Agenda packet, first session — Modesto City Council, December 13, 2022 (part 5 of 6)

for Qualifications (RFQ) to perform hydrogeological services was initiated. Staff solicited and formally advertised an RFQ through Planet Bids for both the establishment of a pre-qualified consultant list and on-call services. Nine (9) Statements of Qualifications (SOQs) were received.

After careful review of the SOQs by Utilities Department staff, the following four firms were selected as the most qualified for the pre-qualified list for hydrogeological services:
 Daniel Stephens & Associates, Inc., Santa Barbara, CA  Luhdorff & Scalmanini, Consulting Engineers, Inc., Woodland, CA  West Yost Associates, Inc., Davis, CA
 Woodard & Curran, Inc., Sacramento, CA
When hydrogeological services are required for CIP projects, a Request for Proposals (RFP) with a specific scope of work may be issued to these firms. Following evaluation of proposals, interviews may be conducted to select the most qualified firm. An Agreement for hydrogeological services will then be presented to Committee and Council for approval.

The pre-qualified consultant list will be active for one year from the date of Council approval, at which time the City may choose to extend the list; staff recommends the approval of two (2) one-year extension options at the discretion of the Utilities Department Director. In the event the firms on the pre-qualified list are deemed to lack experience or expertise for specific projects, the City retains the right to recruit consultants for individual projects and not be restricted to the approved list.

After careful review of the SOQs by Utilities Department staff, the following two firms were selected as the most qualified firms to enter into On-Call Hydrogeological Services Agreements:
 Luhdorff & Scalmanini, Consulting Engineers, Inc., Woodland, CA  West Yost Associates, Inc., Davis, CA
No local firms submitted proposals to provide hydrogeological services.

When on-call hydrogeological services are required, written task orders will be issued to the consultant identifying the agreed upon scope, cost, and schedule for each specific task.

In accordance with Modesto Municipal Code 8-3.204(a) Exceptions to Formal Bidding Requirements, Agreements for professional services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203. The approval of on-call hydrogeological services Agreements with Luhdorff & Scalmanini and West Yost Associates conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional engineering services for Capital Improvement Program projects.

FISCAL IMPACT:

Costs associated with on-call hydrogeological services are not expected to exceed $150,000 per year or $450,000 over a three-year period.

No new budget allocations are required at this time. As task orders are assigned, funds will be encumbered against existing CIP project budgets.
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City Council, December 13, 2022
Pre-Qualified Hydrogeological Services Consultant List and On-Call Agreements

Page 3 of 3 ends

Agreement expenditures resulting from the use of the pre-qualified list for hydrogeological services will be determined on a CIP project basis once a scope of work and Agreement have been negotiated with the selected firm.

COMMITTEE RECOMMENDATION:

This item was considered by the Finance Committee at the November 9, 2022 meeting, where the committee recommended forwarding to Council for approval.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Resolution approving an On-Call Agreement for Hydrogeological Services with Luhdorff & Scalmanini, Consulting Engineers, Woodland, CA, for one year, with two one-year extension options, for an annual amount not to exceed $75,000, and a total amount not to exceed $225,000 over three years, and authorizing the City Manager, or his designee to execute the Agreement.

Resolution approving an On-Call Agreement for Hydrogeological Services with West Yost Associates, Davis, CA, for one year, with two one-year extension options, for an annual amount not to exceed $75,000, and a total amount not to exceed $225,000 over three years, and authorizing the City Manager, or his designee to execute the Agreement.

Resolution approving a Prequalified Consultant List for Hydrogeological Services, for various Capital Improvement Program Projects for a period of one year, with the option of two additional one-year extensions at the written approval of the Utilities Department Director.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachment:

1. Resolutions (3)

2. Agreement & Exhibits - Luhdorff & Scalmanini, Consulting Engineers

3. Agreement & Exhibits - West Yost Associates
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MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XX

RESOLUTION APPROVING AN ON-CALL AGREEMENT FOR

HYDROGEOLOGICAL SERVICES WITH LUHDORFF & SCALMANINI,

CONSULTING ENGINEERS, WOODLAND, CA, FOR ONE YEAR, WITH TWO

ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL AMOUNT NOT TO EXCEED $75,000, AND A TOTAL AMOUNT NOT TO EXCEED $225,000 OVER

THREE YEARS, AND AUTHORIZING THE CITY MANAGER, OR HIS

DESIGNEE TO EXECUTE THE AGREEMENT
WHEREAS, the City faces water supply challenges, including regional competition for limited groundwater and the loss of wells due to contamination, and will require hydrogeological related services to assist City staff in addressing these issues, and WHEREAS, qualified hydrogeologists can determine which underground soil layers to utilize to produce the cleanest water and determine the effect it will have on the well’s final delivery capacity, and
WHEREAS, the current Capital Improvement Program includes plans to construct various new and replacement wells in support of the City’s water system, and WHEREAS, on-call professional service consultants can provide designs for small projects using experienced staff and eliminate the need to send out repetitive Requests for Qualifications for projects of similar scope and/or type, saving staff time and project costs, and
WHEREAS, in accordance with Modesto Municipal Code 8-3.204(a), Exceptions to Formal Bidding Requirements, this agreement for professional services is exempt from the bid requirement, and
WHEREAS, per Administrative Directive 3.1: Selection Procedures for Professional Consultants who Provide Architectural & Engineering Services for Capital #19..
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Projects, the Director at his direction, may secure a candidate firm if it is in the best interest of the City, and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an On-Call Agreement for Hydrogeological Services with Luhdorff & Scalmanini, Consulting Engineers, Woodland, CA, for one year with two one-year extension options, for an annual cost not to exceed $75,000, and a total cost not to exceed $225,000 over three years.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Agreement, in a form approved by the City Attorney.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of December 2022, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:

DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

By: _______________________________________
JOSE M. SANCHEZ, City Attorney
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MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XX

RESOLUTION APPROVING AN ON-CALL AGREEMENT FOR

HYDROGEOLOGICAL SERVICES WITH WEST YOST ASSOCIATES, DAVIS,

CA, FOR ONE YEAR, WITH TWO ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL AMOUNT NOT TO EXCEED $75,000, AND A TOTAL AMOUNT NOT TO EXCEED $225,000 OVER THREE YEARS, AND AUTHORIZING THE

CITY MANAGER, OR HIS DESIGNEE TO EXECUTE THE AGREEMENT
WHEREAS, the City faces water supply challenges, including regional competition for limited groundwater and the loss of wells due to contamination, and will require hydrogeological related services to assist City staff in addressing these issues, and WHEREAS, qualified hydrogeologists can determine which underground soil layers to utilize to produce the cleanest water and determine the effect it will have on the well’s final delivery capacity, and
WHEREAS, the current Capital Improvement Program includes plans to construct various new and replacement wells in support of the City’s water system, and WHEREAS, on-call professional service consultants can provide designs for small projects using experienced staff and eliminate the need to send out repetitive Requests for Qualifications for projects of similar scope and/or type, saving staff time and project costs, and
WHEREAS, in accordance with Modesto Municipal Code 8-3.204(a), Exceptions to Formal Bidding Requirements, this agreement for professional services is exempt from the bid requirement, and
WHEREAS, per Administrative Directive 3.1: Selection Procedures for Professional Consultants who Provide Architectural & Engineering Services for Capital #19..
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Projects, the Director at his direction, may secure a candidate firm if it is in the best interest of the City, and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an On-Call Agreement for Hydrogeological Services with West Yost Associates, Davis, CA, for one year with two one-year extension options, for an annual cost not to exceed $75,000, and a total cost not to exceed $225,000 over three years.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Agreement, in a form approved by the City Attorney.

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:

DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

By: _______________________________________
JOSE M. SANCHEZ, City Attorney
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MODESTO CITY COUNCIL
RESOLUTION NO. 2022-?

RESOLUTION APPROVING A PREQUALIFIED CONSULTANT LIST FOR

HYDROGEOLOGICAL SERVICES, FOR VARIOUS CAPITAL

IMPROVEMENT PROGRAM PROJECTS FOR A PERIOD OF ONE YEAR,

WITH THE OPTION OF TWO ADDITIONAL ONE-YEAR EXTENSIONS AT

THE WRITTEN APPROVAL OF THE UTILITIES DEPARTMENT DIRECTOR WHEREAS, there are a number of Capital Improvement Program projects that may require outside consultant services for efficient project delivery, and WHEREAS, retaining a prequalified, list of consultants allows the Utilities Department to have accelerated access to hydrogeological services, when needed, and WHEREAS, this will eliminate the need to send out repetitive Requests for Qualifications for projects of similar scope and/or type, saving staff time and project costs, and
WHEREAS, in accordance with Administrative Directive 3.1, Selection Procedures for Professional Consultants Who Provide Architectural & Engineering Services for Capital Projects, which is in compliance with State of California Government Code, Sections 4526-4529, staff solicited and formally advertised a Request for Qualifications through Planet Bids for hydrogeological services, and WHEREAS, staff received nine Statements of Qualifications for hydrogeological services, and
WHEREAS, after careful review of the Statements of Qualifications by Utilities Department staff, the following four firms were selected for the prequalified list:
 Daniel Stephens & Associates, Inc., Santa Barbara, CA  Luhdorff & Scalmanini, Consulting Engineers, Inc., Woodland, CA #19..
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 West Yost Associates, Inc., Davis, CA
 Woodard & Curran, Inc., Sacramento, CA
WHEREAS, this prequalified consultant list will be active for one year from the date of Council approval, at which time the City may extend the list for two additional one-year extensions at the written approval of the Utilities Department Director, and WHEREAS, in the event the firms listed on the prequalified list are deemed to lack experience or expertise for specific projects, the City retains the right to recruit consultants for individual projects and not be restricted to the approved list, and WHEREAS, a formal process will be conducted should this situation occur.

NOW, THEREFORE BE IT RESOLVED by the Council of the City of Modesto that it hereby approves a prequalified consultant list for hydrogeological services, consisting of the following firms:
 Daniel Stephens & Associates, Inc., Santa Barbara, CA  Luhdorff & Scalmanini, Consulting Engineers, Inc., Woodland, CA  West Yost Associates, Inc., Davis, CA
 Woodard & Curran, Inc., Sacramento, CA
for various Capital Improvement Program projects for a period of one year, with the possibility of two additional one-year extensions at the written approval of the Utilities Department Director.

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:

DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

By: ____________________________________
JOSE M. SANCHEZ, City Attorney
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ON-CALL AGREEMENT FOR HYDROGEOLOGICAL SERVICES
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2022, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and LUHDORFF & SCALMANINI, INC., a California Corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. City has determined that there is a need for On-Call Hydrogeological Services.

B. Consultant represents that it is qualified, willing and able to provide the requested On-Call Hydrogeological Services.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

Services to be provided by Consultant under this agreement shall generally fall under, but are not limited to, one or more of the categories as set forth and described in the documents attached hereto and referred to as Exhibit "A".

Specific scope(s) of services to be provided by Consultant shall be further defined by and authorized by City through the issuance of project-specific Task Orders. Each specific Task Order will require a written, scope outlining the specific services to be provided by Consultant, the schedule for completion, and the proposed compensation amount(s) and payment methodology to perform the specified services. The City must authorize each Task Order in writing prior to commencement of services by the Consultant. #19..
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The Consultant shall perform the services, as described in Exhibit "A" to this Agreement and subsequent Task Orders, in a manner compatible with the standards of its profession, and shall produce a fully complete project that is acceptable to City.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and performed by Consultant, or one (1) year from the above date, whichever occurs latter, with the possibility of two (2) one (1) year extension options, at the sole discretion of City, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

City hereby gives Consultant notice to proceed with the provision of services described in Exhibit "A" to this Agreement, as of the Effective Date of this agreement.

Consultant shall diligently proceed with the work and agrees to complete said specific scope(s) of services within the time period set forth in each respective Task Order.

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed SEVENTY-FIVE THOUSAND AND 00/100 DOLLARS ($75,000) per year, and a sum not to exceed TWO HUNDRED TWENTY-FIVE THOUSAND AND 00/100 DOLLARS ($225,000) over three years as of the Effective Date as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit "A”, and subsequent Task Orders, and for performance by Consultant of all of its duties and obligations under this Agreement.

The Compensation shall be paid pursuant in the manner and at the times set forth below:
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City shall pay Consultant for work performed as authorized by subsequent Task Orders. All work shall be billed: 1) on a time and materials basis, at the hourly rates set forth in Exhibit “B”, attached hereto, or; 2) on a lump sum, fixed fee basis, as authorized by City per specific Task Order(s). Lump sum fees shall generally be in accordance with approximate amounts as shown in Exhibit “B”. Unless otherwise approved by City, the hourly rates and lump sum fees shown in Exhibit “B” shall remain in effect for the entire term of the agreement, including all extensions.

Consultant shall submit monthly invoices to City which include a detailed description of completed tasks, hours worked, and billable rates or percentage complete (for lump sum tasks) for all work completed, and detailed receipts for any out-of-pocket costs paid by Consultant in connection with work performed on this Project.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that Eddy Teasdale will be the person primarily responsible for the performance of the services referred to in this Agreement. City has #19..
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entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that ten percent (10%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the City, and may be used by City as it may require without any additional cost to City. No reports shall be used by the Consultant for purposes other than this contract without the express prior written consent of City.

All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Consultant after termination of this Agreement without written consent of the City.

7. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this #19..
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Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

8. INTEREST OF CONTRACTOR.

Consultant warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Agreement. Consultant warrants that, in performance of this Agreement, Consultant shall not employ any person having any such interest. Consultant agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

9. AMENDMENTS.

Until a change order is so executed, City will not be responsible to pay any charges Consultant may incur in performing such additional services, and Consultant shall not be required to perform any such additional services.

10. INDEPENDENT CONTRACTOR.

All acts of Consultant, its agents, officers, and employees and all others acting on behalf of Consultant relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Consultant, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. #19..
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Consultant has no authority or responsibility to exercise any rights or power vested in the City.

No agent, officer, or employee of the City is to be considered an employee of Consultant. It is understood by both Consultant and City that this Agreement shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture.

Consultant, its agents, officers and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

Consultant shall determine the method, details and means of performing the work and services to be provided by Consultant under this Agreement. Consultant shall be responsible to City only for the requirements and results specified in this Agreement, and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of the Consultant in fulfillment of this Agreement. Consultant has control over the manner and means of performing the services under this Agreement.

If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.
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It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

As an independent contractor, Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

Unless otherwise expressly provided in the contract, Consultant shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this Agreement. Consultant shall furnish a warranty of such right to use to City at the request of City.

13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by #19..
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facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: Luhdorff & Scalmanini
Address: 500 1st Street
Woodland, CA 95695
Attention: Eddy Teasdale
Phone: (530) 661-0109
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street, Suite 4600
Modesto, CA 95354
Attention: Robert Davalos
Phone: (209) 571-5869
Email: [email protected]

14. INSURANCE REQUIREMENTS.

The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies. #19..
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In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
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(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Consultant shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the Consultant to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must #19..
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deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

CONSULTANT shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, CONSULTANT shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.

For any claims related to this project, the CONSULTANT’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it.

15. TERMINATION OF AGREEMENT.

Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the #19..
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Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; #19..
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d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date.

City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
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a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

Authorization to Terminate Agreement
Termination of the Agreement may be invoked by the City Manager, or his/her designee, subject to the right of the Consultant to appeal the City Manager, or his/her designee’s, decision to the City Council. The Consultant shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the Agreement. In the event that termination of this Agreement is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.

16. CERTIFIED PAYROLL REQUIREMENT.

For consultants performing field work on public works contracts on which prevailing wages are required: The Consultant shall comply with the provisions of Section 1776 of the California Labor Code, regarding payroll records, and shall require its subconsultants and subcontractors to comply with that section as may be required by law.

17. INDEMNITY.
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The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

Consultant's obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Consultant to procure and maintain a policy of insurance.

18. DISPUTE RESOLUTION.

All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.
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This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Consultant with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Consultant so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Consultant to arbitration pursuant to the Arbitration Rules of the American Arbitration Association within ninety (90) days after mailing of the written rejection by City to Consultant.

Otherwise, the claim or claims shall be deemed waived in their entirety.

The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the arbitrator shall have the power to order that depositions be taken and other discovery be made.

Both City and Consultant shall have the right, upon written notice, to take no more than three (3) depositions of the other as a matter of right in an arbitration proceeding under the “fast track” rules.

Whether or not City and Consultant may be engaged in interstate commerce, any controversy or dispute mentioned above shall be determined by, and the parties shall be bound by, the substantive law of the State of California, and not the Federal Arbitration Act at 9 USC Section 1 et seq.

The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure #19..
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of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

Notwithstanding anything in this provision to the contrary, the arbitrator shall have no power to award punitive damages or other damages not measured by the party’s actual damages (excluding litigation costs and fees) against any party. This limitation of the arbitrator’s powers under this Agreement shall not operate as an exclusion of the issue of punitive damages from this Agreement to Arbitrate sufficient to vest jurisdiction in a court with respect to that issue.

Consultant shall include in all subcontracts a specification whereby the subcontractor consents to being joined in arbitration between City and Consultant involving the work of the subcontractor to be joined. Consultant’s failure to do so shall be a breach of this Agreement.

The parties hereby waive any rights provided by Title 9.2 of the California Code of Civil Procedure, Section 1296. The arbitrator’s award shall be deemed final, conclusive and binding to the fullest extent allowed by California law.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. Additional or new terms contained in this Agreement which vary from Consultant's proposal are controlling and are deemed accepted by Consultant by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded #19..
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except to the extent that they have been incorporated into this Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

20. PARTIAL INVALIDITY.

If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

21. WAIVER.

The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

22. AUDIT.

The City's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Consultant's charges to City under this Agreement.

Consultant agrees to retain reports, records, documents, and files related to charges under this Agreement for a period of four (4) years following the date of final payment for Consultant services. City's representative shall have the right to reproduce any of the aforesaid documents.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.
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24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.

Consultant shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Consultant shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2022- , adopted by the Council of the City of Modesto on the day of , 2022, and LUHDORFF & SCALMANINI, INC. has caused this agreement to be duly executed in duplicate as of the Effective Date. #19..
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EXHIBIT A

SCOPE OF SERVICES

ON-CALL HYDROGEOLOGICAL SERVICES FOR

VARIOUS CAPITAL IMPROVEMENT PROJECTS
In general, the On-Call Hydrogeological services are anticipated to include, but are not limited to the following:

1. Water Quality Assessments
Groundwater supplies almost 60 percent of the City’s current annual average demand. Like many cities in the Central Valley, the quality of the groundwater supply within the City’s water service area is sometimes threatened by natural and manmade contaminants at concentrations that would exceed (without some type of mitigation) drinking water standards. The principal contaminants are arsenic, manganese, nitrate, TCP, DBCP, PCE, and uranium. The City employs a variety of activities and actions to maintain a safe and reliable potable water supply to its customers, such as, well replacement, well rehabilitation, wellhead treatment, and blending with surface water. Water quality assessments may be needed for both site-specific and system-wide locations.

2. Well Evaluations and Design Support
The City’s production wells can require evaluation to address production and water quality issues.

Services may include, but are not limited to:
 Well production evaluations (static/dynamic flow profiling, optimization analysis, etc.);  Well draw-down analysis;
 Well development;
 Wellhead treatment evaluations; and
 Wellhead and/or well site modifications.
 Individual Well Water Quality Assessments;

3. Aquifer Storage and Recovery Program Development and Management The City may require assistance to investigate the feasibility of a groundwater banking program.

Services may include, but are not limited to:
 Identify tasks required for further evaluation;
 Assist with refinement of site-specific aquifer characterization;  Conduct geophysical and geochemical analysis;
 Evaluate location and seasonal fluctuation of groundwater levels and gradients;  Analyze source water chemical compatibility with basin geologic formations;  Data collection and evaluation of current and projected quantities of groundwater extraction;  Estimate storage capacity of the basin, provide possible pilot study and demonstration project design layout and permitting support.

4. Other Hydrogeological Related Services
Other hydrogeological related services may be needed to support ongoing groundwater/subsurface investigations and/or management efforts. These may include but are not limited to:
 Subsurface investigations such as data collection, water and soil sampling/testing/ inventorying, groundwater level monitoring, etc.);
 General field investigations; and
 Data management (GIS related, facility inventorying, SCADA reporting, etc.). #19..
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500 FIRST STREET • WOODLAND, CA 95695
Professional*
Senior Principal ............................................................................................ $235/hr.

Principal Professional................................................................................... $225 to 230/hr.

Supervising Professional .............................................................................. $210 to 220/hr.

Senior Professional ...................................................................................... $175 to 210/hr.

Project Professional ..................................................................................... $155 to 175/hr.

Staff Professional ......................................................................................... $135 to 155/hr.

Technical
Engineering Inspector..................................................................................$140/hr.

ACAD Drafting/GIS .......................................................................................$142/hr.

Engineering Assistant...................................................................................$115 to 140/hr.

Scientist........................................................................................................$115 to 140/hr.

Technician......................................................................................................... $115 to 140/hr.

Clerical Support
Word Processing, Clerical.............................................................................$90/hr.

Digital Communications Specialist...............................................................$90 to 100/hr.

Project Admin/Accounting Assistant ...........................................................$90 to 110/hr.

Vehicle Use $0.58/mi.

Subsistence Cost Plus 15%
Groundwater Sampling Equipment(Includes Operator) $170.00/hr Copies $0.20 ea.

Professional or Technical Testimony 200% of Regular Rates Technical Overtime (if required) 150% of Regular Rates
Outside Services/Rentals Cost Plus 15%
Services by Associate Firms Cost Plus 15%
* Engineer, Geologist, Hydrogeologist, and Hydrologist
2022 SCHEDULE OF FEES

ENGINEERING AND RELATED FIELD SERVICES

EXHIBIT B
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ON-CALL AGREEMENT FOR HYDROGEOLOGICAL SERVICES
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2022, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and WEST YOST ASSOCIATES, INC., a California Corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. City has determined that there is a need for On-Call Hydrogeological Services.

B. Consultant represents that it is qualified, willing and able to provide the requested On-Call Hydrogeological Services.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

Specific scope(s) of services to be provided by Consultant shall be further defined by and authorized by City through the issuance of project-specific Task Orders. Each specific Task Order will require a written, scope outlining the specific services to be provided by Consultant, the schedule for completion, and the proposed compensation amount(s) and payment methodology to perform the specified services. The City must authorize each Task Order in writing prior to commencement of services by the Consultant. #19..
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The Consultant shall perform the services, as described in Exhibit "A" to this Agreement and subsequent Task Orders, in a manner compatible with the standards of its profession, and shall produce a fully complete project that is acceptable to City.

2. TERM OF AGREEMENT.

City hereby gives Consultant notice to proceed with the provision of services described in Exhibit "A" to this Agreement, as of the Effective Date of this agreement.

Consultant shall diligently proceed with the work and agrees to complete said specific scope(s) of services within the time period set forth in each respective Task Order.

3. COMPENSATION.

The Compensation shall be paid pursuant in the manner and at the times set forth below:
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City shall pay Consultant for work performed as authorized by subsequent Task Orders. All work shall be billed: 1) on a time and materials basis, at the hourly rates set forth in Exhibit “B”, attached hereto, or; 2) on a lump sum, fixed fee basis, as authorized by City per specific Task Order(s). Lump sum fees shall generally be in accordance with approximate amounts as shown in Exhibit “B”. Unless otherwise approved by City, the hourly rates and lump sum fees shown in Exhibit “B” shall remain in effect for the entire term of the agreement, including all extensions.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that Ken Loy will be the person primarily responsible for the performance of the services referred to in this Agreement. City has #19..
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entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that ten percent (10%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

7. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this #19..
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Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

8. INTEREST OF CONTRACTOR.

9. AMENDMENTS.

10. INDEPENDENT CONTRACTOR.

All acts of Consultant, its agents, officers, and employees and all others acting on behalf of Consultant relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Consultant, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. #19..
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Consultant has no authority or responsibility to exercise any rights or power vested in the City.

If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.
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It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by #19..
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facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: West Yost Associates, Inc.

Address: 2020 Research Park Drive
Suite 100
Davis, CA 95618
Attention: Ken Loy
Phone: (530) 756-5905
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street, Suite 4600
Modesto, CA 95354
Attention: Robert Davalos
Phone: (209) 571-5869
Email: [email protected]

14. INSURANCE REQUIREMENTS.

The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies. #19..
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In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
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(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must #19..
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deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

15. TERMINATION OF AGREEMENT.

Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the #19..
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Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; #19..
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d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date.

City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
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a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

16. CERTIFIED PAYROLL REQUIREMENT.

17. INDEMNITY.
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The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

18. DISPUTE RESOLUTION.

All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.
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This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Consultant with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Consultant so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Consultant to arbitration pursuant to the Arbitration Rules of the American Arbitration Association within ninety (90) days after mailing of the written rejection by City to Consultant.

Otherwise, the claim or claims shall be deemed waived in their entirety.

The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure #19..
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of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. Additional or new terms contained in this Agreement which vary from Consultant's proposal are controlling and are deemed accepted by Consultant by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded #19..
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except to the extent that they have been incorporated into this Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

20. PARTIAL INVALIDITY.

21. WAIVER.

22. AUDIT.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.
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24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.

26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2022- , adopted by the Council of the City of Modesto on the day of , 2022, and WEST YOST ASSOCIATES, INC. has caused this agreement to be duly executed in duplicate as of the Effective Date. #19..
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EXHIBIT A

SCOPE OF SERVICES

ON-CALL HYDROGEOLOGICAL SERVICES FOR

VARIOUS CAPITAL IMPROVEMENT PROJECTS
In general, the On-Call Hydrogeological services are anticipated to include, but are not limited to the following:

2. Well Evaluations and Design Support
The City’s production wells can require evaluation to address production and water quality issues.

3. Aquifer Storage and Recovery Program Development and Management The City may require assistance to investigate the feasibility of a groundwater banking program.

4. Other Hydrogeological Related Services
Other hydrogeological related services may be needed to support ongoing groundwater/subsurface investigations and/or management efforts. These may include but are not limited to:
 Subsurface investigations such as data collection, water and soil sampling/testing/ inventorying, groundwater level monitoring, etc.);
 General field investigations; and
 Data management (GIS related, facility inventorying, SCADA reporting, etc.). #19..
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(Effective August 1, 2022 through December 31, 2022)*

POSITIONS

ENGINEERING
Principal/Vice President $328
Engineer/Scientist/Geologist Manager I / II $310 / $324 Principal Engineer/Scientist/Geologist I / II $280 / $298 Senior Engineer/Scientist/Geologist I / II $251 / $264
Associate Engineer/Scientist/Geologist I / II $215 / $231 Engineer/Scientist/Geologist I / II $173 / $201
Engineering Aide $101
Field Monitoring Services $93
Administrative I / II / III / IV $89 / $112 / $134 / $148

ENGINEERING TECHNOLOGY
Engineering Tech Manager I / II $322 / $324
Principal Tech Specialist I / II $296 / $306
Senior Tech Specialist I / II $271 / $283
Senior GIS Analyst $245
GIS Analyst $232
Technical Specialist I / II / III / IV $173 / $197 / $221 / $247 Technical Analyst I / II $124 / $148
Technical Analyst Intern $100
Cross-Connection Control Specialist I / II / III / IV $129 / $140 / $157 / $175 CAD Manager $195
CAD Designer I / II $151 / $171

CONSTRUCTION MANAGEMENT
Senior Construction Manager $313
Construction Manager I / II / III / IV $191 / $205 / $217 / $275 Resident Inspector (Prevailing Wage Groups 4 / 3 / 2 / 1) $167 / $185 / $207 / $215 Apprentice Inspector $151
CM Administrative I / II $81 / $109
Field Services $215
2022 Billing Rate Schedule

LABOR CHARGES
(DOLLARS PER HOUR)
■ Hourly rates include Technology and Communication charges such as general and CAD computer, software, telephone, routine in-house copies/prints, postage, miscellaneous supplies, and other incidental project expenses. ■ Outside Services such as vendor reproductions, prints, shipping, and major West Yost reproduction efforts, as well as Engineering Supplies, etc. will be billed at actual cost plus 15%. ■ The Federal Mileage Rate will be used for mileage charges and will be based on the Federal Mileage Rate applicable to when the mileage costs were incurred. Travel other than mileage will be billed at cost. ■ Subconsultants will be billed at actual cost plus 10%. ■ Expert witness, research, technical review, analysis, preparation and meetings billed at 150% of standard hourly rates. Expert witness testimony and depositions billed at 200% of standard hourly rates. ■ A Finance Charge of 1.5% per month (an Annual Rate of 18%) on the unpaid balance will be added to invoice amounts if not paid within 45 days from the date of the invoice. * This schedule is updated annually

EXHIBIT B

Page 1 of 2 ends

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(Effective August 1, 2022 through December 31, 2022)*
Equipment Charges

EQUIPMENT
2" Purge Pump & Control Box $270 / day
Aquacalc / Pygmy or AA Flow Meter $28 / day
Emergency SCADA System $35 / day
Gas Detector $80 / day
Generator $39 / day
Hydrant Pressure Gauge $10 / day
Hydrant Pressure Recorder, Impulse (Transient) $55 / day Hydrant Pressure Recorder, Standard $40 / day
Low Flow Pump Controller $75 / day
Powers Water Level Meter $32 / day
Precision Water Level Meter $19 / day
Stainless Steel Wire per foot $0.03 / day
Storage Tank $15 / day
Sump Pump $24 / day
Transducer Components (per installation) $23 / day
Trimble GPS – Geo 7x $220 / day
Tube Length Counter $22 / day
Turbidity Meter $22 / day
Vehicle $10 / day
Water Flow Probe Meter $20 / day
Water Quality Meter $27 / day
Water Quality Multimeter $185 / day
Well Sounder $30 / day

BILLING RATES
2022 Billing Rate Schedule
* This schedule is updated annually

EXHIBIT B

Page 2 of 2 ends

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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

December 13, 2022
Date: October 27, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Agreement with West Monroe, Inc.

Advanced Metering Infrastructure (AMI) Project
CONTACT: Robert Davalos, Senior Civil Engineer, [email protected], 209-571-5869 DESCRIPTION:

Consider approving an Agreement with West Monroe, Inc., Los Angeles, CA, for Consulting Services for the Advanced Metering Infrastructure (AMI) Project in an amount not to exceed $484,275. (Funding Source: Water Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the 2020-2025 City of Modesto Strategic Plan Initiatives, Goal D: Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

The City of Modesto owns and operates over 75,000 Badger potable water meters ranging from 5/8” to 12” in diameter. The City began converting its services to Automated Meter Reading (AMR) for all meters in 2006 as the City approved a modified comprehensive plan to install meters throughout the Modesto water service areas as part of a state-mandated, long-term plan. The comprehensive plan was originally approved in Fiscal Year 2005 and is anticipated to be completed by the end of 2022 at an estimated total project cost of $50 million. Currently, over 75,000 meters with automated readers have been installed.

The City’s Utilities Department is preparing to make changes to the current meter data collections through the deployment of Advanced Metering Infrastructure (AMI) technology. The City would like to evaluate and procure AMI systems and services that are beneficial and adequate for the City’s Utilities, Finance, and Information Technology Departments. The City anticipates transitioning from AMR to AMI with an established multi-year program funded through the City’s Water Fund.
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City Council, December 13, 2022
Agreement with West Monroe, Inc.

Advanced Metering Infrastructure (AMI) Project

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In accordance with newly adopted State legislation SB 606 and AB 1668, the State is mandating water agencies to set and meet new urban efficiency standards for indoor use, outdoor use and water lost due to leaks. Transitioning to AMI and establishing an AMI program will improve metering technology to allow for enhanced demand tracking, management and identify areas easily where there is apparent water loss. This upgrade will ultimately support the City in current and future water conservation and water use efficiency efforts providing the City’s water customers the ability to track and monitor their own water use.

DISCUSSION:

Considering the technical complexity, level of effort, resources, and accelerated schedule of this scope, in addition to current staff workload and lack of expertise, City staff is recommending the use of a consultant to provide consulting services to the City throughout the transition process from AMR to AMI.

In accordance with Administrative Directive 3.1, Selection Procedures for Professional Consultants Who Provide Architectural and Engineering Services for Capital Projects, a Request for Proposal (RFP) was issued on April 14, 2022 via the Planet Bids website. On June 7, 2022, staff received and distributed six proposals to a selection committee consisting of Utilities, Finance and Information Technology Department Staff. The selection committee evaluated the responses and on August 4, 2022, met to interview the four firms, discuss and review the rankings. The committee recommended West Monroe, Inc. as the most qualified firm to provide Consulting Services to the City for the Advanced Metering Infrastructure (AMI) Project.

The scope of services to be provided under this Agreement includes:

1. Financial Analysis

2. Implementation Plan

3. Site Visit Coordination

4. Planning & Acquisition Services

5. Data Reconnaissance

6. Environmental Clearance

7. Project Management & Meetings
In accordance with Modesto Municipal Code 8-3.204(a) Exceptions to Formal Bidding Requirements, this Agreement is for professional services and, therefore, exempt from the bid requirement. However, staff proceeded through an RFP process pursuant to Administrative Directive 3.1. Staff recommends approval of the Agreement with West Monroe for consulting services for the Advanced Metering Infrastructure Project.

FISCAL IMPACT:

The following non-capital project account has been created to track the expenses associated with this effort:

Project 101335 - AMI Water Meters - Assessment
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City Council, December 13, 2022
Agreement with West Monroe, Inc.

Advanced Metering Infrastructure (AMI) Project

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A budget adjustment amending the Fiscal Year 2022-23 Multi-Year Program budget in the amount of $535,000 will be necessary to fully fund this stage of the project.

CEQA/NEPA REQUIREMENTS:

CEQA requirements will be determined as a part of West Monroe’s Scope of Services.

COMMITTEE RECOMMENDATION:

This item was considered by the Finance Committee at the October 24, 2022 meeting where it was recommended that it be forwarded to Council for approval.

STAFF RECOMMENDATION:

Resolution approving an Agreement with West Monroe, Inc., Los Angeles, CA, for Consulting Services for the Advanced Metering Infrastructure Project in the amount of $440,250, plus $44,025 in additional services, if needed, for a total amount not to exceed $484,275; and authorizing the City Manager, or his designee, to execute the Agreement.

Resolution amending the Fiscal Year 2022-23 Multi-Year Program budget in the amount of $535,000 to be transferred into the project from Water Fund Reserves in order to fund the Advanced Metering Infrastructure Project.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. Resolutions (2)

2. West Monroe – Agreement

3. West Monroe – Exhibits to Agreement
ANTICIPATED AGREEMENT EXPENDITURES:

Consulting Services Agreement – West Monroe, Inc. $440,250 Additional Services (10%) $44,025
Engineering/Design/Administration Support – City Staff (15%) $66,038 TOTAL: $550,313
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1 2022-XXX

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XXX
RESOLUTION APPROVING AN AGREEMENT WITH WEST MONROE, INC.,

LOS ANGELES, CA, FOR CONSULTING SERVICES FOR THE ADVANCED METERING INFRASTRUCTURE PROJECT IN THE AMOUNT OF $440,250, PLUS $44,025 IN ADDITIONAL SERVICES, IF NEEDED, FOR A TOTAL AMOUNT NOT TO EXCEED $484,275; AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the City’s Utilities Department is preparing to make changes to the current meter data collections through the deployment of Advanced Metering Infrastructure (AMI) technology, and
WHEREAS, the City would like to evaluate and procure AMI systems and services that are beneficial and adequate for the City’s Utilities, Finance, and Information Technology Departments, and
WHEREAS, in accordance with newly adopted State legislation SB 606 and AB 1668, the State is mandating water agencies to set and meet new urban efficiency standards for indoor use, outdoor use and water lost due to leaks, and WHEREAS, transitioning to AMI and establishing an AMI program will improve metering technology to allow for enhanced demand tracking, management and identify areas easily where there is apparent water loss, and
WHEREAS, in accordance with Modesto Municipal Code 8-3.204(a) Exceptions to Formal Bidding Requirements, this agreement is for professional services and, therefore, exempt from the bidding requirement.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an agreement with West Monroe, Inc., of Los Angeles, CA for #20..
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2 2022-XXX
Consultant Services for the Advanced Metering Infrastructure Project in the amount of $440,250, for the identified scope of services, plus $44,025 in additional services, if needed, for a total not to exceed amount of $484,275.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the agreement in a form approved by the City Attorney.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of December, 2022, by Councilmember XXX, who moved its adoption, which motion being duly seconded by Councilmember XXX, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _________________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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1 2022-

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-
RESOLUTION AMENDING THE FISCAL YEAR 2022-23 MULTI-YEAR
PROGRAM BUDGET IN THE AMOUNT OF $535,000 TO BE TRANSFERRED

INTO THE PROJECT FROM WATER FUND RESERVES IN ORDER TO FUND

THE ADVANCED METERING INFRASTRUCTURE PROJECT
WHEREAS, certain budgetary transactions are necessary in the amount of $535,000, in order to fund the Advanced Metering Infrastructure (AMI) Project, and WHEREAS, the Fiscal Year 2022-23 Multi-Year Program Budget must be amended.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the amendment of the Fiscal Year 2022-23 Multi-Year Program Budget in the amount of $535,000.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to implement the provisions of this resolution. #20..
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The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th of December 2022, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:

DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _______________________________________
JOSE M. SANCHEZ, City Attorney
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CONSULTANT SERVICES AGREEMENT FOR THE

ADVANCED METERING INFRASTRUCTURE (AMI) PROJECT
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2022, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and WEST MONROE PARTNERS, a Delaware corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. The City has determined that consultant services are required for the Advanced Metering Infrastructure (AMI) Project.

B. Consultant represents that it is qualified, willing and able to provide the services to prepare said document(s).

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A" or "project". The Consultant shall perform the services as described in Exhibit "A" in a manner compatible with the standards of its profession, and shall produce a fully complete project that is acceptable to City.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and #20..
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performed by Consultant, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents commonly referred to as “project” attached hereto as Exhibit "A" and made a part hereof. City hereby gives Consultant notice to proceed with the preparation of the project in the manner described in Exhibit "A", as of the Effective Date of this agreement. Consultant shall diligently proceed with the preparation of the project and agrees to complete said preparation within the time period set forth in Exhibit "A".

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed FOUR HUNDRED FORTY THOUSAND TWO HUNDRED FIFTY AND 00/100 ($440,250) (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A" attached hereto and for performance by Consultant of all of its duties and obligations under this Agreement, except that additional services may be compensated as described below.

The Compensation shall be paid pursuant in the manner and at the times set forth below:

City shall pay Consultant on a time and materials basis for Consultant’s actual costs for all work called for in Exhibit “A” to this Agreement. All work to be performed under this Agreement shall be billed at the hourly rates set forth in Exhibit “B” attached hereto, Consultant shall submit monthly invoices to City which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any out-of-pocket costs paid by Consultant in connection with work performed on this project. #20..
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Additional services may be authorized by the City Manager in an amount up to, but not to exceed 10% of the agreed maximum compensation, or FORTY-FOUR THOUSAND TWENTY-FIVE AND 00/100 ($44,025). In the event that additional services are deemed necessary, the Consultant shall provide a written request to the City Manager indicating the reason for additional work, scope and cost of such work. The City Manager shall provide a written response to the request, either approving or denying the additional expenditure.

If additional services are requested and approved, they will be billed at the hourly rates set forth in Exhibit “B” and may not exceed the amount requested and approved in writing by the City Manager. In that event, the new total compensation shall not exceed FOUR HUNDRED EIGHTY-FOUR THOUSAND TWO HUNDRED SEVENTY-FIVE AND 00/100 ($484,275). If additional services in excess of this amount are deemed necessary by City Staff, an amendment to this Agreement will be required and must be approved by the City Council prior to commencing the work, as provided in Paragraph 9 of this agreement.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that Mike Wayman, will be the person primarily responsible for the performance of the services referred to in this Agreement. City has entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that ten percent (10%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA/IP.

Ownership of Documents
On payment of fees owed under the Agreement, all reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder and to the extent qualifying as a Deliverable (as defined below)shall become and remain the property of the City, subject to Consultant IP and any third party intellectual property contained therein, and may be used by City as set forth in this Agreement without any additional cost to City, for clarity, subject to the license to Consultant IP set forth below. No reports shall be used by the Consultant for purposes other than this contract without the express prior written consent of City. “Deliverables” means the results of services to be performed by Consultant pursuant to Exhibit A and identified as a “deliverable” therein.

Title to Data
If, as a part of the agreement, Consultant is required to produce, as a Deliverable, data such as, but not limited to, drawings, plans, specifications, calculations, #20..
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models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this agreement will be delivered to City upon the completion or termination of services under the contract and payment for services.

All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement (“City Data”) will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Consultant after termination of this Agreement without written consent of the City.

Intellectual Property
Consultant owns and will continue to own all works of authorship, data, knowhow, inventions, and other intellectual property in existence prior to execution of the Agreement or developed or acquired independently of it, as well as derivatives of the foregoing (collectively, “Consultant IP”). On payment of fees owed, Consultant grants to City a non-exclusive, irrevocable, transferable, perpetual, royalty-free, license to use the Consultant IP embedded in the Deliverables for City’s internal business purposes. City grants to Consultant a non-exclusive, irrevocable, transferable, perpetual, royalty-free, fully paid license to use and modify the Deliverables for Supplier’s business purposes to the extent the Deliverable is of general applicability and not specific to City (“Generic Deliverables”). For clarity, such Generic Deliverables are exclusive of City Data.

7. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this #20..
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Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

8. INTEREST OF CONTRACTOR.

9. AMENDMENTS.

10. INDEPENDENT CONTRACTOR.

Consultant has no authority or responsibility to exercise any rights or power vested in the City.

Consultant is permitted to provide services to others during the same period service is provided to City under this Agreement. If necessary, Consultant has the responsibility for employing other persons or firms to assist Consultant in fulfilling the terms and obligations under this Agreement.
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If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.

It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

Unless otherwise expressly provided in the contract, Consultant shall be solely responsible for obtaining the right to use any patented or copyrighted materials in its performance of services under this Agreement. Consultant shall furnish a warranty of Consultant’s right to use such materials to City at the request of City. #20..
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13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: West Monroe Partners
Address: 1000 Wilshire Boulevard, Suite 1140
Los Angeles, CA 90017
Attention: Mike Wayman
Phone: (630) 660-1218
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street, Suite 4600
Modesto, CA 95354
Attention: Robert Davalos
Phone: (209) 571-5869
Email: [email protected]

14. INSURANCE REQUIREMENTS.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises #20..
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and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

Upon failure of the Consultant to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated. Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City (where permitted under the applicable policies; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant #20..
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must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

For any claims related to this project, where permitted under the applicable policies, the CONSULTANT’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or selfinsurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it.

15. TERMINATION OF AGREEMENT.

Termination by City for Default of Consultant
Should Consultant default in the performance of this Agreement or materially breach any of its provisions, at its option, City may terminate this Agreement by giving written notification to Consultant. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services or duties, willful destruction of City's property by Consultant, dishonesty or theft. #20..
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Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such #20..
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subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date. #20..
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City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

16. CERTIFIED PAYROLL REQUIREMENT.

17. INDEMNITY & LIMITATION ON LIABILITY.

The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all third party claims, and related losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

Except for willful misconduct, Consultant’s total liability arising out of the Agreement for all claims in any manner arising in connection with the Agreement (whether in contract, tort, negligence, strict liability in tort or by statute or otherwise, whether arising from contractual or extra-contractual liability) shall, notwithstanding contrary terms in the Agreement, be the payment of damages and such damages in no event shall: (i) exceed One Million Dollars ($1,000,000) ; or (ii) include any indirect, special, consequential, incidental, punitive or #20..
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exemplary damages or loss (including business interruption, lost profits, lost savings or lost business), even if it has been advised of their possible existence.

18. DISPUTE RESOLUTION.

This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Consultant with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Consultant so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Consultant to arbitration pursuant to the Arbitration Rules of the American Arbitration Association within ninety (90) days after mailing of the written rejection by City to Consultant.

Otherwise, the claim or claims shall be deemed waived in their entirety. #20..
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The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the arbitrator shall have the power to order that depositions be taken and other discovery be made.

The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

Notwithstanding anything in this provision to the contrary, the arbitrator shall have no power to award punitive damages or other damages not measured by the party’s actual damages (excluding litigation costs and fees) against any party. This limitation of the arbitrator’s powers under this Agreement shall not operate as an exclusion of the issue of #20..
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punitive damages from this Agreement to Arbitrate sufficient to vest jurisdiction in a court with respect to that issue.

Consultant shall include in all subcontracts a specification whereby the subcontractor consents to being joined in an arbitration between City and Consultant involving the work of the subcontractor to be joined. Consultant’s failure to do so shall be a breach of this Agreement.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. Additional or new terms contained in this Agreement which vary from Consultant's proposal are controlling and are deemed accepted by Consultant by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

20. PARTIAL INVALIDITY.

21. WAIVER.
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The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

22. AUDIT.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.

26. CITY BUSINESS LICENSE.
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Consultant will have a City of Modesto business license.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2022- _ , adopted by the Council of the City of Modesto on the __ day of _____ , 2022, and WEST MONROE PARTNERS has caused this agreement to be duly executed in duplicate as of the Effective Date. #20..
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Reproduction and distribution without
prior consent prohibited.

Rev 011020
© 2022 West Monroe Partners, LLC
Proprietary and confidential
November 1, 2022
City Clerk’s Office on behalf of Utilities Department
1010 Tenth Street, 6th Floor, Suite 6600
P.O. Box 642
Modesto, California 95353
Attention: Robert Davalos, Senior Civil Engineer
RE: Advanced Metering Infrastructure (AMI) Consulting Services Dear Robert:

West Monroe is pleased to submit this scope of work for advanced meter infrastructure (AMI) consulting services. We understand that the City of Modesto is concluding its conversion to Badger automatic meter reading (AMR) for 75,000 meters after a 16-year effort. As the utility prepares to modernize and implement AMI, West Monroe is excited to help the city evaluate technology options, build a business case, and develop an AMI implementation plan. Following those activities, West Monroe will work with the city to procure an AMI technology solution.

We understand first-hand how AMI systems can unlock value to utilities and their customers – as well as the increasingly important role that water conservation, technology advancements, and customer and employee engagement have – and we are looking forward to working with the city on this important project! West Monroe takes pride in the services it provides to our clients helping them achieve their business needs. As part of this project, we will be measuring your satisfaction with our performance. At the end of the project, a survey will be conducted inperson or electronically. If at any time, we are not meeting your expectations or you believe our performance would not allow you to further engage with West Monroe or recommend us to a colleague or friend, please reach out to me at +1 (630) 660- 1218 or Jill Novosel, our Director of Client Success at +1 (312) 980-9452.

One of the factors we use to measure the success of our client work is the long-term impact our services or solution will make on your organization. We have found that a key component of sustainable results is knowledge transfer from our team to yours.

Expect our team to focus on working with you to identify the proper counterparts within your organization that our team can work with throughout this project.

We are pleased to have the opportunity to work with you on this project and understand the trust you have placed in us on this important effort.

Very truly yours,
Michael Wayman

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Exhibit A: Advanced Metering Infrastructure (AMI) Consulting Services ("Project") Scope of Work
This Statement of Work (“SOW”) is made as of November 1, 2022 ("SOW Effective Date") by and between West Monroe Partners, LLC (“WMP” or “West Monroe”) and the City of Modesto (“Client”) and is incorporated into and subject to the terms of the [Services Agreement Name] dated [Agreement Effective Date] between WMP and Client ("Agreement"). This SOW sets forth the allocation of responsibilities, overview, services, deliverables, assumptions, team structure, estimated timeline, and services fees.

ACTIVITIES AND METHODOLOGY; DELIVERABLES
Subject to the terms of this SOW and the Agreement, WMP will provide Services related to the following activities, and will provide the following Deliverables.

The activities will be grouped into seven (7) tasks.

Task 1 – Financial Analysis
Activities are comprised of:
• Mobilize to begin work on the business case promptly following the date of Council approval of the Consultant Agreement. As described in tasks 7 and 5, a list of data requests will be issued, and a project kickoff is to occur shortly thereafter.
• Conduct workshops (up to four (4)) and interviews with City of Modesto personnel to:
o Determine technology and approach preferences to be modeled e.g., radio vs. cellular networks, in house vs. contracted labor, etc. Up to four (4) different scenarios will be included in the financial analysis. o Verify understanding and accuracy of Client data provided for input into the business case. o Discuss lessons learned, risks, issues, costs, and benefits from the AMR deployment. • Provide an orientation on WMP’s proprietary water AMI business case tool and tailor the approach and inputs for the City of Modesto.
• Quantify the actual costs for the AMI project, including but not limited to staff contributions, AMI vendor and software fees, procurement of new equipment including endpoints and lids, etc. • Quantify the actual direct benefits for a multitude of functions including meter reading, customer service, water conservation, field services, demand monitoring, etc.
• Leverage West Monroe’s proprietary tools to validate AMI costs as well as savings and benefits that can be realized. • Detail the indirect benefits that can be anticipated from the AMI project. • Provide a financial analysis and business case recommendations in approximately six (6) weeks.

Deliverables are comprised of:
• Financial Analysis and Business Case with Recommendations, including: operational efficiency and cost reductions, customer service, water accountability, cost/benefit analysis, return on investment, computer information systems interface, optimization of revenue and reduction of adjustments, and overall costs Assumptions include:
• Client will provide data for input into the AMI financial analysis Task 2 – Implementation Plan
Activities are comprised of:

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• Determine dependencies, constraints, and preferences for the AMI implementation plan through discussions Client.

The following will be included: funding, staffing, replacement/maintenance, data integration, service location (larger meters, high use, residential, and all other designations), rate of return on investment. • Create a schedule for the planning, design, deployment phases, and replacement interval. • Identify how risk, issue, and communication management will be addressed. • Understand the high-level strategy for deployment e.g., by route, meter counts by year, etc. • Validate all findings are accurately modeled in the financial analysis as described in task 1. • Align the budgets from the business case to the output of this exercise. • Develop a comprehensive AMI implementation plan for the conversion of all meters in the City of Modesto. All facets of the above will be included in the plan.
• Conduct one (1) workshop to socialize the initial draft of the implementation plan with Client stakeholders for feedback.

Update the implementation plan with all feedback received and present for final review / approval.

Deliverables are comprised of:
• AMI Implementation Plan – Comprehensive roadmap that considers: funding, City staffing and workload, locations of service areas, replacement/ maintenance plan, quality control, locations of large meters and high-use customers, data integration and rate of return on investment
Assumptions include:
• Client stakeholders will participate in workshops to discuss and determine overall AMI strategy and priorities Task 3 – Site Visit Coordination
Activities are comprised of:
• Draft a list of eligible utilities for site visits based on the technology preferences and approach identified in task 2. • Prioritize utilities for site visits based on: utility designation (water enterprise), similar size (# of accounts and territory), deployment timeframe (recently completed an AMI program within 1-3 years), type of terrain, proximity to the City of Modesto, and AMI technology deployed (visit with utilities using similar technology requirements). • Request a site visit with the two (2) water agencies selected by the City of Modesto and coordinate the time, place, and attendees. Develop the agenda in advance.
• Attend the site visits and foster discussion with Client and the other agencies. • Provide a synopsis of WMP’s findings from both site visits.

Deliverables are comprised of:
• Synopsis of Site Visit Findings
Assumptions include:
• Client travel costs (if applicable) will be paid by Client Task 4 – Planning & Acquisition Services
Activities are comprised of:
• Identify the procurement requirements and strategy with Client. o Determine the request for proposal (RFP) schedule, evaluation team, etc. o Formalize the template to be utilized for the RFP.
o Define whether or not vendors can respond to all or part of the RFP. • Guide and develop technical specifications for the AMI products and services RFP with input from Client and leveraging

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WMP’s database of AMI requirements from prior vendor selection projects. This will include:
o Maintenance support and warranty, data integration between meter reading systems, billing systems, customer interface software, work order systems, key performance-based indicators, installation services and installation schedule, quality control, and equipment and layout.
• Develop the evaluation criteria and matrix with the City leveraging WMP’s AMI vendor evaluation model. • Support Client with a pre-proposal meeting (if applicable) and ghost-authoring responses to vendor questions during the response open period.
• Evaluate vendor proposals with Client team by providing an apples-to-apples comparison of costs and requirements, in addition to highlighting pros and cons from the responses. • Participate in short lists / oral presentations for the top three (3) vendor solutions identified. Assist Client with agendas and questions. Provide a summary of WMP observations following the presentations. • Support vendor negotiations by confirming adherence to the RFP scope and assisting Client in achieving favorable terms and cost.

Deliverables are comprised of:
• Publish Ready RFP
• Evaluation Criteria and Matrix
• Support for Contract Negotiations
Assumptions include:
• Client procurement and/or legal resources are available and will lead the RFP process (e.g., required meetings, required forms, issuance to vendors, updates to supplier bid portals); WMP will lead content development and stakeholder reviews
• West Monroe will assist Client with requirements definition and procurement of AMI in addition to a meter data management system and a conservation/ customer portal
Task 5 – Data Reconnaissance
Activities are comprised of:
• Before kickoff, submit data requests (e.g., meters by size, meter ages, meter reading costs, vendor fees, staff time, vehicle costs, etc.) for the existing solution.
• Acquire and review documentation on the City of Modesto’s meter replacement procedures. • Acquire and review documentation on the City of Modesto’s Current Water Reading Standard Operating Procedures. • Review key operating metrics to understand current performance (e.g., AMR read rate, # of billing exceptions, # of estimated bills, # of manual reads).
• Understand how and when GIS meter data is captured e.g., upon installation, meter or sub meter accuracy? Deliverables are comprised of:
• List of Data Requests
Assumptions include:
• Client will provide data for input into the AMI financial analysis Task 6 – Environmental Clearance
Activities are comprised of:
• Based on the technology preferences identified in the prior task (i.e., cellular, radio frequency with new construction or

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only existing vertical assets to be used), conduct research on the types of environmental clearance (e.g., CEQA) that may be required.
• Present the findings to the City of Modesto and determine the applicable environmental review. • Develop a timeframe for preparation and submittal of the environmental clearance documentation.

Deliverables are comprised of:
• Environmental Clearance Findings and Proposed Preparation Timeline Assumptions include:
• If needed, West Monroe will identify potential engineering firms the City can use if environmental clearances and/or documentation are required after an AMI technology and vendor selection is made • Client legal resources will review project deliverables and applicable state/local law to determine if environmental clearances are required based on the AMI technologies under consideration Task 7 – Project Management & Meetings
Activities are comprised of:
• Conduct a kickoff meeting (onsite or via Teams) to review the project scope, organization chart, schedule, and data requests.
• Throughout the project, West Monroe will:
o Schedule and coordinate meetings
o Prepare and submit meeting and workshop agendas at least twenty-four (24) hours in advance o Prepare presentations
o Facilitate meetings
o Prepare and distribute meeting minutes
o Prepare weekly status report and conduct status meeting • Facilitate workshops/ meetings for the following:
o Kick-off/RFP Development/Business Case Development
o RFP Finalization
o Evaluation Criteria Development
o Proposal Scoring
o Cost Reviews
o Technical/Software
o Meter Data Management & Analytical Systems
o Vendor Interviews
o Vendor Negotiations
• Provide quality assurance and quality control (QA/QC) services on all work products. • Validate City staff’s comments and suggested revisions are included into both draft and final deliverables.

Deliverables are comprised of:
• N/A
Work products are comprised of:
• Meeting Management for: Weekly Status Meetings, Kick-off/RFP Development, RFP Finalization, Evaluation Criteria Development, Proposal Scoring, Cost Reviews, Technical/Software, Meter Data Management & Analytical Systems, Vendor Interviews, Vendor Negotiations
Assumptions include:

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• N/A

TIMELINE
The Services pursuant to this SOW are estimated to be performed over an elapsed period of thirty-eight (38) weeks.

PROJECT STAFFING
The following WMP roles are scheduled to perform the Services pursuant to this SOW. Additional consultants may perform Services as subject matter specialists pursuant to this SOW.

Sponsor/ Quality
Assurance
• Act as point of escalation
• Review key deliverables
• Participate in select workshops
Engagement Lead
• Lead engagement
• Facilitate direction and decision making, including workshops • Develop and review project deliverables
• Provide water, AMI, business case and procurement expertise • Manage stakeholder engagement & project approvals
Project Manager (PM)
• Coordinate across stakeholders for necessary data and decisions • Facilitate workshop and deliverable reviews
• Develop and review project deliverables
• Provide water, AMI, and operational expertise
• Manage project outcomes, scope, schedule, budget

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Telecom/ Metering
Specialist
• Provide subject matter expertise on telecommunications, metering, and AMI planning
• Participate in key workshops and meetings
• Address ad hoc project questions and support risk/issue resolution Project Analyst
• Support day-to-day project delivery and deliverable creation • Participate in workshops and meetings
• Build and manage business case model, including gathering data and validating assumptions
• Support requirement gathering and RFP development
• Assists in project administration (agendas, notes, follow-ups)

ASSUMPTIONS
This SOW is based on the following assumptions. Changes to the assumptions, the inclusion of additional assumptions, or changes to any of the terms of this SOW, will impact the estimated fees and schedules. • This SOW will be executed promptly. Timelines, duration of Project, resources, etc. are based on timely execution of this SOW, and as applicable, the Agreement.
• If changes to the SOW are identified and/or requested by Client or WMP during the course of the Project, a Change Order will be mutually agreed upon and executed by Client and WMP detailing the necessary scope modification and, if applicable, revisions to the WMP resources, associated fees, and like changes. • Client will provide WMP with reliable, accurate, and complete information as required. • Client will make timely decisions and obtain required management approvals, all consents, and/or licenses necessary from third parties required for WMP to perform its obligations in this SOW. • Client will provide WMP personnel with a suitable office environment and adequate resources and supplies, as needed, while on-site.
• Client will retain responsibility for its compliance with all applicable federal, state/provincial, and local laws and regulations.
• WMP will be entitled to rely on all Client decisions and approvals made in relation to this SOW and nothing in the SOW will require WMP to evaluate, advise on, modify, confirm, or reject such decisions and approvals. • Key client stakeholders (Project Sponsor, Steering Committee Members, Client Executives, etc.) will remain consistent throughout the duration of the project. Should key client stakeholders change throughout the engagement, effort required of WMP to revisit acceptance of project objectives, decisions, or scope to ensure executive alignment will be scoped as a separate Change Order.
• The terms of this SOW assume continued performance throughout the duration of the Project. If Client identifies a need to suspend the work for any reason during the Project, the parties will discuss the associated impact to timeline, fees, and staffing. WMP cannot guarantee the staffed resources will be available to complete Project in the event of work suspension.
• Neither party shall be liable for any delays or failures in performance (other than payment obligations hereunder) due to circumstances beyond its reasonable control.
• Client will accept Deliverables if they materially conform to the specifications set forth in this SOW. Should a Deliverable not materially conform to the specifications set forth in this SOW, Client will notify WMP of this non-conformance in reasonable detail within fourteen (14) days of delivery. WMP will have a reasonable period of time, based on the severity and complexity of the non-conformance, to correct the non-conformance. Notwithstanding any provision in the Agreement to the contrary, if Client fails to promptly notify WMP of any material non-conformance within fourteen (14) days after delivery, or unreasonably delays, then the Deliverable will be considered accepted by Client no later than the fourteenth (14th) day after delivery.
• Any services not explicitly set forth in this SOW are deemed out of scope for this SOW, and will be performed pursuant to a separate statement of work or change order executed by the parties.

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LOCATION OF SERVICES
Work pursuant to this SOW will be performed on Client's premises in Modesto, CA and at WMP offices. Remote collaboration tools such as Microsoft Teams will be used throughout the project.

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Exhibit B: Advanced Metering Infrastructure (AMI) Consulting Services ("Project") Fee Schedule

PROFESSIONAL ARRANGEMENTS
The Services will be performed on a fixed fee basis. The Services fees pursuant to this SOW will be $410,250.00, plus projectrelated travel expenses (assumed at $30,000.00 – with on-site presence for initial kickoff, discovery workshops, site visits, financial analysis review, key stakeholder meetings, and key procurement tasks). Per Client request, ten (10) percent contingency is also added per standard Client practice. Total fixed fees for this engagement including Services, travel expenses, and contingency are $484,275.00.

Task Fee Amount
Task 1 – Financial Analysis $ 86,648.00
Task 2 – Implementation Plan $ 49,532.00
Task 3 – Site Visit Coordination $ 15,666.00
Task 4 – Planning & Acquisition Services $ 187,326.00
Task 5 – Data Reconnaissance $ 23,818.00
Task 6 – Environmental Clearance $ 7,168.00
Task 7 – Project Management & Meetings $ 40,092.00
Services and Travel Expenses $440,250.00
Total Purchase Order (with 10%
contingency)
$484,275.00
Invoices will be generated monthly based on actual fees incurred. Additional assumptions include:
• Should the level of effort exceed the total hours or anticipated timeline for contract negotiations under task 4, West Monroe reserves the right to request a change request.
• Should a subcontractor be needed for environmental clearances/reviews under task 6, West Monroe reserves the right to request a change request.
• Should Client wish to use contingency fees, a change request will be documented that includes a new invoicing schedule.

Please indicate your agreement with these terms by signing and returning this SOW on or before November 15, 2022, to enable WMP to manage our resources and business. WMP may not be able to honor these terms if WMP doesn’t receive the signed SOW by such date. This SOW may be executed in one or more counterparts and/or by facsimile or electronic submission, each of which will be deemed an original and all of which signed counterparts, taken together, will constitute one instrument.

Please note, notwithstanding anything to the contrary in the Agreement, WMP’s address for all notices shall be 311 W.

Monroe Street, 14th Floor, Chicago, IL 60606. WMP looks forward to working with you on this important project. Thank you for giving WMP this opportunity to be of service to your firm. If you have any questions, please do not hesitate to contact me at +1 (630) 660-1218.

Agreed and Acknowledged by: Agreed and Acknowledged by:

West Monroe Partners, LLC City of Modesto
_____________________________

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By: Michael Wayman Authorized Signature
_____________________________
Printed Name and Title
_____________________________
Date

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Exhibit C: Advanced Metering Infrastructure (AMI) Consulting Services ("Project") Rate Card
Personnel Level Hourly Rate
Director $ 525
Senior Principal $ 476
Senior Manager $ 476
Principal $ 382
Manager $ 382
Senior Consultant $ 308
Experienced Consultant $ 248
Consultant $199

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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

December 13, 2022
Date: October 28, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Agreement for Engineering Services with Carollo Engineers, Inc.

East Morris Sewer Replacement Project
CONTACT: Cristian Ciotau, Senior Civil Engineer, [email protected], 209-577-5260 DESCRIPTION:

Consider approving an Agreement with Carollo Engineers, Inc., Walnut Creek, CA, for Engineering Services for the East Morris Sewer Replacement Project for a total amount not to exceed $1,980,000. (Funding Source: Wastewater Fund)
STRATEGIC PLAN ELEMENT:

BACKGROUND:

In 2016, the Wastewater Engineer’s Report was approved to provide a basis for establishing wastewater related charges, fees and identified needed Wastewater Capital Improvement Program (CIP) Projects.

In 2021, the updated Wastewater Engineer’s Report included the rehabilitation of the existing sewer lines in the East Morris Ave area, identified as project “D-1” in Area 4. The East Morris Neighborhood is bounded by McHenry Avenue to the West, Downey Avenue to the South, Coffee Road to the East and Fairmont Avenue to the North. In the project area, there are old, deficient sewer lines which are undersized and, in some areas, do not meet the self-cleaning velocity City standard minimum slope of 2 ft/sec (fps).

The East Morris Sewer Replacement Project will upsize numerous sewer lines and will address the existing slope issues, bringing it to compliance with current City standard. As a result of the new alignments, new manholes will also be required.

As a part of this project, wastewater flows in this neighborhood will be directed to a new lift station. From there, the wastewater will be pumped into the existing sewer lines located on #21..
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Agreement for Engineering Services with Carollo Engineers, Inc.

East Morris Sewer Replacement Project

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McHenry Avenue. The new lift station will be constructed below ground, with traffic-rated hatches at the surface for easy maintenance access. Standby pumps will also be designed to accommodate the maximum flow.

Additionally, as a part of the project scope, an existing 18-inch sewer trunk line that crosses the Transit Center located at 9th Street, between G and I Streets will be re-routed along with several sewer mains within the project area.

DISCUSSION:

To increase efficiencies, the City has requested the use of a consultant to provide engineering services for the East Morris Sewer Replacement Project.

In accordance with Administrative Directive 3.1, Selection Procedures for Professional Consultants who provide Architectural and Engineering Services for Capital Projects, a Request for Proposal (RFP) was sent to four (4) pre-qualified consultants for engineering design services for Wastewater CIP projects.

On September 6, 2022, only one proposal was received by the City Clerk’s office. The lone proposal was provided by Carollo Engineers, Inc. (Carollo), Walnut Creek, CA. Staff distributed Carollo’s proposal to a selection committee consisting of Utilities Engineering and Operations staff. The selection committee evaluated the proposal and determined Carollo to be qualified and responsive. Carollo’s sealed proposal costs were opened after the selection ranking had been finalized and provided to the Finance Department. Carollo’s proposal cost and scope were reviewed and negotiated to provide design and bid period services.

The scope of services to be provided under this agreement include:
 Project Management
 Design and Construction Documents
 Permitting and Reporting
 Environmental Clearance
 Engineering Support During Construction
In accordance with Modesto Municipal Code 8-3.204(a) Exceptions to Formal Bidding Requirements, this agreement is for professional services and, therefore, exempt from the bid requirement. However, staff proceeded through an RFP process pursuant to Administrative Directive 3.1. Staff recommends approval of the agreement with Carollo for Engineering Services for the East Morris Sewer Replacement Project. #21..
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FISCAL IMPACT:

The following capital project account has been created to track the expenses associated with this effort:
100847 – East Morris Sewer Replacement
ANTICIPATED PROJECT EXPENDITURES:

Construction* $10,000,000
Construction Contingency (10%) $1,000,000
Construction Administration – City Staff (10%) $1,000,000 Final Design Services Agreement – Carollo $1,800,000
Additional Services, if Needed (10%) $180,000
Engineering/Design/Administration Support – City staff $70,000 TOTAL: $14,050,000
*Total construction costs are estimated to be approximately $10,000,000 and will be further verified and refined as project design progresses.

CEQA/NEPA REQUIREMENTS:

CEQA requirements will be determined as a part of Carollo’s Scope of Services.

COMMITTEE RECOMMENDATION:

This item was considered by the Finance Committee at the October 24, 2022 meeting where the committee approved and recommended forwarding this item to Council for approval.

STAFF RECOMMENDATION:

Resolution approving an Agreement with Carollo Engineers, Inc., Walnut Creek, CA, for Engineering Services for the East Morris Sewer Replacement Project in the amount of $1,800,000, plus $180,000 in additional services, if needed, for a total amount not to exceed $1,980,000; and authorizing the City Manager, or his designee, to execute the Agreement.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Carollo – Agreement

3. Carollo – Exhibits to Agreement
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MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XXX

RESOLUTION APPROVING AN AGREEMENT WITH CAROLLO
ENGINEERS, INC., WALNUT CREEK, CA, FOR ENGINEERING SERVICES

FOR THE EAST MORRIS SEWER REPLACEMENT PROJECT IN THE
AMOUNT OF $1,800,000, PLUS $180,000 IN ADDITIONAL SERVICES, IF NEEDED, FOR A TOTAL AMOUNT NOT TO EXCEED $1,980,000; AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE

THE AGREEMENT
WHEREAS, in 2016, the Wastewater Engineer’s Report was approved to provide a basis for establishing wastewater related charges, fees and identified needed Wastewater Capital Improvement Program Projects, and
WHEREAS, in 2021, the updated Wastewater Engineer’s Report included the rehabilitation of the existing sewer lines in the East Morris Ave area, identified as project “D-1” in Area 4, and
WHEREAS, the East Morris Sewer Replacement Project will upsize numerous sewer lines and will address the existing slope issues, bringing it to compliance with current City standard, and
WHEREAS, to increase efficiencies, the City has requested the use of a consultant to provide engineering services for the East Morris Sewer Replacement Project and
WHEREAS, in accordance with Modesto Municipal Code 8-3.204(a) Exceptions to Formal Bidding Requirements, this agreement is for professional services and, therefore, exempt from the bidding requirement.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an agreement with Carollo Engineers, Inc., of Walnut Creek, CA #21..
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for Engineering Services for the East Morris Sewer Replacement Project in the amount of $1,800,000, for the identified scope of services, plus $180,000 in additional services, if needed, for a total not to exceed amount of $1,980,000.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the agreement in a form approved by the City Attorney.

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _________________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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ENGINEERING SERVICES AGREEMENT FOR THE

EAST MORRIS SEWER REPLACEMENT PROJECT
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this __ day of , 2022, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and CAROLLO ENGINEERS, INC., a Delaware corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. The City has determined that Engineering Services are necessary for the East Morris Sewer Replacement Project.

B. Consultant represents that it is qualified, willing and able to provide the services to prepare said document(s).

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and #21..
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performed by Consultant, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed ONE MILLION EIGHT HUNDRED THOUSAND AND 00/100 DOLLARS ($1,800,000) (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A" attached hereto and for performance by Consultant of all of its duties and obligations under this Agreement, except that additional services may be compensated as described below.

The Compensation shall be paid pursuant in the manner and at the times set forth below:

City shall pay Consultant on a time and materials basis for Consultant’s actual costs for all work called for in Exhibit “A” to this Agreement. All work to be performed under this Agreement shall be billed at the hourly rates set forth in Exhibit “B” attached hereto, Consultant shall submit monthly invoices to City which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any out-of-pocket costs paid by Consultant in connection with work performed on this project. #21..
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Additional services may be authorized by the City Manager in an amount up to, but not to exceed ten percent (10%) of the agreed maximum compensation, or ONE HUNDRED EIGHTY THOUSAND AND 00/100 DOLLARS ($180,000). In the event that additional services are deemed necessary, the Consultant shall provide a written request to the City Manager indicating the reason for additional work, scope and cost of such work. The City Manager shall provide a written response to the request, either approving or denying the additional expenditure. If additional services are requested and approved, they will be billed at the hourly rates set forth in Exhibit “B” and may not exceed the amount requested and approved in writing by the City Manager. In that event, the new total compensation shall not exceed ONE MILLION NINE HUNDRED EIGHTY THOUSAND AND 00/100 DOLLARS ($1,980,000).

If additional services in excess of this amount are deemed necessary by City Staff, an amendment to this Agreement will be required and must be approved by the City Council prior to commencing the work, as provided in Paragraph 9 of this agreement.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

Consultant warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the City with the services contemplated by this Agreement. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
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In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for potential projects, Consultant has no control over cost or price of labor and material; unknown or latent conditions of existing equipment or structures that may affect operation and maintenance costs; competitive bidding procedures and market conditions; time or quality of performance of third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate project cost or schedule. Therefore, Consultant makes no warranty that the City’s actual project costs, financial aspects, economic feasibility, or schedules will not vary from Consultant’s opinions, analyses, projections, or estimates.

Consultant is not responsible for damage or delay in performance caused by events beyond the reasonable control of Consultant. In the event Consultant’s services are suspended, delayed or interrupted for the convenience of the City or delays occur beyond the reasonable control of Consultant, an equitable adjustment in Consultant’s time of performance and cost of Consultant’s personnel and subcontractors may be made.

5. OBLIGATIONS OF CITY.

The City shall furnish Consultant available studies, reports, and other data pertinent to Consultant’s services; obtain or authorize Consultant to obtain or provide additional reports and data as required; furnish to Consultant services of others required for the performance of Consultant’s services hereunder, and Consultant shall be entitled to use and rely upon all such information and services provided by the City or others in performing Consultant’s services under this agreement.

6. PERFORMANCE BY KEY EMPLOYEE.
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Consultant has represented to City that Justin Peterson, will be the person primarily responsible for the performance of the services referred to in this Agreement. City has entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that ten percent (10%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

7. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Documents, including drawings and specifications, prepared by Consultant pursuant to this assignment are not intended or represented to be suitable for reuse by the City or others for this Project or on any other project. Any reuse of completed documents or use of partially completed documents without written verification or concurrence by Consultant for the specific purpose intended will be at the City’s sole risk and without liability or legal exposure to Consultant.

Title to Data
If, as a part of the agreement, Consultant is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this agreement will be delivered to City upon the completion or termination of services under the contract. #21..
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All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Consultant after termination of this Agreement without written consent of the City.

8. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

9. INTEREST OF CONTRACTOR.

10. AMENDMENTS.

Both parties to this Agreement understand that it may become desirable or necessary during the execution of this Agreement, for City or Consultant to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. #21..
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Until a change order is so executed, City will not be responsible to pay any charges Consultant may incur in performing such additional services, and Consultant shall not be required to perform any such additional services.

11. INDEPENDENT CONTRACTOR.

Consultant has no authority or responsibility to exercise any rights or power vested in the City.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

12. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

13. PATENT/COPYRIGHT MATERIALS.

Unless otherwise expressly provided in the contract, Consultant shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the #21..
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performance of this Agreement. Consultant shall furnish a warranty of such right to use to City at the request of City.

14. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: Carollo Engineers, Inc.

Address: 2795 Mitchell Drive
Walnut Creek, CA 94598
Attention: Justin Peterson
Phone: (925) 932-1710
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street
Suite 4600
Modesto, CA 95354
Attention: Cristian Ciotau
Phone: (209) 577-5260
Email: [email protected]

15. INSURANCE REQUIREMENTS.
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The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or reduction in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall #21..
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be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising #21..
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from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

16. TERMINATION OF AGREEMENT.

Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, #21..
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in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
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unacceptable and/or not useful to City as of the termination date.

City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

17. CERTIFIED PAYROLL REQUIREMENT.

18. INDEMNITY.

The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. In no event shall the cost to defend charged to the Consultant exceed the Consultant’s proportionate percentage of fault.

However, notwithstanding the foregoing, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the Consultant shall meet and confer with other parties regarding unpaid defense costs.

19. DISPUTE RESOLUTION.
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All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.

Otherwise, the claim or claims shall be deemed waived in their entirety.

The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the #21..
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arbitrator shall have the power to order that depositions be taken and other discovery be made.

The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

Consultant shall include in all subcontracts a specification whereby the subcontractor consents to being joined in an arbitration between City and Consultant involving #21..
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the work of the subcontractor to be joined. Consultant’s failure to do so shall be a breach of this Agreement.

20. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. Additional or new terms contained in this Agreement which vary from Consultant's proposal are controlling and are deemed accepted by Consultant by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

21. PARTIAL INVALIDITY.

22. WAIVER.

23. AUDIT.

24. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

25. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

26. COMPLIANCE WITH LAWS.

27. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license.

28. THIRD PARTIES.
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The services to be performed by Consultant are intended solely for the benefit of the City. No person or entity not a signatory to this Agreement shall be entitled to rely on Consultant’s performance of its services hereunder, and no right to assert a claim against Consultant by assignment or indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of Consultant’s services hereunder.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2022- , adopted by the Council of the City of Modesto on the day of , 2022, and CAROLLO ENGINEERS, INC. has caused this agreement to be duly executed in duplicate as of the Effective Date. #21..
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pw://Carollo/Documents\Client\CA\Modesto\_Proposals\On-Call WW Eng 2020 - E. Morris Sewer Replacement\Docs\2022 09 12_East Morris_Final SOW.docx

EXHIBIT A

SCOPE OF SERVICES

CITY OF MODESTO
(CITY)
AND
CAROLLO ENGINEERS, INC.
(CONSULTANT)

EAST MORRIS SEWER REPLACEMENT PROJECT
(PROJECT)

PROJECT INTRODUCTION
This Scope of Services is to define CONSULTANT's scope, schedule, and budget for furnishing engineering design and engineering services during construction for the East Morris Sewer Replacement Project. The Project generally includes replacement of approximately 75,200 linear feet (LF) of sanitary sewers in the East Morris neighborhood, installation of a new lift station at the intersection of Johnson Street and Floto Street, and relocation of 580 LF of sanitary sewers in the vicinity of I Street and 9th Street. The Project areas are shown on EXHIBIT B.

CONSULTANT'S SERVICES
CONSULTANT will perform the following services:
• Task 1: Project Management
• Task 2: Design and Construction Documents
• Task 3: Permitting and Reporting.
• Task 4: Environmental Clearance.
• Task 5: Engineering Support During Construction
TASK 1 – PROJECT MANAGEMENT
Task 1.1 Project Monitoring and Administration
This task includes project management and communication with City staff and stakeholders as required for efficient project completion. To help monitor and maintain a timely project, monthly schedule updates will be provided to the City electronically in Microsoft Project (MPP) and/or PDF format. At the project kickoff meeting, CONSULTANT will provide a QA/QC Plan and Project Guide to establish the overall vision of the project. CONSULTANT will prepare monthly project status reports which will be submitted along with the monthly invoices. Our project status report will include a description of work completed in reporting period, percent complete to date by task and subtask, schedule and budget status, deliverable status, and key decisions and action items.

Task 1.2 Project Meetings
Our scope includes a project kickoff meeting, preliminary design review meeting, and two review meetings following each of the 70% and 90% interim design submittals. Monthly teleconference meetings for the project design duration are also included. CONSULTANT will prepare a detailed agenda and minutes for each meeting and track key decisions and action items for project record.

EXHIBIT A
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pw://Carollo/Documents\Client\CA\Modesto\_Proposals\On-Call WW Eng 2020 - E. Morris Sewer Replacement\Docs\2022 09 12_East Morris_Final SOW.docx Task 1 Deliverables
• QA/QC Plan and Project Guide.
• Monthly project status reports and schedule updates.
• Meeting agendas and minutes.
• Decision item, action item, and comment log updates.

Task 1 Assumptions
• 16-month design duration.
• 14-month construction duration.

Task 1 Meetings
• Kickoff meeting.
• Preliminary design review meeting.
• 70% and 90% deliverable review meetings.
• 16 monthly teleconference progress meetings.

TASK 2 – DESIGN AND CONSTRUCTION DOCUMENTS
Task 2.1 Topographic Survey and Utility Mapping
This task includes completion of aerial photogrammetric and field topographic survey by O’Dell Engineering for the proposed project corridors, including determination of all rights-of-way, property boundaries, and easements. Utility research and mapping will be conducted via outreach to local utility companies to determine utility types, diameters, materials, and approximate horizontal and vertical locations.

Task 2.2 Construction Documents
This task includes calculation of average dry weather flow (ADWF) and peak wet weather flow (PWWF) values to be used in layout out the proposed replacement sewer sizes and slopes.

CONSULTANT will rely on existing hydraulic model data where available and provide calculations for remaining sewer segments that are not included in the model. A brief Preliminary Design Technical Memorandum (TM) will be prepared to document the flow values that will be used for final design. Key parameters for the East Morris Sewer Lift Station (EMSLS) will also be included in the TM.

Following the preliminary design TM review meeting (Task 1), CONSULTANT will prepare construction plans, technical specifications, and a construction cost estimate for the project. The first interim deliverable will consist of 70% design-level plans, technical specifications, and construction cost estimate. A review meeting to solicit City and stakeholder input will occur after the 70% design submittal.

Following the 70% review meeting and receipt of all comments, CONSULTANT will prepare 90% construction plans, technical specifications, and an updated construction cost estimate. A final review meeting will occur after the 90% design submittal.

All comments, key decisions, and action items will be tracked and incorporated into subsequent design documents. Final (Bid Set) plans, technical specifications, and a final construction cost estimate will be prepared following the 90% review meeting. CONSULTANT will provide sealed drawings signed using Certified Digital Signatures and AutoCAD files.

Task 2.3 Potholing and Utility Locating
This task provides for a utility locating subcontractor to pothole existing utilities where conflicts with proposed alignments are believed to exist. The cost of a pothole excavation is highly dependent on utility depth, size, and location, therefore a budgetary allowance of $55,000 is included under this

EXHIBIT A
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Page of
pw://Carollo/Documents\Client\CA\Modesto\_Proposals\On-Call WW Eng 2020 - E. Morris Sewer Replacement\Docs\2022 09 12_East Morris_Final SOW.docx task. Once critical utility crossings have been identified following utility mapping and preliminary design tasks, a potholing plan can be prepared to determine which crossings can be verified within the allotted budget.

Task 2 Deliverables
• Preliminary Design Technical Memorandum
• 70% and 90% interim plans, specifications, and cost estimate. • Final (bid set) plans, specifications, and cost estimate.

Task 2 Assumptions
• Task 2.1 includes field invert verification at up to 300 sewer manholes. • All deliverables will consist of three hard copies and an electronic PDF. • City will provide all front-end Division 00 and 01 specifications. • Plans will be prepared in AutoCAD format (Civil3D 2018 or newer) on 24”x36” sheets using the City’s standard title block.
• Plan and profile sheets will be prepared at 40’ design scale. • CITY will furnish all geotechnical information required for design; geotechnical services are excluded from this scope of work.
• A trenchless pipeline crossing beneath the railroad tracks on I Street will not be required; trenchless engineering services are excluded from this scope of work. • Based on preliminary discussion with City staff, it is assumed that the Transit Center trunk sewer can be relocated to discharge into the existing 27-inch sewer to the north. This concept will be confirmed during development of the Preliminary Design TM. • Electrical power for the proposed lift station is readily available.

TASK 3 – PERMITTING AND REPORTING
This task includes engineering time to support permitting and reporting efforts for the Project.

Coordination with the CITY and MID (local electric utility) are assumed under this task.

Task 3 Assumptions
• Up to 50 hours of consultant time are assumed under this task. • All permit fees will be paid by the City.
• Durations for permitting application review and approvals have been estimated based upon typical time frames. However, CONSULTANT nor it’s subconsultants can ensure these projected durations.

TASK 4 – ENVIRONMENTAL CLEARANCE
This task includes engineering time to support CITY-led environmental permitting efforts for the Project.

Task 4 Assumptions
• Up to 40 hours of consultant time are assumed under this task. • All CEQA and related environmental permitting efforts will be led by CITY staff.

TASK 5 – ENGINEERING SERVICES DURING CONSTRUCTION
Task 5.1 Bid Period Services
CONSULTANT’s Project Manager or Project Engineer will attend the pre-bid conference as scheduled by the City and note any questions for later response by addendum. CONSULTANT will prepare addenda in response to questions received by the City in writing and will submit the addenda to the City directly for distribution to prospective bidders. After bids are received,

EXHIBIT A
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pw://Carollo/Documents\Client\CA\Modesto\_Proposals\On-Call WW Eng 2020 - E. Morris Sewer Replacement\Docs\2022 09 12_East Morris_Final SOW.docx CONSULTANT will review the submitted contractor bids and prepare a bid tab evaluation for the City.

Task 5.2 Attend Pre-Construction Conference
CONSULTANT’s Project Manager and Project Engineer will attend the pre-construction conference as scheduled by the City. CONSULTANT will coordinate with the City and Construction Manager in preparation of an agenda for the pre-construction conference.

Task 5.3 Engineer Site Visits and Progress Meetings
CONSULTANT‘s Project Manager or Project Engineer will attend weekly progress meetings for the duration of construction. This task assumes attendance at up to 36 meetings over a 14-month construction duration.

Task 5.4 Respond to RFIs
CONSULTANT will respond to requests for information (RFIs) submitted by the contractor to the City or Construction Manager. Responses will be submitted in writing and delivered to the City or Construction Manager via email. Review of 50 RFIs are assumed under this task.

Task 5.5 Shop Drawing Submittal Review
CONSULTANT will review shop drawing submittals for compliance with project plans and specifications. Review of 75 submittals and resubmittals are assumed under this task.

Task 5.6 Change Order Review
CONSULTANT will review proposed change orders and assist the City and Construction Manager is response preparation. If required, supplemental drawings and specifications will be prepared for the change order response. Up to four change orders are assumed under this task.

Task 5.7 Final Acceptance Walk
CONSULTANT’s Project Manager or Project Engineer will attend a final acceptance job walk as scheduled by the City and Construction Manager and note any final items required for project completion.

Task 5 Assumptions
• Up to two addenda are assumed under this task.
• City will receive questions from bidders and provide to CONSULTANT for response. • City will distribute addenda to prospective bidders.
• The total duration of construction will be 14 months. • Attendance at up to 36 on-site construction progress meetings is assumed. • Responses to up to 50 RFIs and 75 shop drawing submittals are assumed. • Responses to up to four design clarifications or change orders are assumed. • Materials testing during construction will be the responsibility of the City’s third-party construction manager.

TIME OF PERFORMANCE
CONSULTANT will perform the scope of services over an assumed 16-month design duration and 14-month construction duration upon Notice to Proceed.

PAYMENT
Payment to the CONSULTANT for services performed under this Agreement shall be based on the attached fee proposal (EXHIBIT C) on a time and materials basis. The not-to-exceed cost limit of the CONSULTANT’s services shall be $1,800,000.

EXHIBIT A
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Ryan
Sellman
Tim
Taylor
Justin
Peterson
Kyle
Gourley
Tyler
Whitehouse
Brian
Avon
Kathleen
Mannion
Mike
Dadik
Ryan
Orgill
Keith
Corcoran Surveying Electrical and Instr. Potholing
Walnut
Creek Sacramento Sacramento Walnut Creek Seattle Walnut Creek Walnut Creek Walnut Creek Reno Sacramento Sacramento Sacramento Sacramento Task Task Description $290 $322 $290 $290 $290 $311 $245 $290 $290 $290 $210 $151 $134 $13 1 Project Management

1.1 Project Monitoring and Administration 4 - 46 - - - - - - - - - - 50 $ 14,500 650$ $ - $ - $ - $ - $ - $ 15,150

1.2 Project Meetings 2 - 34 50 - - - - - - - - - 86 $ 24,940 1,118$ $ 620 $ - $ - $ - $ - $ 26,678 TASK 1 TOTAL 6 - 80 50 - - - - - - - - - 136 $ 39,440 1,768$ $ 620 $ - $ - $ - $ - $ 41,828 2 Design and Construction Documents

2.1 Topographic Survey and Utility Mapping - - 2 8 - - - - - - - - - 10 $ 2,900 130$ $ 173,300 - $ $ - $ 17,330 - $ $ 193,660

2.2 Construction Documents 12 44 26 450 74 - 1,398 116 14 48 664 1,662 78 4,586 972,099 $ 59,615$ $ - $ 16,000 - $ $ - $ 1,600 $ 1,049,313

2.3 Utility Locating - Potholing - - 4 16 - - 24 - - - - - - 44 $ 11,680 572$ $ - $ - $ 55,000 - $ $ 5,500 $ 72,752 TASK 2 TOTAL 12 44 32 474 74 - 1,422 116 14 48 664 1,662 78 4,640 986,679 $ 60,317$ $ 173,300 - $ $ 16,000 $ 55,000 $ 24,430 $ 1,315,725 3 Permitting and Reporting

3.1 Permitting Coordination with City Staff - - 8 12 - - 30 - - - - - - 50 $ 13,150 650$ $ 500 $ - $ - $ - $ - $ 14,300 TASK 3 TOTAL - - 8 12 - - 30 - - - - - - 50 $ 13,150 650$ $ 500 $ - $ - $ - $ - $ 14,300 4 Environmental Clearance

4.1 Environmental Coordination with City Staff - - 8 12 - - 20 - - - - - - 40 $ 10,700 520$ $ 500 $ - $ - $ - $ - $ 11,720 TASK 4 TOTAL - - 8 12 - - 20 - - - - - - 40 $ 10,700 520$ $ 500 $ - $ - $ - $ - $ 11,720 5 Engineering Support During Construction

5.1 Bid Period Services 4 - 12 24 - - 52 - - - 12 - 4 108 $ 27,396 1,404$ $ 230 $ - $ 500 $ - $ - $ 29,530

5.2 Attend Pre-Construction Conference 4 - 8 8 - - - - - - - - - 20 $ 5,800 260$ $ 230 $ - $ - $ - $ - $ 6,290

5.3 Engineer Site Visits and Progress Meetings 40 - 120 120 - - 120 - - - - - - 400 $ 110,600 5,200$ $ 3,533 $ - $ - $ - $ - $ 119,333

5.4 Respond to RFIs - 16 16 76 16 - 200 - - - - - - 324 $ 85,472 4,212$ $ - $ - $ 2,500 $ - $ 200 $ 92,384

5.5 Shop Drawing Submittal Review - - 12 116 20 - 300 - - - - - - 448 $ 116,420 5,824$ $ - $ - $ 3,000 $ - $ 300 $ 125,544

5.6 Change Order Review 4 - 16 32 16 - 48 - - - - - - 116 $ 31,480 1,508$ $ - $ - $ - $ - $ - $ 32,988

5.7 Final Acceptance Walk 4 - 8 8 - - 16 - - - - - - 36 $ 9,720 468$ $ 170 $ - $ - $ - $ - $ 10,358 TASK 5 TOTAL 56 16 192 384 52 - 736 - - - 12 - 4 1,452 386,888 $ 18,876$ $ 4,163 $ - $ 6,000 $ - $ 500 $ 416,427 Total Base Scope 74 60 320 932 126 - 2,208 116 14 48 676 1,662 82 6,318 1,436,857 $ 82,131$ $ 5,783 $ 173,300 $ 22,000 $ 55,000 $ 24,930 $ 1,800,000 Notes:(1) Rates are based on Carollo Engineers, Inc., Fee Schedule as of Jan 1, 2022 for California.(2) Other direct expenses include mileage traveling to/from meetings at IRS Federal Rate, travel at cost and Project Equipment and Communication Expense (PECE) at $13 per Direct Labor Hour. (3) Includes Subconsultant markup of 10%.

CITY OF MODESTO
PECE2
Expenses2
O'Dell
Engineering
Pezzoni
Engineering
Potholing
Contractor
Sub.

Markup3
Modesto Modesto Non-Local
Construct.

Review
Senior
CAD
Tech.

CAD
Tech.

Doc.

Process.

Total
Hours
Labor
Cost
Project
Engineer
Lift Station
Tech. Advisor
Lift Station
Tech. Advisor
Staff
Engineer
Lift Station
Structural
Modeling
Support

EXHIBIT C

EAST MORRIS SEWER REPLACEMENT PROJECT
COST PROPOSAL (REVISED SEPT. 2022)
Carollo Engineers, Inc.1 Subconsultants
East Morris Sewer
Replacement
Project Total
Principal-InCharge Quality Assurance Project Manager
pw:\\IO-PW-INT.carollo.local:Carollo\Documents\Client\CA\Modesto\_Proposals\Grayson Water Infrastructure Improvements\Docs\04_FeeEstimate.xlsx 9/12/2022 EXHIBIT B #21..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

December 13, 2022
Date: November 9, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Award Jennings Command Center and Hahn Liftstation Restroom Project CONTACT: Cristian C. Ciotau, Senior Civil Engineer, [email protected], 209-577-5260
DESCRIPTION:

Consider approving the plans and specifications for the Jennings Command Center and Hahn Liftstation Restroom Project, accepting the bid, and awarding a contract to Harris Builders Inc, of Hilmar, CA, for a total amount not to exceed $623,619. (Funding Source: Wastewater Fund) STRATEGIC PLAN ELEMENT:

BACKGROUND:

The Command Center building at the Jennings Wastewater Treatment Plant (Jennings WWTP) will be an upgrade to the Phase 1A Tertiary trailer currently in use. Operations and maintenance (O&M) staff have been working out of a mobile trailer that was left over after the construction of the Phase 1A Treatment Facility was completed. This trailer houses critical Supervisory Control and Data Acquisition (SCADA) servers and terminals, business computers, and serves as a minor storage area for O&M supplies. The trailer was never intended to be permanent and has since become unsuitable for continued occupancy due to multiple factors including a deteriorating roof and floors and a failing air conditioning unit that is necessary to maintain the SCADA system.

Utilities Engineering and Wastewater O&M staff have designed a replacement building that will architecturally match the existing buildings at the Phase 1A Facility and will provide Wastewater O&M staff a permanent replacement to the Phase 1A Tertiary trailer.

This project will also provide funding for the construction of a new restroom at the Hahn Lift Station, which is located at 3200 Nightingale Drive.
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Council Meeting, December 13, 2022
Award Jennings Command Center and Hahn Liftstation Restroom Project

Page 2 of 3 ends

DISCUSSION:

The Project was advertised for bids on September 7, 2022. Bids were publicly opened on October 4, 2022, pursuant to City Charter Section 1307, Harris Builders Inc, of Hilmar, CA, was the responsible bidder with the lowest responsive bid.

The bid analysis is as follows:

Number of bids received 2
Number of bids within 10% of engineer’s estimate 1
Number of bids above the engineer’s estimate 1
Number of bids below the engineer’s estimate 1
Percent of low bid below the engineer’s estimate 9.62%
Harris Builders Inc, of Hilmar, CA, was 9.62% below the engineer’s estimate; the highest bid was 10.17% above the engineer’s estimate. Bidder competition and participation were evident as the City received two bids. Based on the bids being close to the engineer’s estimate and on the current market for pricing of construction related items, the bids are fair and reasonable.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $50,000 for material, equipment or contractual services to be formally bid. The award of contract for the construction of the Jennings Command Center and Hahn Liftstation Restroom Project to Harris Builders Inc, of Hilmar, CA, conforms to the Modesto Municipal Code, 8-3.203.

The City’s “Change Order Approval Policy”, enacted by Council Resolution No. 1994-443 on July 19, 1994, was updated by Resolution No. 2019-326 on July 9, 2019, establishing a contract change order authority of 10% for construction contracts of this dollar value. However, given the nature of this project dealing with existing facilities, underground utility lines, additional work may be needed to address unexpected conditions that require changes in the project scope that may exceed the Director’s Authority of 10% ($54,228) of the contract amount of $542,277. Staff is requesting authorization to increase the contract change order budget to 15% ($81,342) due to the type of the project and the unknown challenges.

FISCAL IMPACT:

Funding for this project will be budgeted in the following Capital Improvement Program project:
101262 – Command Ctr & Restroom
ANTICIPATED CONSTRUCTION EXPENDITURES:

Construction Contract $542,277
Construction Contingency (15%) $81,342
Construction Administration – City Staff $120,000
Engineering/Design/Administration – City Staff $98,000
TOTAL ANTICIPATED CONSTRUCTION EXPENDITURES: $841,619
An appropriation transfer from Wastewater Reserves into the project in the amount of $841,619 will be necessary to fund this phase of the Jennings Command Center and Hahn Liftstation Restroom Project
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Council Meeting, December 13, 2022
Award Jennings Command Center and Hahn Liftstation Restroom Project

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COMMITTEE RECOMMENDATION:

This project was presented to the Economic Development Committee on April 5, 2021, as a report on upcoming capital improvement construction projects where it was recommended that it be forwarded to Council for future award of construction. As stated in that Committee report, as bids are received, staff will present projects directly to Council for award of construction.

CEQA/NEPA REQUIREMENTS:

Environmental review has been provided through Statement of Exemption, EA/UTL No. 2022- 01, Categorical Extensions Section 15301 (Ex. Facilities) Class1, (e-2).

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving Plans and Specifications for the Jennings Command Center and Hahn Liftstation Restroom Project, accepting the bid, and approving a Construction Contract with Harris Builders Inc, of Hilmar, CA, in the amount of $542,277 plus $81,342 for contingency (if needed) for a total amount not to exceed $623,619 and authorizing the City Manager, or his designee, to execute the Agreement.

Resolution authorizing an increase in the Director’s authority to issue Change Orders for the Jennings Command Center and Hahn Liftstation Restroom Project from 10% ($54,228) to 15% ($81,342) of the construction contract price of $542,277 with Harris Builders Inc, of Hilmar, CA.

Resolution amending the Fiscal Year 2022-2023 Capital Improvement Program Budget in the amount of $841,619 to be transferred into the project from Wastewater Reserves to fully fund the construction, contingency, construction administration and design support during construction for the Jennings Command Center and Hahn Liftstation Restroom Project and authorizing the City Manager, or his designee, to implement the provisions of this Resolution.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. Resolutions (3)

2. Construction Contract with Harris Builders Inc & Financial Interest Disclosure Form

3. Bid Results
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1 2022-

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-

RESOLUTION APPROVING PLANS AND SPECIFICATIONS FOR THE

JENNINGS COMMAND CENTER AND HAHN LIFTSTATION RESTROOM

PROJECT, ACCEPTING THE BID, AND APPROVING A CONSTRUCTION

CONTRACT WITH HARRIS BUILDERS INC, OF HILMAR, CA, IN THE AMOUNT OF $542,277 PLUS $81,342 FOR CONTINGENCY (IF NEEDED) FOR A TOTAL AMOUNT NOT TO EXCEED $623,619 AND AUTHORIZING THE

CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT WHEREAS, the Command Center building at Jennings is an upgrade to the previous Phase 1A Tertiary trailer at the Jennings Treatment Plant, and WHEREAS, previously, O&M staff worked out of a mobile trailer that was left over after the construction of the Phase 1A Treatment Facility was completed, and WHEREAS, the trailer was never intended to be permanent and has since become unsuitable for treatment plant operation at Phase 1A due to multiple factors as roof leaks, deteriorating floors, failing AC for SCADA servers, and WHEREAS, a replacement building will be constructed, that will match architecturally the existing buildings at the Phase 1A facility and will provide Wastewater Operations an office for SCADA terminals, business computers and a small restroom for operators to wash up during their work shift at the facility, and WHEREAS, at the Hahn Lift Station, which is located at 3200 Nightingale Dr., a new restroom will be constructed which will allow the City O&M personnel to wash up during their maintenance work, and
WHEREAS, plans and specifications have been prepared for the Jennings Command Center and Hahn Liftstation Restroom Project, and WHEREAS, the Project was advertised for bids on September 7, 2022, and #22..
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2 2022-
WHERAS, on October 4th, 2022, bids were publicly opened, pursuant to City Charter Section 1307, two bids were received and Harris Builders Inc, of Hilmar, CA, was the responsible bidder with the lowest responsive bid, and WHEREAS, MMC 8-3.203 states that all purchases, in excess of fifty thousand dollars ($50,000), or when directed by the City Manager for any purchase of fifty thousand dollars ($50,000) or less, shall follow formal bid procedures, and WHEREAS, and the award of bid for the Jennings Command Center and Hahn Liftstation Restroom Project conforms to the Modesto Municipal code based on providing the overall lowest cost, while providing improved service, and WHEREAS, the Director of Utilities has recommended that the bid of $542,277 received from Harris Builders Inc, of Hilmar, CA, be accepted as the lowest responsible and responsive bid and the contract be awarded to Harris Builders Inc, of Hilmar, CA.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the plans and specifications for the Jennings Command Center and Hahn Liftstation Restroom Project and accepts the bid of $542,277 plus $81,342 for contingency (if needed) for a total amount not to exceed $623,619 and Harris Builders Inc, of Hilmar, CA, the contract for the Jennings Command Center and Hahn Liftstation Restroom Project.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the contract, in a form approved by the City Attorney.

The City of Modesto held on the 13h day of December 2022, by Councilmember ?, who moved its adoption, which motion being duly seconded by #22..
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Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _______________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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1 2022-

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-
RESOLUTION AUTHORIZING AN INCREASE IN THE DIRECTOR’S

AUTHORITY TO ISSUE CHANGE ORDERS FOR THE JENNINGS COMMAND CENTER AND HAHN LIFTSTATION RESTROOM PROJECT FROM 10%
($54,228) TO 15% ($81,342) OF THE CONSTRUCTION CONTRACT PRICE OF $542,277 WITH HARRIS BUILDERS INC, OF HILMAR, CA
WHEREAS, the City’s “Change Order Approval Policy”, enacted by Council Resolution No. 94-443 on July 19, 1994, and updated by Resolution No. 2019-326 on July 9, 2019, established a contract change order budget of 10% for projects with the construction value between $250,000 and $1 Million, and WHEREAS, given the nature of this project dealing with existing facilities, multiple existing underground utility lines with multiple unknowns, additional work may be needed to address unexpected conditions that require changes in the project scope that may exceed the Director’s Authority of 10% ($54,228) of the contract amount of $542,277, and
WHEREAS, staff is requesting authorization to increase the Directors authority to issue change orders to 15% ($81,342) of the contract amount of $542,277.

NOW, THEREFORE BE IT RESOLVED by the Council of the City of Modesto that it hereby authorizes the Director of Utilities to issue change orders for Jennings Command Center and Hahn Liftstation Restroom Project from 10% ($54,228) to 15% ($81,342) of the construction contract price of $542,277 with Harris Builders Inc, of Hilmar, CA.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of December 2022, by Councilmember ?, who #22..
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2 2022-
moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _______________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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1 2022-

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-
RESOLUTION AMENDING THE FISCAL YEAR 2022-2023 CAPITAL
IMPROVEMENT PROGRAM BUDGET IN THE AMOUNT OF $841,619

TO BE TRANSFERRED INTO THE PROJECT FROM WASTEWATER

RESERVES TO FULLY FUND THE CONSTRUCTION, CONTINGENCY,

CONSTRUCTION ADMINISTRATION AND DESIGN SUPPORT DURING

CONSTRUCTION FOR THE JENNINGS COMMAND CENTER AND HAHN

LIFTSTATION RESTROOM PROJECT AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO IMPLEMENT THE PROVISIONS OF

THIS RESOLUTION
WHEREAS, on October 4th, 2022, bids were publicly opened, pursuant to City Charter Section 1307, and
WHEREAS, two bids were received, and
WHEREAS, in order to fully fund the construction, contingency, construction administration and design support during construction for the Jennings Command Center and Hahn Liftstation Restroom Project, and
WHEREAS, the Fiscal Year 2022-23 Capital Improvement Program Budget must be amended.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the amendment of the Fiscal Year 2022-23 Capital Improvement Program Budget in the amount of $841,619 to be transferred into the project from Wastewater Fund Reserves.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to implement the provisions of this resolution. #22..
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2 2022-
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of December 2022, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:_____________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

December 13, 2022
Date: November 16, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Allison Van Guilder, Deputy City Manager
SUBJECT: Community Police Review Board Formation and Bylaws; Proposed Scope of Work for Independent Police Auditor Service
CONTACT: Allison Van Guilder, Deputy City Manager, [email protected], 209-577-5228
DESCRIPTION:

Consider an Ordinance establishing the City of Modesto Community Police Review Board (CPRB), approving the associated Bylaws, and approving the proposed Scope of Work to retain services for an Independent Police Auditor (IPA) through a Request for Proposal (RFP) process. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan Initiatives: Goal A.

Improve Community Safety- Engage staff and local organizations in public safety efforts.

BACKGROUND:

On May 22, 2021, a listening session was held as a formal launch of the Forward Together initiative where the following key primary themes emerged: 1) Accountability, 2) Policies and Practices, and 3) Alternate Response Models. Subsequently, on June 8, 2021, by Resolution No. 2021-216, the City Council approved the formation of the Forward Together working group in support of a community engagement process to educate and explore solutions that address broad areas of concern as expressed in the listening session. The Forward Together working group then held a series of facilitated public workshops and ad hoc meetings focused on improving police-community relations in the City of Modesto.

On August 23, 2022, by Resolution No. 2022-358, the City Council accepted the Forward Together work group’s report which contained several recommendations and directed staff to carry out the appropriate next steps. Staff completed a comprehensive evaluation of various accountability models involving a community oversight board and independent police auditor, prepared an overview of this research to obtain Council and Community input on these topics, and utilized this input to develop a model to best meet the needs of Modesto. #23..
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City Council, December 13, 2022
Community Police Review Board Formation and Bylaws; Proposed Scope of Work for Independent Police Auditor Services

Page 2 of 3 ends

As a result, the City of Modesto seeks to establish a Community Police Review Board (CPRB) in conjunction with contracting the services of an Independent Police Auditor (IPA). The recommendation to establish a Community Police Review Board, as a dual component of a hybrid police accountability model, is the culmination of the efforts of the Forward Together work group.

DISCUSSION:

In review of the Forward Together workgroup’s recommendations, staff identified the IPA and CPRB as foundational in supporting the key components of accountability. As a result of input received at the September 29, 2022, Council Workshop focused on police accountability models, staff developed recommended bylaws for the CPRB and the scope of work (SOW) for the IPA.

These bylaws include details on member roles, responsibilities, term limits, eligibility, and defines the selection process. Additionally, all applicants for positions on the CPRB will be required to undergo background checks. The proposed resolution will authorize the City to conduct the corresponding background checks.

The CPRB will follow best practices as modeled after the National Association of Civilian Oversight Boards for Law Enforcement (NACOLE)1, and as best suited to support the needs of the City of Modesto to improve relations with the Modesto Police Department and the community.

The CPRB will have several unique duties, trainings, meetings, and outreach responsibilities. The CPRB will be organized with two officers, a chairperson, and a vice-chairperson. The City Manager will provide a secretary and staff liaison to support the Board.

If approved by Council, staff will begin a comprehensive community engagement effort to recruit prospective applicants that would be considered for Board appointment. A thoughtfully planned communications campaign will be executed utilizing both broad and specific outreach strategies and mediums with the goal of developing a deep applicant pool.

In general, the role of the IPA will be to offer an independent assessment of police practices, procedures, as well as responses to critical incidents, uses of force, and misconduct investigations. The IPA will also issue periodic reports that describe the appraisal of the Modesto Police Department’s processes, practices, and procedures, and offer recommendations for systemic improvements. The IPA will audit and review department internal investigations and citizen complaints to ensure a thorough, unbiased, and impartial investigative fact-finding process, and provide consistent and appropriate conclusions. The IPA will review every Modesto Police Department (MPD) investigation of any officer-involved shooting regarding a person (regardless of whether a person was struck by gunfire) and all incustody deaths, to determine if the investigation was complete, thorough, objective, and fair.

The IPA will also serve as the police practices adviser to the CPRB.

After the proposed scope of work is approved by Council, staff will initiate a Request for Proposal (RFP) process. A follow-up item will then be brought back to Council to approve an agreement with the identified consultant.
1 National Association for Civilian Oversight of Law Enforcement (NACOLE) - https://www.nacole.org #23..
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City Council, December 13, 2022
Community Police Review Board Formation and Bylaws; Proposed Scope of Work for Independent Police Auditor Services

Page 3 of 3 ends

FISCAL IMPACT:

Notwithstanding staff in-kind support, there is currently no direct fiscal impact for the CPRB. A budget will be proposed for fiscal year 2023/2024 expenses and will be managed by the City Manager’s Office to provide in-kind staff support to the recommended efforts. Additionally, this will support future training expenses such as the National Association for Civilian Oversight of Law Enforcement (NACOLE) conference. There will be a fiscal impact for the IPA, and that will be determined once the RFP process has been completed and a consultant is identified. Staff anticipates this cost to range between $100,000 and $150,000 annually.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Motion introducing and waiving the first reading of an Ordinance adding Section 2-3.908, “Community Police Review Board,” to Chapter 3, “Administrative Departments,” of Title 2, “Administration,” of the Modesto Municipal Code to establish The City Of Modesto Community Police Review Board (CPRB).

Resolution approving Community Police Review Board Bylaws.

Resolution approving the proposed Scope of Work for Independent Police Auditor Services.

Approved by:

Allison Van Guilder, Deputy City Manager
Joseph P. Lopez, City Manager
Attachments:

1. Ordinance

2. Resolution- CPRB Bylaws

3. Resolution- SOW for IPA Services

4. Bylaws CPRB

5. Scope of Work for IPA Services
#23..
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ORDINANCE NO. _______
ORDINANCE ADDING SECTION 2-3.908, “COMMUNITY POLICE REVIEW BOARD,” TO CHAPTER 3, “ADMINISTRATIVE DEPARTMENTS,” OF TITLE 2, “ADMINISTRATION,” OF THE MODESTO MUNICIPAL CODE TO

ESTABLISH THE CITY OF MODESTO COMMUNITY POLICE REVIEW

BOARD (CPRB)
WHEREAS, the City of Modesto is seeking to establish a Community Police Review Board (CPRB) in conjunction with contracting the services of an Independent Police Auditor (IPA); and
WHEREAS, the establishment of a Community Police Review Board as a dual component of a hybrid police accountability model, is the culmination of the efforts of the Forward Together work group created on June 8, 2021 by Council Resolution No. 2021- 216; and
WHEREAS, for over a year, the work group held a series of public workshops and ad hoc meetings focused on the issue of improving police-community relations in the City of Modesto; and
WHEREAS, based on the Forward Together work group’s recommendations, staff identified the IPA and CPRB as foundational accountability components and the appropriate initial elements to implement; and
WHEREAS, in general, the role of the CPRB will follow best practices as modeled after the National Association of Civilian Oversight Boards for Law Enforcement (NACOLE) and as suited for the needs of the City of Modesto to carry out improved community relations with the Modesto Police Department; and WHEREAS, the CPRB shall be comprised of nine (9) members who reside within the city limits.
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NOW, THEREFORE, the Council of the City of Modesto does ordain as follows:

SECTION 1 AMENDMENT
Section 2-3.908 “Community Police Review Board,” is hereby added to Chapter 3, “Administrative Departments,” of Title 2, “Administration,” of the Modesto Municipal Code to read as follows:
2-3.908 - Community Police Review Board.
(a) Establishment of Board. There is hereby established the Modesto Community Police Review Board.
(b) Membership. The Board shall consist of nine (9) members appointed by the City Council. The City Council shall determine the qualifications of members and the procedure for selection of members by resolution.
(c) Duties. The duties of the Community Police Review Board shall be established by the City Council by resolution.

SECTION 2. SEVERABILITY
If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Ordinance which can be given effect without the invalid provision or application, and to this end the provisions of this Ordinance are severable. This City Council declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof and intends that the invalid portions should be severed and the balance of the Ordinance be enforced.

SECTION 3. CALIFORNIA ENVIRONMENTAL QUALITY ACT.

The proposed Ordinance is exempt from CEQA under the general rule in CEQA #23..
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Guidelines section 15061(b)(3), that CEQA only applies to projects that have the potential for causing a significant effect on the environment.

SECTION 4. EFFECTIVE DATE
This Ordinance shall go into effect and be in full force and operation from and after thirty (30) days after its final passage and adoption.

SECTION 5. PUBLICATION
At least two (2) days prior to its final adoption, copies of this Ordinance shall be posted in at least three (3) prominent and distinct locations in the City; and a notice shall be published once in The Modesto Bee, the official newspaper of the City of Modesto, setting forth the title of this ordinance, the date of its introduction and the places where this Ordinance is posted.
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The foregoing Ordinance was introduced at a regular meeting of the Council of the City of Modesto held on the 13 day of December, 2022, by Councilmember _____, who moved its introduction and passage to print which motion being duly seconded by Councilmember ______, was upon roll call carried and ordered printed and published by the following vote:

AYES: Councilmembers: Name, Name, Name, Name, Name, Name, Mayor Name
NOES: Councilmembers: None
ABSENT: Councilmembers: None
APPROVED:_________________________
SUE ZWAHLEN, Mayor
ATTEST: _____________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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FINAL ADOPTION CLAUSE
The foregoing ordinance, having been published as required by the Charter of the City of Modesto, and coming on for final consideration at the regular meeting of the Council of the City of Modesto held on the ____ day of January, 2023, _____________ moved its final adoption, which motion being duly seconded by Councilmember ____________, was upon roll call carried and the ordinance adopted by the following vote:

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XX

RESOLUTION APPROVING COMMUNITY POLICE REVIEW BOARD
BYLAWS
WHEREAS, the City of Modesto is seeking to establish a Community Police Review Board (CPRB) in conjunction with contracting the services of an Independent Police Auditor (IPA); and
WHEREAS, the establishment of a Community Police Review Board as a dual component of a hybrid police accountability model, is the culmination of the efforts of the Forward Together work group created on June 8, 2021 by Council Resolution No. 2021- 216; and
WHEREAS, for over a year, the work group held a series of public workshops and ad hoc meetings focused on the issue of improving police-community relations in the City of Modesto; and
WHEREAS, based on the Forward Together work group’s recommendations, staff identified the IPA and CPRB as foundational accountability components and the appropriate initial elements to implement; and
WHEREAS, a result of input received at the September 30, 2022, Council Workshop focused on police accountability models, staff has developed the scope of work (SOW) for the IPA; and
WHEREAS, in general, the role of the CPRB will follow best practices as modeled after the National Association of Civilian Oversight Boards for Law Enforcement (NACOLE) and as suited for the needs of the City of Modesto to carry out improved community relations with the Modesto Police Department; and WHEREAS, the CPRB shall be comprised of nine (9) members who reside within #23..
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December 13, 2022/City Manager’s Office /Allison Van Guilder /Item # 2022-xxx the city limits with preference provided to residents representing diverse ethnicity, gender, professional experience, organizational affiliations and neighborhoods/districts in Modesto; and
WHEREAS, all applicants to be a member of the CPRB will be required to undergo background checks.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Bylaws for the Community Police Review Board as shown in Exhibit “A” attached hereto and incorporated herein by reference.

BE IT FURTHER RESOLVED that the Modesto Police Department is hereby authorized to access state and federal level summary criminal history information for all applicants to be members of the Community Police Review Board for the purpose of conducting background checks, as long as such information is not disseminated to a private entity.
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December 12, 2022/City Manager’s Office /Allison Van Guilder /Item # 2022-xxx The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13 day of December, 2022, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: Name, Name, Name, Name, Name, Name, Mayor Name
NOES: Councilmembers: None
ABSENT: Councilmembers: None
ATTEST: _____________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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December 13, 2022/City Manager’s Office /Allison Van Guilder /Item # 2022-xxx

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XX

RESOLUTION APPROVING THE PROPOSED SCOPE OF WORK FOR

INDEPENDENT POLICE AUDITOR SERVICES
WHEREAS, the City of Modesto is seeking to contract the services of an Independent Police Auditor (IPA), in conjunction with the establishment of a Community Police Review Board (CPRB); and
WHEREAS, the contracting of IPA services is a dual component of a hybrid police accountability model, and the culmination of the efforts of the Forward Together work group created on June 8, 2021 by Council Resolution No. 2021-216; and WHEREAS, for over a year, the work group held a series of public workshops and ad hoc meetings focused on the issue of improving police-community relations in the City of Modesto; and
WHEREAS, based on the Forward Together work group’s recommendations, staff identified the IPA and CPRB as foundational accountability components and the appropriate initial elements to implement; and
WHEREAS, a result of input received at the September 30, 2022 Council Workshop focused on police accountability models, staff has developed the proposed scope of work (SOW) for the IPA; and
WHEREAS, in general, the role of the IPA will be to offer an independent assessment of the police practices, procedures, and responses to critical incidents, uses of force, and misconduct investigations; and
WHEREAS, the IPA will audit and review department internal investigations and citizen complaints to help ensure a thorough, unbiased, and impartial investigative factfinding process and consistent and appropriate conclusions. #23..
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December 13, 2022/City Manager’s Office /Allison Van Guilder /Item # 2022-xxx NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the proposed Scope of Work to retain services for and Independent Police Auditor through a Request for Proposal process which is shown on Exhibit “A” attached hereto and incorporated herein by reference. #23..
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December 13, 2022/City Manager’s Office /Allison Van Guilder /Item # 2022-xxx The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of December, 2022, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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1 Adopted 12/13/2022

COMMUNITY POLICE REVIEW BOARD
BYLAWS

ARTICLE I

ORGANIZATION
Section 1.1 Establishment
The Community Police Review Board of the City of Modesto is established by Modesto City Council Ordinance No. XX, as recommended by the Forward Together working group. Pursuant to Council Resolution No. 2022-358 on August 23, 2022 the Forward Together working group report was accepted by the Council. Included in the report was the recommendation to establish a community oversight board and independent police auditor for the City of Modesto.

Section 1.2 Background
The Forward Together initiative was catalyzed as a response to calls for police reform intensifying across the country and at our local level. Its formation was also a reflection of a commitment to strong relationships and trust between the community and law enforcement. On May 22, 2021, Council conducted a listening session to collect community input. As a result of the listening session, the following themes emerged and were confirmed by Council:
● Policies and Practices – that support safety, fairness and equity throughout the department and the community.
● Alternate Response Models – that ensure the right type of response and resources are applied to a situation.
● Accountability – for police conduct, decisions and how they impact the Modesto community.

Pursuant to Council Resolution No. 2021-216 on June 8, 2021, the Forward Together working group was created by the City Council and tasked with researching these specific themes relative to policing, engaging the broader community in the process and ultimately returned to Council with a set of recommendations to improve the police-community relations in the City of Modesto. The creation of a hybrid accountability model involving a Community Police Review Board and Independent Auditor were among these recommendations.

Section 1.3 Membership
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A. Members interested in serving on the CPRB shall complete the City’s application process. Applications will be screened for completeness before being presented to the Appointments Committee for consideration.

B. The CPRB shall be comprised of nine (9) members who reside within the city limits with preference provided to residents representing diverse ethnicity, gender, sexual orientation, professional experience, organizational affiliations and neighborhoods/districts in Modesto.

C. CPRB members shall be registered electors of the City and each will have involvement or interest in improving the relationship between MPD and the Modesto community.

D. As part of the selection process, the Appointments Committee will conduct interviews of all CPRB applicants.

E. All appointments to the CPRB shall be recommended by the City’s Appointments Committee and approved by the City Council.

F. No Member of the CPRB shall be an employee of the City, nor of any bargaining unit for employees of the City, nor a person who receives compensation from the City.

G. No Member of the CPRB shall be a relative, by blood or marriage within the third degree of the Mayor, a Councilmember, a Charter Officer, or any Department Director.

H. CPRB service is entirely voluntary and without compensation. Members may receive reimbursement for necessary training and travel incurred as a part of their official duty when such expenditures have been approved in advance by the City Manager.

I. All Members must complete a Statement of Economic Interest (Form 700) by April 1st of each year and when assuming or leaving CPRB membership.

J. Members must reside in the City of Modesto for at least one year prior at the time of appointment and must reside in the City of Modesto during the entire tenure of service and be at least 18 years of age at the time of the application submittal.

K. Members will be expected to be fair, impartial and committed to community service, ability to build working relations, and communicate effectively with diverse groups.
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L. All applicants for the CPRB will be subject to background checks. No person who illustrates behavior or conduct not consistent with the purpose of the CPRB, as determined by the City Manager, shall be eligible to serve on the CPRB.

M. CPRB members shall not hold a current sworn officer position or be an employee of any law enforcement agency.

N. Retired or former Modesto Police Department personnel shall not be eligible to serve on the CPRB.

O. No person who has a pending claim or litigation against the City of Modesto shall be eligible to serve on the CPRB.

Section 1.4 Terms of Office
A. The CPRB shall consist of nine qualified persons, comprised of the following:

Seat Designation Term
Chairperson One year, voted by simple
majority of CPRB.

Vice Chairperson One year, voted by simple
majority of CPRB.

Members Four years, appointed by
Council.

B. Members shall serve for a term of four years. If reappointed, incumbent members may serve a second, four-year term. Special consideration shall be given first to eligible incumbent members, then to eligible applicants.

C. Each member is to hold office for no more than two terms consecutively.

D. Members representing seats 1-5 shall have their terms expire on June 30 of the respective odd numbered years. Members in seats 6-9 shall have their terms expire on June 30 of the respective even numbered years.

E. Members representing seats 1-5 shall have their initial term expire on 2027 and members in seats 6-9 shall have their term expire on 2028).

F. Members may serve no more than two (2) terms.

G. Appointments to fill vacancies on the CPRB shall be handled in the same manner as the original appointments. When a vacancy occurs during a term, the appointment to fill such vacancy shall be for the unexpired portion of the term. If a member is serving an unexpired portion of a term with less than 2 years remaining, such service shall not count against the 2-term limit.
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4 Adopted 12/13/2022
H. Members of the CPRB may be removed by a majority vote of the City Council.

ARTICLE II

DUTIES AND TRAINING
Section 2.1 Duties. The duties of the Community Police Review Board are:

A. Conduct monthly public meetings to promote community engagement and to afford the public regular opportunities to provide feedback and receive updates.

B. Meeting materials, including agendas, minutes, meeting recordings, will be available to the public online.

C. Review the independent auditor’s annual report and analysis of completed administrative investigations; department use of force incidents; and critical incidents such as officer involved shootings, in-custody deaths and other events resulting in a Major Incident Review.

D. Review the Modesto Police Department’s (MPD) response to the independent auditor’s report recommendations.

E. Prepare and submit an annual report to the City Manager and City Council outlining the CPRB’s activities and any recommendations related to any and all of the CPRB’s review of information including but not limited to officer-involved shootings, use of force and complaints.

F. Receive complaints from members of the public and directly refer those complaints to the City Manager for investigation by MPD.

G. Receive timely notification on major incidents; the Chair or designee is authorized to visit the location of certain critical incidents which result in the involvement of MPD’s Major Incident Response Team (MIRT) (e.g., officerinvolved shooting).

H. Receive access to relevant information to enable the CPRB to carry out its duties and responsibilities, as allowable by law.

I. Participate in community meetings hosted by MPD following major incidents and be provided the opportunity to explain the role of the CPRB, as necessary.

J. Conduct regular community engagement and outreach, with each member required to participate in events which raise awareness of the CPRB, and those focused on youth and improving police/community relationships. #23..
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5 Adopted 12/13/2022
K. Participate in training provided by MPD and other sources regarding police practices, operations and functions. This training is to be presented whenever most practicable and beneficial in promoting the level of understanding and subject matter knowledge of the CPRB. This may include CPRB meetings and special training sessions.

L. All members shall comply with all state and federal laws requiring the confidentiality of law enforcement records, information, and confidential personnel records, including any briefs prepared by the independent auditor.

Members will be required to sign and abide by a confidentiality/non-disclosure agreement.

Section 2.2 Training. The required training of CPRB members include but are not limited to the following:

A. Adhere to the National Association for Civilian Oversight of Law Enforcement (NACOLE) Code of Ethics.

B. Comply with all applicable state and federal laws regarding confidentiality.

C. Participate in an initial 20-40 hour training program provided by the MPD and other sources regarding police practices, operations and functions. Annually thereafter, participate in 30 or more hours of training, including but not limited to: participation in a minimum of two ride-a-longs every year with a Modesto Police Department officer, and training on police practices, operations and functions.

D. Complete ethics training; AB 1234 requires training must be completed within one year from the date of service and at least once every two years thereafter.

ARTICLE III

MEETINGS AND ATTENDANCE
Sections 3.1 Regular Meetings
It shall be the responsibility of each Member to know the dates and times of all CPRB meetings. If a Member knows he or she will not be able to attend a regularly scheduled meeting, it shall be his or her responsibility to notify the staff appointed CPRB Secretary at least forty-eight (48) hours before the meeting, in order for the absence to be recorded as an excused absence.

A. Meetings will be held on the third, Thursday of each month at 5:00 PM.

B. The minutes of each meeting will list those Members in attendance, those who are #23..
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6 Adopted 12/13/2022
excused, and those who are unexcused.

C. Regular attendance at all meetings of the CPRB is required of all members to enable the CPRB to discharge its duties. If a member is absent from three (3) meetings of the CPRB consecutively, without securing the permission of the CPRB, expressed in its official minutes, the CPRB may recommend the City Council request the resignation from the CPRB of any such member under Section

1.4 (H). The Secretary shall report to the CPRB and City Council when a CPRB member has accrued 4 (four) absences during the calendar year (January – December) for consideration of the CPRB.

Section 3.2 Special Meetings
A special meeting may be called at any time by the Chair of the CPRB or upon the written request of three (3) members of the CPRB. Whenever a special meeting shall be called, written notice of such meeting shall be made in accordance with Section 3.6 hereof.

Section 3.3 Place of Meetings
Meetings shall be held at the location designated in the agenda for the meeting.

Section 3.4 Meetings to be Public
All meetings of the CPRB shall be open to the public.

Section 3.5 Agenda
In order to facilitate the orderly conduct of the business of the CPRB:

A. The secretary shall arrange a list of the matters to be considered by the CPRB at its next meeting in accordance with the order of business. The agenda and all other reports and other supplemental material shall be delivered (electronic, postal, or other means as needed to each member of the CPRB prior to the CPRB meeting at which they are to be considered as far as possible in advance of the meeting as time will permit. In accordance with amendments to the Ralph M. Brown Act, the agenda will be posted in a place freely accessible to the public at least 72 hours prior to the meeting. Copies will also be mailed to each person or organization requesting notice in writing, each local newspaper of general circulation, and radio or television stations requesting notice in writing.

B. Any interested person shall have the opportunity to make public comment on each agendized item and under the Oral Communications item. Public comment shall be limited to 3 minutes per person, except that the Chair may shorten this amount if necessary to accommodate a large number of speakers. Members of the public may not yield their time to other speakers.
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7 Adopted 12/13/2022
C. With the approval of a majority of the members of the CPRB present at the meeting, matters may be taken up out of order.

D. The agenda shall specify the time and place of the meeting and a brief description of each item of business to be transacted.

E. The agenda shall be posted at Tenth Street Place, 1010 10th Street.

F. Notices of all meetings, including agendas, shall be given to all Members of the CPRB, to the City Clerk, to the City Manager, and to the public and all others as provided by law. All such notices shall be at least seventy-two (72) hours prior to the time of such meeting.

Section 3.6 Order of Proceedings
The order of proceedings of all meetings shall be as follows, subject to majority vote of the Members present:

A. Call to Order
B. Roll Call
C. Declaration of Conflict of Interest
D. Public Comment Period
E. Oral Communications
a. CPRB Members
b. Staff
F. Unfinished Business
G. New Business
H. Written Communications
I. Adjournment
Section 3.7 Reading the Minutes
Unless the reading of the minutes of the CPRB meeting is requested by a majority of the members of the CPRB present, such minutes may be approved without reading if the secretary has previously furnished each member of the CPRB with a copy thereof.

Section 3.8 Method of Action
All decisions of the CPRB shall be by motion. Upon the request of any member, roll call vote shall be taken and recorded on any vote. Whenever a roll call vote of the CPRB is in order, the names of the members shall be called in alphabetical order except that the name of the presiding officer shall be called last. The affirmative or negative vote of a majority of the entire membership of the CPRB shall be necessary for it to take action. #23..
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8 Adopted 12/13/2022

ARTICLE IV
QUORUM
Section 4.1 Quorum
A quorum is necessary for the CPRB to transact any business. A quorum shall be defined as a simple majority of active CPRB Members, which is one-half of the active members plus one.

ARTICLE V

OFFICERS, SECRETARY AND STAFF LIAISON DUTIES
Section 5.1 Chair and Vice Chair
Officers shall consist of Chair and Vice-Chair elected by a simple majority vote of Members of the CPRB. All officers shall exercise all privileges of membership, including the making of motions, seconding, and debate.

A. Chairperson - The Chair shall preside at all meetings, shall appoint all ad hoc committees, and shall ensure that the bylaws, rules, and regulations as adopted by the CPRB are properly enforced. The chairperson is responsible to execute all documents on behalf of the CPRB and perform any duties requested by the CPRB.

The CPRB chairperson will also be responsible for responding to the scene of officer involved shootings and/or critical incidents and may assign any CPRB member to respond to a critical incident on a case-by-case basis, in lieu of the Chairperson’s absence. Priority and preference shall be given to the Vice Chairperson. No person shall serve more than two consecutive years as Chairperson.

B. Vice Chairperson - The Vice-Chair shall assist the Chair in his/her duties and in the absence of the Chair shall perform all duties usually performed by the Chair.

C. Secretary - The City shall appoint a staff representative to serve as the CPRB’s Secretary. The Secretary shall keep a written record of all business transacted by the CPRB, notify CPRB members of meetings, keep official records of the CPRB, and perform such other duties as the CPRB may require.

D. Staff Liaison - The City shall appoint a staff representative to serve as the CPRB’s Liaison to provide support and guidance to the CPRB so that they can have effective meetings, comply with regulations and work within the scope of the CPRB’s mission.
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Section 5.2 Election of Officers
The Chair and Vice Chair of the CPRB shall be elected annually at the regular meeting in January.

Section 5.3 Interim Vacancies
If the Chair of the CPRB vacates that office prior to the end of his/her term, an interim Chair shall be elected by the CPRB for the remainder of the calendar year.

If the Vice Chair of the CPRB vacates that office prior to the end of his/her term, the Chair may appoint an interim Vice Chair for the remainder of the calendar year.

During the absence of both the Chairperson and the Vice Chairperson, the CPRB should select a temporary chairperson to conduct the meeting.

ARTICLE VI

PROCEDURES AND POWERS
Section 6.1 Authority
The provisions of the Charter, Municipal Code, and Personnel Rules of the City of Modesto, and these Rules of Procedure pertaining to procedures, and powers of the CPRB shall prevail in the order stated.

Section 6.2 Amendment of Rules of Procedure
These Rules of Procedure may be amended from time to time by the City Council.

ARTICLE VII

PARLIAMENTARY PROCEDURE
Section 7.1 Roberts Rules of Order
Except as otherwise provided in these Rules of Procedure, Roberts Rules of Order shall be the guide for the parliamentary procedures for conduct of CPRB meetings. #23..
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10 Adopted 12/13/2022

ARTICLE VIII

AD HOC COMMITTEES
Section 8.1 Special Committees
There shall be such special ad hoc committees as the CPRB may establish from time to time. The members of ad hoc committees shall be appointed by the Chair of the CPRB and shall serve for terms established by the CPRB.

Section 8.2 Ex Officio Committee Member
The Chair of the CPRB shall serve as an ex officio member of all CPRB ad-hoc committees.

ARTICLE IX

CITY MANAGER AUTHORITY
Section 9.1 Administrative Support
A. The City Manager shall provide appropriate administrative support to staff the CPRB public meetings.

B. The City Manager shall provide staff to prepare and keep records of CPRB meetings.

Section 9.2 CPRB Recommendations
A. The City Manager shall receive and evaluate all recommendations issued by the CPRB, to include determining what next steps if any, will be taken relative to those recommendations. As appropriate, the City Manager will address the recommendations with the Chief of Police, and as appropriate, with the City Council.

B. The City Manager shall be the ultimate arbiter of issues that may arise between the CPRB and the independent auditor regarding policy recommendations, roles, and scope of authority.
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1 Request for Proposal
Independent Police Auditing Services
The City of Modesto is soliciting a proposal from firms to retain services for Independent Police Auditing Services. It is the City’s intent to select a firm for a three-year contract with two optional years of extension for a potential five-year agreement for Independent Police Auditing Services.

The following scope of work is intended to cover the range of tasks the Independent Police Auditor (IPA) may address over the course of the contract with the understanding that the amount of time spent on any one task may vary over time. For the scope of this project, the following services would be included:

1. Role of IPA
The role of the IPA will be to offer an independent assessment of the police practices, procedures, and responses to critical incidents, uses of force, and misconduct investigations. The IPA will issue periodic reports that describe its appraisal of the Modesto Police Department’s processes, practices and procedures, and offer recommendations for systemic improvements.

2. Internal Administrative Investigations and Citizen Complaints:

The IPA will audit and review department internal investigations and citizen complaints to help ensure a thorough, unbiased, and impartial investigative fact-finding process and consistent and appropriate conclusions.

3. Administrative, Citizen Complaint, and Use of Force Investigations:

The IPA will review and report on an annual basis all investigations/cases in the following categories that have been closed:

A. All uses of deadly force and in-custody deaths
B. All bias-based policing complaints
C. All administrative investigations in which the subject employee holds the rank of sergeant or higher
D. A random selection of 1/3 of all administrative investigations; E. A random selection of 1/3 of all citizens complaints F. A random selection of ¼ of all use of force reviews and any other investigations at the discretion of the City
G. Prepare any additional critical incident reviews or tasks requested in writing by the City Attorney.
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2 4. Officer Involved Shootings and In-Custody Deaths:

A. The IPA will have the ability to respond to the scene of all officer involved shootings involving a person and all in-custody deaths in real time to monitor and advise the City in the investigation.

B. The IPA will attend Major Incident Review Team (MIRT) meetings and provide timely feedback after the initial briefing regarding any observations, recommendations, and requests for further investigation.

C. The IPA will review every MPD investigation of any officer involved shooting regarding a person (regardless of whether a person was hit by gunfire) and all incustody deaths, to determine if the investigation was complete, thorough, objective, and fair.

5. Access to Information:

A. The police department will ensure the IPA has access to any relevant police department files to ensure the IPA can complete a thorough review of its contracted responsibilities.

6. Community Police Review Board:

The IPA will serve as a police practices adviser to the CPRB. Duties will include:

A. Work closely with the CPRB to offer an independent perspective, sharing its insights into specific matters that come to the Board’s attention.

B. Work closely with the CPRB to receive community feedback and complaints regarding the Modesto Police Department (MPD)
C. Provide training to the Board upon request and assist the Board with the preparation of the Board’s annual report including their workplan.

D. Work closely with the CPRB to review and develop recommendations as to the policies, procedures, and practices of the MPD.

7. Reporting:

A. The IPA will prepare a written public report that will include policy recommendations, along with statistics on the number of citizen complaints and Internal Affairs investigations, the type of allegations, and the conclusion of the investigations (by Internal Affairs), to the extent allowed by applicable law. a. Critical incidents that are the subject of pending or potential litigation will not be included in IPA reports until after the litigation has been resolved. #23..
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3 B. The IPA shall give a presentation to the Community Police Review Board (CPRB) and/or the City Council, which discusses IPA’s review evaluations of internal investigations and citizen complaints that occurred during that year and suggest improvements to policies, procedures or trainings. #23..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

December 13, 2022
Date: November 7, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jaylen French, Director of Community and Economic Development SUBJECT: Capital Facilities Fees Annual Report for Fiscal Year 2021-22 CONTACT: Jessica Hill, Community Development Manager
[email protected], 209-577-5321
DESCRIPTION:

Hearing to consider accepting the Capital Facilities Fees Annual Report for Fiscal Year 2021-22 and making findings related to each of the fee categories. (Funding Source: Capital Facilities Fees)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City of Modesto’s 2020-2025 Strategic Plan Goal D:

Ensure Safe, Efficient, and Reliable Infrastructure.

BACKGROUND:

California Government Code section 66000 et seq., allows a local jurisdiction to establish an impact fee to mitigate the impacts of new development and must have the proper nexus to any project on which they are imposed. These fees may be used for the purchase, construction, expansion, rehabilitation, or acquisition of public facilities, and must be consistent with the adopted fee program, which is typically updated every five years.

Annual reporting of a local agency’s impact fee program is required by Government Code section 66006. The impact fees collected must be segregated from general and other funds containing fees collected for other improvements. Interest on each impact fee fund or account must be credited to that fund or account and be used only for the purpose for which the impact fee was collected. Government Code section 66006(b) further requires that a local agency make the following information available to the public for each separate impact fee fund on an annual basis and that the local agency review that information at a public meeting. A public hearing notice was posted in the Modesto Bee on December 2, 2022. The law also requires the annual report include the following information for the prior fiscal year and be made available within 180 days after the last day of each fiscal year:
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City Council, December 13. 2022
Capital Facilities Fees Annual Report for Fiscal Year 2021-22

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 Describe the type of impact fee in the account or fund.  Identify the amount of the impact fee.
 Provide the beginning and ending balance of the account or fund.  Provide the amount of impact fees collected and interest earned.  Identify each public improvement on which impact fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with the impact fee.  Identify an approximate date by which the construction of the public improvement will commence, if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement and the public improvement remains incomplete.
 Describe each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned impact fees will be expended, and, in the case of an interfund loan, the date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan.  Provide the amount of refunds made due to sufficient funds being collected to complete financing on incomplete public improvements, and the amount of reallocation of impact funds made to administrative costs of refunding unexpended revenues exceeding the amount to be refunded.

DISCUSSION:

In 1987, the City established an impact fee program that is commonly referred to as the Capital Facilities Fees Program (CFF Program). Since inception, the CFF Program has been updated periodically to reflect the changes in land values, projects, and costs. The CFF Program sets forth the relationship between contemplated future developments, facilities needed to serve future development and the estimated cost of those improvements based on the current General Plan build-out. Estimated project costs and CFF Program fee category allocation is identified in the 2003, 2011 and, 2019 Program updates.

The City’s CFF Program contains the following seven impact fee categories:
 Streets Capital Facilities Fee – Fund 3410
This fee is collected for roadway improvements such as expressways, interchanges, arterial and collector roads, turn lanes, intersections, and traffic signals.  Public Transportation Capital Facilities Fee – Fund 3420 This fee is collected for new buses, bus shelters, bus stops, the bus maintenance facility, and the northeast transfer station.
 Parks and Air Quality Facilities Fee – Fund 3432
This fee is collected for land and construction costs for neighborhood, community, and regional parks, sports facilities, and community buildings and facilities that reduce automobile travel by facilitating alternative modes of travel such as the Amtrak station parking lot, park, and ride lots, vanpooling, carpooling, Class I bike trails, bike storage, turn lanes, footpaths, and pedestrian accesses.
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City Council, December 13. 2022
Capital Facilities Fees Annual Report for Fiscal Year 2021-22

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 Police Capital Facilities Fee – Fund 3440
This fee is collected for the Police Tactical Training Center, police vehicles, parking facilities, communication systems, special equipment, and the future Northeast Area Precinct (to be shared with Fire).
 Fire Capital Facilities Fee – Fund 3450
This fee is collected for fire facility expansions, fire vehicles, special equipment, and the future Northeast Area Precinct (to be shared with Police).  General Government (City Hall and Other Government Facilities) Capital Facilities Fee – Fund 3470
This fee is collected for debt service payments on City Hall, related parking facilities, the corporation yard and related facilities, City vehicles, and the City’s information technology expansion.
 Administration Capital Facilities Fee – Fund 3480
This fee is collected for the administration of the CFF Program. This includes preparation of an Annual CFF Report, preparation of a Five-Year CFF Report, day-to-day management of the CFF Program including preparation of annual CIP budgets, CFF annual inflationary updates, land value analyses and updates and CFF Proformas.

The City’s Capital Facilities Fees Annual Report for Fiscal Year 2021-22 is provided as Attachment 2.

FISCAL IMPACT:

There is no fiscal impact to the General Fund related to the acceptance of the Capital Facilities Fees Annual Report for Fiscal Year 2021-22. Attachment 3 provides a summary of revenues and expenses for the CFF Funds for the fiscal year ending June 30, 2022.

COMMITTEE RECOMMENDATION:

This item is not required to be reviewed by Council Committee, because it is an annual report.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution accepting the Capital Facilities Fees Annual Report for Fiscal Year 2021-22 and making findings related to each of the fee categories.

Approved by:

Jaylen French,
Director of Community and Economic Development
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City Council, December 13. 2022
Capital Facilities Fees Annual Report for Fiscal Year 2021-22

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Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Capital Facilities Fees Annual Report for Fiscal Year 2021-22

3. Summary of Capital Facilities Fees Revenues and Expenses #24..
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12/13/2022CEDD/JHill//Item # 1 2022-

MODESTO CITY COUNCIL
RESOLUTION NO. 2022-XX

RESOLUTION ACCEPTING THE CAPITAL FACILITIES FEES ANNUAL REPORT FOR FISCAL YEAR 2021-22 AND MAKING FINDINGS

RELATED TO EACH OF THE FEE CATEGORIES
WHEREAS, the City of Modesto imposes fees to mitigate the impacts of development, pursuant to Government Code section 66000 et seq., and WHEREAS, California Government Code sections 66001 and 66006 require cities to annually make certain fee-related information available to the public and findings relating to the necessity of collecting fees for new development, and WHEREAS, the City, in accordance with Government Code section 66006(a) and Section 8-1.904 of the Modesto Municipal Code, established Capital Facilities Fees (CFF) for the purpose collecting fees to fund the construction of public improvements that will be needed as a result of new development, and WHEREAS, on March 22, 2011, by Resolution No. 2011-105, Council established the nexus for fees imposed by each land use, said nexus and fees were later amended by Resolution No. 2020-464 on September 22, 2020, and WHEREAS, the following fees were established by Resolution No. 2020-407:
 The Streets CFF fund was established to accrue funds for arterial roadways, intersections, expressways, freeway interchanges and associated landscaping, and
 The Public Transportation CFF fund was established to accrue funds for the expansion of the City’s transit system including additional buses and their associated facilities, and
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12/13/2022CEDD/JHill//Item # 2 2022-
 The Parks and Air Quality CFF Fund was established to accrue funds to assist in the reduction of automobile travel, specifically for the development of park and ride lots, Class I Bike Trails, pedestrian accesses as well as land and construction costs for neighborhood, community, and regional parks, sports facilities, and community buildings, and  The Police CFF Fund was established to accrue funds for additional policing needs including an additional station, police cars and associated equipment, a northeast area precinct, a training facility, a computer aided dispatch system, and an expanded radio system, and
 The Fire CFF Fund was established to accrue funds for the construction of additional fire stations, fire vehicles, and a new training station, and  The General Government CFF Fund was established to accrue funds for the debt service payments on City Hall, related parking facilities, the corporation yard and related facilities, City vehicles and the City’s information technology expansion, and
WHEREAS, the Capital Facilities Fee Annual Report for Fiscal Year 2021-22 has been completed and is on file with the City Clerk and is attached as Attachment 2, and WHEREAS, a public hearing notice was posted in the Modesto Bee on December 2, 2022, and
WHEREAS, a public hearing at the City Council in the Tenth Street Place Chambers located at 1010 Tenth Street, Modesto, California was set for December 13, 2022, to enable the public to have the opportunity to comment on the CFF collected.
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12/13/2022CEDD/JHill//Item # 3 2022-
NOW, THEREFORE, BE IT RESOLVED, by the Council of the City of Modesto that it hereby makes the following findings relating to each of the fee categories:
1) The Capital Facilities Fee program, set forth in City Council Resolution No. 2020-407, and incorporated herein by reference, continues to be a necessary program to fund future infrastructure needed for new development. 2) The Capital Facilities Fee Annual Report for Fiscal Year 2021-22 (Attachment 2) reports on the below information for each of the fee categories:
a. The amount of the fee. (Table 1)
b. The beginning and ending balance of the account or fund. (Table 2) c. The amount of the fees collected and the interest earned. (Table 2) d. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (Table 10)
3) The CFF revenue anticipated for the full development of infrastructure improvements for new development has not been fully collected to complete the financing of incomplete improvements. It is presently anticipated that there will be no regular sources of funding to develop CFF infrastructure improvements apart from CFF collections.
4) The anticipated dates for the full collection of fees is unknown at this time as fees are based on development activity which is not controlled by the City. 5) The necessary funds for constructing and/or purchasing the following have not yet been accumulated and the approximate date is not yet known, but there is #24..
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12/13/2022CEDD/JHill//Item # 4 2022-
still a need as outlined in Resolution No. 2020-407, and therefore fees should still be collected for the following purposes:
 Additional fire stations, fire vehicles, and a new training station, and  An additional police station, police cars and associated equipment, a northeast area precinct, a training facility, a computer-aided dispatch system, and an expanded radio system, and
 Development of additional regional parks, community centers, neighborhood parks, and the expansion of McClure Country Place, and  Debt service payments on City Hall, related parking facilities, the corporation yard and related facilities, City vehicles and the City’s information technology expansion, and
 Reduction of automobile travel, specifically for the development of park and ride lots and Class I Bike Trails, and
 Arterial roadways, intersections, expressway, freeway interchanges and all of their associated landscaping, and
 Expansion of the transit system.
6) All reportable fees, collections and expenditures have been received, deposited, invested and expended in compliance with the relevant sections of the California Government Code and all other applicable laws for the Fiscal Year 2021-22. 7) No refunds and allocations of reportable fees, as required by California Government Code section 66001, are deemed payable at this time. #24..
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12/13/2022CEDD/JHill//Item # 5 2022-
BE IT FURTHER RESOLVED by the Council of the City of Modesto that it hereby accepts the Fiscal Year 2021-22 Capital Facilities Fees Report as described in Exhibit “A”, attached hereto and incorporated herein by reference.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of December, 2022, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: Name, Name, Name, Name, Name, Name, Mayor Name
NOES: Councilmembers: None
ABSENT: Councilmembers: None
ATTEST: _____________________________

DIANE NAYARES-PEREZ,CMC
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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City of Modesto Capital Facilities Fees Annual Report
Fiscal Year 2021-22
Prepared By:

Community & Economic Development
Infrastructure Financing Program
December 2022
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
2 Table of Contents
LEGAL REQUIREMENTS ................................................................................................................................. 3 A. What Are Impact Fees? .................................................................................................................... 3 B. Establishing An Impact Fee Program ............................................................................................... 3 C. Adoption of a Capital Improvement Program ................................................................................. 3 D. Reporting .......................................................................................................................................... 4 DESCRIPTION OF CAPITAL FACILITIES FEES .................................................................................................. 5 FY 2021-2022 CURRENT FEE SCHEDULES & POLICIES AND PROCEDURES UPDATE .................................... 6 COMBINING STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES ............... 7 FIVE YEAR REVENUE AND EXPENSE HISTORY .............................................................................................. 7 DEFERRED CAPITAL FACILITIES FEES ............................................................................................................ 7 EXEMPTIONS................................................................................................................................................. 8 REFUNDS ....................................................................................................................................................... 8 CREDITS ......................................................................................................................................................... 8 TRANSFERS ................................................................................................................................................... 9 CAPITAL IMPROVEMENT PROJECTS ............................................................................................................. 9 EXEMPTIONS FOR ACCESSORY DWELLING UNITS (ADUs) .......................................................................... 9 REDUCTION OF CAPITAL FACILITIES FEES .................................................................................................. 10 Table 1: Fee Schedules Effective July 1, 2021 through June 30, 2022 .............................................. 11 Table 2: Combining Statement of Revenues, Expenditures and Changes in Fund Balances Year Ended June 30, 2022 ........................................................................................................................... 14 Table 3: Five Year Revenue History ................................................................................................... 15 Table 4: Five Year Expenditure History .............................................................................................. 16 Table 5: Five Year Revenue and Expenditure History ....................................................................... 17 Table 6: Multifamily, Commercial and Industrial Deferrals .............................................................. 18 Table 7a: Low Income Deferrals/Exemptions ................................................................................... 20 Table 7b: Refunds ............................................................................................................................... 21 Table 8: Credits for Previously Existing Buildings ............................................................................. 22 Table 9: Transfers within Capital Facilities Fees Funds ..................................................................... 25 Table 10: Capital Improvement Program (CIP) Expenditures ........................................................... 27 Table 11: Exemptions for Accessory Dwelling Units ......................................................................... 28 #24..
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
3 LEGAL REQUIREMENTS
A. What Are Impact Fees?
California Government Code §66000 allows a local jurisdiction to establish an impact fee to mitigate the impacts of new development. These fees may be used for the purchase, construction, expansion, rehabilitation, or acquisition of public facilities, and must be consistent with the adopted fee program, which is updated every five years.

New development increases the demand for health and safety service provided by a city, affects the quality of the community’s infrastructure, and increases the need for public facilities. Typically, impact fees are paid to a city at the time a building permit is issued and assist in paying for the cumulative impact of new development through infrastructure improvements and additions. Facilities partly funded by impact fees include police, fire and administrative buildings, park sites, bike trails, public landscape areas, community centers, transportation and transit facilities and roadway improvements. Impact fees cannot be used for maintenance of existing or future city facilities.

B. Establishing An Impact Fee Program
The City of Modesto (“City”) impact fee program, more commonly known as the Capital Facilities Fees Program (“CFF Program”), was established in 1987 and has been updated periodically to reflect the changes in land values, projects and costs. Impact fees imposed on new development must have the proper nexus to any project on which they are imposed. The CFF Program sets forth the relationship between contemplated future developments, facilities needed to serve future development and the estimated cost of those improvements based on the current General Plan for build-out. Estimated project costs and the summary of fee apportionment for each CFF Program fee category are identified in the 2003, 2011, 2019 and 2020 CFF Program updates.

C. Adoption of a Capital Improvement Program
California Government Code §66002 requires local agencies that have implemented an impact fee program to adopt a Capital Improvement Program (CIP) indicating the approximate location, size, and time of projects, plus an estimate for the costs of all facilities or improvements to be financed by the impact fees. At a minimum, a formal CIP is recommended as a five-year plan. The City annually produces a five-year CIP which assists in maintaining and updating the City’s General Plan. #24..
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
4 The City’s CIP connects annual capital expenditures to a long-range plan for public improvements. The City’s CIP also assists in maximizing the funds available, connecting the plan for public improvements to the City’s capacity for funding, and projecting expenditures over a period of years. This type of fiscal management is particularly important during periods where budgetary demands exceed financial resources. The City’s CIP is financed in part by the impact fees collected through the CFF Program.

D. Reporting
Annual reporting of a local agency’s impact fee program is required by Government Code §66006. The impact fees collected must be segregated from general and other funds containing fees collected for other improvements. Interest on each impact fee fund or account must be credited to that fund or account and be used only for the purpose for which the impact fee was collected.

California Government Code §66006(b) requires that a local agency make the following information available to the public for each separate impact fee fund on an annual basis and that the local agency review that information at a public meeting. The law also requires the annual report include the following information for the prior fiscal year and be made available within 180 days after the last day of each fiscal year:
 Describe the type of impact fee in the account or fund.  Identify the amount of the impact fee.
 Provide the beginning and ending balance of the account or fund.  Provide the amount of impact fees collected and interest earned.  Identify each public improvement on which impact fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with the impact fee.  Identify an approximate date by which the construction of the public improvement will commence, if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement and the public improvement remains incomplete.
 Describe each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned impact fees will be expended, and, in the case of an interfund loan, the date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan.  Provide the amount of refunds made due to sufficient funds being collected to complete financing on incomplete public improvements, and the amount of reallocation of impact funds made to administrative costs of refunding unexpended revenues exceeding the amount to be refunded.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
5 If an agency no longer needs the funds for the purposes collected or fails to make the required findings or perform certain administrative tasks prescribed, the agency may be required to refund, on a prorated basis to owners of the properties upon which the impact fees for the improvement were imposed, the monies collected for that project and any interest earned on those funds.

California Government Code §66001(d) also requires that the local agency make all of the following findings every fifth year with respect to that portion of the account remaining unexpended, whether committed or uncommitted:
 Identify the purpose to which the impact fee is to be allocated.  Demonstrate a reasonable relationship between the impact fee and the purpose for which is it charged.
 Identify all sources and amounts of funding anticipated to complete financing of incomplete improvements.
 Designate the approximate dates on which the funding is expected to be deposited into the appropriate account or fund.
 In any action imposing a fee as a condition of approval of a development project by a local agency, the local agency shall determine how there is a reasonable relationship between the amount of the impact fee and the cost of the public facility or portion of the public facility attributable to the development on which the impact fee is imposed.

DESCRIPTION OF CAPITAL FACILITIES FEES
The CFF Program mitigates the impacts associated with new development on certain public facilities. The CFF Program is used to finance the acquisition, construction, and improvement of public facilities as a result of new development. The City has the following CFF Program fee categories:

Streets Capital Facilities Fee – Fund 3410
This fee is collected for roadway improvements such as expressways, interchanges, arterial and collector roads, turn lanes, intersections and traffic signals.

Public Transportation Capital Facilities Fee – Fund 3420 This fee is collected for new buses, bus shelters, bus stops, the bus maintenance facility, and the northeast transfer station.

Air Quality and Parks Facilities Fee – Fund 3432
This fee is collected for facilities that reduce automobile travel by facilitating alternative modes of travel such as the Amtrak station parking lot, park and ride lots, vanpooling, #24..
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
6 carpooling, Class I bike trails, bike storage, turn lanes, footpaths, and pedestrian accesses as well as land and construction costs for neighborhood, community, and regional parks, sports facilities, and community buildings.

Police Capital Facilities Fee – Fund 3440
This fee is collected for the Police Tactical Training Center, police vehicles, parking facilities, communication systems, special equipment, and the future Northeast Area Precinct (to be shared with Fire).

Fire Capital Facilities Fee – Fund 3450
This fee is collected for fire facility expansions, fire vehicles, special equipment, and the future Northeast Area Precinct (to be shared with Police).

City Hall and Other Government Facilities Capital Facilities Fee – Fund 3470 This fee is collected for debt service payments on City Hall, related parking facilities, the corporation yard and related facilities, City vehicles, and the City’s information technology expansion.

Administration Capital Facilities Fee – Fund 3480
This fee is collected for the administration of the CFF Program. This includes preparation of an Annual CFF Program Report, preparation of a Five-Year CFF Report, day-to-day management of the CFF Program including preparation of annual CIP budgets, CFF Program annual inflationary updates, land value analyses and updates and CFF Program Proformas.

FY 2021-2022 CURRENT FEE SCHEDULES
The current CFF Program allows for an annual inflationary adjustment equal to the increase in the annual change in the San Francisco Bay Area Engineering News Record (ENR) Construction Cost Index (CCI) through the month of December of the preceding year. Based on the ENR CCI, the CFF fee schedule was adjusted by 2.1% from the previous fiscal year. Table 1 reflects the breakdown of the CFFs for the FY 2021-22 by the following fee dwelling area: City Limits, Sphere of Influence and Downtown Economic Incentive.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
7 COMBINING STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES1
The Combining Statement of Revenues, Expenditures and Changes in Fund Balances provided in Table 2 outlines the beginning and ending balance of each fund for Fiscal Year 2021-

22. Expenditures are identified by general categories. All revenue, unless collected under the deferral program, is collected at the time a building permit is issued. Since the CFF Program is a “pay-as-you-go” program, the City must accrue enough revenue prior to commencing construction of a project, resulting in an “aging” of fund balances. The aging or accumulation occurs until enough revenue has been collected to construct a project.

FIVE YEAR REVENUE AND EXPENSE HISTORY
As previously discussed, most revenue is collected when a building permit is issued for new development. Tables 3 and 4 provide a five-year snapshot of the CFF Program revenues and expenditures, respectively. Table 5 offers a combined picture of revenues, expenses and fund balance levels over the past five years.

DEFERRED CAPITAL FACILITIES FEES
Multi-Family, Commercial and Industrial
CFF Deferral Programs for Multi-Family, Commercial, and Industrial developments have been in place since 1991. Deferrals assist in off-setting the cost of new development by allowing applicants to pay a portion of the CFF due at the time of building permit issuance and the balance, plus interest, over a predetermined period of time. Table 6 details the five (5) active deferrals in Fiscal Year 2021-22.

Single-Family Residential
The Single-Family Deferral Program allows applicants to pay a portion of their fees due at the time of building permit issuance and defer payment of the CFF, water connection and wastewater capacity fees until final inspection. There were no Single-Family Residential Deferrals in Fiscal Year 2021-22.
1 Financial data is current as of November 1, 2022.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
8 EXEMPTIONS
The City of Modesto encourages the construction of Very-Low and Low Income Housing development projects within the City. CFF exemptions can be provided to the Housing Authority of Stanislaus or to Community Housing Development Organizations (CHDO) for the development of low and very-low income households (under 60% of the area median income). As Table 7a indicates, there was one (1) exemption processed in Fiscal Year 2021-22:
 On March 8, 2022, the City Council approved a CFF exemption for the Stanislaus Equity Partners Community Development Corporation (STEP CDC) for its project located at 112 James Street. The project provides seven affordable units for Behavioral Health & Recovery Services (BHRS) clients who are at risk or experiencing homelessness. The property consists of seven units; including one one-bedroom, four two-bedroom and two three-bedroom.

REFUNDS
There can be instances when CFFs collected may be refunded if a building permit expires, is revoked, voluntarily surrendered or voided, and no construction or improvement of land has commenced. In addition, CFF paid for placement of Trailers may be refunded if requested in writing with six years of payment, minus the administration component. There were no CFF refunds made in Fiscal Year 2021-22, as shown on Table 7b.

CREDITS
CFF credits are granted when previously existing building(s) are removed and new building(s) are constructed. These credits may off-set up to but not more than 100% of the CFF due for the new development. Moreover, additional square footage added shall be subject to payment of applicable CFF at building permit issuance.

In Fiscal Year 2021-22, there were a total of sixteen (16) credits, and in three (3) cases credits for previously existing buildings had to pay the difference between the CFF due and CFF credit:
 1205 E Whitmore Avenue
Tenant improvement to an existing warehouse with additional square footage for an interior office space.
 3029 E. Orangeburg Avenue
The property originally consisted of a single-family residence, which was being rebuilt into a duplex. The original unit was credited for the single-family residence, with CFF #24..
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
9 due at the multi-family residence rate for the duplex.  900/924 Crowslanding Road
Two (2) previously demolished buildings were rebuilt with a greater building footprint (square footage). Permit was credited based on the original fees paid, and charged based on new building type and square footage.

Table 8 details the credits provided in Fiscal Year 2021-22.

TRANSFERS
A total of twenty-seven (27) inter-fund transfers occurred in Fiscal Year 2021-22. During Fiscal Year 2021-22, there were five (5) deferral payments that were incorrectly deposited into the General Fund and Wastewater Fund. The City’s Finance Department corrected the deposits and are reflected in the table as Transfer In from Fund 0100 and Transfer In from Fund 4211.

In Fiscal Year 2021-22, there were two (2) incorrect transfers: Transfer Out to Fund 5230 from Fund 3410 and Fund 3430. These transfers will be corrected in FY 2022-23.

Table 9 offers details of each transfer.

CAPITAL IMPROVEMENT PROJECTS2
Information on projects funded by the CFF Program can be found in Table 10. The information in the table includes a listing of current projects, estimated construction start and end dates, estimated project costs, percentage of project funded by the CFF Program and general accounting information.

EXEMPTIONS FOR ACCESSORY DWELLING UNITS (ADUs)
California law (Government Code §65852.2) exempts an Accessory Dwelling Unit (ADU) less than 750 sq. ft from CFF and requires that fees for an ADU over 750 sq. ft. be charged proportionately in relation to the square footage of the primary dwelling unit. Table 11 lists all ADUs for FY 2021-

22. There were a total of thirty five ADU’s issued permits with eleven units in which fees were proportionately paid.

In Fiscal Year 2021-22, there were eight (8) ADUs which were due CFF. Four (4) of these permits were charged proptionately based on ADU size in relation to the primary unit: 105 Lita Court, 316 Burney Street, 1101 E. Rumble Road, and 3017 Conant Avenue.

There are occasions in which an ADU has a higher proportionate rate. Per the City’s CFF Policies and Procedures, in no event shall the impact fee for the ADU exceed the CFF rate for Multi2 Financial data is current as of November 1, 2022.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
10 Family residential. In FY 2021-22 we had four (4) charged at this rate: 1020 Empire Ave, 1024 Hawthorne Avenue, 1510 Vernon Avenue, and 1560 Church Lane.

REDUCTION OF CAPITAL FACILITIES FEES
An applicant may request a reduction in the CFF if it is determined that the project will generate a lower number of trips than the trip generation rates that were used as the basis for the current CFF. Any such fee reduction must be based on a trip generation study, using accepted methodology, as determined by the City. The fee reduction shall be no greater than a proportionate reduction in trips demonstrated in the trip generation study. Any such reduction shall be approved by the City Manager. There was one (1) CFF reduction granted Fiscal Year 2021-22.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 1: Fee Schedules Effective July 1, 2021 through June 30, 2022 Fee Unit Parks and
Category Measure Per Streets Transit Air Quality Police Fire Admin Total Single-Family Residential Dwelling Unit $ 6,965 $ 101 $ 6,379 $ 647 $ 403 $ 534 $ 302 $ 15,331 Multi-Family Residential Dwelling Unit $ 4,824 $ 70 $ 4,389 $ 390 $ 186 $ 327 $ 164 $ 10,350 Senior Housing Dwelling Unit $ 4,203 $ 38 $ 4,281 $ 380 $ 182 $ 321 $ 115 $ 9,520 Hotel/Motel Room $ 3,622 $ 63 $ - $ 147 $ 70 $ 124 $ 92 $ 4,118 Retail <50,000 SF 1,000 SF $ 10,472 $ 208 $ - $ 175 $ 85 $ 148 $ 283 $ 11,371 Retail 50,000-100,000 SF 1,000 SF $ 8,693 $ 171 $ - $ 176 $ 84 $ 147 $ 235 $ 9,506 Retail 100,000-300,000 SF 1,000 SF $ 7,337 $ 145 $ - $ 176 $ 85 $ 148 $ 199 $ 8,090 Retail >300,000 SF 1,000 SF $ 6,844 $ 133 $ - $ 176 $ 84 $ 148 $ 187 $ 7,572 Medical Office 1,000 SF $ 13,224 $ 265 $ - $ 294 $ 141 $ 246 $ 365 $ 14,535 General Office 1,000 SF $ 6,400 $ 113 $ - $ 293 $ 141 $ 246 $ 166 $ 7,359 Hospital 1,000 SF $ 9,275 $ 164 $ - $ 293 $ 141 $ 246 $ 231 $ 10,350 Daycare 1,000 SF $ 5,121 $ 90 $ - $ 293 $ 141 $ 246 $ 134 $ 6,025 Church 1,000 SF $ 1,092 $ 19 $ - $ 297 $ 142 $ 250 $ 38 $ 1,838 Nursing Home 1,000 SF $ 1,598 $ 28 $ - $ 296 $ 142 $ 249 $ 49 $ 2,362 Industrial (Manufacturing) 1,000 SF $ 2,481 $ 43 $ - $ 126 $ 60 $ 105 $ 64 $ 2,879 Industrial (Warehousing) 1,000 SF $ 1,739 $ 31 $ - $ 127 $ 60 $ 105 $ 47 $ 2,109 FY 2021-2022 CFF PROGRAM - Development within City Limits General Gov’t.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 1, cont’d: Fee Schedules Effective July 1, 2021 through June 30, 2022 Fee Unit Parks and
Category Measure Per Streets Transit Air Quality Police Fire Admin Total Single-Family Residential Dwelling Unit $ 7,573 $ 81 $ 1,535 $ - $ - $ - $ 195 $ 9,384 Multi-Family Residential Dwelling Unit $ 5,450 $ 58 $ 973 $ - $ - $ - $ 133 $ 6,614 Senior Housing Dwelling Unit $ 3,188 $ 35 $ 1,065 $ - $ - $ - $ 106 $ 4,394 Hotel/Motel Room $ 3,818 $ 40 $ - $ - $ - $ - $ 57 $ 3,915 Retail <50,000 SF 1,000 SF $ 10,893 $ 114 $ - $ - $ - $ - $ 159 $ 11,166 Retail 50,000-100,000 SF 1,000 SF $ 9,069 $ 95 $ - $ - $ - $ - $ 133 $ 9,297 Retail 100,000-300,000 SF 1,000 SF $ 7,688 $ 82 $ - $ - $ - $ - $ 112 $ 7,882 Retail >300,000 SF 1,000 SF $ 7,182 $ 77 $ - $ - $ - $ - $ 105 $ 7,364 Medical Office 1,000 SF $ 13,848 $ 148 $ - $ - $ - $ - $ 203 $ 14,199 General Office 1,000 SF $ 6,779 $ 70 $ - $ - $ - $ - $ 104 $ 6,953 Hospital 1,000 SF $ 9,700 $ 102 $ - $ - $ - $ - $ 146 $ 9,948 Daycare 1,000 SF $ 5,469 $ 58 $ - $ - $ - $ - $ 84 $ 5,611 Church 1,000 SF $ 1,309 $ 13 $ - $ - $ - $ - $ 29 $ 1,351 Nursing Home 1,000 SF $ 1,846 $ 19 $ - $ - $ - $ - $ 35 $ 1,900 Industrial (Manufacturing) 1,000 SF $ 2,638 $ 28 $ - $ - $ - $ - $ 40 $ 2,706 Industrial (Warehousing) 1,000 SF $ 1,883 $ 20 $ - $ - $ - $ - $ 30 $ 1,933 FY 2021-2022 CFF PROGRAM - Development within City’s Sphere of Influence General Gov’t.
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 1, cont’d: Fee Schedules Effective July 1, 2021 through June 30, 2022 Fee Unit Parks and
Category Measure Per Streets Transit Air Quality Police Fire Admin Total Single-Family Residential Dwelling Unit $ - $ 101 $ 6,379 $ 648 $ 403 $ 533 $ 302 $ 8,366 Multi-Family Residential Dwelling Unit $ - $ 70 $ 4,389 $ 390 $ 186 $ 327 $ 164 $ 5,526 Senior Housing Dwelling Unit $ - $ 38 $ 4,280 $ 380 $ 182 $ 321 $ 115 $ 5,316 Hotel/Motel Room $ - $ 63 $ - $ 147 $ 70 $ 124 $ 85 $ 496 Retail <50,000 SF 1,000 SF $ - $ 208 $ - $ 176 $ 85 $ 147 $ 283 $ 900 Retail 50,000-100,000 SF 1,000 SF $ - $ 172 $ - $ 176 $ 84 $ 147 $ 235 $ 813 Retail 100,000-300,000 SF 1,000 SF $ - $ 145 $ - $ 177 $ 85 $ 148 $ 199 $ 753 Retail >300,000 SF 1,000 SF $ - $ 133 $ - $ 176 $ 84 $ 148 $ 187 $ 727 Medical Office 1,000 SF $ - $ 264 $ - $ 293 $ 141 $ 245 $ 365 $ 1,308 General Office 1,000 SF $ - $ 113 $ - $ 293 $ 141 $ 246 $ 164 $ 958 Hospital 1,000 SF $ - $ 163 $ - $ 293 $ 141 $ 246 $ 230 $ 1,073 Daycare 1,000 SF $ - $ 90 $ - $ 293 $ 141 $ 246 $ 134 $ 904 Church 1,000 SF $ - $ 19 $ - $ 297 $ 142 $ 250 $ 38 $ 746 Nursing Home 1,000 SF $ - $ 28 $ - $ 296 $ 142 $ 249 $ 49 $ 764 Industrial (Manufacturing) 1,000 SF $ - $ 43 $ - $ 126 $ 60 $ 105 $ 64 $ 398 Industrial (Warehousing) 1,000 SF $ - $ 31 $ - $ 127 $ 60 $ 105 $ 47 $ 370 General Gov’t.

FY 2021-2022 CFF PROGRAM - Development within the Downtown Economic Incentives Program #24..
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CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 2: Combining Statement of Revenues, Expenditures and Changes in Fund Balances Year Ended June 30, 20223
*See
3 Financial data is current as of November 1, 2022 – see Table 9 for Transfers. 3410 3420 3430 3432 3440 3450 3460 3470 3480
Streets Public Transp. Air
Quality
Parks & Air
Quality Police Fire Parks General Gov't Admin. Total
REVENUES:

Intergovernmental $ 948,142 $ - $ - $ - $ - $ - $ - $ - $ - $ 948,142 Fees Collected $ 4,555,401 $ 70,380 $ 3,528 $ 2,243,935 $ 360,120 $ 171,598 $ 8,847 $ 269,333 $ 146,873 $ 7,830,015 Interest a nd Rent $ 261,451 $ 4,730 $ 1,914 $ 74,715 $ 5,062 $ 2,435 $ 26,743 $ 3,040 $ 1,405 $ 381,495 Net Change in Fair Value of Investments $ (1,001,685) $ (18,706) $ (4,717) $ (337,948) $ (20,994) $ (10,173) $ (69,139) $ (12,860) $ (5,382) $ (1,481,604) Miscellaneous $ 12,790 $ - $ - $ - $ - $ - $ - $ - $ - $ 12,790 TOTAL REVENUES $ 4,776,099 $ 56,404 $ 725 $ 1,980,702 $ 344,188 $ 163,860 $ (33,549) $ 259,513 $ 142,896 $ 7,690,838 EXPENDITURES:

Current:

General Gov’t. $ -
Community Development $ - $ - $ - $ - $ - $ - $ - $ - $ 86,371 $ 86,371 Highways and Streets $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - Public Works $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -
Parks and Recreation $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - Public Safety $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -
Capital Outlay:

Community Development $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - Highways and Streets $ 3,914,103 $ - $ - $ - $ - $ - $ - $ - $ - $ 3,914,103 Parks and Recreation $ - $ - $ - $ - $ - $ - $ 43,433 $ - $ - $ 43,433 TOTAL EXPENDITURES $ 3,914,103 -$ $ - $ - $ - $ - $ 43,433 $ - $ 86,371 $ 4,043,907

EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER)
EXPENDITURES $ 861,996 $ 56,404 $ 725 $ 1,980,702 $ 344,188 $ 163,860 $ (76,982) $ 259,513 $ 56,525 $ 3,646,931

OTHER FINANCING SOURCES (USES)
Transfers In* $ (1,692,116) $ 3,338 $ 6,457 $ - $ 9,583 $ 3,135 $ 24,202 $ 5,501 $ 5,129 $ (1,634,771) Transfers Out* $ (2,936) $ - $ (1,305) $ - $ (215,000) $ (105,000) $ (49,495) $ (175,000) $ (1,305) $ (550,041) Sale of Assets $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -
TOTAL OTHER FINANCING SOURCES $ (1,695,052) $ 3,338 $ 5,152 $ - $ (205,417) $ (101,865) $ (25,293) $ (169,499) $ 3,824 $ (2,184,812) EXCESS (DEFICIENCY) OF REVENUES & OTHER USES $ (833,056) $ 59,742 $ 5,877 $ 1,980,702 $ 138,771 $ 148,320 $ (102,275) $ 90,014 $ 60,349 $ 1,548,444 FUND BALANCES, July 1 $ 28,881,198 $ 392,359 $ 470,444 $ 512,266 $ 332,276 $ (665,473) $ 7,085,685 $ 214,808 $ 84,140 $ 37,307,703 PRIOR PERIOD ADJUSTMENT $ -
FUND BALANCES, June 30 $ 28,048,142 $ 452,101 $ 476,321 $ 2,492,968 $ 471,047 $ (517,153) $ 6,983,410 $ 304,822 $ 144,489 $ 38,856,147 FY 2021-22
#24..
- 967 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 3: Five Year Revenue History
Fund 2017-2018 2018-2019 2019-2020 2020-2021 2021-2022 Five Year Total FUND 3410 – STREETS
Fees Collected $ 4,452,343 $ 1,600,387 $ 2,902,289 $ 3,522,904 $ 4,555,401 $ 17,033,324 Grant Monies $ 6,485,930 -$ 8,672,922 $ $ (3,495,247) $ 948,142 $ 12,611,747 All Other Revenue Sources $ 253,321 $ 9,190,803 $ 686,256 $ 26,665 $ (727,444) $ 9,429,601 Subtotal $ 11,191,594 $ 10,791,190 $ 12,261,467 $ 54,322 $ 4,776,099 $ 39,074,672 FUND 3420 – PUBLIC TRANSPORTATION
Fees Collected $ 72,618 $ 25,113 $ 45,152 $ 54,546 $ 70,380 $ 267,809 Grant Monies -$ -$ $ - $ - $ - $ -
All Other Revenue Sources $ 2,943 $ 8,694 $ 13,128 $ 126 $ (13,976) $ 10,915 Subtotal $ 75,561 $ 33,807 $ 58,280 $ 54,672 $ 56,404 $ 278,724 FUND 3430 – AIR QUALITY MITIGATION
Fees Collected $ 170,138 $ 75,705 $ 161,162 $ 25,814 $ 3,528 $ 436,347 Grant Monies $ 517,997 -$ $ 12,879 $ - $ - $ 530,876
All Other Revenue Sources $ (1,336) $ 31,056 $ 14,453 $ 113 $ (2,803) $ 41,483 Subtotal $ 686,799 $ 106,761 $ 188,494 $ 25,927 $ 725 $ 1,008,706 FUND 3432 – PARKS AND AIR QUALITY
Fees Collected $ 500,440 $ 1,168,952 $ 2,243,935 $ 3,913,327 Grant Monies $ - $ - $ - $ -
All Other Revenue Sources $ 11,826 $ 1,472 $ (263,233) $ (249,935) Subtotal -$ -$ 512,266 $ $ 1,170,424 $ 1,980,702 $ 3,663,392 FUND 3440 – POLICE
Fees Collected $ 389,376 $ 152,870 $ 300,057 $ 251,079 $ 360,120 $ 1,453,502 Grant Monies -$ -$ $ - $ - $ - $ -
All Other Revenue Sources $ 5,027 $ 9,986 $ 20,163 $ (614) $ (15,932) $ 18,630 Subtotal $ 394,403 $ 162,856 $ 320,220 $ 250,465 $ 344,188 $ 1,472,132 FUND 3450 – FIRE
Fees Collected $ 145,364 $ 61,022 $ 126,470 $ 125,491 $ 171,598 $ 629,945 Grant Monies -$ -$ $ - $ - $ - $ -
All Other Revenue Sources $ 2,419 $ 5,361 $ 7,477 $ (141) $ (7,738) $ 7,378 Subtotal $ 147,783 $ 66,383 $ 133,947 $ 125,350 $ 163,860 $ 637,323 FUND 3460 – PARKS
Fees Collected $ 1,343,507 $ 692,884 $ 1,121,876 $ 202,188 $ 8,847 $ 3,369,302 Grant Monies -$ -$ $ - $ - $ - $ -
All Other Revenue Sources $ 46,990 $ 146,123 $ 223,592 $ 1,393 $ (42,396) $ 375,702 Subtotal $ 1,390,497 $ 839,007 $ 1,345,468 $ 203,581 $ (33,549) $ 3,745,004 FUND 3470 – GENERAL GOVERNMENT
Fees Collected $ 221,271 $ 86,494 $ 184,949 $ 190,097 $ 269,333 $ 952,144 Grant Monies -$ -$ $ - $ - $ - $ -
All Other Revenue Sources $ 2,759 $ 7,511 $ 12,316 $ (408) $ (9,820) $ 12,358 Subtotal $ 224,030 $ 94,005 $ 197,265 $ 189,689 $ 259,513 $ 964,502 FUND 3480 – ADMINISTRATION
Fees Collected $ 138,953 $ 54,770 $ 104,020 $ 110,676 $ 146,873 $ 555,292 Grant Monies -$ -$ $ - $ - $ - $ -
All Other Revenue Sources $ 877 $ 1,700 $ 2,221 $ 61 $ (3,977) $ 882 Subtotal $ 139,830 $ 56,470 $ 106,241 $ 110,737 $ 142,896 $ 556,174 TOTAL 14,250,497 $ $ 12,150,479 $ 15,123,648 $ 2,185,167 $ 7,690,838 $ 51,400,629 #24..
- 968 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 4: Five Year Expenditure History4
4 Financial data is current as of November 1, 2022.

Fund 2017-18 2018-19 2019-20 2020-21 2021-22 Five Year Total Fund 3410 – Streets $ (7,587,438) $ (19,909,526) $ (3,308,019) $ (1,752,997) $ (3,914,103) $ (36,472,083) Fund 3420 – Public Transportation -$ -$ -$ -$ -$ -$
Fund 3430 – Air Quality Mitigation $ (618,128) $ (13,243) $ (8,228) $ (8,431) -$ (648,030) $ Fund 3432 – Parks and Air Quality - -$ -$ -$ -$ -$
Fund 3440 – Police - -$ -$ -$ -$ -$
Fund 3450 – Fire - -$ -$ -$ -$ -$
Fund 3460 – Parks $ (428,046) (81) $ $ (201,162) $ (140,487) $ (103,046) $ (872,822) Fund 3470 – General Government - -$ -$ -$ -$ -$
Fund 3480 – Administration $ (107,582) $ (87,478) $ (90,888) $ (76,394) $ (86,371) $ (448,713) TOTAL $ (8,313,229) $ (20,438,293) $ (3,608,297) $ (1,978,309) $ (4,103,520) $ (38,441,648) #24..
- 969 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 5: Five Year Revenue and Expenditure History5
5 Financial data is current as of November 1, 2022.
#24..
- 970 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 6: Multifamily, Commercial and Industrial Deferrals 1: Paid deferral off during mid-Fiscal Year 2021-22
2: Paid deferral off during mid-Fiscal year 2021-22
3: Stanislaus Equity Partners assumed the CFF Expemtion on March 31, 2022 Receivable Outstanding
Balance
Fund 30-Jun-22
Fund 3410 Streets Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ 16,061.35 $ 16,061.35 $ - Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 41,471.51 $ 41,471.51 $ - Osiel & Karina Luna 605 Maze Blvd. 10/29/2020 12/1/2025 5 $ 4,270.30 $ 800.32 $ 3,469.98 Stanislaus Equity Partners3 112 James St. 10/14/2020 10/1/2025 5 $ 25,571.96 $ 25,571.96 $ - 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 66,327.21 $ - $ 66,327.21 Subtotal $ 153,702.33 $ 83,905.14 $ 69,797.19
Fund 3420 Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ 317.83 $ 317.83 $ 0.00 Public Transportation Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 606.41 $ 606.41 $ - Osiel & Karina Luna 605 Maze Blvd. 10/29/2020 12/1/2025 5 $ 45.61 $ 8.55 $ 37.06 Stanislaus Equity Partners3 112 James St. 10/14/2020 10/1/2025 5 $ 375.20 $ 375.20 $ - 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 973.05 $ - $ 973.05 Subtotal $ 2,318.10 $ 1,307.99 $ 1,010.11
Fund 3430 Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ - $ - $ - Air Quality Mitigation Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 8,899.57 $ 8,899.57 $ - Stanislaus Equity Partners3 112 James St. 10/14/2020 10/1/2025 5 $ 4,250.18 $ 4,250.18 $ - Subtotal $ 13,149.75 $ 13,149.75 $ -
Fund 3432 Osiel & Karina Luna 605 Maze Blvd. 10/29/2020 12/1/2025 5 $ 761.68 $ 142.87 $ 618.81 Parks and Air Quality 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 60,329.15 $ - $ 60,329.15 Subtotal $ 61,090.83 $ 142.87 $ 60,947.96
Fund 3440 Police Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ 445.99 $ 445.99 $ - Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 6,332.46 $ 6,332.46 $ - Stanislaus Equity Partners3 112 James St. 10/14/2020 10/1/2025 5 $ 3,024.00 $ 3,024.00 $ - 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 7,842.50 $ - $ 7,842.50 Subtotal $ 17,644.95 $ 9,802.45 $ 7,842.50
Payoffs Agreement
Start Date
Agreement
End Date
Years
Remaining
Balance as of
30-Jun-21 Applicant Address
#24..
- 971 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 6 cont’d: Multifamily, Commercial and Industrial Deferrals Receivable Outstanding
Balance
Fund 30-Jun-22
Fund 3450 Fire Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ 146.59 $ 146.59 $ - Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 2,063.91 $ 2,063.91 $ - Stanislaus Equity Partners 3 112 James St. 10/14/2020 10/1/2025 5 $ 985.60 $ 985.60 $ - 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 2,556.07 $ - $ 2,556.07 Subtotal $ 5,752.17 $ 3,196.10 $ 2,556.07
Fund 3460 Parks Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ - $ - $ - Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 30,832.10 $ 30,832.10 $ - Stanislaus Equity Partners* 112 James St. 10/14/2020 10/1/2025 5 $ 19,009.87 $ 19,009.87 $ - Subtotal $ 49,841.97 $ 49,841.97 $ -
Fund 3470 Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ 256.62 $ 256.62 $ - General Government Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 3,623.57 $ 3,623.57 $ - Stanislaus Equity Partners 3 112 James St. 10/14/2020 10/1/2025 5 $ 1,730.40 $ 1,730.40 $ - 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 4,487.65 $ - $ 4,487.65 Subtotal $ 10,098.24 $ 5,610.59 $ 4,487.65
Fund 3480 Stephen & Richard Burton1 1533 E. Briggsmore Ave. 10/20/2016 10/20/2021 0 $ 434.15 $ 434.15 $ - Administration Wisdom Place LLC2 1600 Wisdom Way 1/30/2017 12/1/2021 1 $ 1,805.63 $ 407.25 $ 1,398.38 Osiel & Karina Luna 605 Maze Blvd. 10/29/2020 12/1/2025 5 $ 104.17 $ 19.52 $ 84.65 Stanislaus Equity Partners 3 112 James St. 10/14/2020 10/1/2025 5 $ 862.40 $ 862.40 $ - 1192 Norwegian Modesto L.P. 1192 Norwegian Ave. 12/22/2021 1/1/2027 5 $ 2,236.56 $ - $ 2,236.56 Subtotal $ 5,442.91 $ 1,723.32 $ 3,719.59
TOTAL $ 319,041.25 $ 168,680.18 $ 150,361.07
Payoffs Agreement
Start Date
Agreement
End Date
Years
Remaining
Balance as of
30-Jun-21 Applicant Address
#24..
- 972 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 7a: Low Income Deferrals/Exemptions
Fund 3410
Streets Stanislaus Equity Partners CDC $ 25,571.96 $ (25,571.96) -$ Subtotal $ 25,571.96 $ (25,571.96) -$
Fund 3420
Public
Transportation Stanislaus Equity Partners CDC $ 375.20 $ (375.20) -$ Subtotal $ 375.20 $ (375.20) -$
Fund 3432
Parks and Air
Quality Stanislaus Equity Partners CDC $ 23,260.05 $ (23,260.05) -$ Subtotal $ 23,260.05 $ (23,260.05) -$
Fund 3440
Police Stanislaus Equity Partners CDC $ 3,024.00 $ (3,024.00) -$ Subtotal $ 3,024.00 $ (3,024.00) -$
Fund 3450
Fire Stanislaus Equity Partners CDC $ 985.60 $ (985.60) -$ Subtotal $ 985.60 $ (985.60) -$
Fund 3470
General Gov't Stanislaus Equity Partners CDC $ 1,730.40 $ (1,730.40) -$ Subtotal $ 1,730.40 $ (1,730.40) -$
Fund 3480
Administration Stanislaus Equity Partners CDC $ 862.40 $ (862.40) -$ Subtotal $ 862.40 $ (862.40) -$
TOTAL Total $ 55,809.61 $ (55,809.61) -$
Fund Applicant / Project CFF Due CFF Credit CFF Paid
#24..
- 973 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 7b: Refunds
There were no CFF refunds processed in Fiscal Year 2021-22. #24..
- 974 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 8: Credits for Previously Existing Buildings
#24..
- 975 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 8, cont’d: Credits for Previously Existing Buildings #24..
- 976 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 8, cont’d: Credits for Previously Existing Buildings #24..
- 977 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 9: Transfers within Capital Facilities Fees Funds6 1: This transfer was incorrectly applied and will be transferred out in Fiscal Year 2022-23 2: This transfer was a CFF Derferral Payment that was intended to be deposited in CFF Funds but was incorrectly deposited into the General Fund. 3: This transfer was a CFF Derferral Payment that was intended to be deposited in CFF Funds but was incorrectly deposited into the Wastewater Fund. 6 Financial data is current as of November 1, 2022.

Fund Transfer Description Loan Maturity
Date
Rate of
Interest
Transfer Amount
Transfer Out to Fund 3160 - Pavement Rehabilitation of Crows Land Rd, Pelandale & Standiford $ (1,356)
Transfer Out to Fund 3160 - Pelandale Ave Interchange - Phase II $ (246,701) Transfer Out to Fund 3160 - SR132 West Expressway - CON $ (1,623,872) Transfer Out to Fund 5230 - Hyland OnBase Agenda Management & Docusign1 $ (2,936)
Transfer In from Fund 01002 - Incorrectly Deposited into General Fund, CFF Deferral Payment $ 162,238
Transfer In from Fund 42113- Incorrectly Deposited into Wastewater Fund, CFF Deferral Payment $ 17,574
$ (1,695,053)
Transfer In from Fund 01002 - Incorrectly Deposited into General Fund, CFF Deferral Payment $ 2,994
Transfer In from Fund 42113- Incorrectly Deposited into Wastewater Fund, CFF Deferral Payment $ 344
$ 3,338
Transfer Out to Fund 5230 - Hyland OnBase Agenda Management & Docusign1 $ (1,305)
Transfer In from Fund 01002
- Incorrectly Deposited into General Fund, CFF
Deferral Payment $ 6,457
$ 5,152
Fund 3432 - Parks & Air
Quality $ -
$ -
Fund 3430 - Air Quality
Fund 3420 - Public
Transportation
Fund 3410 - Streets
#24..
- 978 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 9 Con’t: Tansfers within Capital Facilities Fees Funds Fund Transfer Description Loan Maturity
Date
Rate of
Interest Transfer Amount
Transfer Out to Fund 0100 - Police Department Headquarters $ (215,000) Transfer In from Fund 01002 - Incorrectly Deposited into General Fund, CFF Deferral Payment $ 8,879
Transfer In from Fund 42113- Incorrectly Deposited into Wastewater Fund, CFF Deferral Payment $ 704
$ (205,417)
Transfer Out to Fund 0100 - Fire Station #11 $ (105,000) Transfer In from Fund 01002 - Incorrectly Deposited into General Fund, CFF Deferral Payment $ 2,904
Transfer In from Fund 42113- Incorrectly Deposited into Wastewater Fund, CFF Deferral Payment $ 231
$ (101,865)
Fund 3460 - Parks Transfer Out to Fund 3140- Dry Creek to TRRP Trail Connection $ (10,191) Transfer Out to Fund 6710- TRRP Rover Pavilion $ (8,326) Transfer Out to Fund 6710 - TRRP Riverwalk Gateway to Legion $ (30,978) Transfer In from Fund 3130 - Mary E. Grogan Community Park Maintenance Facility Building- Final Balancing from Parks Fund $ (4,682) Transfer In from Fund 01002 - Incorrectly Deposited into General Fund, CFF Deferral Payment $ 28,883
$ (25,295)
Transfer Out to Fund 0100 - 2008 Lease Revenue Bonds paid through 2034 $ (175,000) Transfer In from Fund 01002
- Incorrectly Deposited into General Fund, CFF
Deferral Payment $ 5,096
Transfer In from Fund 42113
- Incorrectly Deposited into Wastewater Fund,
CFF Deferral Payment $ 405
$ (169,499)
Transfer Out to Fund 5230- Hyland OnBase Agenda Management & Docusign $ (1,305)
Transfer In from Fund 01002
- Incorrectly Deposited into General Fund, CFF
Deferral Payment $ 4,652
Transfer In from Fund 42113- Incorrectly Deposited into Wastewater Fund, CFF Deferral Payment $ 477
$ 3,824
TOTAL $ (2,184,815)
Fund 3480 -
Administration
Fund 3450 - Fire
Fund 3440 - Police
Fund 3470 -General
Government
#24..
- 979 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 10: Capital Improvement Program (CIP) Expenditures7

7 Financial data is current as of November 1, 2022.

Fund CIP Project
Number Project Name % Funded by Fee
% Funded
by Other Budget Expenditures up to June 30, 2021
Committed
Funds
FY 2021/22
Expenditures Balance Available
Estimated
Construction
Start FY
Estimated
Construction
End FY
Fund 3410
Streets 100046 Pelandale Interch at SR99 71% 29% 9,509,987 $ $ 8,801,521 $ 381,528 $ 382,988 $ 326,938 2014/15 2023/24 100048 Claratina/McHenry Plan Lane 100% 0% 341,500 $ $ 39,005 $ - $ - $ 302,495 2023/24 2024/25 100051 Claratina: McHenry/Coffee 4 Ln 100% 0% 6,062,911 $ $ 4,180,711 $ 585,466 $ 1,296,734 - $ 2023/24 2025/26 100586 CED - 7th St Bridge Tuolumne 93% 7% 1,284,893 $ $ 442,755 $ - $ 41,276 $ 800,862 2023/24 2024/25 100614 State Route 132 W. Express 13% 87% 34,482,830 $ $ 30,375,245 $ 66,099 $ 2,499,921 $ 1,541,566 2019/20 2023/24 100632 Rt Turn Ln McHenry to Briggs 38% 62% 3,021,892 $ $ 1,052,653 $ 1,276 $ 925,315 $ 1,042,649 2020/21 2022/23 100944 Tuolumne, 7th & B Intersection 100% 0% 350,000 $ $ 508 $ - $ - $ 349,492 2023/24 2024/25 100945 Hetch-Hetchy Crossing 100% 0% 5,070,000 $ $ 454,111 $ 93,307 $ 16,555 $ 4,506,026 2023/24 2024/25 101181 Claus Road Plan Line 100% 0% 250,000 $ $ - $ - $ - $ 250,000 2024/25 2025/26 101182 Standiford Interchange PID 69% 31% 3,598,000 $ $ 40,078 $ - $ 48,056 $ 3,509,866 2028/29 2029/30 Subtotal $ 3,914,111
Fund 3460
Parks 101017 Mary Grogan Park - Phase 2 100% 0% 2,963,588 $ $ 77,726 $ 170,306 $ 43,003 $ 2,672,553 2022/23 2023/24 Subtotal $ 43,003
TOTAL $ 3,957,114
#24..
- 980 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11: Exemptions for Accessory Dwelling Units
Fund 3410 105 Lita Ct. $ 6,965.00 $ (2,275.47) $ 4,689.53 Streets 125 Pine St. $ 4,824.00 $ (4,824.00) $ -
127 Madera Ave. $ 4,824.00 $ (4,824.00) $ -
214 James St. $ 4,824.00 $ (4,824.00) -$
314 Alturas Ave. $ 4,824.00 $ (4,824.00) -$
316 Burney St. $ 3,704.35 $ (3,117.65) $ 586.70
401 K St. $ 4,824.00 $ (4,824.00) -$
511 Vine St. $ 4,824.00 $ (4,824.00) -$
515 Ramona Ave. $ 4,824.00 $ (4,824.00) -$
709 Conejo Ave $ 4,824.00 $ (4,824.00) -$
711 Empire Ave. $ 4,824.00 $ (4,824.00) -$
916 Mandana Ct. $ 4,824.00 $ (4,824.00) -$
918 Helms Ln $ 5,450.00 $ (5,450.00) -$
1014 Ulrich Ave. $ 4,824.00 $ (4,824.00) -$
1020 Empire Ave. $ 4,725.00 $ 4,725.00 - $
1024 Hawthorne Ave. $ 4,824.00 $ 4,824.00 - $
1100 Springfield Way $ 4,824.00 $ (4,824.00) -$
1101 E Rumble Rd. $ 6,965.00 $ (3,860.00) $ 3,105.00
1341 W Orangeburg Ave. 4,824.00 $ $ (4,824.00) -$
1448 Water St. $ 4,824.00 $ (4,824.00) -$
1510 Vernon Ave. $ 4,824.00 $ 4,824.00 - $
1516 Grape Ave. $ 4,824.00 $ (4,824.00) -$
1560 Church Ln. $ 5,450.00 $ 5,450.00 - $
1601 Rouse Ave. $ 4,824.00 $ (4,824.00) -$
1606 Bronson Ave. $ 4,824.00 $ (4,824.00) -$
1928 Rouse Ave. $ 4,824.00 $ (4,824.00) -$
2109 Aloha Way $ 4,824.00 $ (4,824.00) -$
2112 Winslow Ct. $ 4,824.00 $ (4,824.00) -$
2137 Eicher Ave. $ 4,824.00 $ (4,824.00) -$
2206 Carol St. $ 4,824.00 $ (4,824.00) -$
2525 Crommelin Ave. $ 4,824.00 $ (4,824.00) -$
2552 Chandon Cir. $ 4,824.00 $ (4,824.00) -$
2609 Lahontan Dr. $ 4,824.00 $ (4,824.00) -$
2720 Sparks Way $ 4,824.00 $ (4,824.00) -$
3017 Conant Ave. $ 4,824.00 $ 4,824.00 - $
S ub to ta l $ 173,155.35 $ (140,127.12) $ 33,028.23
Fund Addre ss CFF Due CFF Cre dit CFF Pa id
#24..
- 981 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11, cont’d: Exemptions for Accessory Dwelling Units Fund 3420 105 Lita Ct. $ 101.00 $ (33.00) $ 68.00
Public 125 Pine St. $ 70.00 $ (70.00) $ -
Transportation 127 Madera Ave. $ 70.00 $ (70.00) $ -
214 James St. $ 70.00 $ (70.00) $ -
314 Alturas Ave. $ 70.00 $ (70.00) $ -
316 Burney St. $ 53.76 $ (45.24) $ 8.52
401 K St. $ 70.00 $ (70.00) $ -
511 Vine St. $ 70.00 $ (70.00) $ -
515 Ramona Ave. $ 70.00 $ (70.00) $ -
709 Conejo Ave $ 70.00 $ - $ 70.00
711 Empire Ave. $ 70.00 $ (70.00) $ -
916 Mandana Ct. $ 70.00 $ (70.00) $ -
918 Helms Ln $ 58.00 $ (58.00) $ -
1014 Ulrich Ave. $ 70.00 $ (70.00) $ -
1020 Empire Ave. $ 69.00 $ - $ 69.00
1024 Hawthorne Ave. $ 70.00 $ - $ 70.00
1100 Springfield Way $ 70.00 $ (70.00) $ -
1101 E Rumble Rd. $ 101.00 $ (55.97) $ 45.03
1341 W Orangeburg Ave. $ 70.00 $ (70.00) $ -
1448 Water St. $ 70.00 $ (70.00) $ -
1510 Vernon Ave. $ 70.00 $ - $ 70.00
1516 Grape Ave. $ 70.00 $ (70.00) $ -
1560 Church Ln. $ 58.00 $ - $ 58.00
1601 Rouse Ave. $ 70.00 $ (70.00) $ -
1606 Bronson Ave. $ 70.00 $ (70.00) $ -
1928 Rouse Ave. $ 70.00 $ (70.00) $ -
2109 Aloha Way $ 70.00 $ (70.00) $ -
2112 Winslow Ct. $ 70.00 $ (70.00) $ -
2137 Eicher Ave. $ 70.00 $ (70.00) $ -
2206 Carol St. $ 70.00 $ (70.00) $ -
2525 Crommelin Ave. $ 70.00 $ (70.00) $ -
2552 Chandon Cir. $ 70.00 $ (70.00) $ -
2609 Lahontan Dr. $ 70.00 $ (70.00) $ -
2720 Sparks Way $ 70.00 $ (70.00) -$
3017 Conant Ave. $ 70.00 $ - $ 70.00
S ub to tal $ 2,470.76 $ (1,942.21) $ 528.55
Fund Addre ss CFF Due CFF Cre dit CFF Pa id
#24..
- 982 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11, cont’d: Exemptions for Accessory Dwelling Units Fund 3432 105 Lita Ct. $ 6,379.00 $ (2,084.02) $ 4,294.98 Parks and 125 Pine St. $ 4,389.00 $ (4,389.00) -$
Air Quality 127 Madera Ave. $ 4,389.00 $ (4,389.00) -$
214 James St. $ 4,389.00 $ (4,389.00) -$
314 Alturas Ave. $ 4,389.00 $ (4,389.00) -$
316 Burney St. $ 3,392.66 $ (2,855.34) $ 537.32
401 K St. $ 4,389.00 $ (4,389.00) -$
511 Vine St. $ 4,389.00 $ (4,389.00) -$
515 Ramona Ave. $ 4,389.00 $ (4,389.00) -$
709 Conejo Ave $ 4,389.00 $ 4,389.00 - $
711 Empire Ave. $ 4,389.00 $ (4,389.00) -$
916 Mandana Ct. $ 4,389.00 $ (4,389.00) -$
918 Helms Ln $ 973.00 $ (973.00) -$
1014 Ulrich Ave. $ 4,389.00 $ (4,389.00) -$
1020 Empire Ave. $ 4,229.00 $ 4,229.00 - $
1024 Hawthorne Ave. $ 4,389.00 $ 4,389.00 - $
1100 Springfield Way $ 4,389.00 $ (4,389.00) -$
1101 E Rumble Rd. $ 6,379.00 $ (3,535.24) $ 2,843.76
1341 W Orangeburg Ave. 4,389.00 $ $ (4,389.00) -$
1448 Water St. $ 4,389.00 $ (4,389.00) -$
1510 Vernon Ave. $ 4,389.00 $ 4,389.00 - $
1516 Grape Ave. $ 4,389.00 $ (4,389.00) -$
1560 Church Ln. $ 973.00 $ - $ 973.00
1601 Rouse Ave. $ 4,389.00 $ (4,389.00) -$
1606 Bronson Ave. $ 4,389.00 $ (4,389.00) -$
1928 Rouse Ave. $ 4,389.00 $ (4,389.00) -$
2109 Aloha Way $ 4,389.00 $ (4,389.00) -$
2112 Winslow Ct. $ 4,389.00 $ (4,389.00) -$
2137 Eicher Ave. $ 4,389.00 $ (4,389.00) -$
2206 Carol St. $ 4,389.00 $ (4,389.00) -$
2525 Crommelin Ave. $ 4,389.00 $ (4,389.00) -$
2552 Chandon Cir. $ 4,389.00 $ (4,389.00) -$
2609 Lahontan Dr. $ 4,389.00 $ (4,389.00) -$
2720 Sparks Way $ 4,389.00 $ (4,389.00) -$
3017 Conant Ave. $ 4,389.00 $ 4,389.00 - $
S ubtotal $ 149,606.66 $ (119,172.60) $ 30,434.06
Fund Addre ss CFF Due CFF Cre dit CFF Pa id
#24..
- 983 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11, cont’d: Exemptions for Accessory Dwelling Units Fund 3440 105 Lita Ct. $ 647.00 $ (211.37) $ 435.63
Police 125 Pine St. $ 390.00 $ (390.00) -$
127 Madera Ave. $ 390.00 $ (390.00) -$
214 James St. $ 390.00 $ (390.00) -$
314 Alturas Ave. $ 390.00 $ (390.00) -$
316 Burney St. $ 344.26 $ (289.74) $ 54.52
401 K St. $ 390.00 $ (390.00) -$
511 Vine St. $ 390.00 $ (390.00) -$
515 Ramona Ave. $ 390.00 $ (390.00) -$
709 Conejo Ave $ 390.00 $ - $ 390.00
711 Empire Ave. $ 390.00 $ (390.00) -$
916 Mandana Ct. $ 390.00 $ (390.00) -$
918 Helms Ln $ - $ - -$
1014 Ulrich Ave. $ 390.00 $ (390.00) -$
1020 Empire Ave. $ 382.00 $ - $ 382.00
1024 Hawthorne Ave. $ 390.00 $ - $ 390.00
1100 Springfield Way $ 390.00 $ (390.00) -$
1101 E Rumble Rd. $ 647.00 $ (358.57) $ 288.43
1341 W Orangeburg Ave. $ 390.00 $ (390.00) -$
1448 Water St. $ 390.00 $ (390.00) -$
1510 Vernon Ave. $ 390.00 $ - $ 390.00
1516 Grape Ave. $ 390.00 $ (390.00) -$
1560 Church Ln. $ - $ - -$
1601 Rouse Ave. $ 390.00 $ (390.00) -$
1606 Bronson Ave. $ 390.00 $ (390.00) -$
1928 Rouse Ave. $ 390.00 $ (390.00) -$
2109 Aloha Way $ 390.00 $ (390.00) -$
2112 Winslow Ct. $ 390.00 $ (390.00) -$
2137 Eicher Ave. $ 390.00 $ (390.00) -$
2206 Carol St. $ 390.00 $ (390.00) -$
2525 Crommelin Ave. $ 390.00 $ (390.00) -$
2552 Chandon Cir. $ 390.00 $ (390.00) -$
2609 Lahontan Dr. $ 390.00 $ (390.00) -$
2720 Sparks Way $ 390.00 $ (390.00) -$
3017 Conant Ave. $ 390.00 $ - $ 390.00
S ub to ta l $ 13,330.26 $ (10,609.68) $ 2,720.58
Fund Addre ss CFF Due CFF Cre dit CFF Pa id
#24..
- 984 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11, cont’d: Exemptions for Accessory Dwelling Units Fund 3450 105 Lita Ct. $ 403.00 $ (131.66) $ 271.34
Fire 125 Pine St. $ 186.00 $ (186.00) -$
127 Madera Ave. $ 186.00 $ (186.00) -$
214 James St. $ 186.00 $ (186.00) -$
314 Alturas Ave. $ 186.00 $ (186.00) -$
316 Burney St. $ 214.49 $ (180.52) $ 33.97
401 K St. $ 186.00 $ (186.00) -$
511 Vine St. $ 186.00 $ (186.00) -$
515 Ramona Ave. $ 186.00 $ (186.00) -$
709 Conejo Ave $ 186.00 $ - $ 186.00
711 Empire Ave. $ 186.00 $ (186.00) -$
916 Mandana Ct. $ 186.00 $ (186.00) -$
918 Helms Ln $ - $ - -$
1014 Ulrich Ave. $ 186.00 $ (186.00) -$
1020 Empire Ave. $ 182.00 $ - $ 182.00
1024 Hawthorne Ave. $ 186.00 $ - $ 186.00
1100 Springfield Way $ 186.00 $ (186.00) -$
1101 E Rumble Rd. $ 403.00 $ (223.34) $ 179.66
1341 W Orangeburg Ave. $ 186.00 $ (186.00) -$
1448 Water St. $ 186.00 $ (186.00) -$
1510 Vernon Ave. $ 186.00 $ - $ 186.00
1516 Grape Ave. $ 186.00 $ (186.00) -$
1560 Church Ln. $ - $ - -$
1601 Rouse Ave. $ 186.00 $ (186.00) -$
1606 Bronson Ave. $ 186.00 $ (186.00) -$
1928 Rouse Ave. $ 186.00 $ (186.00) -$
2109 Aloha Way $ 186.00 $ (186.00) -$
2112 Winslow Ct. $ 186.00 $ (186.00) -$
2137 Eicher Ave. $ 186.00 $ (186.00) -$
2206 Carol St. $ 186.00 $ (186.00) -$
2525 Crommelin Ave. $ 186.00 $ (186.00) -$
2552 Chandon Cir. $ 186.00 $ (186.00) -$
2609 Lahontan Dr. $ 186.00 $ (186.00) -$
2720 Sparks Way $ 186.00 $ (186.00) -$
3017 Conant Ave. $ 186.00 $ - $ 186.00
S ub to ta l $ 6,596.49 $ (5,185.52) $ 1,410.97
Fund Addre ss CFF Due CFF Cre dit CFF Pa id
#24..
- 985 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11, cont’d: Exemptions for Accessory Dwelling Units Fund 3470 105 Lita Ct. $ 534.00 $ (174.46) $ 359.54
General 125 Pine St. $ 327.00 $ (327.00) $ -
Government 127 Madera Ave. $ 327.00 $ (327.00) $ -
214 James St. $ 327.00 $ (327.00) -$
314 Alturas Ave. $ 327.00 $ (327.00) -$
316 Burney St. $ 283.45 $ (238.55) $ 44.90
401 K St. $ 327.00 $ (327.00) -$
511 Vine St. $ 327.00 $ (327.00) -$
515 Ramona Ave. $ 327.00 $ (327.00) -$
709 Conejo Ave $ 327.00 $ - $ 327.00
711 Empire Ave. $ 327.00 $ (327.00) -$
916 Mandana Ct. $ 327.00 $ (327.00) -$
918 Helms Ln $ - $ - -$
1014 Ulrich Ave. $ 327.00 $ (327.00) -$
1020 Empire Ave. $ 320.00 $ - $ 320.00
1024 Hawthorne Ave. $ 327.00 $ - $ 327.00
1100 Springfield Way $ 327.00 $ (327.00) -$
1101 E Rumble Rd. $ 534.00 $ (295.94) $ 238.06
1341 W Orangeburg Ave. $ 327.00 $ (327.00) -$
1448 Water St. $ 327.00 $ (327.00) -$
1510 Vernon Ave. $ 327.00 $ - $ 327.00
1516 Grape Ave. $ 327.00 $ (327.00) -$
1560 Church Ln. $ - $ - -$
1601 Rouse Ave. $ 327.00 $ (327.00) -$
1606 Bronson Ave. $ 327.00 $ (327.00) -$
1928 Rouse Ave. $ 327.00 $ (327.00) -$
2109 Aloha Way $ 327.00 $ (327.00) -$
2112 Winslow Ct. $ 327.00 $ (327.00) -$
2137 Eicher Ave. $ 327.00 $ (327.00) -$
2206 Carol St. $ 327.00 $ (327.00) -$
2525 Crommelin Ave. $ 327.00 $ (327.00) -$
2552 Chandon Cir. $ 327.00 $ (327.00) -$
2609 Lahontan Dr. $ 327.00 $ (327.00) -$
2720 Sparks Way $ 327.00 $ (327.00) -$
3017 Conant Ave. $ 327.00 $ - $ 327.00
S ubto ta l $ 11,154.45 $ (8,883.95) $ 2,270.50
Fund Addre ss CFF Due CFF Cre dit CFF Pa id
#24..
- 986 -

CITY OF MODESTO

CAPITAL FACILITIES FEES ANNUAL REPORT
FISCAL YEAR 2021-22
Table 11, cont’d: Exemptions for Accessory Dwelling Units Fund 3480 105 Lita Ct. $ 302.00 $ (98.66) $ 203.34
Administration 125 Pine St. $ 164.00 $ (164.00) -$
127 Madera Ave. $ 164.00 $ (164.00) -$
214 James St. $ 164.00 $ (164.00) -$
314 Alturas Ave. $ 164.00 $ (164.00) -$
316 Burney St. $ 160.73 $ (135.27) $ 25.46
401 K St. $ 164.00 $ (164.00) -$
511 Vine St. $ 164.00 $ (164.00) -$
515 Ramona Ave. $ 164.00 $ (164.00) -$
709 Conejo Ave $ 164.00 $ - $ 164.00
711 Empire Ave. $ 164.00 $ (164.00) -$
916 Mandana Ct. $ 164.00 $ (164.00) -$
918 Helms Ln $ 133.00 $ (133.00) -$
1014 Ulrich Ave. $ 164.00 $ (164.00) -$
1020 Empire Ave. $ 160.00 $ - $ 160.00
1024 Hawthorne Ave. $ 164.00 $ - $ 164.00
1100 Springfield Way $ 164.00 $ (164.00) -$
1101 E Rumble Rd. $ 302.00 $ (167.38) $ 134.62
1341 W Orangeburg Ave. $ 164.00 $ (164.00) -$
1448 Water St. $ 164.00 $ (164.00) -$
1510 Vernon Ave. $ 164.00 $ - $ 164.00
1516 Grape Ave. $ 164.00 $ (164.00) -$
1560 Church Ln. $ 133.00 $ - $ 133.00
1601 Rouse Ave. $ 164.00 $ (164.00) -$
1606 Bronson Ave. $ 164.00 $ (164.00) -$
1928 Rouse Ave. $ 164.00 $ (164.00) -$
2109 Aloha Way $ 164.00 $ (164.00) -$
2112 Winslow Ct. $ 164.00 $ (164.00) -$
2137 Eicher Ave. $ 164.00 $ (164.00) -$
2206 Carol St. $ 164.00 $ (164.00) -$
2525 Crommelin Ave. $ 164.00 $ (164.00) -$
2552 Chandon Cir. $ 164.00 $ (164.00) -$
2609 Lahontan Dr. $ 164.00 $ (164.00) -$
2720 Sparks Way $ 164.00 $ (164.00) -$
3017 Conant Ave. $ 164.00 $ - $ 164.00
S ub to ta l $ 5,946.73 $ (4,634.31) $ 1,312.42
TOTAL $ 362,260.70 $ (290,555.39) $ 71,705.31
Fund Addre ss CFF Due CFF Cre dit CFF P a id
#24..
- 987 -
Combining Statements of Revenues, Expenditures and Changes in Fund Balance Year Ended June 30, 2022 3410 3420 3430 3432 3440 3450 3460 3470 3480
Streets Public Transp. Air
Quality
Parks & Air
Quality Police Fire Parks General Gov't Admin. Total
REVENUES:

Intergovernmental $ 948,142 $ - $ - $ - $ - $ - $ - $ - $ - $ 948,142 Fees Collected $ 4,555,401 $ 70,380 $ 3,528 $ 2,243,935 $ 360,120 $ 171,598 $ 8,847 $ 269,333 $ 146,873 $ 7,830,015 Interest and Rent $ 261,451 $ 4,730 $ 1,914 $ 74,715 $ 5,062 $ 2,435 $ 26,743 $ 3,040 $ 1,405 $ 381,495 Net Change in Fair Value of Investments $ (1,001,685) $ (18,706) $ (4,717) $ (337,948) $ (20,994) $ (10,173) $ (69,139) $ (12,860) $ (5,382) $ (1,481,604) Miscellaneous $ 12,790 $ - $ - $ - $ - $ - $ - $ - $ - $ 12,790 TOTAL REVENUES $ 4,776,099 $ 56,404 $ 725 $ 1,980,702 $ 344,188 $ 163,860 $ (33,549) $ 259,513 $ 142,896 $ 7,690,838 EXPENDITURES:

Current:

Community Development $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - Highways and Streets $ 3,914,103 $ - $ - $ - $ - $ - $ - $ - $ - $ 3,914,103 Parks and Recreation $ - $ - $ - $ - $ - $ - $ 43,433 $ - $ - $ 43,433 TOTAL EXPENDITURES $ 3,914,103 $ - $ - $ - $ - $ - $ 43,433 $ - $ 86,371 $ 4,043,907

EXCESS (DEFICIENCY) OF REVENUES OVER (UNDER)
EXPENDITURES $ 861,996 $ 56,404 $ 725 $ 1,980,702 $ 344,188 $ 163,860 $ (76,982) $ 259,513 $ 56,525 $ 3,646,931

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

December 13, 2022
Date: November 8, 2022
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jaylen French, Director of Community and Economic Development SUBJECT: Fiscal Year 2021-22 Annual Report of Funds Held for Future Improvements CONTACT: Jessica Hill, Community Development Manager
[email protected], 209-577-5211
DESCRIPTION:

Hearing to consider accepting the Fiscal Year 2021-22 Annual Report of Funds Held for Future Improvements and making findings related to each security on file. (Funding Source: Developer Deposits)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City of Modesto’s 2020-2025 Strategic Plan Goal D:

Ensure Safe, Efficient, and Reliable Infrastructure.

BACKGROUND:

California Government Code section 66000 allows a local jurisdiction to collect impact fees as a condition of approval of a development project in order to construct facilities needed to serve future development. These fees must have the proper nexus to any project on which they are imposed and may only be used for the purchase, construction, expansion, rehabilitation, or acquisition of public facilities.

Annual reporting of fees collected by a local agency is required by Government Code section 66006. The impact fees collected must be segregated from general funds and other funds containing fees collected for other improvements. Interest on each fee fund or account must be credited to that fund or account and be used only for the purpose for which the fee was collected. California Government Code section 66006(b) further requires that a local agency make the following information available to the public for each separate fee fund on an annual basis and that the local agency review that information at a public meeting. A public hearing notice was posted in the Modesto Bee on December 2, 2022. The law also requires the annual report include certain information for the prior fiscal year and be made available within 180 days after the last day of each fiscal year. The majority of the impact fees charged by the City are universally applicable fees that apply to all projects, such as the City’s Capital Facilities Fee.

This report focuses on impact fees charged on an ad-hoc basis to specific projects. #25..
- 989 -
City Council, December 13, 2022
FY 2021-22 Annual Report of Funds Held for Future Improvements

Page 2 of 4 ends

Modesto City CouncilDecember 13, 2022

Modesto City Council
December 13, 2022