEGLIGENCE.

C9.2 Security and Other Risks. Customer acknowledges that, notwithstanding security features of the Service, 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 CB , Accela will have no liability for any security breach caused by any such persons, entities, or technologies.

C9.3 Any Accela security patches for "Very High" and "High" severity level security risks will be available to customer and patched within thirty (30) days of patch availability. Accela defines a Very High severity level where the offending line or lines of code is a very serious weakness and is an easy target for an attacker. Accela defines HiQh severity level where the offendinQ line or lines of code CC Rev 20181005
Page J-6.29
14 have significant weakness.

C9.4 Customer further acknowledges that the Service is not guaranteed to operate without interruptions, failures, or errors. If Customer or End Users use the Service 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.

C9.5 Basis of Bargain. THE LIMITATIONS OF LIABLITY AND EXCLUSIONS OF DAMAGES SET FORTH IN THIS SECTION C9 ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BElWEEN ACCELA AND CUSTOMER AND WILL APPLY TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW.

C9.6 Data Breach Notification: The service provider shall inform the Customer of any unauthorized and unlawful acquisition of unencrypted personal data ("Data Breach").

C9. 7 Data Breach Response: The service provider may need to communicate with outside parties regarding a security incident, which may include contacting law enforcement, fielding media inquiries and seeking external expertise as mutually agreed upon, defined by law or contained in the contract.

Discussing Data Breach with the Customer should be handled on an urgent as-needed basis, as part of service provider communication and mitigation processes as mutually agreed upon, defined by law or contained in the contract.

C9.8 Data Breach Reporting Requirements: If the service provider has actual knowledge of a confirmed Data Breach that affects the security of any Customer content that is subject to applicable Data Breach notification law, the service provider shall (1) promptly notify the appropriate Customer identified contact within 48 hours or sooner, unless shorter time is required by applicable law, and (2) take commercially reasonable measures to address the Data Breach.

C10.0 The following are not covered by these Terms, but may be separately available at rates and on terms which may vary from those described herein: a) Services required due to misuse of the Subscribed Services; b) Services required due to external factors including, but not necessarily limited to, Customer's use of software or hardware not authorized by Accela; or c) Services required to resolve or work-around conditions which cannot be reproduced in Accela's support environment.

C11.0 Customer warrants that it owns or has been authorized to provide the data to Accela. Customer retains full ownership of said data and grants to Accela a limited, nonexclusive, nontransferable license to use said data only to perform Accela's obligations in accordance with these Terms.

C12.0 Subject to the limitations of Section C6, Customer may authorize access to the Subscribed Services by creating unique user names and passwords ("Logins") up to the number of users indicated in the Order.

C13.0 Each Login must be assigned to a single individual and may not be shared or used by more than one such user. Customer may reassign any Login to another individual, provided that such reassignments do not circumvent the "single individual" requirement described in this Section.

C14.0 Customer acknowledges that transmissions and processing of Customer's electronic communications are fundamental to Customer's use of the Subscribed Services. Customer further acknowledges that portions of such transmissions and processing may occur within various computer networks not owned or operated by Accela. Customer agrees that Accela is not responsible for any delays, losses, alterations, interceptions, or storage of its electronic communications which occur in computer networks not owned or operated by Accela.

C15.0 "Disclosinq Party" and "Recipient" refer respectively to the party which discloses information and the CC Rev 20181005
Page J-6.30
15 party to which information is disclosed in a given exchange. Either Accela or Customer may be deemed Disclosing Party or Recipient depending on the circumstances of a particular communication or transfer of information. "Confidential Information" means all disclosed information relating in whole or in part to non-public data, proprietary data compilations, computer source codes, compiled or object codes, scripted programming statements, byte codes, or data codes, entity-relation or workflow diagrams, financial records or information, client records or information, organizational or personnel information, business plans, or works-in-progress, even where such works, when completed, would not necessarily comprise Confidential Information. The foregoing listing is not intended by the Parties to be comprehensive, and any information which Disclosing Party marks or otherwise designates as "Confidential" or "Proprietary" will be deemed and treated as Confidential Information. Information which qualifies as "Confidential Information" may be presented to Recipient in oral, written, graphic, and/or machine-readable formats. Regardless of presentation format, such information will be deemed and treated as Confidential Information. Notwithstanding, the following specific classes of information are not "Confidential Information" within the meaning of this Section:
a) information which is in Recipient's possession prior to disclosure by Disclosing Party; b) information which is available to Recipient from a third party without violation of this Section or Disclosing Party's intellectual property rights; c) information which is in the public domain at the time of disclosure by Disclosing Party, or which enters the public domain from a source other than Recipient after disclosure by Disclosing Party; d) information which is subpoenaed by governmental or judicial authority; and e) information subject to disclosure pursuant to a state's public records laws.

Recipient will protect the confidentiality of Confidential Information using the same degree of care that it uses to protect its own information of similar importance, but will in any case use no less than a reasonable degree of care to protect Confidential Information. Recipient will not directly or indirectly disclose Confidential Information or any part thereof to any third party without Disclosing Party's advance express written authorization to do so . Recipient may disclose Confidential Information only to its employees or agents under its control and direction in the normal course of its business and only on a need-to-know basis. In responding to a request for Confidential Information, Recipient will cooperate with Disclosing Party, in a timely fashion and in a manner not inconsistent with applicable laws, to protect the Confidential Information to the fullest extent possible.

Accela acknowledges that Customer is a public agency subject to the requirements of the California Public Records Act Cal. Gov. Code section 6250 et seq. Customer acknowledges that Accela may submit information to Customer that Accela considers confidential, proprietary, or trade secret information pursuant the Uniform Trade Secrets Act (Cal. Civ. Code section 3426 et seq.), or otherwise protected from disclosure pursuant to an exemption to the California Public Records Act (Government Code sections 6254 and 6255). Accela acknowledges that Customer may submit to Accela information that Customer considers confidential or proprietary or protected from disclosure pursuant to exemptions to the California Public Records Act (Government Code sections 6254 and 6255). Upon request or demand of any third person or entity not a party to this Agreement ("Requestor") for production, inspection and/or copying of information designated by a Disclosing Party as Confidential Information, the Recipient as soon practical but within three (3) days of receipt of the request, shall notify the Disclosing Party that such request has been made, by telephone call, letter sent via facsimile and/or by US Mail to the address and facsimile number listed at the end of the Agreement. The Disclosing Party shall be solely responsible for taking whatever legal steps are necessary to protect information deemed by it to be Confidential Information and to prevent release of information to the Requestor by the Recipient. If the Disclosing Party takes no such action, after receiving the foregoing notice from the Recipient, the Recipient shall be permitted to comply with the Requestor's demand and is not required to defend against it.

C16.0 ACCELA WILL, AT ALL TIMES DURING THE AGREEMENT, MAINTAIN INSURANCE COVERAGE AS SET FORTH IN SECTION 11 OF MAIN AGREEMENT. TO THE EXTENT NOT OFFSET BY ITS

INSURANCE COVERAGE AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE

LAWS, IN NO EVENT WILL ACCELA'S CUMULATIVE LIABILITY FOR ANY GENERAL,

INCIDENTAL, SPECIAL, COMPENSATORY, OR PUNITIVE DAMAGES WHATSOEVER CC Rev 20181005
Page J-6.31
16 SUFFERED BY CUSTOMER OR ANY OTHER PERSON OR ENTITY EXCEED THE FEES PAID TO ACCELA BY CUSTOMER DURING THE lWELVE (12) CALENDAR MONTHS IMMEDIATELY PRECEDING THE CIRCUMSTANCES WHICH GIVE RISE TO SUCH CLAIM(S) OF LIABILITY.

C17.0 If Accela is delayed in its performance of any obligation hereunder due to causes or effects beyond its control, Accela will give timely notice to Customer of such circumstances and will act in good faith to resume performance as soon as practicable.

C18.0 Accela may assign its rights and obligations hereunder for purposes of financing or pursuant to corporate transactions involving the sale of all or substantially all of its stock or assets without Customer's written consent.

C19.0 Section C5 will survive the End of Term for so long as is required to complete collection of unpaid amounts. The limitations and waivers described in Sections C8, and C18 will survive the End of Term. Section C11 will survive the End of Term for a period of thirty (30) calendar days. Section C15 will survive the End of Term for a period of thirty (30) calendar days or for so long as is required for Accela to complete its response to a Customer request made during said thirty-day period. Section C19 will survive the End of Term for a period of two (2) years. With the exceptions of the foregoing surviving sections, the remainder of these Terms will terminate at the End of Term.

CC Rev 20181005
Page J-6.32
17 EXHIBIT "D" - Service Level Commitment
ACCELA, INC. SERVICE LEVEL COMMITMENT
This Saas Service Level Commitment ("SLC") is a policy governing the use of Accela software-as- service products (individually or collectively, the "Service") under the terms of the Accela Master Services Agreement (the "Agreement") between Accela, Inc. and its affiliates ("Accela", "us" or "we") and the purchaser of Accela's Subscription Service ("Customer").

Unless otherwise provided herein, this SLC is subject to the terms of the Agreement and capitalized terms will have the meaning specified in the Agreement. Accela reserves the right to change the terms of this SLC in accordance with the Agreement.

DEFINITIONS
"Monthly Uptime Percentage" is calculated by subtracting from 100% the percentage of minutes during the month in which the Service was Unavailable. Measurement of the Monthly Uptime Percentage excludes downtime resulting directly or indirectly from any SLC Exclusion. "Service Credit" is a dollar credit, calculated as set forth below, that Accela may credit back to an eligible Customer account.
"Unavailable" means, as applicable: (i) Customer is repeatedly unable to tog into the Service; (ii) Customer experiences repeated connection request failures; (iii) Customer experiences lack of connectivity of external, public instances or sites lasting for more than five (5) minutes; (iv) Customer is unable to connect and sync mobile applications within the Service to Accela servers; and/or (v) Customer is unable to download or sync data from mobile applications within the Service to Accela servers. The foregoing events must be verifiable or replicable by Accela or its designee. Availability of Accela AP ls, as separate from Service access, is expressly excluded from this SLC.

SERVICE COMMITMENT
Accela will use commercially reasonable efforts to make the Service available with a Monthly Uptime Percentage of at least 99.5%, in each calendar month of the Subscription Period (the "Commitment"). In the event the Service does not meet this Commitment, Customer will be eligible to receive a Service Credit as described below.

SCHEDULED & EMERGENCY MAINTENANCE
Accela will maintain certain scheduled maintenance windows during which regular, planned maintenance of the Service may be performed . Accela will use commercially reasonable efforts to provide Customer with no less than twenty-four (24) hours' notice prior to Services unavailability due to planned maintenance..

Accela's standard maintenance window will generally fall between the hours of 9:00 PM [21 :00] Thursday and 1 :00 AM [1 :00] Friday local time.

Accela will endeavor to provide as much notice as is practicable under the circumstances for patches, updates, fixes and other emergency maintenance activities which may be applied on an urgent basis.

Accela will provide three (3) business days' notice prior to any planned network, server hardware, operating environment, or database modifications of a material nature.

CC Rev 20181005
Page J-6.33
18 SERVICE CREDITS
System availability is measured by the following formula:
x = (n - y) *100 / n
Notes: (1) "x" is the uptime percentage; "n" is the total number of hours in the given calendar month minus scheduled downtime; and "y" is the total number of downtime hours in the given calendar month. (2) Specifically excluded from "n and "y" in this calculation are the exception times on scheduled upgrade and maintenance windows.

Service Availability Percentage of Monthly Service Fees Credited > 99.5% None

99.0% - < 99.5% 15%

95.0% - < 99.0% 35%
< 95.0% 100%
Accela will apply any Service Credits only against future Service payments otherwise due from Customer.

Service Credits will not entitle Customer to any refund or other payment from Accela. Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the Agreement, Customer's sole and exclusive remedy for any unavailability, non-performance, or other failure by Accela to provide the Service is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLC.

SLC EXCLUSIONS
The Service Commitment does not apply to any unavailability, suspension or termination of the Service or any Service performance issues: (i) caused by factors outside of Accela's reasonable control, including any force majeure event or Internet access or related problems beyond the Service demarcation point; (ii) that result from customizations (if outside of Accela's best practice recommendations), configuration changes, scripting, or data loss caused by or on behalf of Customer or any End User; (iii) that result from Customer's or any End User's or third party's equipment, software or other technology or integrations (other than third party equipment within Accela's direct control); (iv) that result from any maintenance as provided for pursuant to the above terms; or (vii) arising from our suspension or termination of Customer's right to use the Service in accordance with the Agreement (collectively, the "SLC Exclusions"). If availability is impacted by factors other than those used in the Monthly Uptime Percentage calculation, Accela may issue a Service Credit with consideration to pertinent factors as assessed by Accela in its sole discretion.

SUPPORT COMMITMENT
This Silver Support SLA Addendum (the "Addendum") is issued under and subject to additional conditions and limitations as set out in the agreement by and between Accela and Customer.

The following Issues, Response Goals and Resolution Goals are applicable to support services for Accela supported products functioning in Customer's production environment (the "Supported Products") and is not applicable to any other Accela software, services or environments. Any references to "business day" are exclusive of the U.S. federal and state holidays observed by Accela:

CC Rev 20181005
Page J-6.34
19 Priority Definition Response Goal Resolution Goal
Critical Severity Supported Product is Confirmation of receipt Upon confirmation of Issue (Priority 1) non-functional or within one (1) business receipt, Accela will put forth seriously affected and hour. our best effort to provide a there is no Update as information workaround, fix, or
reasonable arrives or at the interval estimated completion date workaround available specified by Customer. within seventy-two (72) (e.g. business is hours after the problem has
halted). been diagnosed and/or
replicated.

High Severity Supported Product is Confirmation of receipt Accela will put forth our Issue (Priority affected and there is within four (4) business best effort to provide a 2) no workaround hours. workaround or fix or
available or the estimated completion date
workaround is within fourteen (14)
impractical (e.g. business days after the
Supported Product problem has been
response is very diagnosed and/or
slow, day to day replicated.
operations continue
but are impacted by
the work around).

Medium Severity Support Product is Confirmation of receipt Accela will put forth our Issue (Priority 3) non-functional within eight (8) business best effort to provide a however a convenient hours. workaround or fix or
workaround exists estimated completion date
(e.g. non-critical within twenty-one (21)
feature is unavailable business days after the
or requires additional problem has been
user intervention). diagnosed and/or
replicated.

Low Severity Supported Product Confirmation of receipt Resolution for the Issue Issue (Priority works, but there is a within twenty-four (24) may be released as a 4) minor problem (e.g. business hours. patch set or be
incorrect label, or
cosmetic defect).
incorporated into a future
schedule release of the
product.

CC Rev 20181005
Page J-6.35
20 EXHIBIT "E" - Saas Security

ACCELA SECURITY EXHIBIT
Accela will provide hosting at a SSAE-16 SOC 2 or higher facility as defined by the AICPA. Per the hosting datacenter's disclosure policies, Accela will provide, where allowable, a copy of the datacenter's annual SSAE-16 Type 2 audit report on written request under NOA. Accela will provide a backup hosting site with equivalent status for disaster recovery should a major catastrophic outage occur.

The hosting facility will be constructed and configured to ensure reasonable and adequate protection of the equipment in the event of a natural event considered possible for the physical location, including but not limited to earthquake, flood, hurricane, tornado, etc.

Data Location:

The service provider shall provide its services to the Customer and its end users solely from data centers in the U.S. Storage of Customer data at rest shall be located solely in data centers in the U.S. The service provider shall not allow its personnel or contractors to store Customer data on portable devices, including personal computers, except for devices that are used and kept only at its U.S. data centers. The service provider shall permit its personnel and contractors to access Customer data remotely only as required to provide technical support. The service provider may provide technical user support on a 24/7 basis using a Follow-the-Sun model, unless otheiwise prohibited in the SLC listed in this Exhibit H.

The hosting facility must have power sufficient to support the equipment platform as configured; this includes provisions for back-up power supplies. The facility will include:
• Dual power availability to each rack unit from independent Power Distribution Units (PDUs) removes POU loss as a single point of failure
• N+1 redundancy of uninterruptible power supplies
• Redundant fuel-based generator power supplies, in the event of a power failure from commercial power.

The hosting facility will have reasonable and adequate heating and cooling to insure continuous operation of equipment within acceptable operational limits. The hosting facility shall include but not be limited to the following features:
• N+1 redundancy of cooling towers, water pumps and chillers • Multiple air handling units providing an additional level of redundancy • Cooling units maintain consistent environment temperature and relative humidity levels • Rack cabinet fans to circulate warm air generated by the servers The hosting facility will have physical security to control unauthorized access to the equipment, including but not limited to:
• 2417 on-site security guard
• Indoor and outdoor security monitoring
• Badge/picture ID access screening
• Biometric access screening
• Escort requirements for access to raised floor areas
• Lo ed entries for all users enterin or leavin the remises CC Rev 20181005
Page J-6.36
21 The hosting facility will have data line capacity to ensure responsive access to the proposed data system by Accela employees, jurisdictions and customers.

Accela shall provide the equipment, hardware and network infrastructure necessary to operate and sustain all contracted software on behalf of customer and to provide the necessary development, test, production, and training environments.

The hosting facility will provide secure encrypted transmission over non-trusted networks of personal data to include, but not limited to, personal name and address, SSN, credit card, banking, and payment data, passwords, and any other data subject to Federal or California State data privacy protection laws, and provide protection that meets or exceeds any such statutory requirements. Transport Layer Security (TLS) encryption or better will be utilized to meet this requirement.

Accela will be responsible for the data communication infrastructure that connects the data servers to the communication network (switches, etc.)
Accela will maintain any service agreements for the equipment and operating systems, and maintain the equipment in optimal working order.

Accela shall provide a PCI compliant infrastructure for deployment within the data center. Accela's applications have been developed to comply with all 12 requirements of PCI Data Security Standard, including:
• The use of a firewall within the proposed infrastructure to protect cardholder data provided via both Accela Automation and Accela Citizen Access (public portal) • The use of strong passwords and password policies to ensure password protection and delineates and enforces role-based security to ensure that only authorized users and administrators can access sensitive data
• The use of secured sessions to prevent any unauthorized access to sensitive cardholder data • The use of encryption per PCI and PABP standards whenever cardholder data is transmitted across open, public networks
• Adherence to all applicable industry standards for the development of secure systems and the Accela applications that operate within these systems • The assignment of unique User IDs and Passwords for each user granted access to the system
• The provision of full audit trail tracking to track and monitor all access to network resources and cardholder data
Accela will provide operational services to support the infrastructure and operating environment.

Accela shall provide the equipment, hardware and network infrastructure necessary to operate and sustain all contracted software and to provide the necessary, production, support and staging environments.

Accela shall ensure there are no covert channels to access the system and must take precautions to protect the system and data from Trojan invasion.

Accela contracts for warranty services. In the event that warranty services are required , Accela shall provide staff support sufficient to complete all necessary service and maintenance to the hardware and software platform for the duration of a Vendor-site support agreement.

CC Rev 20181005
Page J-6.37
22 Accela shall perform daily backups of the data. The images that constitute the functional system will have snapshots taken weekly and stored to the fully redundant storage system. Accela's backup strategies and fully redundant Data Recovery (DR) site ensure that a complete system rebuild of data will not be necessary. Accela will use commercially reasonable efforts to replicate all relevant agency data "in near real-time" to a geographically separate location where we have the ability to stand up the Accela application stack and restore service.

Throughout the term of the agreement, upon the request of Customer, Accela will provide Customer with:
(i) a copy of its data in a database dump file
(ii) an APO property conversion upload
(iii) a Crystal Report placement
Within thirty (30) calendar days following the end of its final Subscribed Services term ("End of Term"), Accela shall provide a complete copy of Customer's data and associated documents, as updated or modified by Customer's use of the Subscribed Services, in a database dump file format. Accela will comply in a timely manner with such request, provided that Customer pays any and all unpaid amounts due to Accela.

Accela will meet measurable standards for expected and reasonable system availability (up- time) as established elsewhere in this Hosting Attachment. The system must generally be available seven days a week, twenty-four hours per day. Scheduled down time is acceptable. Unplanned down time between 6:00 am and 8:00 pm Pacific time must be to resolve production emergencies only, limited to no more than One Hundred and Twenty (120) minutes and occur no more than one time per month. In no event will any proposed standard be less than a commercially reasonable standard.

The Accela system implementation shall provide functional equivalents of the following environments; hardware and software requirements must include provisions to support these environments:
• Support - An environment available to customers to develop and test new configurations or changes to existing configurations prior to implementation in production. • Staging - An environment available to customers to test new Accela Automation application releases against their production configuration. New application code will be deployed to the Staging environment within one week of becoming Generally Available (GA) from Engineering.

New application code will be deployed to the Support and Production environments one month after being deployed to Staging for Major releases and two weeks for Minor releases (Service Packs).
• Production - The environment used by customers, jurisdiction staff, central administrative staff, and analysts/programmers to submit, track and manage live transactions and associated data.

The Customer shall have the ability to import or export data in piecemeal at its discretion without interference from the service provider. Accela will provide the customer with a full database export on a quarterly basis at the request of Customer. The customer has the option to request a more frequent export if desired, but will not exceed one per calendar week.

Accela will respond to requests for production or support/staging environment report posting within 72 hours of the request. Reports will be reviewed for system performance and data integrity before posting. If issues are found they will be documented and communicated back to the customer for correction. In the event that a report request is urgent, Accela will expedite this process to an extent that is reasonable for the request.

To provide the Hosting Services, Accela shall provide, host, manage and maintain the System as follows:

CC Rev 20181005
Page J-6.38
23 A. Management, Support and Maintenance of Hardware

1. Accela will provide, manage and maintain operating systems on all System environment hardware. This will involve application of any necessary patches or updates and upgrades as necessary. Accela will provide system redundancy.

2. Accela will provide, manage and maintain, for the System, the physical or virtual resources. This will involve any physical fix as needed, updates or refreshes as necessary.

B. Capacity Planning and Monitoring
Accela will be responsible for monitoring capacity and performing capacity planning to ensure the System environment has sufficient capacity to meet the service level agreements agreed upon in this Agreement.

C. Asset Management
Asset Management services provide inventory and tracking of equipment and the management of vendor-provided maintenance agreements.

Accela will perform the following tasks:

1. Manage third party vendor contracts for equipment used in support of this Agreement (rental agreements, leases, service agreements, warranties, amendments, maintenance contracts, and insurance policies)

2. Provide hardware and software at the appropriate hardware and software levels to comply with vendor maintenance contracts.

3. Provide an asset tracking tool to maintain a database of asset information such as make, model, operating system, number of CPUs, amount of memory, and amount of storage.

D. Facilities Services
Accela will provide a PCI-DSS compliant facility.

E. Monitoring Server and OS

1. Monitoring Server and OS service detects and responds to up/down availability faults generated by monitored servers.

2. Accela will perform the following:
• Provide the operational support processes required for up/down monitoring
• Document and track all detected problems using the site problem management process
• Escalate all detected problems to the appropriate support personnel F. Operations Management

1. Operations Management are those activities requiring physical hands-on support.

Accela shall provide skilled staff to support all operational support services at an CC Rev 20181005
Page J-6.39
24 Accela data center facility.

2. Accela will perform the following:
• Perform systems operation functions such as power on/off and start/stop/reset device intervention
• Monitor vendors on the Accela premise performing work maintenance or problem resolution work
• Maintain responsibility for procuring any expendable supplies (CDs, tapes, cleaning supplies, and so forth)
G. Operating System Management

1. Accela shall provide proper functionality of hosting software on servers. Support is provided for operating systems and related software products. Included are all ongoing processes to maintain supplier-supported operating platforms including preventive software maintenance services.

2. Accela will perform the following:
• Install and maintain system-level software, such as operating system and other system-level products software requiring user access • Monitor system software status and take necessary action to resolve any issues
• Perform operation system software tuning as required to maintain daily operations for Accela-provided services
• Install preventive maintenance patches deemed critical by the vendor to support system software products to prevent known problems from impacting the operating environment
• Install patches per vendor instructions for security exposures deemed critical by the vendor
• Participate in the identification of connectivity and associated network problems
• Plan and implement necessary changes for the System
• Document and track all configuration management changes using the site change management process
• Provide problem escalation and interact as necessary with third-party suppliers
H. System/File Backup and Restore

1. System/File Backup and Restore Services provide the operational and management processes to backup and restore operating system.

2. Accela will perform the following:
• Design and implement the backup Plan
• Perform backups
• Provide for data restores as needed if Agency causes the need for a data restoration, Agency will be responsible for the cost of the data restore at the hourly service rate in the Contract.
• Monitor backup processes and verification of successful completion • Adjust backup and restore plans as new components are added to the System
CC Rev 20181005
Page J-6.40
25 I. Server Storage Management

1. Server Storage Management provides for the support of server direct-attached storage environment.

2. Accela will perform to following:
• Integrate the storage hardware and software to provide the appropriate level of capacity, scalability, and performance of the server storage hardware and software
• Manage hardware and software maintenance requirements based on the manufacturer's recommended schedule
• Implement security practices, such as logical unit masking, preventing unauthorized storage access from an unauthorized server • Maintain proper storage configuration(s) (mapping logical volumes, creating file systems, balancing 1/0 capacity)
J. Server Management Services
Accela will provide server management services.

K. Hardware Management
Accela will provide Hardware Management. Hardware management provides the services necessary to enable compute equipment to be physically installed, maintained, and kept operational.

L. Controlled Server Access
Accela will provide Controlled Server Access. Controlled server access provides the tools and processes to manage access to assets. This includes the management of user logon IDs and their access rights to system-level resources, as well as maintaining server-level security parameters and security product options.

M. Virus Protection
Accela will provide Virus Protection services. Server level anti-virus service provides antivirus software on each server to provide protection and detection of viruses, worms, and other malicious code. The anti-virus software can be updated with current virus signatures and detection engines automatically or by file distribution software.

This service also provides the means to scan the server at the system level to detect malicious code.

N. Security Event Logging
Accela will provide Security Event Logging . Security Event Logging is a detective control that enables the recording of security events on system hosts based on preset parameters. The administrative tool's logging function is enabled and the security events are retained in a record for future review.
0 . Vulnerability Scan and Report
Accela will provide Vulnerability management. Vulnerability management includes preventive and CC Rev 20181005
Page J-6.41
26 detective services to identify vulnerabilities as they emerge; to prevent those vulnerabilities from affecting the in-scope systems; to detect when an in-scope system has been affected ; and to cure those affected systems. Vulnerability management includes both Vulnerability Alert management and Vulnerability Scanning processes.

Vulnerability Alert management is the preventive process that collects known vulnerabilities and prioritizes vulnerabilities based on associated risk. Vulnerability Scanning is the detective process of identifying potential vulnerabilities on servers for exposures to such vulnerabilities.

P. Managed Cluster
Accela will provide Managed Cluster Management. Managed Cluster Management provides processes to deliver server/storage configurations clustered together in the same physical site. This is delivered through the use of hardware configuration and software to meet availability requirements.

Q. Host Based Intrusion Detection
Accela will provide Host Based Intrusion Detection. Host Based Intrusion Detection is the realtime identification, detection, and notification of suspected unauthorized intrusions on individual servers.

R. Secondary Mirrored Site Management
Accela will provide mirrored secondary site allows for replication of the primary site in the event of a natural disaster rendering the primary data center inoperable. Accela will provide skilled staff to support all operational support services. These services include support processes necessary to provide a secondary mirrored site.

S. Data Recovery
Accela will provide multiple ways to recover data:

Suspected error conditions will be investigated and corrected by ACCELA personnel at ACCELA'S offices to the extent possible. Onsite corrections shall be at the exclusive judgement of ACCELA at no additional cost to the User. User may, however, request that ACCELA conduct such investigations and travel to the location of the User at the User's request; User will pay ACCELA for reasonable travel and subsistence expenses. If ACCELA, in its reasonable judgment, determines that the suspected error condition was attributable to a
cause other than an error in ACCELA'S Subscribed Service or an enhancement by ACCELA, the User will pay for ACCELA'S efforts on a time and materials basis.

ACCELA may provide the User with unsolicited error corrections or changes to the Subscribed Service, without additional charge, which ACCELA determines are necessary for proper operation of its Subscribed Service, and User shall incorporate these corrections or changes into the Subscribed Service within 180 days of release by ACCELA. ACCELA will provide all documentation changes necessary as a result of changes to the software.

ACCELA will provide User all enhancements released by ACCELA as standard enhancements, and which are generally made available to other users purchasing comparable Subscribed Service during the term of this aqreement.

CC Rev20181005
Page J-6.42
28 EXHIBIT "F" - Cloud Service Provider Checklist
Compliance
Yes.
ccela enforces policies an
standards that align with NI
800-53.

Yes. Accela makes
the following reports
available to clients
and potentia clients
with NDA's on file for
their review:
* SSAE 16/SOC 2
* PCI DSS

SAQ-A-EP
*
Yes. Penetration tests,
that include assessing
the infrastructure and
application, are
completed bi-annually.

Vulnerability scans are
completed at a minimum
quarterly.

Yes. External SSAE
16/SOC 2 and PCI
audits are completed
annually. Accela has an
internal audit function
that is continuously
reviewing compliance
with specific control
families.

Compliance Audit CO- COPlanning 01 01 .1
Compliance Independent CO- COAudits 02 02.1
Do you produce audit assertions
using a structured , industry
accepted format (ex. CloudAudit/A6
URI Ontology, CloudTrust,
SCAP/CYBEX, GRC XML, ISACA's
Cloud Computing Management
Audit/Assurance Program, etc.)?
Do you allow
(describe/explain/attach/embed
associated documents) tenants
to view your SAS70 Type
II/SSAE 16
SOC2/ISAE3402/ISO27001 :2005
or
similar third party audit reports?
Compliance CO- Do you conduct

02.2 (describe/explain/attach/embed
associated documents) network
penetration tests of your cloud
service infrastructure regularly as
prescribed by industry best
practices
CC Rev 20181005
Page J-6.43
29 and guidance?
Compliance CO- Do you conduct

02.3 ( describe/explain/attach/embed
associated documents) regular
application penetration tests of
your cloud infrastructure as
prescribed by industry best
practices and
quidance?
Compliance CO- Do you conduct

02.4 (describe/explain/attach/embed
associated documents) internal
audits regularly as prescribed
by industry best practices and
guidance?
Compliance CO- Do you conduct Yes. External SSAE
02 .5 ( describe/exp lain/attach/em bed 16/SOC 2 and PCI associated documents) audits are completed
external audits regularly as annually. Accela has
prescribed by industry best an internal audit
practices and function that is
guidance? continuously reviewing
Compliance CO- Are the results of the network compliance with

02.6 penetration tests available to specific control
tenants families.
at their request?
Compliance CO- Are the results of internal and SOC 2 report available

02.7 external audits available to under NDA
tenants at their request?
Compliance Third Party CO- CO- Do you permit tenants to No. Due to the Audits 03 03.1 perform independent instability this may vulnerability cause in shared
assessments? tenant
Compliance CO- Do you have environment, this

03.2 ( describe/exp lain/attach/embed activity is carefully associated documents) external planned and
third-party conduct vulnerability coordinated by
scans and periodic penetration Accela.
tests on your applications and
networks? Yes. Penetration tests,
that include assessing
the infrastructure and
aoolication, are
CC Rev 20181005
Page J-6.44
30 -
completed annually.

Vulnerability scans are
completed at a
minimum quarterly.

Compliance Contact I CO- CO- Do you maintain liaisons and Yes. Accela maintains Authority 04 04.1 points of contact with local contact with various Maintenance authorities in accordance with parties associated contracts and appropriate including law
regulations? enforcement as
applicable, and
contacts for PCI-DSS
and SSAE 16
compliance.

Compliance Information CO- CO- Do you have Yes. Tenants are System 05 05.1 ( describe/explain/attach/embed logically segmented at Regulatory associated documents) the ability the database.

Mapping to logically segment or encrypt
customer data such that data may
be produced for a single tenant
only, without inadvertently
accessing another tenant's data?
CO- Do you have Yes. Tenants are

05.2 ( describe/explain/attach/embed logically
associated documents) capability segmented at the
to logically segment and recover database attribute
data for specific customer in the level. Procedures
case of a failur or data loss? are in place for
tenant data
restoration.

Compliance Intellectual Property CO- CO- Do you have Yes. Accela has 06 06.1 ( describe/explain/attach/embed several policies associated documents) policies that address
and procedures in place confidentiality,
describing what controls you integrity and
have in place to protect tenants availability of
intellectual property? client data.

CC Rev 20181005
Page J-6.45
31 Compliance Intellectual Property CO- CO- If utilization of tenants 07 07.1 services housed in the cloud
is mined for cloud provider
benefit, are the
Accela does not
mine client data.
tenants IP ri hts preserved?
Compliance Intellectual Property CO- CO- If utilization of tenants services 08 08.1 housed in the cloud is mined
for cloud provider benefit, do
you provide Accela does not
( describe/explain/attach/embed mine client data.
associated documents) tenants
the
abilit to opt-out?
Data Ownership/ DG- DG- Do you follow Yes. Accela
Governance Stewardship 01 01.1 (describe/explain/attach/embed enforces associated documents) a policies and
structured data-labeling standards that
standard (ex. ISO 15489, Oasis align with
XML Catalog Specification, NIST 800-53,
CSA data type guidance)? Media
Protection
(MP) security
controls.

Data Classification DG- DG- Do you provide No, however, Governance 02 02.1 (describe/explain/attach/embed platform associated documents) a instantiation is
capability to identify virtual carefully
machines via policy managed and
tags/metadata (ex. Tags can be monitored.
used to limit guest operating
systems from
booting/in stantiati ng/tran sporting
data in the wron count , etc.)?
Data DG- Do you provide
Governance 02.2 ( describe/explain/attach/embed
associated documents) a
capability to identify hardware via Yes. All hardware is policy tags/metadata/hardware tracked as part of asset
tags (ex. management.

TXT/TPM, VN-Ta , etc.)?
CC Rev 20181005
Page J-6.46
32 Data DG- Do you have
Governance 02.3 ( describe/explain/attach/embed No.
associated documents) a
capability to use system
geographic location as an
authentication factor?
Data DG- Can you provide
Governance 02.4 (describe/explain/attach/embed Yes. All data is housed in associated documents) the the continental United
physical location/geography of States in either our East storage of a or West Coast data
tenant's data upon request? centers.

Data DG- Do you allow
Governance 02.5 ( describe/explain/attach/embed No. Accela carefully associated documents) tenants selects geographical
to define acceptable locations for services and
geographical locations for data data based on numerous
routing or resource factors, including
instantiation? throughout associated
with physical distance
and client load patterns.

Data Handling/ DG- DG- Are Policies and procedures Yes. Accela enforces Governance Labeling/ 03 03.1 established for labeling, handling policies and Security and security of data and objects, standards that align Policy which with NIST 800-53,
Media Protection contain data?
(MP) security
controls.

Data DG- Are mechanisms for label
Applications do not use data Govemanc 03. inheritance implemented for labeling. e 2 objects that act as aggregate
containers for data? Although Public or
private/sensitive data are
implied during system
implementation/configuration
, it is which controlled by
access rights.

At the application level,
'sensitive data' is
managed by leveraging
hashing & encryption
algorithms.

No labeling is used at the
database level.

CC Rev 20181005
Page J-6.47
33 Data Retentio DG DG- Do you have Accela does not delete or Governanc n Policy - 04 04. (describe/explain/attach/embed archive client data. e 1 associated documents) technical Clients have the
control capabilities to enforce capability, via the user tenant interface or a special
data retention policies? Services request, to
Data DG- Do you have delete and archive data.

Governanc 04. (describe/explain/attach/embe
e 2 d associated documents) a
documented procedure for
responding to requests for Yes. Accela only grant
tenant data from governments requests for client data from or third 3rd parties under scrutiny and
required legal documents parties? such as a subpoena.

Data Secure DG DG- Do you support Data is deleted according to Governanc Disposal - 05 05. ( describe/explain/attach/em be NIST 800-88 standards. e 1 d associated documents)
secure deletion (ex.
degaussing / cryptographic
wiping) of archived Service termination involves
data as determined by the tenant? a written request, a contract Data DG- Can you provide termination, with a request
Governanc 05. ( describe/explain/attach/embed for a data copy. e 2 associated documents) a Subsequently the data will
published procedure for exiting be deleted or written request the service arrangement, I or after a reasonably
including assurance to sanitize period after termination . all computing resources of tenant
data once a customer has exited
your environment or has vacated
a resource?
Data Non production DG- DG- Do you have Yes. Accela has Governance Data 06 06.1 (describe/explain/attach/embed policies in place associated documents) prohibiting the
procedures in place to ensure exporting of
production data shall not be production data to
replicated or used in non- non-production
production environments? environments with the
exception of using
sanitized production
data for testing and
troubleshooting
purposes.

Data Information DG- DG- Do you have Segregated logical Governance Leakage 07 07.1 ( describe/explain/attach/embed tenants and maintained associated documents) with data segregation
controls in place to prevent controls at the data store data leakage or level.
intentional/accidental
compromise between tenants Customer data is not
in a multi-tenant scanned for specific
CC Rev 20181005
Page J-6.48
34 environment? content. (No OLP)
Data DG- Do you have
Governance 07.2 (describe/explain/attach/embed
associated documents) a Data
Loss Prevention (OLP) or
extrusion prevention solution in
place for all systems which
interface with your cloud
service offering?
Data Risk DG- DG- Do you provide
Governance Assessments 08 08.1 ( describe/explain/attach/embed associated documents) security
control health data in order to
allow tenants to implement
industry standard Continuous
Monitoring (which allows
continual tenant validation of your
physical and logical control
status?)
Facility Security
Facility Policy FS- FS- Can you provide
Security 01 01 .1 ( describe/exp lain/attach/embed
associated documents)
evidence that policies and
procedures have been
established for maintaining a
safe and secure working
environment in offices, rooms,
facilities and secure
areas?
Security &
Compliance control
status information is
available to all
clients upon request
as SSAE 16 SOC 2
reports annually.

Yes. Accela
enforces policies
and standards that
comply with SSAE
16 SOC 2 controls
per TSP 101.

CC Rev 20181005
Page J-6.49
35 Facility User Access FS- FS- Pursuant to local laws, Yes. Per Accela Security 02 02.1 regulations, ethics and Background
contractual constraints are all Check policy,
employment candidates, background
contractors and third parties checks are
subject to background conducted on all
verification? permanent
employees.

Facility Controlled FS- FS- Are physical security perimeters Yes. All data centers Security Access Points 03 03.1 (fences, walls, barriers, guards, and work areas have gates, electronic surveillance, standard physical
physical authentication controls in place. Data
mechanisms, reception desks centers comply with
and security patrols) SSAE 16 compliance.
implemented?
Facility Secure Area FS- FS- Do you allow No. Accela carefully Security Authorization 04 04.1 (describe/explain/attach/embed selects geographical associated documents) tenants locations for services
to specify which of your and data based on
geographic locations their data numerous factors,
is allowed to traverse into/out including throughput
of (to address legal associated with
jurisdictional considerations physical distance
based on where data is stored and client-load
vs. patterns.
accessed)? --